Morgan Stanley Institutional Fund NCSR Certified annual shareholder report (management investment company)

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: 811-05624

Morgan Stanley Institutional Fund, Inc.

(Exact name of registrant as specified in charter)

522 Fifth Avenue, New York, New York	10036
(Address of principal executive offices)	(Zip code)

John H. Gernon

522 Fifth Avenue, New York, New York 10036

(Name and address of agent for service)

Registrant's telephone number, including area code: 212-296-0289

Date of fiscal year end: December 31,

Date of reporting period: December 31, 2021

Item 1 - Report to Shareholders

Morgan Stanley Institutional Fund, Inc.

Active International Allocation Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					8
Statement of Assets and Liabilities					11
Statement of Operations					13
Statements of Changes in Net Assets					14
Financial Highlights					16
Notes to Financial Statements					22
Report of Independent Registered Public Accounting Firm					34
Liquidity Risk Management Program					35
Federal Tax Notice					36
U.S. Customer Privacy Notice					37
Director and Officer Information					40

This report is authorized for distribution only when preceded or accompanied by a prospectus or summary prospectus of the applicable Fund of Morgan Stanley Institutional Fund, Inc. To receive a prospectus and/or statement of additional information ("SAI"), which contains more complete information such as investment objectives, charges, expenses, policies for voting proxies, risk considerations and describes in detail each of the Fund's investment policies to the prospective investor, please call toll free 1 (800) 548-7786. Please read the prospectuses carefully before you invest or send money.

Additionally, you can access information about the Fund, including performance, characteristics and investment team commentary, through Morgan Stanley Investment Management's website: www.morganstanley.com/im/shareholderreports.

Market forecasts provided in this report may not necessarily come to pass. There is no guarantee that any sectors mentioned will continue to perform as discussed herein or that securities in such sectors will be held by the Fund in the future. There is no assurance that a fund will achieve its investment objective. Funds are 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's shares may be less than what you paid for them. Accordingly, you can lose money investing in this Fund. Please see the prospectus for more complete information on investment risks.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Active International Allocation Portfolio (the "Fund") performed during the latest twelve-month period.

Morgan Stanley Investment Management is a client-centric, investor-led organization. Our global presence, intellectual capital, and breadth of products and services enable us to partner with investors to meet the evolving challenges of today's financial markets. We aim to deliver superior investment service and to empower our clients to make the informed decisions that help them reach their investment goals.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

Active International Allocation Portfolio

As a shareholder of the Fund, you incur two types of costs: (1) transactional costs; and (2) ongoing costs, which may include advisory fees, administration fees, distribution and shareholder services fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

The table below provides information about actual account values and actual expenses. You may use the information in this table, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the table under the heading entitled "Actual Expenses Paid During Period" to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes

The table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads). Therefore, the information for each class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Active International Allocation Portfolio Class I	$	1,000.00	$	950.90	$	1,020.72	$	4.38	$	4.53		0.89	%
Active International Allocation Portfolio Class A		1,000.00		949.40		1,019.21		5.85		6.06		1.19
Active International Allocation Portfolio Class L		1,000.00		947.00		1,016.33		8.64		8.94		1.76
Active International Allocation Portfolio Class C		1,000.00		945.80		1,015.17		9.76		10.11		1.99
Active International Allocation Portfolio Class IS		1,000.00		950.90		1,020.97		4.13		4.28		0.84
Active International Allocation Portfolio Class IR		1,000.00		950.90		1,020.97		4.13		4.28		0.84

* Expenses are calculated using each Fund Class' annualized net expense ratio (as disclosed), multiplied by the average account value over the period and multiplied by 184/365 (to reflect the most recent one-half year period).

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Active International Allocation Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 2.33%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the MSCI All Country World ex USA Index (the "Index"), which returned 7.82%.

Factors Affecting Performance

• 2021 finished with a gain of nearly 8% for the MSCI All Country (AC) World ex USA Index. Among major markets and similar to recent years, the U.S. dominated major equity market performance while China, buffeted by various government regulations and significant deleveraging from the real estate market, fell more than 20% for the year.⁽ⁱ⁾ In the U.S., although volatility rose on the back of Federal Reserve (Fed) rhetoric ratcheting up the message on its path to tighten policy and amid record increases in price levels not seen since the early 1980s, equity markets gained 10% in the fourth quarter and nearly 27% for the year.⁽ⁱ⁾

• Fund performance was negatively impacted by the below benchmark allocations to energy and financials, particularly banks; the overweight to and positioning in internet & direct marketing retail and in travel-related holdings; and the underweight to and positioning in tech hardware. Contributors to performance were underweights to Hong Kong and utilities; positioning in metals & mining and in Japan; and overweight to and positioning in pharmaceuticals and professional services.

• The Fund sometimes uses derivative instruments to manage certain market or currency exposures. This was a performance detractor in the period.

Management Strategies

• The portfolio remains fully invested and overall regional positioning was constant (underweight Japan, neutral emerging markets, overweight

Europe and U.K., and an allocation to the U.S.), as was our barbell strategy (compelling value, sustainable growth and ballast positions). We made adjustments to industry and stock positioning during the fourth quarter of 2021 by adding to health care and pharma and to China e-commerce, while reducing consumer discretionary and travel and entertainment. We scaled back travel and entertainment as we believe prices reflect a solid recovery, and going forward, headwinds to the industry as well as potential new virus variants are possible. We have also added to European staples and health care. As the Fed is tightening financial conditions, we think the yield curve will flatten more and inflationary pressures will subside some — and that should be a good environment for select staples companies due to lower input cost pressures as well as the sector's defensiveness in a market that may struggle to handle less liquidity.

• We added to our existing position in China, bringing the portfolio close to neutral versus the benchmark. While we appreciate the concern over government regulations, we think the companies have absorbed the regulatory changes into their business plans, and after an extreme de-rating in their multiples we think the tougher environment has been factored into the share prices. The companies we invested in are attractive quality businesses, in our view, that are innovating and driving forward progress in multiple priority areas while offering compelling risk-reward dynamics. A possible boost may come from policy easing in China, which could help boost consumer demand and shore up the economy. In the last several weeks, the government has eased policy several times, and we think there may be more to come.

• For 2022, we expect further dispersion in growth and market performance between regions and countries, and volatility is likely to be a continued feature while economies and markets adjust to tighter fiscal and monetary policies. Across markets there are distinct differences in current and forward valuation measures, which are likely to benefit non-U.S. equity markets. Price to book values for MSCI

⁽ⁱ⁾ Country and regional returns are represented by their respective MSCI country and regional indexes, which are broad measures of the country's or region's stock market performance. Data as of December 31, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Active International Allocation Portfolio

indices are: the U.S. 5x; Europe, the U.K. and emerging markets 1.9x; and Japan 1.5x.⁽ⁱⁱ⁾ Here are 12-month forward price to earnings (P/Es): the U.S. is at 22.3x, euro area at 15.5x, Japan at 14.3x, emerging markets at 12.5x and the U.K. at 12.1x (all data as of December 31, 2021).⁽ⁱⁱ⁾ Importantly, our work shows that when the Federal Reserve begins a rate cycle, U.S. assets have tended to underperform.⁽ⁱⁱ⁾ There have been nine Federal Reserve hiking cycles since 1970 and on average U.S. equities have underperformed the MSCI All Country World ex USA Index by 10% and the trade-weighted U.S. dollar has fallen on average 5% during these periods.⁽ⁱⁱ⁾

• Markets are adjusting to the Fed's comments regarding the path of tightening, which moved from tapering to tightening, then to shrinking the balance sheet in quick order. Investors have moved ahead of the actual Fed actions by pricing the U.S. 10-year yield from a low of 1% in February 2021 to a current yield of over 1.8%. There is likely to be a volatile period of adapting to this reality. However, over the longer term we see a cap to the extent yields can rise given the over-indebtedness globally and that many leading economies/governments cannot afford to refinance at higher rates.

• The emerging signs of stimulus in China should have a positive impact on Europe, which relies more heavily on exports for growth. In 2020, China was the first country to open from the initial wave of the pandemic and European manufacturing and exports were quite strong to meet Chinese demand. Relative to the U.S., European valuations are at 50-year lows and its relative performance is the weakest since the early 1930s. Additionally, the European Central Bank is well behind the Fed in any talk of rate hikes or tightening, and fiscal spending, while not profligate, is still expansionary. High energy prices acting as a tax on business and consumers could derail a domestic demand recovery story. The portfolio is overweight to the region, and we recently added to a major global energy name on

attractive valuation, significant cost reductions to improve profitability and its high exposure to natural gas, which we expect to benefit from increased demand for this relatively carbon-light energy.

• Related to energy, during the fourth quarter of 2021 we further increased the Fund's position in a uranium mining company. We look to own supply-constrained industries that exhibit pricing power, and the uranium industry fits that framework very well. In the 10 years after the Fukushima nuclear disaster, the uranium mining industry has gone through a significant consolidation. At the same time, acceptance of nuclear power is picking up, driven by the need to lower carbon emissions. After falling for the better part of the last decade, spot prices are now rising — and while most of the market is long-term supply agreements, utilities that have been buying in the spot market will need to ensure long-term supply. Therefore, we expect the long-term pricing cycle will most likely turn positive and benefit large miners/suppliers. The cost to restart abandoned/mothballed capacity is high, and suppliers will not commit new supply without these contracts. This puts mining companies in the driver's seat to regain pricing power and bring back capacity gradually.

• Our focus is to invest in countries and sectors with strong equity earnings potential and companies with quality businesses and solid balance sheets. The environment is likely to get rocky as the world economy and financial markets deal with numerous challenges like supply chain and labor issues, declining appetite for globalization, and high amounts of leverage. However, our portfolio represents a mix of long-term thematic beneficiaries, regardless of whether they are compelling value or sustainable growth companies. In our view, these companies are in well-positioned industries, have solid business fundamentals, are uniquely differentiated and trading at substantial discounts to fair value.

⁽ⁱⁱ⁾ Source: MSIM AIA team analysis, Bloomberg L.P., FactSet, Haver Analytics. Data as of December 31, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Active International Allocation Portfolio

* Minimum Investment for Class I shares

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, L, C, IS and IR shares will vary from the performance of Class I shares based upon their different inception dates and will be negatively impacted by additional fees assessed to those classes (if application).

Performance Compared to the MSCI All Country World ex USA Index⁽¹⁾, the Active International Allocation Blend Index⁽²⁾ and the Lipper International Large-Cap Growth Funds Index⁽³⁾

	Period Ended December 31, 2021 Total Returns⁽⁴⁾
				Average Annual
	One Year			Five Years			Ten Years			Since Inception⁽¹⁰⁾
Fund — Class I Shares w/o sales charges⁽⁵⁾		2.33	%		11.59	%		8.47	%		6.39	%
Fund — Class A Shares w/o sales charges⁽⁶⁾		2.03			11.24			8.12			5.78
Fund — Class A Shares with maximum 5.25% sales charges⁽⁶⁾		–3.35			10.04			7.54			5.56
Fund — Class L Shares w/o sales charges⁽⁷⁾		1.48			10.67			—			8.16
Fund — Class C Shares w/o sales charges⁽⁸⁾		1.23			10.39			—			5.52
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁸⁾		0.29			10.39			—			5.52
Fund — Class IS Shares w/o sales charges⁽⁹⁾		2.39			—			—			18.03
Fund — Class IR Shares w/o sales charges⁽⁹⁾		2.39			—			—			18.03
MSCI All Country World ex USA Index		7.82			9.61			7.28			6.06
Active International Allocation Blend Index		7.82			9.61			8.06			5.89
Lipper International Large-Cap Growth Funds Index		10.25			13.25			9.54			N/A

Performance data quoted represents past performance, which is no guarantee of future results, and current performance may be lower or higher than the figures shown. Performance assumes that all dividends and distributions, if any, were reinvested. For the most recent month-end performance figures, please visit www.morganstanley.com/im/shareholderreports. Investment return and principal value will fluctuate so that Fund shares, when redeemed, may be worth more or less than their original cost. Total returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance of share classes will vary due to difference in sales charges and expenses.

⁽¹⁾ The MSCI All Country World ex USA Index is a free float-adjusted market capitalization weighted index designed to measure the equity market performance of developed and emerging markets, excluding the United States. The term "free float" represents the portion of shares outstanding that are deemed to be available for purchase in the public equity markets by investors. The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. Returns, including periods prior to January 1, 2001, are calculated using the return data of the MSCI All Country World ex USA Index (gross dividends) through December 31, 2000 and the return data of the MSCI All Country World ex USA Index (net dividends) after December 31, 2000. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. The Index is unmanaged and its returns do not include any sales charges or fees. Such costs would lower performance. It is not possible to invest directly in an index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Active International Allocation Portfolio

⁽²⁾ The Active International Allocation Blend Index is performance linked benchmark of the old and new benchmark of the Fund. The old benchmark represented by MSCI EAFE Index (a benchmark measures the international equity market performance of developed markets excluding the United States and Canada) from the Fund's inception to December 31, 2016 and the new benchmark represented by MSCI All Country World ex USA Index for periods thereafter. The Index is unmanaged and its 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 International Large-Cap Growth Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper International Large-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. As of the date of this report, the Fund was in the Lipper International Large-Cap Growth Funds classification.

⁽⁴⁾ Total returns for the Fund reflect fees waived and expenses reimbursed, if applicable, by the Adviser (as defined herein). Without such waivers and reimbursements, total returns would have been lower.

⁽⁵⁾ Commenced operations on January 17, 1992.

⁽⁶⁾ Commenced offering on January 2, 1996.

⁽⁷⁾ Commenced offering on June 14, 2012.

⁽⁸⁾ Commenced offering on April 30, 2015.

⁽⁹⁾ Commenced offering on October 31, 2019.

⁽¹⁰⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

Active International Allocation Portfolio

	Shares		Value (000)
Common Stocks (96.1%)
Brazil (0.6%)
Vale SA		101,338	$	1,412
Canada (6.0%)
Agnico Eagle Mines Ltd.		39,382		2,092
Altus Group Ltd. (a)		25,941		1,456
Cameco Corp.		58,383		1,273
First Quantum Minerals Ltd.		292,787		7,006
Teck Resources Ltd., Class B		75,688		2,181
				14,008
China (7.7%)
Alibaba Group Holding Ltd. ADR (b)		85,597		10,168
China Resources Beer Holdings Co., Ltd. (c)		150,000		1,228
Tencent Holdings Ltd. (c)		57,100		3,345
Tencent Holdings Ltd. ADR (a)		51,656		3,012
				17,753
Denmark (1.8%)
Novo Nordisk A/S Series B		37,166		4,175
France (8.0%)
Air Liquide SA		7,560		1,320
Airbus SE (b)		26,842		3,434
Capgemini SE		10,908		2,676
Dassault Systemes SE		28,065		1,671
Hermes International		463		810
Kering SA		2,026		1,631
L'Oreal SA		3,731		1,771
Legrand SA		6,555		768
LVMH Moet Hennessy Louis Vuitton SE		1,997		1,653
Pernod Ricard SA		6,591		1,587
Sanofi		11,120		1,121
				18,442
Germany (8.0%)
Bayer AG (Registered)		96,881		5,174
CTS Eventim AG & Co. KGaA (b)		14,255		1,042
Infineon Technologies AG		39,415		1,815
Jungheinrich AG (Preference)		31,250		1,587
KION Group AG		15,048		1,644
Linde PLC (b)		9,321		3,234
Siemens Healthineers AG		53,094		3,959
				18,455
India (3.9%)
Apollo Hospitals Enterprise Ltd.		45,661		3,079
HDFC Bank Ltd. ADR		15,988		1,040
ICICI Bank Ltd.		129,188		1,286
ICICI Prudential Life Insurance Co., Ltd.		144,760		1,092
Reliance Industries Ltd.		48,168		1,535
State Bank of India		182,705		1,132
				9,164
Japan (10.3%)
FANUC Corp.		5,150		1,095
Hoya Corp.		7,800		1,157

	Shares		Value (000)
Keyence Corp.		5,600	$	3,521
Nikon Corp.		448,300		4,829
Shimano, Inc.		4,350		1,158
Shiseido Co., Ltd.		10,300		575
SMC Corp.		2,105		1,423
Sony Group Corp.		32,993		4,166
Sony Group Corp. ADR (a)		25,250		3,191
Tokyo Electron Ltd.		3,900		2,245
Unicharm Corp.		13,300		579
				23,939
Korea, Republic of (2.9%)
Samsung Electronics Co., Ltd.		104,272		6,848
Malta (0.0%) (d)
BGP Holdings PLC (b)(e)		72,261		—	@
Netherlands (7.2%)
Akzo Nobel N.V.		11,933		1,311
ASML Holding N.V.		5,084		4,091
Koninklijke Philips N.V.		118,554		4,422
Prosus N.V. (b)		39,275		3,288
Universal Music Group N.V.		80,897		2,282
Wolters Kluwer N.V.		10,871		1,282
				16,676
Norway (0.8%)
Adevinta ASA (b)		137,328		1,824
Singapore (6.4%)
Sea Ltd. ADR (b)		65,907		14,744
South Africa (0.7%)
Impala Platinum Holdings Ltd.		61,784		872
Sibanye Stillwater Ltd.		219,946		678
Thungela Resources Ltd. (a)(b)		7,820		41
				1,591
Spain (0.7%)
Amadeus IT Group SA (b)		23,866		1,615
Sweden (0.2%)
Atlas Copco AB, Class A		6,146		425
Switzerland (1.4%)
Givaudan SA (Registered)		246		1,290
Nestle SA (Registered)		13,750		1,920
				3,210
Taiwan (3.8%)
Airtac International Group		32,000		1,175
Taiwan Semiconductor Manufacturing Co., Ltd.		212,000		4,690
Taiwan Semiconductor Manufacturing Co., Ltd. ADR		24,292		2,922
				8,787
United Kingdom (12.4%)
Anglo American PLC		38,228		1,561
AstraZeneca PLC		31,195		3,664
Diageo PLC		51,519		2,814
Experian PLC		84,897		4,174
Glencore PLC (b)		1,812,125		9,197

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments (cont'd)

Active International Allocation Portfolio

	Shares		Value (000)
United Kingdom (cont'd)
Keywords Studios PLC		30,079	$	1,198
Sage Group PLC (The)		72,435		836
Unilever PLC		38,935		2,086
Unilever PLC CVA		61,315		3,274
				28,804
United States (13.3%)
Air Products & Chemicals, Inc.		4,116		1,252
Charles River Laboratories International, Inc. (b)		5,346		2,014
Despegar.com Corp. (a)(b)		503,998		4,934
Estee Lauder Cos., Inc. (The), Class A		5,577		2,065
Farfetch Ltd., Class A (b)		123,637		4,133
Koninklijke Philips N.V.		15,451		569
Medtronic PLC		27,469		2,842
Newmont Corp. (NYSE)		29,323		1,818
Newmont Corp. (TSX)		41,015		2,544
Schlumberger N.V.		46,230		1,385
Vertex Pharmaceuticals, Inc. (b)		10,117		2,222
Visa, Inc., Class A		22,988		4,982
				30,760
Total Common Stocks (Cost $147,040)				222,632
Preferred Stock (0.6%)
United States (0.6%)
Neurogenesis Ltd Series A (acquisition cost — $1,250; acquired 12/16/21) (e)		30,637		1,250
Investment Company (0.4%)
United States (0.4%)
Morgan Stanley China A Share Fund, Inc. (See Note G) (Cost $1,067)		46,002		939
Short-Term Investments (2.9%)
Securities held as Collateral on Loaned Securities (0.8%)
Investment Company (0.7%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G)		1,627,789		1,628
	Face Amount (000)
Repurchase Agreements (0.1%)
HSBC Securities USA, Inc., (0.05%, dated 12/31/21, due 1/3/22; proceeds $16; fully collateralized by U.S. Government obligations; 0.00% due 5/15/25 - 11/15/28; valued at $17)	$	16		16
Merrill Lynch & Co., Inc., (0.05%, dated 12/31/21, due 1/3/22; proceeds $293; fully collateralized by U.S. Government obligations; 0.13% - 2.88% due 7/31/23 - 7/31/25; valued at $299)		293		293
				309
Total Securities held as Collateral on Loaned Securities (Cost $1,937)				1,937

	Shares		Value (000)
Investment Company (2.1%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $4,961)		4,961,273	$	4,961
Total Short-Term Investments (Cost $6,898)				6,898
Total Investments (100.0%) (Cost $156,255) Including $5,772 of Securities Loaned (f)(g)(h)				231,719
Other Assets in Excess of Liabilities (0.0%) (d)				101
Net Assets (100.0%)			$	231,820

Country assignments and aggregations are based generally on third party vendor classifications and information, and may be different from the assignments and aggregations under the policies set forth in the Fund's prospectus and/or statement of additional information relating to geographic classifications.

(a) All or a portion of this security was on loan at December 31, 2021.

(b) Non-income producing security.

(d) Amount is less than 0.05%.

(e) At December 31, 2021, the Fund held fair valued securities valued at approximately $1,250,000, representing 0.5% of net assets. These securities have been fair valued as determined in good faith under procedures established by and under the general supervision of the Company's (as defined herein) Directors.

(f) Securities are available for collateral in connection with open foreign currency forward exchange contracts.

(g) The approximate fair value and percentage of net assets, $64,577,000 and 27.9%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Financial Statements.

(h) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $158,723,000. The aggregate gross unrealized appreciation is approximately $87,601,000 and the aggregate gross unrealized depreciation is approximately $14,588,000, resulting in net unrealized appreciation of approximately $73,013,000.

ADR American Depositary Receipt.

CVA Certificaten Van Aandelen.

NYSE New York Stock Exchange.

TSX Toronto Stock Exchange.

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments (cont'd)

Active International Allocation Portfolio

Foreign Currency Forward Exchange Contracts:

The Fund had the following foreign currency forward exchange contracts open at December 31, 2021:

Counterparty	Contracts to Deliver (000)		In Exchange For (000)		Delivery Date	Unrealized Appreciation (Depreciation) (000)
Citibank NA	EUR	1,593	$	1,800	3/17/22	$	(16	)
State Street Bank and Trust Co.	$	2,507	GBP	1,894	3/17/22		55
State Street Bank and Trust Co.	$	1,872	JPY	212,626	3/17/22		(23	)
						$	16

Portfolio Composition*

Classification	Percentage of Total Investments
Other**		47.8	%
Metals & Mining		12.8
Entertainment		7.9
Internet & Direct Marketing Retail		7.6
Semiconductors & Semiconductor Equipment		6.9
Pharmaceuticals		6.1
Health Care Equipment & Supplies		5.6
Household Durables		5.3
Total Investments		100.0	%***

* Percentages indicated are based upon total investments (excluding Securities held as Collateral on Loaned Securities) as of December 31, 2021.

** Industries and/or investment types representing less than 5% of total investments.

*** Does not include open foreign currency forward exchange contracts with net unrealized appreciation of approximately $16,000.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Active International Allocation Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value⁽¹⁾ (Cost $148,599)	$	224,191
Investment in Securities of Affiliated Issuer, at Value (Cost $7,656)		7,528
Total Investments in Securities, at Value (Cost $156,255)		231,719
Foreign Currency, at Value (Cost $353)		343
Cash		81
Cash from Securities Lending		2
Receivable for Fund Shares Sold		2,367
Tax Reclaim Receivable		394
Dividends Receivable		78
Unrealized Appreciation on Foreign Currency Forward Exchange Contract		55
Receivable from Securities Lending Income		1
Receivable from Affiliate		—	@
Other Assets		75
Total Assets		235,115
Liabilities:
Collateral on Securities Loaned, at Value		1,939
Payable for Advisory Fees		337
Payable for Fund Shares Redeemed		303
Due to Broker		256
Deferred Capital Gain Country Tax		227
Payable for Professional Fees		49
Unrealized Depreciation on Foreign Currency Forward Exchange Contracts		39
Payable for Custodian Fees		37
Payable for Sub Transfer Agency Fees — Class I		20
Payable for Sub Transfer Agency Fees — Class A		10
Payable for Sub Transfer Agency Fees — Class L		1
Payable for Sub Transfer Agency Fees — Class C		—	@
Payable for Shareholder Services Fees — Class A		15
Payable for Distribution and Shareholder Services Fees — Class L		3
Payable for Distribution and Shareholder Services Fees — Class C		1
Payable for Administration Fees		15
Payable for Transfer Agency Fees — Class I		1
Payable for Transfer Agency Fees — Class A		2
Payable for Transfer Agency Fees — Class L		1
Payable for Transfer Agency Fees — Class C		1
Payable for Transfer Agency Fees — Class IS		—	@
Payable for Transfer Agency Fees — Class IR		—	@
Other Liabilities		38
Total Liabilities		3,295
Net Assets	$	231,820
Net Assets Consist of:
Paid-in-Capital	$	158,138
Total Distributable Earnings		73,682
Net Assets	$	231,820

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Active International Allocation Portfolio

Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	153,810
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		8,589,911
Net Asset Value, Offering and Redemption Price Per Share	$	17.91
CLASS A:
Net Assets	$	71,668
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		3,912,981
Net Asset Value, Redemption Price Per Share	$	18.32
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	1.02
Maximum Offering Price Per Share	$	19.34
CLASS L:
Net Assets	$	5,475
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		301,430
Net Asset Value, Offering and Redemption Price Per Share	$	18.16
CLASS C:
Net Assets	$	821
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		45,404
Net Asset Value, Offering and Redemption Price Per Share	$	18.08
CLASS IS:
Net Assets	$	32
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,755
Net Asset Value, Offering and Redemption Price Per Share	$	17.91
CLASS IR:
Net Assets	$	14
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		800
Net Asset Value, Offering and Redemption Price Per Share	$	17.91
⁽¹⁾ Including: Securities on Loan, at Value:	$	5,772

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Active International Allocation Portfolio

Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $513 of Foreign Taxes Withheld)	$	4,040
Income from Securities Loaned — Net		100
Dividends from Securities of Affiliated Issuers (Note G)		62
Total Investment Income		4,202
Expenses:
Advisory Fees (Note B)		1,558
Shareholder Services Fees — Class A (Note D)		184
Distribution and Shareholder Services Fees — Class L (Note D)		44
Distribution and Shareholder Services Fees — Class C (Note D)		7
Administration Fees (Note C)		192
Sub Transfer Agency Fees — Class I		103
Sub Transfer Agency Fees — Class A		56
Sub Transfer Agency Fees — Class L		4
Sub Transfer Agency Fees — Class C		—	@
Professional Fees		138
Registration Fees		90
Custodian Fees (Note F)		59
Transfer Agency Fees — Class I (Note E)		8
Transfer Agency Fees — Class A (Note E)		10
Transfer Agency Fees — Class L (Note E)		4
Transfer Agency Fees — Class C (Note E)		3
Transfer Agency Fees — Class IS (Note E)		2
Transfer Agency Fees — Class IR (Note E)		2
Shareholder Reporting Fees		23
Pricing Fees		8
Directors' Fees and Expenses		7
Interest Expenses		1
Other Expenses		24
Total Expenses		2,527
Waiver of Advisory Fees (Note B)		(61	)
Reimbursement of Class Specific Expenses — Class I (Note B)		(31	)
Reimbursement of Class Specific Expenses — Class C (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class IR (Note B)		(2	)
Rebate from Morgan Stanley Affiliate (Note G)		(18	)
Net Expenses		2,411
Net Investment Income		1,791
Realized Gain (Loss):
Investments Sold (Net of $6 of Capital Gain Country Tax)		23,134
Investments in Affiliates		(10	)
Foreign Currency Forward Exchange Contracts		149
Foreign Currency Translation		(215	)
Futures Contracts		42
Options Written		(4,488	)
Net Realized Gain		18,612
Change in Unrealized Appreciation (Depreciation):
Investments (Net of Increase in Deferred Capital Gain Country Tax of $221)		(16,360	)
Investments in Affiliates		(64	)
Foreign Currency Forward Exchange Contracts		(35	)
Foreign Currency Translation		(46	)
Options Written		1,291
Net Change in Unrealized Appreciation (Depreciation)		(15,214	)
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		3,398
Net Increase in Net Assets Resulting from Operations	$	5,189

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Active International Allocation Portfolio

Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Income	$	1,791		$	223
Net Realized Gain		18,612			1,228
Net Change in Unrealized Appreciation (Depreciation)		(15,214	)		49,406
Net Increase in Net Assets Resulting from Operations		5,189			50,857
Dividends and Distributions to Shareholders:
Class I		(11,586	)		(57	)
Class A		(5,407	)		(26	)
Class L		(381	)		(2	)
Class C		(50	)		(—	@)
Class IS		(2	)		(—	@)
Class IR		(1	)		(—	@)
Total Dividends and Distributions to Shareholders		(17,427	)		(85	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		96,854			13,746
Distributions Reinvested		11,451			57
Redeemed		(92,525	)		(28,630	)
Class A:
Subscribed		22,358			5,120
Distributions Reinvested		5,349			26
Redeemed		(21,357	)		(9,666	)
Class L:
Exchanged		62			334
Distributions Reinvested		373			2
Redeemed		(386	)		(637	)
Class C:
Subscribed		789			83
Distributions Reinvested		50			—	@
Redeemed		(94	)		(5	)
Class IS:
Subscribed		23			—
Distributions Reinvested		2			—	@
Redeemed		(4	)		—
Class IR:
Distributions Reinvested		1			—	@
Net Increase (Decrease) in Net Assets Resulting from Capital Share Transactions		22,946			(19,570	)
Total Increase in Net Assets		10,708			31,202
Net Assets:
Beginning of Period		221,112			189,910
End of Period	$	231,820		$	221,112

The accompanying notes are an integral part of the financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Active International Allocation Portfolio

Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		4,920			915
Shares Issued on Distributions Reinvested		661			3
Shares Redeemed		(4,666	)		(1,939	)
Net Increase (Decrease) in Class I Shares Outstanding		915			(1,021	)
Class A:
Shares Subscribed		1,104			323
Shares Issued on Distributions Reinvested		302			1
Shares Redeemed		(1,051	)		(672	)
Net Increase (Decrease) in Class A Shares Outstanding		355			(348	)
Class L:
Shares Exchanged		3			29
Shares Issued on Distributions Reinvested		21			—	@@
Shares Redeemed		(19	)		(44	)
Net Increase (Decrease) in Class L Shares Outstanding		5			(15	)
Class C:
Shares Subscribed		40			4
Shares Issued on Distributions Reinvested		3			—	@@
Shares Redeemed		(5	)		(—	@@)
Net Increase in Class C Shares Outstanding		38			4
Class IS:
Shares Subscribed		1			—
Shares Issued on Distributions Reinvested		—	@@		—	@@
Shares Redeemed		(—	@@)		—
Net Increase in Class IS Shares Outstanding		1			—	@@
Class IR:
Shares Issued on Distributions Reinvested		—	@@		—	@@

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Active International Allocation Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	19.03		$	14.59		$	12.07		$	14.46		$	11.83
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.17			0.04			0.16			0.23			0.19
Net Realized and Unrealized Gain (Loss)		0.24			4.41			2.54			(2.41	)		2.74
Total from Investment Operations		0.41			4.45			2.70			(2.18	)		2.93
Distributions from and/or in Excess of:
Net Investment Income		(0.23	)		(0.01	)		(0.18	)		(0.21	)		(0.30	)
Net Realized Gain		(1.30	)		—			—			—			—
Total Distributions		(1.53	)		(0.01	)		(0.18	)		(0.21	)		(0.30	)
Redemption Fees		—			—			0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	17.91		$	19.03		$	14.59		$	12.07		$	14.46
Total Return⁽³⁾		2.33	%		30.48	%		22.41	%		(15.14	)%		24.76	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	153,810		$	146,087		$	126,860		$	119,925		$	155,550
Ratio of Expenses Before Expense Limitation		0.95	%		1.02	%		0.97	%		0.97	%		1.14	%
Ratio of Expenses After Expense Limitation		0.89	%⁽⁴⁾		0.89	%⁽⁴⁾		0.89	%⁽⁴⁾		0.88	%⁽⁴⁾		0.88	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		0.89	%⁽⁴⁾		0.89	%⁽⁴⁾		N/A			N/A			N/A
Ratio of Net Investment Income		0.87	%⁽⁴⁾		0.24	%⁽⁴⁾		1.22	%⁽⁴⁾		1.67	%⁽⁴⁾		1.44	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.01	%		0.01	%		0.01	%		0.02	%		0.02	%
Portfolio Turnover Rate		39	%		37	%		34	%		43	%		22	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(4) The Ratio of Expenses After Expense Limitation and Ratio of Net Investment Income reflect the rebate of certain Fund expenses in connection with the investments in Morgan Stanley affiliates during the period. The effect of the rebate on the ratios is disclosed in the above table as "Ratio of Rebate from Morgan Stanley Affiliates."

The accompanying notes are an integral part of the financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Active International Allocation Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	19.43		$	14.94		$	12.36		$	14.79		$	12.10
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		0.11			(0.01	)		0.11			0.19			0.14
Net Realized and Unrealized Gain (Loss)		0.25			4.51			2.61			(2.46	)		2.80
Total from Investment Operations		0.36			4.50			2.72			(2.27	)		2.94
Distributions from and/or in Excess of:
Net Investment Income		(0.17	)		(0.01	)		(0.14	)		(0.16	)		(0.25	)
Net Realized Gain		(1.30	)		—			—			—			—
Total Distributions		(1.47	)		(0.01	)		(0.14	)		(0.16	)		(0.25	)
Redemption Fees		—			—			0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	18.32		$	19.43		$	14.94		$	12.36		$	14.79
Total Return⁽³⁾		2.03	%		30.10	%		22.00	%		(15.38	)%		24.29	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	71,668		$	69,135		$	58,339		$	50,726		$	65,710
Ratio of Expenses Before Expense Limitation		1.22	%		1.31	%		1.25	%		1.26	%		1.48	%
Ratio of Expenses After Expense Limitation		1.18	%⁽⁴⁾		1.19	%⁽⁴⁾		1.22	%⁽⁴⁾		1.19	%⁽⁴⁾		1.23	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.18	%⁽⁴⁾		1.19	%⁽⁴⁾		N/A			N/A			N/A
Ratio of Net Investment Income (Loss)		0.55	%⁽⁴⁾		(0.06	)%⁽⁴⁾		0.82	%⁽⁴⁾		1.37	%⁽⁴⁾		1.02	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.01	%		0.01	%		0.01	%		0.02	%		0.02	%
Portfolio Turnover Rate		39	%		37	%		34	%		43	%		22	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(4) The Ratio of Expenses After Expense Limitation and Ratio of Net Investment Income (Loss) reflect the rebate of certain Fund expenses in connection with the investments in Morgan Stanley affiliates during the period. The effect of the rebate on the ratios is disclosed in the above table as "Ratio of Rebate from Morgan Stanley Affiliates."

The accompanying notes are an integral part of the financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Active International Allocation Portfolio

	Class L
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	19.27		$	14.90		$	12.32		$	14.73		$	12.04
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		0.00	⁽²⁾		(0.09	)		0.05			0.13			0.07
Net Realized and Unrealized Gain (Loss)		0.24			4.47			2.59			(2.46	)		2.79
Total from Investment Operations		0.24			4.38			2.64			(2.33	)		2.86
Distributions from and/or in Excess of:
Net Investment Income		(0.05	)		(0.01	)		(0.06	)		(0.08	)		(0.17	)
Net Realized Gain		(1.30	)		—			—			—			—
Total Distributions		(1.35	)		(0.01	)		(0.06	)		(0.08	)		(0.17	)
Redemption Fees		—			—			0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	18.16		$	19.27		$	14.90		$	12.32		$	14.73
Total Return⁽³⁾		1.48	%		29.38	%		21.43	%		(15.87	)%		23.80	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	5,475		$	5,718		$	4,644		$	4,375		$	6,463
Ratio of Expenses Before Expense Limitation		1.76	%		1.86	%		1.81	%		1.76	%		2.07	%
Ratio of Expenses After Expense Limitation		1.74	%⁽⁴⁾		1.74	%⁽⁴⁾		1.74	%⁽⁴⁾		1.69	%⁽⁴⁾		1.73	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.74	%⁽⁴⁾		1.74	%⁽⁴⁾		N/A			N/A			N/A
Ratio of Net Investment Income (Loss)		0.02	%⁽⁴⁾		(0.61	)%⁽⁴⁾		0.35	%⁽⁴⁾		0.92	%⁽⁴⁾		0.54	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.01	%		0.01	%		0.01	%		0.02	%		0.02	%
Portfolio Turnover Rate		39	%		37	%		34	%		43	%		22	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

The accompanying notes are an integral part of the financial statements.
18

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Active International Allocation Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	19.22		$	14.89		$	12.34		$	14.77		$	12.15
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.02	)		(0.12	)		0.00	⁽²⁾		0.09			(0.00	)⁽²⁾
Net Realized and Unrealized Gain (Loss)		0.21			4.46			2.59			(2.45	)		2.83
Total from Investment Operations		0.19			4.34			2.59			(2.36	)		2.83
Distributions from and/or in Excess of:
Net Investment Income		(0.03	)		(0.01	)		(0.04	)		(0.07	)		(0.21	)
Net Realized Gain		(1.30	)		—			—			—			—
Total Distributions		(1.33	)		(0.01	)		(0.04	)		(0.07	)		(0.21	)
Redemption Fees		—			—			0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	18.08		$	19.22		$	14.89		$	12.34		$	14.77
Total Return⁽³⁾		1.23	%		29.13	%		21.03	%		(16.04	)%		23.42	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	821		$	144		$	45		$	42		$	23
Ratio of Expenses Before Expense Limitation		2.36	%		5.66	%		7.49	%		7.18	%		20.06	%
Ratio of Expenses After Expense Limitation		1.99	%⁽⁴⁾		1.99	%⁽⁴⁾		1.99	%⁽⁴⁾		1.98	%⁽⁴⁾		1.97	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.99	%⁽⁴⁾		1.99	%⁽⁴⁾		N/A			N/A			N/A
Ratio of Net Investment Income (Loss)		(0.09	)%⁽⁴⁾		(0.81	)%⁽⁴⁾		0.03	%⁽⁴⁾		0.67	%⁽⁴⁾		(0.03	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.01	%		0.01	%		0.01	%		0.02	%		0.03	%
Portfolio Turnover Rate		39	%		37	%		34	%		43	%		22	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

The accompanying notes are an integral part of the financial statements.
19

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Active International Allocation Portfolio

	Class IS
	Year Ended December 31,						Period from October 31, 2019⁽¹⁾ to
Selected Per Share Data and Ratios	2021			2020			December 31, 2019
Net Asset Value, Beginning of Period	$	19.04		$	14.59		$	13.79
Income from Investment Operations:
Net Investment Income⁽²⁾		0.18			0.04			0.00	⁽³⁾
Net Realized and Unrealized Gain		0.23			4.42			0.98
Total from Investment Operations		0.41			4.46			0.98
Distributions from and/or in Excess of:
Net Investment Income		(0.24	)		(0.01	)		(0.18	)
Net Realized Gain		(1.30	)		—			—
Total Distributions		(1.54	)		(0.01	)		(0.18	)
Net Asset Value, End of Period	$	17.91		$	19.04		$	14.59
Total Return⁽⁴⁾		2.39	%		30.55	%		7.15	%⁽⁶⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	32		$	14		$	11
Ratio of Expenses Before Expense Limitation		10.73	%		21.16	%		14.33	%⁽⁷⁾
Ratio of Expenses After Expense Limitation		0.84	%⁽⁵⁾		0.84	%⁽⁵⁾		0.84	%⁽⁵⁾⁽⁷⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		0.84	%⁽⁵⁾		0.84	%⁽⁵⁾		N/A
Ratio of Net Investment Income		0.89	%⁽⁵⁾		0.28	%⁽⁵⁾		0.18	%⁽⁵⁾⁽⁷⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.01	%		0.01	%		0.01	%⁽⁷⁾
Portfolio Turnover Rate		39	%		37	%		34	%

(1) Commencement of Offering.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value as of the last business day of the period.

(5) The Ratio of Expenses After Expense Limitation and Ratio of Net Investment Income reflect the rebate of certain Fund expenses in connection with the investments in Morgan Stanley affiliates during the period. The effect of the rebate on the ratios is disclosed in the above table as "Ratio of Rebate from Morgan Stanley Affiliates."

(6) Not annualized.

(7) Annualized.

The accompanying notes are an integral part of the financial statements.
20

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Active International Allocation Portfolio

	Class IR
	Year Ended December 31,						Period from October 31, 2019⁽¹⁾ to
Selected Per Share Data and Ratios	2021			2020			December 31, 2019
Net Asset Value, Beginning of Period	$	19.04		$	14.59		$	13.79
Income from Investment Operations:
Net Investment Income⁽²⁾		0.18			0.04			0.00	⁽³⁾
Net Realized and Unrealized Gain		0.23			4.42			0.98
Total from Investment Operations		0.41			4.46			0.98
Distributions from and/or in Excess of:
Net Investment Income		(0.24	)		(0.01	)		(0.18	)
Net Realized Gain		(1.30	)		—			—
Total Distributions		(1.54	)		(0.01	)		(0.18	)
Net Asset Value, End of Period	$	17.91		$	19.04		$	14.59
Total Return⁽⁴⁾		2.39	%		30.55	%		7.15	%⁽⁶⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period, (Thousands)	$	14		$	14		$	11
Ratio of Expenses Before Expense Limitation		14.38	%		20.70	%		14.33	%⁽⁷⁾
Ratio of Expenses After Expense Limitation		0.84	%⁽⁵⁾		0.84	%⁽⁵⁾		0.84	%⁽⁵⁾⁽⁷⁾
Ratios of Expenses After Expense Limitation Excluding Interest Expenses		0.84	%⁽⁵⁾		0.84	%⁽⁵⁾		N/A
Ratio of Net Investment Income		0.92	%⁽⁵⁾		0.29	%⁽⁵⁾		0.18	%⁽⁵⁾⁽⁷⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.01	%		0.01	%		0.01	%⁽⁸⁾
Portfolio Turnover Rate		39	%		37	%		34	%

(1) Commencement of Offering.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Not annualized.

(7) Annualized.

The accompanying notes are an integral part of the financial statements.
21

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

Morgan Stanley Institutional Fund, Inc. (the "Company") is registered under the Investment Company Act of 1940, as amended (the "Act"), as an open-end management investment company. The Company is comprised of thirty-two separate, active, diversified and non-diversified funds (individually referred to as a "Fund," collectively as the "Funds"). The Company applies investment company accounting and reporting guidance.

The accompanying financial statements relate to the Active International Allocation Portfolio. The Fund seeks long-term capital appreciation.

The Fund offers six classes of shares — Class I, Class A, Class L, Class C, Class IS and Class IR. On April 30, 2015, the Fund suspended offering of Class L shares. Existing Class L shareholders may invest through reinvestment of dividends and distributions. In addition, Class L shares of the Fund may be exchanged for Class L shares of any Morgan Stanley Multi-Class Fund, even though Class L shares are closed to investors.

A. Significant Accounting Policies: The following significant accounting policies are in conformity with U.S. generally accepted accounting principles ("GAAP"). Such policies are consistently followed by the Company in the preparation of its financial statements. GAAP may require management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results may differ from those estimates.

price), and if there was no trading in the security on a given day and if there is no official closing price from relevant markets for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) listed options are valued at the last reported sales price on the exchange on which they are listed (or at the exchange official closing price if such exchange reports an official closing price). If an official closing price or last reported sales price is unavailable, the listed option should be fair valued at the mean between its latest bid and ask prices. Unlisted options are valued at the mean between their latest bid and ask prices from a broker/dealer or valued by a pricing service/vendor; (4) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser"), a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (5) futures are valued at the settlement price on the exchange on which they trade or, if a settlement price is unavailable, at the last sale price on the exchange; (6) when market quotations are not readily

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

available, including circumstances under which the Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (7) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; and (8) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

The Directors have responsibility for determining in good faith the fair value of the investments, and the Directors may appoint others, such as the Company's Adviser or a valuation committee, to assist the Directors in determining fair value and to make the actual calculations pursuant to the fair valuation methodologies previously approved by the Directors. Under procedures approved by the Directors, the Company's Adviser has formed a Valuation Committee whose members are approved by the Directors. The Valuation Committee provides administration and oversight of the Company's valuation policies and procedures, which are reviewed at least annually by the Directors. These procedures allow the Company to utilize independent pricing services, quotations from securities and financial instrument dealers and other market sources to determine fair value.

2. Fair Value Measurement: Financial Accounting Standards Board ("FASB") Accounting Standards Codification^TM ("ASC") 820, "Fair Value Measurement"

("ASC 820"), defines fair value as the value that the Fund would receive to sell an investment or pay to transfer a liability in a timely transaction with an independent buyer in the principal market, or in the absence of a principal market, the most advantageous market for the investment or liability. ASC 820 establishes a three-tier hierarchy to distinguish between (1) inputs that reflect the assumptions market participants would use in valuing an asset or liability developed based on market data obtained from sources independent of the reporting entity (observable inputs) and (2) inputs that reflect the reporting entity's own assumptions about the assumptions market participants would use in valuing an asset or liability developed based on the best information available in the circumstances (unobservable inputs) and to establish classification of fair value measurements for disclosure purposes. Various inputs are used in determining the value of the Fund's investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

• Level 3 – significant unobservable inputs including the Fund's own assumptions in determining the fair value of investments. Factors considered in making this determination may include, but are not limited to, information obtained by contacting the issuer, analysts, or the appropriate stock exchange (for exchange-traded securities), analysis of the issuer's financial statements or other available documents and, if necessary, available information concerning other securities in similar circumstances.

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities and the determination of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to each security.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)			Total (000)
Assets:
Common Stocks
Aerospace & Defense	$	3,434	$	—	$	—		$	3,434
Banks		3,458		—		—			3,458
Beverages		5,629		—		—			5,629
Biotechnology		2,222		—		—			2,222
Chemicals		3,883		4,524		—			8,407
Electrical Equipment		768		—		—			768
Electronic Equipment, Instruments & Components		—		3,521		—			3,521
Energy Equipment & Services		1,385		—		—			1,385
Entertainment		17,026		1,042		—			18,068
Food Products		—		1,920		—			1,920
Health Care Equipment & Supplies		7,833		5,116		—			12,949
Health Care Providers & Services		3,079		—		—			3,079
Hotels, Restaurants & Leisure		4,934		—		—			4,934
Household Durables		3,191		8,995		—			12,186
Household Products		—		579		—			579
Information Technology Services		8,856		1,615		—			10,471
Insurance		1,092		—		—			1,092
Interactive Media & Services		6,357		1,824		—			8,181
Internet & Direct Marketing Retail		17,589		—		—			17,589
Leisure Products		—		1,158		—			1,158
Life Sciences Tools & Services		2,014		—		—			2,014
Machinery		—		7,349		—			7,349
Metals & Mining		27,949		1,412		—			29,361
Oil, Gas & Consumable Fuels		2,849		—		—			2,849
Personal Products		9,196		575		—			9,771
Pharmaceuticals		4,785		9,349		—			14,134
Professional Services		5,456		—		—			5,456
Real Estate Management & Development		1,456		—		—	@		1,456
Semiconductors & Semiconductor Equipment		7,013		8,750		—			15,763
Software		2,507		—		—			2,507
Tech Hardware, Storage & Peripherals		—		6,848		—			6,848
Textiles, Apparel & Luxury Goods		4,094		—		—			4,094
Total Common Stocks		158,055		64,577		—	@		222,632

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)			Level 3 Significant unobservable inputs (000)		Total (000)
Preferred Stocks
Biotechnology	$	—	$	—		$	1,250	$	1,250
Investment Company		939		—			—		939
Short-Term Investments
Investment Company		6,589		—			—		6,589
Repurchase Agreements		—		309			—		309
Total Short-Term Investments		6,589		309			—		6,898
Foreign Currency Forward Exchange Contract		—		55			—		55
Total Assets		165,583		64,941			1,250		231,774
Liabilities:
Foreign Currency Forward Exchange Contracts		—		(39	)		—		(39	)
Total	$	165,583	$	64,902		$	1,250	$	231,735

@ Value is less than $500.

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

Following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value:

	Common Stock (000)			Preferred Stock (000)
Beginning Balance	$	—	@	$	—
Purchases		—			1,250
Sales		—			—
Amortization of discount		—			—
Transfers in		—			—
Transfers out		—			—
Corporate actions		—			—
Change in unrealized appreciation (depreciation)		—	@		—	@
Realized gains (losses)		—			—
Ending Balance	$	—	@	$	1,250
Net change in unrealized appreciation (depreciation) from investments still held as of December 31, 2021	$	—	@	$	—	@

@ Value is less than $500.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

The following table presents additional information about valuation techniques and inputs used for investments that are measured at fair value and categorized within Level 3 as of December 31, 2021:

Fair Value at
December 31, 2021
(000)

Valuation
Technique

Unobservable
Input

Amount*

Impact to
Valuation from an
Increase in Input**

Preferred Stock

1,250

Market Transaction Method

Precedent Transaction

40.80

Increase

* Amount is indicative of the weighted average.

** Represents the expected directional change in the fair value of the Level 3 investments that would result from an increase in the corresponding input. A decrease to the unobservable input would have the opposite effect. Significant changes in these inputs could result in significantly higher or lower fair value measurements.

3. Repurchase Agreements: The Fund may enter into repurchase agreements under which the Fund lends cash and takes possession of securities with an agreement that the counterparty will repurchase such securities. In connection with transactions in repurchase agreements, a bank as custodian for the Fund takes possession of the underlying securities which are held as collateral, with a market value at least equal to the amount of the repurchase transaction, including principal and accrued interest. To the extent that any repurchase transaction exceeds one business day, the value of the collateral is marked-to-market on a daily basis to determine that the value of the collateral does not decrease below the repurchase price plus accrued interest as earned. If such a decrease occurs, additional collateral will be requested and, when received, will be added to the account to maintain full collateralization. In the event of default on the obligation to repurchase, the Fund has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. In the event of default or bankruptcy by the counterparty to the agreement, realization of the collateral proceeds may be subject to cost and delays. The Fund, along with other affiliated investment companies, may utilize a joint trading account for the purpose of entering into repurchase agreements.

4. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Although the net assets of the Fund are presented at the foreign exchange rates and market values at the close of the period, 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 fluctuations arising from changes in the market prices of securities held at period end. Similarly, the Fund does not isolate the effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of securities sold during the period. Accordingly, realized and unrealized foreign currency gains (losses) on investments in securities are included in the reported net realized and unrealized gains (losses) on investment transactions and balances. However, pursuant to U.S. federal income tax regulations, gains and losses from certain foreign currency transactions and the foreign currency portion of gains and losses realized on sales and maturities of foreign denominated debt securities are treated as ordinary income for U.S. federal income tax purposes.

Net realized gains (losses) on foreign currency transactions represent net foreign exchange gains (losses) from foreign currency forward exchange contracts, disposition of foreign currencies, currency gains (losses) realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent amounts actually received or paid. The change in unrealized currency gains (losses) on foreign currency transactions for the period is reflected in the Statement of Operations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

rates in relation to the U.S. dollar, the possibility of lower levels of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability.

Governmental approval for foreign investments may be required in advance of making an investment under certain circumstances in some countries, and the extent of foreign investments in domestic companies may be subject to limitation in other countries. Foreign ownership limitations also may be imposed by the charters of individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

5. Derivatives: The Fund may, but is not required to, use derivative instruments for a variety of purposes, including hedging, risk management, portfolio management or to earn income. Derivatives are financial instruments whose value is based, in part, on the value of an underlying asset, interest rate, index or financial instrument. Prevailing interest rates and volatility levels, among other things, also affect the value of derivative instruments. A derivative instrument often has risks similar to its underlying asset and may have additional risks, including imperfect correlation between the value of the derivative and the underlying asset, risks of default by the counterparty to certain transactions, magnification of losses incurred due to changes in the market value of the securities, instruments, indices or interest rates to which the derivative instrument relates, risks that the transactions may not be liquid and risks arising from margin requirements. The use of derivatives involves risks that are different from, and possibly greater than, the risks associated with other portfolio investments. Derivatives may involve the use of highly specialized instruments that require investment techniques and risk analyses different from those associated with other portfolio investments. All of the Fund's holdings, including derivative instruments, are marked-to-market each day with the change in value reflected in unrealized appreciation (depreciation). Upon disposition, a realized gain or loss is recognized.

Certain derivative transactions may give rise to a form of leverage. Leverage magnifies the potential for gain and the risk of loss. Leverage associated with derivative transactions may cause the Fund to liquidate portfolio positions when it may not be advantageous to do so to satisfy its obligations or to meet earmarking or segregation requirements, pursuant to applicable Securities and Exchange Commission ("SEC") rules and regulations, or may cause the Fund to be more volatile than if the Fund had not been leveraged. Although the Adviser seeks to use derivatives to further the Fund's investment objectives, there is no assurance that the use of derivatives will achieve this result.

Following is a description of the derivative instruments and techniques that the Fund used during the period and their associated risks:

Options: With respect to options, the Fund is subject to equity risk, interest rate risk and foreign currency exchange risk in the normal course of pursuing its investment objectives. If the Fund buys an option, it buys a legal contract giving it the right to buy or sell a specific amount of the underlying instrument or foreign currency, or futures contract on the underlying instrument or foreign currency, at an agreed-upon price during a period of time or on a specified date typically in exchange for a premium paid by the Fund. The Fund may purchase and/or sell put and call options. Purchasing call options tends to increase the Fund's exposure to the underlying (or similar) instrument. Purchasing put options tends to decrease the Fund's exposure to the underlying (or similar) instrument. When entering into purchased option contracts, the Fund bears the risk of interest or exchange rates or securities prices moving unexpectedly, in which case, the Fund may not achieve the anticipated benefits of the purchased option contracts; however the risk of loss is limited to the premium paid. Purchased options are reported as part of "Total Investments in Securities" in the Statement of Assets and Liabilities. Premium paid for purchasing options which expired are treated as realized losses. If the Fund sells an option, it sells to another party the right to buy from or sell to the Fund a specific amount of the underlying instrument or foreign currency, or futures contract on the underlying instrument or foreign currency, at an agreed-upon price during a period of time or on a specified date typically in exchange for a premium received by the

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Fund. The Fund may write call and put options on stock indexes, futures, securities or currencies it owns or in which it may invest. Writing put options tend to increase the Fund's exposure to the underlying instrument. Writing call options tend to decrease the Fund's exposure to the underlying instruments. When the Fund writes a call or put option, an amount equal to the premium received is recorded as a liability. Any liability recorded is subsequently adjusted to reflect the current value of the options written. Premiums received from writing options which expire are treated as realized gains. Premiums received from writing options which are exercised or are closed are added to or offset against the proceeds or amount paid on the transaction to determine the net realized gain or loss. The Fund as a writer of an option has no control over whether the underlying future, security or currency may be sold (call) or purchased (put) and as a result bears the market risk of an unfavorable change in the price of the future, security or currency underlying the written option. When options are purchased OTC, the Fund bears the risk that the counterparty that wrote the option will be unable or unwilling to perform its obligations under the option contract. Options may also be illiquid and the Fund may have difficulty closing out its position. A decision as to whether, when and how to use options involves the exercise of skill and judgment and even a well-conceived option transaction may be unsuccessful because of market behavior or unexpected events. The prices of options can be highly volatile and the use of options can lower total returns.

As of December 31, 2021, the Fund did not have any outstanding purchased and written options.

contracts involves the exercise of skill and judgment and even a well-conceived futures transaction may be unsuccessful because of market behavior or unexpected events. In addition to the derivatives risks discussed above, the prices of futures contracts can be highly volatile, using futures contracts can lower total return and the potential loss from futures contracts can exceed the Fund's initial investment in such contracts. No assurance can be given that a liquid market will exist for any particular futures contract at any particular time. There is also the risk of loss by the Fund of margin deposits in the event of bankruptcy of a broker with which the Fund has open positions in the futures contract.

As of December 31, 2021, the Fund did not have any open futures contracts.

Foreign Currency Forward Exchange Contracts: In connection with its investments in foreign securities, the Fund also entered into contracts with banks, brokers or dealers to purchase or sell securities or foreign currencies at a future date. A foreign currency forward exchange contract ("currency contract") is a negotiated agreement between the contracting parties to exchange a specified amount of currency at a specified future time at a specified rate. The rate can be higher or lower than the spot rate between the currencies that are the subject of the contract. Currency contracts may be used to protect against uncertainty in the level of future foreign currency exchange rates or to gain or modify exposure to a particular currency. To the extent hedged by the use of currency contracts, the precise matching of the currency contract amounts and the value of the securities involved will not generally be possible because the future value of such securities in foreign currencies will change as a consequence of market movements in the value of those securities between the date on which the contract is entered into and the date it matures. Furthermore, such transactions may reduce or preclude the opportunity for gain if the value of the currency should move in the direction opposite to the position taken. There is additional risk to the extent that currency contracts create exposure to currencies in which the Fund's securities are not denominated. Unanticipated changes in currency prices may result in poorer overall performance for the Fund than if it had not entered into such contracts. The use of currency contracts involves the risk of loss from the insolvency or bankruptcy of the counterparty to the contract or the failure of the counterparty to make

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

payments or otherwise comply with the terms of the contract. A currency contract is marked-to-market daily and the change in market value is recorded by the Fund as unrealized gain or loss. The Fund records realized gains (losses) when the currency contract is closed equal to the difference between the value of the currency contract at the time it was opened and the value at the time it was closed.

FASB ASC 815, "Derivatives and Hedging" ("ASC 815"), is intended to improve financial reporting about derivative instruments by requiring enhanced disclosures to enable investors to better understand how and why the Fund uses derivative instruments, how these derivative instruments are accounted for and their effects on the Fund's financial position and results of operations.

The following tables set forth the fair value of the Fund's derivative contracts by primary risk exposure as of December 31, 2021:

Asset Derivatives
Statement of Assets and
Liabilities Location

Primary Risk
Exposure

Value
(000)

Foreign Currency
Forward Exchange
Contract

Unrealized Appreciation on
Foreign Currency Forward
Exchange Contract

Currency Risk

Liability Derivatives
Statement of Assets and
Liabilities Location

Primary Risk
Exposure

Value
(000)

Foreign Currency
Forward Exchange
Contracts

Unrealized Depreciation on
Foreign Currency Forward
Exchange Contracts

Currency Risk

(39

)

The following tables set forth by primary risk exposure the Fund's realized gains (losses) and change in unrealized appreciation (depreciation) by type of derivative contract for the year ended December 31, 2021 in accordance with ASC 815:

Realized Gain (Loss)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Foreign Currency Forward Exchange Contracts	$	149
Equity Risk	Futures Contracts		42
Currency Risk	Investments (Purchased Options)		(771	)(a)
Currency Risk	Written Options		(4,488	)
Total		$	(5,068	)
Change in Unrealized Appreciation (Depreciation)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Foreign Currency Forward Exchange Contracts	$	(35	)
Currency Risk	Written Options		1,291
Total		$	1,256

(a) Amounts are included in Realized Gain (Loss) on Investments Sold in the Statement of Operations.

At December 31, 2021, the Fund's derivative assets and liabilities are as follows:

Gross Amounts of Assets and Liabilities Presented in the Statement of Assets and Liabilities
Derivatives(b)	Assets(c) (000)		Liabilities(c) (000)
Foreign Currency Forward Exchange Contracts	$	55	$	(39	)

(b) Excludes exchange-traded derivatives.

(c) Absent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Statement of Assets and Liabilities.

The Fund typically enters into International Swaps and Derivatives Association, Inc. Master Agreements ("ISDA Master Agreements") or similar master agreements (collectively, "Master Agreements") with its contract counterparties for certain OTC derivatives in order to, among other things, reduce its credit risk to counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the counterparty certain OTC derivative financial instruments' payables and/or receivables with collateral held and/or posted and create one single net payment (close-out netting) in the event of default, termination and/or potential deterioration in the credit quality of the counterparty. Various Master Agreements govern the terms of certain transactions with counterparties, including transactions such as swap, forward, repurchase and reverse repurchase agreements. These Master Agreements typically attempt to reduce the counterparty risk associated with such transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Cross-termination provisions under Master Agreements typically provide that a default in connection with one transaction between the Fund and a counterparty gives the non-defaulting party the right to terminate any other transactions in place with the defaulting party to create one single net payment due to/due from the defaulting party and may be a feature in certain Master Agreements. In the event the Fund exercises its right to terminate a Master Agreement after a counterparty experiences a termination event as defined in the Master Agreement, the return of collateral with market value in excess of the Fund's net liability may be delayed or denied.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

The following tables present derivative financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Statement of Assets and Liabilities
Counterparty	Gross Asset Derivatives Presented in the Statement of Assets and Liabilities (000)		Financial Instrument (000)			Collateral Received (000)		Net Amount (not less than $0) (000)
State Street Bank and Trust Co.	$	55	$	(23	)	$	—	$	32
Gross Amounts Not Offset in the Statement of Assets and Liabilities
Counterparty	Gross Liability Derivatives Presented in the Statement of Assets and Liabilities (000)		Financial Instrument (000)			Collateral Pledged (000)		Net Amount (not less than $0) (000)
Citibank NA	$	16	$	—		$	—	$	16
State Street Bank and Trust Co.		23		(23	)		—		0
Total		39		(23	)		—		16

For the year ended December 31, 2021, the approximate average monthly amount outstanding for each derivative type is as follows:

Foreign Currency Forward Exchange Contracts:
Average monthly principal amount	$	7,161,000
Futures Contracts:
Average monthly notional value	$	10,122,000
Purchased Options:
Average monthly notional amount		21,000
Written Options:
Average monthly notional amount		10,000

6. Securities Lending: The Fund lends securities to qualified financial institutions, such as broker-dealers, to earn additional income. Any increase or decrease in the fair value of the securities loaned that might occur and any interest earned or dividends declared on those securities during the term of the loan would remain in the Fund. The Fund would receive cash or securities as collateral in an amount equal to or exceeding 100% of the current fair value of the loaned securities. The collateral is marked-to-market daily by State Street Bank and Trust Company ("State Street"), the securities lending agent, to ensure that a minimum of 100% collateral coverage is maintained.

Based on pre-established guidelines, the securities lending agent invests any cash collateral that is received in an

affiliated money market portfolio and repurchase agreements. Securities lending income is generated from the earnings on the invested collateral and borrowing fees, less any rebates owed to the borrowers and compensation to the lending agent, and is recorded as "Income from Securities Loaned — Net" in the Fund's Statement of Operations. Risks in securities lending transactions are that a borrower may not provide additional collateral when required or return the securities when due, and that the value of the short-term investments will be less than the amount of cash collateral plus any rebate that is required to be returned to the borrower.

The Fund has the right under the securities lending agreement to recover the securities from the borrower on demand.

The following table presents financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Statement of Assets and Liabilities
Gross Asset Amounts Presented in the Statement of Assets and Liabilities (000)			Financial Instrument (000)		Collateral Received (000)			Net Amount (not less than $0) (000)
$	5,772	(d)	$	—	$	(5,772	)(e)(f)	$	0

(d) Represents market value of loaned securities at year end.

(e) The Fund received cash collateral of approximately $1,939,000, of which approximately $1,937,000 was subsequently invested in Repurchase Agreements and Morgan Stanley Institutional Liquidity Funds as reported in the Portfolio of Investments. As of December 31, 2021, there was uninvested cash of approximately $2,000, which is not reflected in the Portfolio of Investments. In addition, the Fund received non-cash collateral of approximately $4,075,000 in the form of U.S. Government obligations, which the Fund cannot sell or repledge, and accordingly are not reflected in the Portfolio of Investments.

(f) The actual collateral received is greater than the amount shown here due to overcollateralization.

FASB ASC 860, "Transfers & Servicing: Repurchase-to-Maturity Transactions, Repurchase Financings, and Disclosures", is intended to provide increased transparency about the types of collateral pledged in securities lending transactions and other similar transactions that are accounted for as secured borrowing.

The following table displays a breakdown of transactions accounted for as secured borrowings, the gross obligations by class of collateral pledged and the

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

remaining contractual maturity of those transactions as of December 31, 2021:

Remaining Contractual Maturity of the Agreements
	Overnight and Continuous (000)		<30 days (000)		Between 30 & 90 days (000)		>90 days (000)		Total (000)
Securities Lending Transactions
Common Stocks	$	1,939	$	—	$	—	$	—	$	1,939
Total Borrowings	$	1,939	$	—	$	—	$	—	$	1,939
Gross amount of recognized liabilities for securities lending transactions									$	1,939

7. Indemnifications: The Company enters into contracts that contain a variety of indemnifications. The Company's maximum exposure under these arrangements is unknown. However, the Company has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

8. Dividends and Distributions to Shareholders: Dividends and distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income, if any, are declared and paid annually. Net realized capital gains, if any, are distributed at least annually.

9. Security Transactions, Income and Expenses: Security transactions are accounted for on the trade date (date the order to buy or sell is executed). Realized gains and losses on the sale of investment securities are determined on the specific identified cost method. Dividend income and other distributions are recorded on the ex-dividend date (except for certain foreign dividends which may be recorded as soon as the Fund is informed of such dividends) net of applicable withholding taxes. Interest income is recognized on the accrual basis net of applicable withholding taxes except where collection is in doubt. Discounts are accreted and premiums are amortized over the life of the respective securities. Most expenses of the Company can be directly attributed to a particular Fund. Expenses which cannot be directly attributed are apportioned among the Funds based upon relative net assets or other appropriate methods. Income, expenses (other than class specific expenses — distribution and shareholder services, transfer agency and sub transfer agency fees) and realized and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

First $1 billion				Over $1 billion
	0.65	%			0.60	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.62% of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses, excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 0.90% for Class I shares, 1.25% for Class A shares, 1.75% for Class L shares, 2.00% for Class C shares, 0.85% for Class IS shares and 0.85% for Class IR shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $61,000 of advisory fees were waived and approximately $37,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

C. Administration Fees: The Adviser also serves as Administrator to the Company and provides administrative services pursuant to an Administration Agreement for an annual fee, accrued daily and paid monthly, of 0.08% of the Fund's average daily net assets.

Under a Sub-Administration Agreement between the Administrator and State Street, State Street provides certain administrative services to the Company. For such services, the Administrator pays State Street a portion of the fee the Administrator receives from the Fund.

D. Distribution and Shareholder Services Fees: Morgan Stanley Distribution, Inc. ("MSDI" or the "Distributor"), a wholly-owned subsidiary of the Adviser and an indirect subsidiary of Morgan Stanley, serves as the Company's Distributor of Fund shares pursuant to a Distribution Agreement. The Company has adopted a Shareholder Services Plan with respect to Class A shares pursuant to Rule 12b-1 under the Act. Under the Shareholder Services Plan, the Fund pays the Distributor a shareholder services fee, accrued daily and paid monthly, at an annual rate of 0.25% of the Fund's average daily net assets attributable to Class A shares.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

The Company has adopted a Distribution and Shareholder Services Plan with respect to Class C shares pursuant to Rule 12b-1 under the Act. Under the Distribution and Shareholder Services Plan, the Fund pays the Distributor a distribution fee, accrued daily and paid monthly, at an annual rate of 0.75% and a shareholder services fee, accrued daily and paid monthly, at an annual rate of 0.25% of the Fund's average daily net assets attributable to Class C shares.

The distribution and shareholder services fees are used to support the expenses associated with servicing and maintaining accounts. The Distributor may compensate other parties for providing shareholder support services to investors who purchase Class A, Class L and Class C shares.

E. Dividend Disbursing and Transfer Agent: The Company's dividend disbursing and transfer agent is DST Asset Manager Solutions, Inc. ("DST"). Pursuant to a Transfer Agency Agreement, the Company pays DST a fee based on the number of classes, accounts and transactions relating to the Funds of the Company.

F. Custodian Fees: State Street (the "Custodian") also serves as Custodian for the Company in accordance with a Custodian Agreement. The Custodian holds cash, securities and other assets of the Company as required by the Act. Custody fees are payable monthly based on assets held in custody, investment purchases and sales activity and account maintenance fees, plus reimbursement for certain out-of-pocket expenses.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $91,414,000 and $94,895,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

and as a portion of the securities held as collateral on loaned securities. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $17,000 relating to the Fund's investment in the Liquidity Funds.

The Fund invests in Morgan Stanley China A Share Fund, Inc., a closed-end management investment company advised by an affiliate of the Adviser. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Morgan Stanley China A Share Fund, Inc. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $1,000 relating to the Fund's investment in the Morgan Stanley China A Share Fund, Inc.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company/Issuer	Value December 31, 2020 (000)		Purchases at Cost (000)		Proceeds from Sales (000)		Dividend Income (000)
Liquidity Funds	$	1,074	$	81,541	$	76,026	$	—	@
Morgan Stanley China A Share Fund		1,260		—		247		62
Total	$	2,334	$	81,541	$	76,273	$	62

Affiliated Investment Company/Issuer (cont'd)	Realized Gain (Loss) (000)			Change in Unrealized Appreciation (Depreciation) (000)			Value December 31, 2021 (000)
Liquidity Funds	$	—		$	—		$	6,589
Morgan Stanley China A Share Fund		(10	)		(64	)		939
Total	$	(10	)	$	(64	)	$	7,528

@ Value is less than $500.

The Fund is permitted to purchase and sell securities ("cross-trade") from and to other Morgan Stanley funds as well as other funds and client accounts for which the Adviser or an affiliate of the Adviser serves as investment adviser, pursuant to procedures approved by the Directors in compliance with Rule 17a-7 under the Act (the "Rule"). Each cross-trade is executed at the current market price in compliance with provisions of the Rule. For the year ended December 31, 2021, the Fund did not engage in any cross-trade transactions.

The Fund has an unfunded Deferred Compensation Plan (the "Compensation Plan"), which allows each independent Director

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

to defer payment of all, or a portion, of the fees he or she receives for serving on the Board of Directors. Each eligible Director generally may elect to have the deferred amounts credited with a return equal to the total return on one or more of the Morgan Stanley funds that are offered as investment options under the Compensation Plan. Appreciation/depreciation and distributions received from these investments are recorded with an offsetting increase/decrease in the deferred compensation obligation and do not affect the NAV of the Fund.

H. Federal Income Taxes: It is the Fund's intention to continue to qualify as a regulated investment company and distribute all of its taxable and tax-exempt income. Accordingly, no provision for federal income taxes is required in the financial statements.

The Fund may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on income and/or capital gains earned or repatriated. Taxes are accrued based on net investment income, net realized gains and net unrealized appreciation as such income and/or gains are earned. Taxes may also be based on transactions in foreign currency and are accrued based on the value of investments denominated in such currency.

FASB ASC 740-10, "Income Taxes — Overall", sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Management has concluded there are no significant uncertain tax positions that would require recognition in the financial statements. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in "Interest Expense" and penalties in "Other Expenses" in the Statement of Operations. The Fund files tax returns with the U.S. Internal Revenue Service, New York and various states. Generally, each of the tax years in the four-year period ended December 31, 2021 remains subject to examination by taxing authorities.

The tax character of distributions paid may differ from the character of distributions shown for GAAP purposes due to short-term capital gains being treated as ordinary income for tax purposes. The tax character of distributions paid during fiscal years 2021 and 2020 was as follows:

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)
$	2,260	$	15,167	$	85

The amount and character of income and gains to be distributed are determined in accordance with income tax regulations which may differ from GAAP. These book/tax differences are either considered temporary or permanent in nature.

Temporary differences are attributable to differing book and tax treatments for the timing of the recognition of gains (losses) on certain investment transactions and the timing of the deductibility of certain expenses.

Permanent differences, due to an overdistribution of dividends for tax purposes, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Distributable Earnings (000)				Paid-in- Capital (000)
$	—	@		$	(—	@)

@ Amount is less than $500.

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	—			$	908

During the year ended December 31, 2021, the Fund utilized capital loss carryforwards for U.S. federal income tax purposes of approximately $3,422,000.

I. Credit Facility: The Company and other Morgan Stanley funds participated in a $300,000,000 committed, unsecured revolving line of credit facility (the "Facility") with State Street. This Facility is to be used for temporary emergency purposes or funding of shareholder redemption requests. The interest rate on borrowings is based on the federal funds rate or 1 month LIBOR rate plus a spread. Effective April 19, 2021, the interest rate on borrowings is based on the federal funds effective rate or overnight bank funding rate plus a spread. The Facility also has a commitment fee of 0.25% per annum based on the unused portion of the Facility. During the year ended December 31, 2021, the Fund did not have any borrowings under the Facility.

J. Other: At December 31, 2021, the Fund had record owners of 10% or greater. Investment activities of these shareholders could have a material impact on the Fund. The aggregate percentage of such owners was 71.2%.

K. Market Risk: The outbreak of the coronavirus ("COVID-19") and the recovery responses could adversely

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

impact the operations of the Fund and its service providers and financial performance of the Fund and the Fund's investments. The extent of such impact depends on future developments, including (i) the duration and spread of the outbreak, (ii) the restrictions and advisories, (iii) the effects on the financial markets, (iv) government and regulatory responses, and (v) the effects on the economy overall as a result of developments such as disruption to consumer demand, economic output and supply chains. The duration and extent of COVID-19 and associated economic and market conditions and uncertainty over the long term cannot be reasonably estimated at this time. The ultimate impact of COVID-19 and the extent to which the associated conditions impact the Fund will also depend on future developments, which are highly uncertain, difficult to accurately predict and subject to change at any time. If the financial performance of the Fund's investments is impacted because of these factors for an extended period, the Fund's investment results may be adversely affected.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Active International Allocation Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Active International Allocation Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period ended, the financial highlights for each of the five years in the period ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of Active International Allocation Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the results of its operations for the year then ended and the changes in its net assets for each of the two years in the period ended and its financial highlights for each of the five years in the period ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Fund's financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities law and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of the Company's internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2021 by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

In compliance with Rule 22e-4 under the Investment Company Act of 1940, as amended (the "Liquidity Rule"), the Fund has adopted and implemented a liquidity risk management program (the "Program"), which is reasonably designed to assess and manage the risk that the Fund could not meet requests to redeem shares issued by the Fund without significant dilution of remaining investors' interests in the Fund (i.e., liquidity risk). The Fund's Board of Directors (the "Board") previously approved the designation of the Liquidity Risk Subcommittee (the "LRS") as Program administrator. The LRS is comprised of representatives from various divisions within Morgan Stanley Investment Management.

At a meeting held on March 3-4, 2021, the Board reviewed a written report prepared by the LRS that addressed the Program's operation and assessed its adequacy, and effectiveness of implementation for the period from January 1, 2020, through December 31, 2020, as required under the Liquidity Rule, and discussed the impact of the COVID-19 pandemic on liquidity and the LRS's assessment of liquidity risk during the reporting period, including during the distressed market environment caused by the onset of the COVID-19 pandemic. The report concluded that the Program operated effectively and was adequately and effectively implemented in all material aspects, and that the relevant controls and safeguards were appropriately designed to enable the LRS to administer the Program in compliance with the Liquidity Rule.

In accordance with the Program, the LRS assessed each Fund's liquidity risk no less frequently than annually taking into consideration certain factors, as applicable, such as (i) investment strategy and liquidity of portfolio investments, (ii) short-term and long-term cash flow projections and (iii) holdings of cash and cash equivalents and borrowing arrangements and other funding sources. Certain factors are considered under both normal and reasonably foreseeable stressed conditions.

Each Fund portfolio investment is classified into one of four liquidity categories, which classification is assessed at least monthly by the LRS. The classification is based on a determination of the number of days it is reasonably expected to take to convert the investment into cash, or sell or dispose of the investment, in current market conditions without significantly changing the market value of the investment. Liquidity classification determinations take into account various market, trading and investment-specific considerations, as well as market depth, and in some cases utilize third-party vendor data.

The Liquidity Rule limits a fund's investments in illiquid investments to 15% of its net assets and requires funds that do not primarily hold assets that are highly liquid investments to determine and maintain a minimum percentage of the fund's net assets to be invested in highly liquid investments (highly liquid investment minimum or "HLIM"). The LRS believes that the Program includes provisions reasonably designed to review, monitor and comply with the 15% limit on illiquid investments and for determining, periodically reviewing and complying with the HLIM requirement, as applicable.

There can be no assurance that the Program will achieve its objectives under all circumstances in the future. Please refer to the Fund's prospectus for more information regarding the Fund's exposure to liquidity risk and other risks to which it may be subject.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021. For corporate shareholders 7.79% of the dividends qualified for the dividends received deduction.

The Fund designated and paid approximately $15,167,000 as a long-term capital gain distribution.

For federal income tax purposes, the following information is furnished with respect to the Fund's earnings for its taxable year ended December 31, 2021. When distributed, certain earnings may be subject to a maximum tax rate of 15% as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. The Fund designated up to a maximum of approximately $2,840,000 as taxable at this lower rate.

The Fund intends to pass through foreign tax credits of approximately $579,000 and has derived net income from sources within foreign countries amounting to approximately $4,319,000.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Vermont: Except as permitted by law, we will not share personal information we collect about Vermont residents with Non-affiliates unless you provide us with your written consent to share such information.

California: Except as permitted by law, we will not share personal information we collect about California residents with Non-affiliates and we will limit sharing such personal information with our Affiliates to comply with California privacy laws that apply to us.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

President, Strategic Decisions, LLC (consulting) (since February 2009); Director or Trustee of various Morgan Stanley Funds (since August 2006); Chairperson of the Compliance and Insurance Committee (since October 2015); formerly, Chairperson of the Insurance Sub-Committee of the Compliance and Insurance Committee (2007-2015); served as President and Chief Executive Officer of the Nuclear Energy Institute (policy organization) (February 2005-November 2008); retired as Admiral, U.S. Navy after serving over 38 years on active duty including 8 years as Director of the Naval Nuclear Propulsion Program in the Department of the Navy and the U.S. Department of Energy (1996-2004); served as Chief of Naval Personnel (July 1994-September 1996) and on the Joint Staff as Director of Political Military Affairs (June 1992-July 1994); knighted as Honorary Knight Commander of the Most Excellent Order of the British Empire; awarded the Officier de l'Orde National du Mérite by the French Government; elected to the National Academy of Engineering (2009).

Director of Naval and Nuclear Technologies LLP; Director Emeritus of the Armed Services YMCA; Member of the National Security Advisory Council of the Center for U.S. Global Engagement and a member of the CNA Military Advisory Board; Chairman of Fairhaven United Methodist Church; Member of the Board of Advisors of the Dolphin Scholarship Foundation; Director of other various nonprofit organizations; formerly, Director of BP, plc (November 2010-May 2019).

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Chairperson of the Governance Committee (since January 2021), Chairperson of the Liquidity and Alternatives Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); President, Cedarwood Associates (mutual fund and investment management consulting) (since July 2006); formerly, Senior Managing Director of Victory Capital Management (1993-2006).

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011- December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Formerly, Member of Virginia Commonwealth University School of Business Foundation (2005-2016); Member of Virginia Commonwealth University Board of Visitors (2013-2015); Member of Committee on Directors for Emerging Markets Growth Fund, Inc. (2007-2010); Chairperson of Performance Equity Management, LLC (2006-2010); and Chairperson, GMAM Absolute Return Strategies Fund, LLC (2006-2010).

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Director or Trustee of various Morgan Stanley Funds (since January 2015); Chairman, Opus Capital Group (since 1996); formerly, Chief Executive Officer, Opus Capital Group (1996-2019); Director, Capvest Venture Fund, LP (May 2000-December 2011); Partner, Adena Ventures, LP (July 1999-December 2010); Director, The Victory Funds (February 2005-July 2008).

Director, Barnes Group Inc. (since July 2021); Director of Cincinnati Bell Inc. and Member, Audit Committee and Chairman, Governance and Nominating Committee; Director of Service Corporation International and Member, Audit Committee and Investment Committee; Director of Northern Kentucky University Foundation and Member, Investment Committee; Member of Chase College of Law Transactional Law Practice Center Board of Advisors; Director of Best Transport; Director of Chase College of Law Board of Visitors; formerly, Member, University of Cincinnati Foundation Investment Committee; Member, Miami University Board of Visitors (2008-2011); Trustee of Victory Funds (2005-2008) and Chairman, Investment Committee (2007-2008) and Member, Service Provider Committee (2005-2008).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE
Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Senior Partner, Johnson Smick International, Inc. (consulting firm); Chairperson of the Fixed Income, Liquidity and Alternatives Investment Committee (since January 2021), Chairperson of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since July 1991); Co-Chairman and a founder of the Group of Seven Council (G7C) (international economic commission); formerly, Chairperson of the Audit Committee (July 1991-September 2006); Vice Chairman of the Board of Governors of the Federal Reserve System and Assistant Secretary of the U.S. Treasury.

Director of NVR, Inc. (home construction).

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Senior Adviser, Kearns & Associates LLC (investment consulting); Chairperson of the Audit Committee (since October 2006) and Director or Trustee of various Morgan Stanley Funds (since August 1994); formerly, Deputy Chairperson of the Audit Committee (July 2003-September 2006) and Chairperson of the Audit Committee of various Morgan Stanley Funds (since August 1994); CFO of the J. Paul Getty Trust (1982-1999).

Director, Rubicon Investments (since February 2019); Prior to August 2016, Director of Electro Rent Corporation (equipment leasing); Prior to December 31, 2013, Director of The Ford Family Foundation.

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co- President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Director or Trustee of various Morgan Stanley Funds (since January 2017); Managing Director, JPMorgan Asset Management (2004-2016); Oversight and Control Head of Fiduciary and Conflicts of Interest Program (2015-2016); Chief Control Officer — Global Asset Management (2013-2015); President, JPMorgan Funds (2010-2013); Chief Administrative Officer (2004-2013); various other positions including Treasurer and Board Liaison (since 2001).

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Chair of the Boards of various Morgan Stanley Funds (since August 2020); Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Vice Chair of the Boards of various Morgan Stanley Funds (January 2020-August 2020); President and Chief Executive Officer of General Motors Asset Management; Chairman and Chief Executive Officer of the GM Trust Bank and Corporate Vice President of General Motors Corporation (August 1994-December 2005).

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Chief Executive Officer, Asset Management Division, Euromoney Institutional Investor PLC (financial information) (May 2021-Present); Executive Vice President and various other roles, Legg Mason & Co. (asset management) (2010-2020); Managing Director, Stifel Nicolaus (2005-2010).

Trustee and Investment Committee Member, Georgia Tech Foundation (Since June 2019); Trustee and Chair of Marketing Committee, Loyola Blakefield (Since September 2017); Trustee, MMI Gateway Foundation (since September 2017); Director and Investment Committee Member, Catholic Community Foundation Board (2012-2018); Director and Investment Committee Member, St. Ignatius Loyola Academy (2011-2017).

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

Dean, Santa Clara University Leavey School of Business (since April 2021); Dean, Virginia Commonwealth University School of Business (2010-2021); President and various other roles, Walt Disney Company (entertainment and media) (1981-2010).

Director, Witt/Keiffer, Inc. (executive search) (since 2016); Director, NuStar GP, LLC (energy) (since August 2021); Director, Sonida Senior Living, Inc. (residential community operator) (2016-2021); Director, NVR, Inc. (homebuilding) (2013-2020); Director, Middleburg Trust Company (wealth management) (2014-2019); Director, Colonial Williamsburg Company (since 2012); Regent, University of Massachusetts Global (since 2021); Director and Chair, ChildFund International (2012-2021); Trustee, Brandman University (2010-2021); Director, Richmond Forum (2012-2019).

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

** The Fund Complex includes (as of December 31, 2021) all open-end and closed-end funds (including all of their portfolios) advised by Morgan Stanley Investment Management Inc. (the "Adviser") and any funds that have an adviser that is an affiliated person of the Adviser (including, but not limited to, Morgan Stanley AIP GP LP).

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

President and Principal Executive Officer of the Equity and Fixed Income Funds and the Morgan Stanley AIP Funds (since September 2013) and the Liquidity Funds and various money market funds (since May 2014) in the Fund Complex; Managing Director of the Adviser.

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Executive Director of the Adviser (since January 2021) and Chief Compliance Officer of various Morgan Stanley Funds (since November 2021). Formerly, Vice President and Corporate Counsel at PGIM and Prudential Financial (October 2016-December 2020).

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

Vice President of the Equity and Fixed Income Funds, Liquidity Funds, various money market funds and the Morgan Stanley AIP Funds in the Fund Complex (since June 2017); Executive Director of the Adviser; Head of Product Development for Equity and Fixed Income Funds (since August 2013).

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Each Morgan Stanley fund provides a complete schedule of portfolio holdings in its Semi-Annual and the Annual Reports within 60 days of the end of the fund's second and fourth fiscal quarters. The Semi-Annual and Annual Reports are filed electronically with the Securities and Exchange Commission ("SEC") on Form N-CSRS and Form N-CSR, respectively. Morgan Stanley also delivers the Semi-Annual and Annual Reports to fund shareholders and makes these reports available on its public website, www.morganstanley.com/im/shareholderreports. Each Morgan Stanley non-money market fund also files a complete schedule of portfolio holdings with the SEC for the fund's first and third fiscal quarters as an attachment to Form N-PORT. Morgan Stanley does not deliver the reports for the first and third fiscal quarters to shareholders, but makes the complete schedule of portfolio holdings for the fund's first and third fiscal quarters available on its public website. The holdings for each money market fund are also posted to the Morgan Stanley public website. You may obtain the Form N-PORT filings (as well as the Form N-CSR and N-CSRS filings) by accessing the SEC's website, www.sec.gov. You can also request copies of these materials, upon payment of a duplicating fee, by electronic request at the SEC's email address (publicinfo@sec.gov).

Proxy Voting Policies and Procedures and Proxy Voting Record

You may obtain a copy of the Company's Proxy Voting Policy and Procedures and information regarding how the Company voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30, without charge, upon request, by calling toll free 1 (800) 548-7786 or by visiting our website at www.morganstanley.com/im/shareholderreports. This information is also available on the SEC's website at www.sec.gov.

This report is authorized for distribution only when preceded or accompanied by a prospectus or summary prospectus of the applicable fund of Morgan Stanley Institutional Fund, Inc., which describes in detail the fund's investment policies, risks, fees and expenses. Please read the prospectus carefully before you invest or send money. For additional information, including information regarding the investments comprising the Fund, please visit our website at www.morganstanley.com/im/shareholderreports or call toll free 1 (800) 548-7786.

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 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) 548-7786, 8:00 a.m. to 6:00 p.m., ET. Once our Customer Service Center has received your instructions, we will begin sending individual copies for each account within 30 days.

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIAIAANN
3997382 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Advantage Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Consolidated Expense Example					3
Investment Overview					4
Consolidated Portfolio of Investments					7
Consolidated Statement of Assets and Liabilities					9
Consolidated Statement of Operations					11
Consolidated Statements of Changes in Net Assets					12
Consolidated Financial Highlights					14
Notes to Consolidated Financial Statements					19
Report of Independent Registered Public Accounting Firm					29
Liquidity Risk Management Program					30
Federal Tax Notice					31
U.S. Customer Privacy Notice					32
Director and Officer Information					35

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Advantage Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Expense Example (unaudited)

Advantage Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Advantage Portfolio Class I	$	1,000.00	$	880.60	$	1,020.92	$	4.03	$	4.33		0.85	%
Advantage Portfolio Class A		1,000.00		879.30		1,019.36		5.49		5.90		1.16
Advantage Portfolio Class L		1,000.00		880.20		1,020.32		4.60		4.94		0.97
Advantage Portfolio Class C		1,000.00		876.20		1,015.83		8.80		9.45		1.86
Advantage Portfolio Class IS		1,000.00		881.10		1,021.27		3.70		3.97		0.78

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Advantage Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of –4.45%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the Russell 1000® Growth Index (the "Index"), which returned 27.60%.

Factors Affecting Performance

• U.S. equity markets saw increased short-term volatility in 2021 but ultimately overcame concerns about new COVID-19 variants, inflation, and fiscal and monetary policy uncertainties to end the year higher. The economic recovery progressed due to easing restrictions and increasing vaccinations, along with support from the federal government's pandemic relief and accommodative monetary policy. Inflation persisted longer than expected, in part due to pandemic-related supply-side disruptions and labor shortages, leading the U.S. Federal Reserve and other central banks around the world to begin withdrawing monetary stimulus measures. The clarity on monetary policy and early evidence that the highly contagious omicron variant could be less deadly led markets to rally at year-end.

• Large-cap growth equities, as measured by the Index, advanced over the period. All sectors in the Index had positive performance, led by energy. Utilities had the smallest gain and was the largest relative underperformer in the Index.

• Counterpoint Global seeks high quality companies, which we define primarily as those with sustainable competitive advantages. We manage concentrated portfolios that are highly differentiated from the benchmark, with securities weighted on our assessment of the quality of the company and our conviction. The value added or detracted in any period of time will typically result from stock selection, given our philosophy and process. For the year, the Fund underperformed the Index.

• The long-term investment horizon and conviction-weighted investment approach embraced by the team since 1998 can result in periods of performance deviation from the benchmark and peers. The Fund underperformed the Index in this reporting period due to unfavorable stock selection and, to a lesser extent, sector allocations.

• Greater market volatility and a widespread sell-off in high growth and high multiple equities was a significant headwind to portfolio performance through much of 2021. We believe the sell-off was driven by a broad rotation out of such names and not due to company-specific fundamentals, which, across most of the portfolio, remained largely robust. The portfolio's lack of exposure to some of the largest benchmark holdings also weighed on relative performance. Overall, we tried to take advantage of the volatility and opportunistically added to some positions and initiated new positions, in holdings where we believe the fundamentals remained intact and the valuation became more attractive.

• The information technology, communication services and consumer discretionary sectors were the main detractors from relative performance due to mixed stock selection.

• An underweight in consumer discretionary and an overweight in communication services were small positive contributors, although the gains were outweighed by adverse stock selection in both sectors. Stock selection in consumer staples was mildly beneficial to relative performance but was more than offset by the drag from the sector underweight exposure.

Management Strategies

• As a team, we believe having a market outlook can be an anchor. Our focus is on assessing company prospects over a five-year horizon, and owning a portfolio of unique companies whose market value we believe can increase significantly for underlying fundamental reasons.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Advantage Portfolio

* Minimum Investment for Class I shares

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, L, C and IS shares will vary from the performance of Class I shares based upon their different inception dates and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the Russell 1000^® Growth Index⁽¹⁾, the Lipper Large-Cap Growth Funds Index⁽²⁾ and the Lipper Multi-Cap Growth Funds Index⁽³⁾

	Period Ended December 31, 2021 Total Returns⁽⁴⁾
				Average Annual
	One Year			Five Years			Ten Years			Since Inception⁽⁸⁾
Fund — Class I Shares w/o sales charges⁽⁵⁾		–4.45	%		23.70	%		19.11	%		15.20	%
Fund — Class A Shares w/o sales charges⁽⁵⁾		–4.72			23.31			18.73			18.36
Fund — Class A Shares with maximum 5.25% sales charges⁽⁵⁾		–9.73			21.99			18.09			17.81
Fund — Class L Shares w/o sales charges⁽⁵⁾		–4.54			23.58			19.00			15.07
Fund — Class C Shares w/o sales charges⁽⁷⁾		–5.41			22.45			—			17.36
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁷⁾		–6.16			22.45			—			17.36
Fund — Class IS Shares w/o sales charges⁽⁶⁾		–4.36			23.78			—			18.76
Russell 1000^® Growth Index		27.60			25.32			19.79			15.21
Lipper Large-Cap Growth Funds Index		22.36			24.34			18.51			13.50
Lipper Multi-Cap Growth Funds Index		16.77			22.58			17.85			13.16

⁽¹⁾ The Russell 1000^® Growth Index measures the performance of the large-cap growth segment of the U.S. equity universe. It includes those Russell 1000^® Index companies with higher price-to-book ratios and higher forecasted growth values. The Russell 1000^® Index is an index of approximately 1,000 of the largest U.S. companies based on a combination of market capitalization and current index membership. The Index is unmanaged and its 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 Lipper Large-Cap Growth Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Large-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. As of the date of this report, the Fund was in the Lipper Large-Cap Growth Funds classification. The Funds' Lipper category changed from the Lipper Multi-Cap Growth to the Lipper Large-Cap Growth.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Advantage Portfolio

⁽³⁾ The Lipper Multi-Cap Growth Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Multi-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.

⁽⁵⁾ On May 21, 2010 Class C and Class I shares of Van Kampen Core Growth Fund (the "Predecessor Fund") were reorganized into Class L and Class I shares of Morgan Stanley Advantage Portfolio (the "Fund"), respectively. Class L and Class I shares' returns of the Fund will differ from the Predecessor Fund as they have different expenses. Performance shown for the Fund's Class I and Class L shares reflects the performance of the shares of the Predecessor Fund for periods prior to May 21, 2010. The Class C and I shares of the Predecessor Fund commenced operations on June 30, 2008. Class P shares, which were renamed Class A shares effective September 9, 2013, commenced operations on May 21, 2010.

⁽⁶⁾ Commenced offering on September 13, 2013.

⁽⁷⁾ Commenced offering on April 30, 2015.

⁽⁸⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments

Advantage Portfolio

	Shares		Value (000)
Common Stocks (96.5%)
Aerospace & Defense (2.5%)
HEICO Corp., Class A		160,906	$	20,680
Entertainment (7.8%)
ROBLOX Corp., Class A (a)		427,544		44,105
Spotify Technology SA (a)		82,377		19,279
				63,384
Health Care Equipment & Supplies (2.5%)
Intuitive Surgical, Inc. (a)		57,328		20,598
Health Care Technology (4.8%)
Veeva Systems, Inc., Class A (a)		153,649		39,254
Hotels, Restaurants & Leisure (6.0%)
Airbnb, Inc., Class A (a)		161,588		26,903
Domino's Pizza, Inc.		38,250		21,584
				48,487
Information Technology Services (24.4%)
Adyen N.V. (Netherlands) (a)		5,681		14,950
Block, Inc., Class A (a)		202,227		32,662
Cloudflare, Inc., Class A (a)		67,205		8,837
Shopify, Inc., Class A (Canada) (a)		39,927		54,995
Snowflake, Inc., Class A (a)		154,253		52,253
Twilio, Inc., Class A (a)		133,974		35,281
				198,978
Interactive Media & Services (14.0%)
IAC/InterActiveCorp (a)		135,198		17,672
Match Group, Inc. (a)		64,494		8,529
Pinterest, Inc., Class A (a)		170,048		6,181
Snap, Inc., Class A (a)		439,119		20,652
Twitter, Inc. (a)		797,100		34,451
Vimeo, Inc. (a)		219,493		3,942
ZoomInfo Technologies, Inc., Class A (a)		348,612		22,381
				113,808
Internet & Direct Marketing Retail (4.4%)
Chewy, Inc., Class A (a)		146,022		8,611
Farfetch Ltd., Class A (a)		327,285		10,941
Wayfair, Inc., Class A (a)		83,855		15,930
				35,482
Pharmaceuticals (2.9%)
Royalty Pharma PLC, Class A		587,908		23,428
Road & Rail (5.5%)
Uber Technologies, Inc. (a)		1,066,817		44,732
Semiconductors & Semiconductor Equipment (4.4%)
ASML Holding N.V. (Netherlands)		44,558		35,474
Software (16.4%)
Coupa Software, Inc. (a)		133,638		21,122
Datadog, Inc., Class A (a)		178,466		31,787
Trade Desk, Inc. (The), Class A (a)		222,992		20,435
Unity Software, Inc. (a)		213,028		30,461
Workday, Inc., Class A (a)		30,483		8,327
Zoom Video Communications, Inc., Class A (a)		115,749		21,287
				133,419

	Shares		Value (000)
Textiles, Apparel & Luxury Goods (0.9%)
Lululemon Athletica, Inc. (a)		18,678	$	7,312
Total Common Stocks (Cost $623,431)				785,036
Investment Company (0.9%)
Grayscale Bitcoin Trust (a) (Cost $9,651)		221,274		7,579
Short-Term Investment (1.8%)
Investment Company (1.8%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $14,500)		14,499,635		14,500
Total Investments Excluding Purchased Options (99.2%) (Cost $647,582)				807,115
Total Purchased Options Outstanding (0.1%) (Cost $4,897)				1,148
Total Investments (99.3%) (Cost $652,479) (b)(c)				808,263
Other Assets in Excess of Liabilities (0.7%)				6,074
Net Assets (100.0%)			$	814,337

(a) Non-income producing security.

(b) Securities are available for collateral in connection with purchased options.

(c) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $664,788,000. The aggregate gross unrealized appreciation is approximately $214,568,000 and the aggregate gross unrealized depreciation is approximately $71,112,000, resulting in net unrealized appreciation of approximately $143,456,000.

The accompanying notes are an integral part of the consolidated financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Advantage Portfolio

Call Options Purchased:

The Fund had the following call options purchased open at December 31, 2021:

Counterparty	Description	Strike Price		Expiration Date	Number of Contracts		Notional Amount (000)		Value (000)			Premiums Paid (000)		Unrealized Depreciation (000)
BNP Paribas	USD/CNH	CNH	7.45	Jan-22		169,591,626		169,592	$	—	@	$	905	$	(905	)
Goldman Sachs International	USD/CNH	CNH	7.27	Nov-22		215,952,303		215,952		653			1,037		(384	)
Goldman Sachs International	USD/CNH	CNH	7.57	Mar-22		177,160,838		177,161		9			880		(871	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.28	Jul-22		222,629,484		222,629		277			1,037		(760	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.31	Aug-22		102,148,816		102,149		137			694		(557	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.38	Jul-22		64,831,274		64,831		72			344		(272	)
									$	1,148		$	4,897	$	(3,749	)

@ Value is less than $500.

CNH — Chinese Yuan Renminbi Offshore

USD — United States Dollar

Portfolio Composition

Classification	Percentage of Total Investments
Other*		25.3	%
Information Technology Services		24.7
Software		16.5
Interactive Media & Services		14.1
Entertainment		7.9
Hotels, Restaurants & Leisure		6.0
Road & Rail		5.5
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the consolidated financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Advantage Portfolio

Consolidated Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $637,979)	$	793,763
Investment in Security of Affiliated Issuer, at Value (Cost $14,500)		14,500
Total Investments in Securities, at Value (Cost $652,479)		808,263
Foreign Currency, at Value (Cost $1)		1
Receivable for Investments Sold		10,421
Receivable for Fund Shares Sold		534
Tax Reclaim Receivable		22
Receivable from Affiliate		—	@
Other Assets		69
Total Assets		819,310
Liabilities:
Payable for Fund Shares Redeemed		1,785
Payable for Advisory Fees		1,424
Due to Broker		1,368
Payable for Sub Transfer Agency Fees — Class I		92
Payable for Sub Transfer Agency Fees — Class A		20
Payable for Sub Transfer Agency Fees — Class L		1
Payable for Sub Transfer Agency Fees — Class C		9
Payable for Shareholder Services Fees — Class A		26
Payable for Distribution and Shareholder Services Fees — Class L		—	@
Payable for Distribution and Shareholder Services Fees — Class C		59
Payable for Administration Fees		58
Payable for Professional Fees		49
Payable for Custodian Fees		25
Payable for Transfer Agency Fees — Class I		2
Payable for Transfer Agency Fees — Class A		2
Payable for Transfer Agency Fees — Class L		1
Payable for Transfer Agency Fees — Class C		2
Payable for Transfer Agency Fees — Class IS		—	@
Payable for Organization Costs for Subsidiary		5
Other Liabilities		45
Total Liabilities		4,973
Net Assets	$	814,337
Net Assets Consist of:
Paid-in-Capital	$	622,942
Total Distributable Earnings		191,395
Net Assets	$	814,337

The accompanying notes are an integral part of the consolidated financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Advantage Portfolio

Consolidated Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	576,158
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		17,162,074
Net Asset Value, Offering and Redemption Price Per Share	$	33.57
CLASS A:
Net Assets	$	117,424
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		3,640,099
Net Asset Value, Redemption Price Per Share	$	32.26
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	1.79
Maximum Offering Price Per Share	$	34.05
CLASS L:
Net Assets	$	4,120
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		123,711
Net Asset Value, Offering and Redemption Price Per Share	$	33.31
CLASS C:
Net Assets	$	68,793
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		2,256,858
Net Asset Value, Offering and Redemption Price Per Share	$	30.48
CLASS IS:
Net Assets	$	47,842
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,418,125
Net Asset Value, Offering and Redemption Price Per Share	$	33.74

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Advantage Portfolio

Consolidated Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $25 of Foreign Taxes Withheld)	$	1,170
Dividends from Security of Affiliated Issuer (Note G)		3
Total Investment Income		1,173
Expenses:
Advisory Fees (Note B)		6,164
Shareholder Services Fees — Class A (Note D)		342
Distribution and Shareholder Services Fees — Class L (Note D)		38
Distribution and Shareholder Services Fees — Class C (Note D)		765
Sub Transfer Agency Fees — Class I		791
Sub Transfer Agency Fees — Class A		160
Sub Transfer Agency Fees — Class L		3
Sub Transfer Agency Fees — Class C		53
Administration Fees (Note C)		772
Professional Fees		144
Registration Fees		140
Shareholder Reporting Fees		50
Custodian Fees (Note F)		36
Transfer Agency Fees — Class I (Note E)		11
Transfer Agency Fees — Class A (Note E)		9
Transfer Agency Fees — Class L (Note E)		4
Transfer Agency Fees — Class C (Note E)		8
Transfer Agency Fees — Class IS (Note E)		3
Directors' Fees and Expenses		14
Organization Costs for Subsidiary		6
Pricing Fees		4
Other Expenses		33
Total Expenses		9,550
Reimbursement of Class Specific Expenses — Class I (Note B)		(192	)
Distribution Fees- Class L Shares Waived (Note D)		(36	)
Rebate from Morgan Stanley Affiliate (Note G)		(13	)
Net Expenses		9,309
Net Investment Loss		(8,136	)
Realized Gain (Loss):
Investments Sold		156,805
Foreign Currency Translation		(4	)
Net Realized Gain		156,801
Change in Unrealized Appreciation (Depreciation):
Investments		(191,533	)
Foreign Currency Translation		(1	)
Net Change in Unrealized Appreciation (Depreciation)		(191,534	)
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		(34,733	)
Net Decrease in Net Assets Resulting from Operations	$	(42,869	)

The accompanying notes are an integral part of the consolidated financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Advantage Portfolio

Consolidated Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Loss	$	(8,136	)	$	(4,226	)
Net Realized Gain		156,801			98,701
Net Change in Unrealized Appreciation (Depreciation)		(191,534	)		270,286
Net Increase (Decrease) in Net Assets Resulting from Operations		(42,869	)		364,761
Dividends and Distributions to Shareholders:
Class I		(117,112	)		(31,922	)
Class A		(24,345	)		(6,564	)
Class L		(827	)		(269	)
Class C		(14,072	)		(3,709	)
Class IS		(8,952	)		(2,037	)
Total Dividends and Distributions to Shareholders		(165,308	)		(44,501	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		278,844			287,542
Distributions Reinvested		109,929			30,715
Redeemed		(322,743	)		(193,112	)
Class A:
Subscribed		48,973			63,008
Distributions Reinvested		23,959			6,509
Redeemed		(54,295	)		(66,691	)
Class L:
Exchanged		—			6
Distributions Reinvested		827			264
Redeemed		(1,101	)		(1,327	)
Class C:
Subscribed		17,761			15,494
Distributions Reinvested		13,699			3,598
Redeemed		(16,135	)		(14,501	)
Class IS:
Subscribed		16,626			11,240
Distributions Reinvested		8,952			2,037
Redeemed		(7,061	)		(13,749	)
Net Increase in Net Assets Resulting from Capital Share Transactions		118,235			131,033
Total Increase (Decrease) in Net Assets		(89,942	)		451,293
Net Assets:
Beginning of Period		904,279			452,986
End of Period	$	814,337		$	904,279

The accompanying notes are an integral part of the consolidated financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Advantage Portfolio

Consolidated Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		6,361			8,865
Shares Issued on Distributions Reinvested		3,273			726
Shares Redeemed		(7,631	)		(5,822	)
Net Increase in Class I Shares Outstanding		2,003			3,769
Class A:
Shares Subscribed		1,130			1,823
Shares Issued on Distributions Reinvested		742			158
Shares Redeemed		(1,330	)		(2,060	)
Net Increase (Decrease) in Class A Shares Outstanding		542			(79	)
Class L:
Shares Exchanged		—			—	@@
Shares Issued on Distributions Reinvested		25			6
Shares Redeemed		(27	)		(49	)
Net Decrease in Class L Shares Outstanding		(2	)		(43	)
Class C:
Shares Subscribed		459			473
Shares Issued on Distributions Reinvested		449			91
Shares Redeemed		(417	)		(502	)
Net Increase in Class C Shares Outstanding		491			62
Class IS:
Shares Subscribed		359			275
Shares Issued on Distributions Reinvested		265			48
Shares Redeemed		(156	)		(482	)
Net Increase (Decrease) in Class IS Shares Outstanding		468			(159	)

* Not consolidated.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the consolidated financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Advantage Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	43.28		$	26.06		$	20.98		$	21.45		$	17.47
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽²⁾		(0.32	)		(0.19	)		(0.04	)		(0.01	)		0.00	⁽³⁾
Net Realized and Unrealized Gain (Loss)		(1.61	)		19.64			5.61			0.87			5.57
Total from Investment Operations		(1.93	)		19.45			5.57			0.86			5.57
Distributions from and/or in Excess of:
Net Realized Gain		(7.78	)		(2.23	)		(0.49	)		(1.33	)		(1.59	)
Net Asset Value, End of Period	$	33.57		$	43.28		$	26.06		$	20.98		$	21.45
Total Return⁽⁴⁾		(4.45	)%		74.79	%		26.60	%		3.74	%		32.06	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	576,158		$	656,030		$	296,843		$	156,782		$	54,002
Ratio of Expenses Before Expense Limitation		0.88	%		0.89	%		0.93	%		1.01	%		1.09	%
Ratio of Expenses After Expense Limitation		0.85	%⁽⁵⁾		0.84	%⁽⁵⁾		0.84	%⁽⁵⁾		0.84	%⁽⁵⁾		0.84	%⁽⁵⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			0.84	%⁽⁵⁾		N/A			N/A
Ratio of Net Investment Income (Loss)		(0.73	)%⁽⁵⁾		(0.54	)%⁽⁵⁾		(0.15	)%⁽⁵⁾		(0.02	)%⁽⁵⁾		0.02	%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		69	%		73	%		70	%		79	%		65	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value as of the last business day of the period.

(5) The Ratio of Expenses After Expense Limitation and Ratio of Net Investment Income (Loss) reflect the rebate of certain Fund expenses in connection with the investments in Morgan Stanley affiliates during the period. The effect of the rebate on the ratios is disclosed in the above table as "Ratio of Rebate from Morgan Stanley Affiliates."

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Advantage Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	42.02		$	25.42		$	20.54		$	21.10		$	17.26
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.44	)		(0.28	)		(0.13	)		(0.08	)		(0.06	)
Net Realized and Unrealized Gain (Loss)		(1.54	)		19.11			5.50			0.85			5.49
Total from Investment Operations		(1.98	)		18.83			5.37			0.77			5.43
Distributions from and/or in Excess of:
Net Realized Gain		(7.78	)		(2.23	)		(0.49	)		(1.33	)		(1.59	)
Net Asset Value, End of Period	$	32.26		$	42.02		$	25.42		$	20.54		$	21.10
Total Return⁽³⁾		(4.72	)%		74.27	%		26.20	%		3.37	%		31.64	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	117,424		$	130,176		$	80,743		$	42,959		$	23,715
Ratio of Expenses Before Expense Limitation		1.14	%		N/A			1.21	%		1.29	%		1.39	%
Ratio of Expenses After Expense Limitation		1.14	%⁽⁴⁾		1.15	%⁽⁴⁾		1.19	%⁽⁴⁾		1.17	%⁽⁴⁾		1.19	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			1.19	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Loss		(1.02	)%⁽⁴⁾		(0.84	)%⁽⁴⁾		(0.50	)%⁽⁴⁾		(0.37	)%⁽⁴⁾		(0.32	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		69	%		73	%		70	%		79	%		65	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(4) The Ratio of Expenses After Expense Limitation and Ratio of Net Investment Loss reflect the rebate of certain Fund expenses in connection with the investments in Morgan Stanley affiliates during the period. The effect of the rebate on the ratios is disclosed in the above table as "Ratio of Rebate from Morgan Stanley Affiliates."

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Advantage Portfolio

	Class L
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	43.04		$	25.95		$	20.92		$	21.42		$	17.46
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.36	)		(0.21	)		(0.06	)		(0.05	)		(0.02	)
Net Realized and Unrealized Gain (Loss)		(1.59	)		19.53			5.58			0.88			5.57
Total from Investment Operations		(1.95	)		19.32			5.52			0.83			5.55
Distributions from and/or in Excess of:
Net Realized Gain		(7.78	)		(2.23	)		(0.49	)		(1.33	)		(1.59	)
Net Asset Value, End of Period	$	33.31		$	43.04		$	25.95		$	20.92		$	21.42
Total Return⁽³⁾		(4.54	)%		74.65	%		26.44	%		3.61	%		31.96	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	4,120		$	5,391		$	4,363		$	3,751		$	4,077
Ratio of Expenses Before Expense Limitation		1.65	%		1.66	%		1.69	%		1.82	%		1.87	%
Ratio of Expenses After Expense Limitation		0.94	%⁽⁴⁾		0.95	%⁽⁴⁾		0.95	%⁽⁴⁾		0.98	%⁽⁴⁾		0.96	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			0.95	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Loss		(0.82	)%⁽⁴⁾		(0.64	)%⁽⁴⁾		(0.25	)%⁽⁴⁾		(0.21	)%⁽⁴⁾		(0.10	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		69	%		73	%		70	%		79	%		65	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Advantage Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	40.44		$	24.68		$	20.10		$	20.82		$	17.16
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.71	)		(0.50	)		(0.29	)		(0.24	)		(0.20	)
Net Realized and Unrealized Gain (Loss)		(1.47	)		18.49			5.36			0.85			5.45
Total from Investment Operations		(2.18	)		17.99			5.07			0.61			5.25
Distributions from and/or in Excess of:
Net Realized Gain		(7.78	)		(2.23	)		(0.49	)		(1.33	)		(1.59	)
Net Asset Value, End of Period	$	30.48		$	40.44		$	24.68		$	20.10		$	20.82
Total Return⁽³⁾		(5.41	)%		73.10	%		25.27	%		2.64	%		30.77	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	68,793		$	71,419		$	42,054		$	32,706		$	11,835
Ratio of Expenses Before Expense Limitation		1.84	%		N/A			1.93	%		2.00	%		2.10	%
Ratio of Expenses After Expense Limitation		1.84	%⁽⁴⁾		1.85	%⁽⁴⁾		1.90	%⁽⁴⁾		1.88	%⁽⁴⁾		1.90	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			1.90	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Loss		(1.72	)%⁽⁴⁾		(1.55	)%⁽⁴⁾		(1.20	)%⁽⁴⁾		(1.08	)%⁽⁴⁾		(1.01	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		69	%		73	%		70	%		79	%		65	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Advantage Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	43.41		$	26.12		$	21.02		$	21.49		$	17.48
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽²⁾		(0.29	)		(0.16	)		(0.03	)		(0.01	)		0.01
Net Realized and Unrealized Gain (Loss)		(1.60	)		19.68			5.62			0.87			5.59
Total from Investment Operations		(1.89	)		19.52			5.59			0.86			5.60
Distributions from and/or in Excess of:
Net Realized Gain		(7.78	)		(2.23	)		(0.49	)		(1.33	)		(1.59	)
Net Asset Value, End of Period	$	33.74		$	43.41		$	26.12		$	21.02		$	21.49
Total Return⁽³⁾		(4.36	)%		74.93	%		26.64	%		3.74	%		32.22	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	47,842		$	41,263		$	28,983		$	26,601		$	17,542
Ratio of Expenses Before Expense Limitation		0.77	%		N/A			0.83	%		0.93	%		1.01	%
Ratio of Expenses After Expense Limitation		0.77	%⁽⁴⁾		0.79	%⁽⁴⁾		0.80	%⁽⁴⁾		0.80	%⁽⁴⁾		0.80	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			0.80	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Income (Loss)		(0.65	)%⁽⁴⁾		(0.47	)%⁽⁴⁾		(0.10	)%⁽⁴⁾		(0.04	)%⁽⁴⁾		0.07	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		69	%		73	%		70	%		79	%		65	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
18

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements

The accompanying consolidated financial statements relate to the Advantage Portfolio. The Fund seeks long-term capital appreciation.

The Fund offers five classes of shares — Class I, Class A, Class L, Class C and Class IS. On April 30, 2015, the Fund suspended offering of Class L shares. Existing Class L shareholders may invest through reinvestment of dividends and distributions. In addition, Class L shares of the Fund may be exchanged for Class L shares of any Morgan Stanley Multi-Class Fund, even though Class L shares are closed to investors.

A. Significant Accounting Policies: The following significant accounting policies are in conformity with U.S. generally accepted accounting principles ("GAAP"). Such policies are consistently followed by the Company in the preparation of its consolidated financial statements. GAAP may require management to make estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results may differ from those estimates.

The Fund may, consistent with its principal investment strategies, invest up to 25% of its total assets in a wholly-owned subsidiary of the Fund organized as a company under the laws of the Cayman Islands, Advantage Cayman Portfolio, Ltd. (the "Subsidiary"). The Subsidiary may invest in bitcoin indirectly through cash settled futures or indirectly through investments in Grayscale Bitcoin Trust (BTC) ("GBTC"), a privately offered investment vehicle that invests in bitcoin. The Fund is the sole shareholder of the Subsidiary, and it is not currently expected that shares of the Subsidiary will be sold or offered to other investors. The consolidated portfolio of investments and consolidated financial statements include the positions and accounts of the Fund and the Subsidiary. All intercompany accounts and transactions of the Fund and the Subsidiary have been eliminated in consolidation and all accounting policies of the Subsidiary are consistent with those of the Fund. As of December 31, 2021, the Subsidiary represented approximately $7,877,000 or approximately 0.97% of the total net assets of the Fund.

Investments in the Subsidiary are expected to provide the Fund with exposure to bitcoin within the limitations of Subchapter M of the Code and recent Internal Revenue Service ("IRS") revenue rulings, which require that a mutual fund receive no more than ten percent of its gross income from such investments in order to receive favorable tax treatment as a regulated investment company ("RIC"). Tax treatment of the income received from the Subsidiary may potentially be affected by changes in legislation, regulations or other legally binding authority, which could affect the character, timing and amount of the Fund's taxable income and distributions. If such changes occur, the Fund may need to significantly change its investment strategy and recognize unrealized gains in order to remain qualified for taxation as a RIC, which could adversely affect the Fund.

1. Security Valuation: (1) An equity portfolio security listed or traded on an exchange is valued at its latest reported sales price (or at the exchange official closing price if such exchange reports an official closing price), and if there were no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant exchanges. If only bid prices are available then the latest bid price may be used. Listed equity securities not traded on the valuation date with no reported bid and asked prices available on the exchange are valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers. In cases where a security is traded on more than one exchange, the security is valued on the exchange designated as the primary market; (2) all other equity portfolio securities for which over-the-counter ("OTC") market quotations are readily available are valued at the latest reported sales price (or at the market official closing price if such market reports an official closing price), and if there was no trading in the security on a given day and if there is no official closing price from relevant markets for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) listed options are valued at the last reported sales price on the

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

exchange on which they are listed (or at the exchange official closing price if such exchange reports an official closing price). If an official closing price or last reported sales price is unavailable, the listed option should be fair valued at the mean between its latest bid and ask prices. Unlisted options are valued at the mean between their latest bid and ask prices from a broker/dealer or valued by a pricing service/vendor; (4) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser"), a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (5) when market quotations are not readily available, including circumstances under which the Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be

adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (6) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; and (7) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

2. Fair Value Measurement: Financial Accounting Standards Board ("FASB") Accounting Standards Codification^TM ("ASC") 820, "Fair Value Measurement" ("ASC 820"), defines fair value as the value that the Fund would receive to sell an investment or pay to transfer a liability in a timely transaction with an independent buyer in the principal market, or in the absence of a principal market, the most advantageous market for the investment or liability. ASC 820 establishes a three-tier hierarchy to distinguish between (1) inputs that reflect the assumptions market participants would use in valuing an asset or liability developed based on market data obtained from sources independent of the reporting entity (observable inputs) and (2) inputs that reflect the reporting entity's own assumptions about the assumptions market participants would use in valuing an asset or liability developed based on the best information available in the circumstances (unobservable inputs) and to establish classification of fair value measurements for disclosure purposes. Various

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

inputs are used in determining the value of the Fund's investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Aerospace & Defense	$	20,680	$	—	$	—	$	20,680
Entertainment		63,384		—		—		63,384
Health Care Equipment & Supplies		20,598		—		—		20,598
Health Care Technology		39,254		—		—		39,254
Hotels, Restaurants & Leisure		48,487		—		—		48,487
Information Technology Services		198,978		—		—		198,978
Interactive Media & Services		113,808		—		—		113,808
Internet & Direct Marketing Retail		35,482		—		—		35,482
Pharmaceuticals		23,428		—		—		23,428
Road & Rail		44,732		—		—		44,732

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Semiconductors & Semiconductor Equipment	$	35,474	$	—	$	—	$	35,474
Software		133,419		—		—		133,419
Textiles, Apparel & Luxury Goods		7,312		—		—		7,312
Total Common Stocks		785,036		—		—		785,036
Investment Company		7,579		—		—		7,579
Call Options Purchased		—		1,148		—		1,148
Short-Term Investment
Investment Company		14,500		—		—		14,500
Total Assets	$	807,115	$	1,148	$	—	$	808,263

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of U.S. dollar denominated transactions as a result of, among other factors, fluctuations of exchange rates in relation to the U.S. dollar, the possibility of lower levels of governmental supervision and regulation of foreign securities markets and the possibility of political or economic instability.

Governmental approval for foreign investments may be required in advance of making an investment under certain circumstances in some countries, and the extent of foreign investments in domestic companies may be subject to limitation in other countries. Foreign ownership limitations also may be imposed by the charters of individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Consolidated Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

asset, risks of default by the counterparty to certain transactions, magnification of losses incurred due to changes in the market value of the securities, instruments, indices or interest rates to which the derivative instrument relates, risks that the transactions may not be liquid and risks arising from margin requirements. The use of derivatives involves risks that are different from, and possibly greater than, the risks associated with other portfolio investments. Derivatives may involve the use of highly specialized instruments that require investment techniques and risk analyses different from those associated with other portfolio investments. All of the Fund's holdings, including derivative instruments, are marked-to-market each day with the change in value reflected in unrealized appreciation (depreciation). Upon disposition, a realized gain or loss is recognized.

Following is a description of the derivative instruments and techniques that the Fund used during the period and their associated risks:

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

underlying (or similar) instrument. When entering into purchased option contracts, the Fund bears the risk of interest or exchange rates or securities prices moving unexpectedly, in which case, the Fund may not achieve the anticipated benefits of the purchased option contracts; however the risk of loss is limited to the premium paid. Purchased options are reported as part of "Total Investments in Securities" in the Consolidated Statement of Assets and Liabilities. Premiums paid for purchasing options which expired are treated as realized losses. If the Fund sells an option, it sells to another party the right to buy from or sell to the Fund a specific amount of the underlying instrument or foreign currency, or futures contract on the underlying instrument or foreign currency, at an agreed-upon price during a period of time or on a specified date typically in exchange for a premium received by the Fund. When options are purchased OTC, the Fund bears the risk that the counterparty that wrote the option will be unable or unwilling to perform its obligations under the option contract. Options may also be illiquid and the Fund may have difficulty closing out its position. A decision as to whether, when and how to use options involves the exercise of skill and judgment and even a well-conceived option transaction may be unsuccessful because of market behavior or unexpected events. The prices of options can be highly volatile and the use of options can lower total returns.

The following table sets forth the fair value of the Fund's derivative contracts by primary risk exposure as of December 31, 2021:

Asset Derivatives
Consolidated Statement of
Assets and Liabilities
Location

Primary Risk
Exposure

Value
(000)

Purchased Options

Investments, at Value
(Purchased Options)

Currency Risk

1,148

(a)

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

Realized Gain (Loss)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(3,233	)(b)

(b) Amounts are included in Realized Gain (Loss) on Investments Sold in the Consolidated Statement of Operations.

Change in Unrealized Appreciation (Depreciation)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(1,107	)(c)

(c) Amounts are included in Change in Unrealized Appreciation (Depreciation) on Investments in the Consolidated Statement of Operations.

At December 31, 2021, the Fund's derivative assets and liabilities are as follows:

Gross Amounts of Assets and Liabilities Presented in the Consolidated Statement of Assets and Liabilities
Derivatives	Assets(d) (000)			Liabilities(d) (000)
Purchased Options	$	1,148	(a)	$	—

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(d) Absent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Consolidated Statement of Assets and Liabilities.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

reverse repurchase agreements. These Master Agreements typically attempt to reduce the counterparty risk associated with such transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Cross-termination provisions under Master Agreements typically provide that a default in connection with one transaction between the Fund and a counterparty gives the non-defaulting party the right to terminate any other transactions in place with the defaulting party to create one single net payment due to/due from the defaulting party and may be a feature in certain Master Agreements. In the event the Fund exercises its right to terminate a Master Agreement after a counterparty experiences a termination event as defined in the Master Agreement, the return of collateral with market value in excess of the Fund's net liability may be delayed or denied.

The following table presents derivative financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Counterparty	Gross Asset Derivatives Presented in the Consolidated Statement of Assets and Liabilities(a) (000)			Financial Instrument (000)		Collateral Received(e) (000)			Net Amount (not less than $0) (000)
BNP Paribas	$	—	@	$	—	$	(—	@)	$	0
Goldman Sachs International		662			—		(630	)		32
JP Morgan Chase Bank NA		486			—		(486	)		0
Total	$	1,148		$	—	$	(1,116	)	$	32

@ Value is less than $500.

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(e) In some instances, the actual collateral received may be more than the amount shown here due to overcollateralization.

For the year ended December 31, 2021, the approximate average monthly amount outstanding for each derivative type is as follows:

Purchased Options:
Average monthly notional amount					834,412,000

5. Indemnifications: The Company enters into contracts that contain a variety of indemnifications. The Company's maximum exposure under these arrangements is unknown. However, the Company has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

6. Dividends and Distributions to Shareholders: Dividends and distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income, if any, are declared and paid annually. Net realized capital gains, if any, are distributed at least annually.

7. Security Transactions, Income and Expenses: Security transactions are accounted for on the trade date (date the order to buy or sell is executed). Realized gains and losses on the sale of investment securities are determined on the specific identified cost method. Dividend income and other distributions are recorded on the ex-dividend date (except for certain foreign dividends which may be recorded as soon as the Fund is informed of such dividends) net of applicable withholding taxes. Interest income is recognized on the accrual basis net of applicable withholding taxes except where collection is in doubt. Discounts are accreted and premiums are amortized over the life of the respective securities. Most expenses of the Company can be directly attributed to a particular Fund. Expenses which cannot be directly attributed are apportioned among the Funds based upon relative net assets or other appropriate methods. Income, expenses (other than class specific expenses — distribution and shareholder services, transfer agency and sub transfer agency fees) and realized and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

First $750 million				Next $750 million				Over $1.5 billion
	0.65	%			0.60	%			0.55	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.64% of the Fund's average daily net assets.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $192,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

The Adviser provides investment advisory services to the Subsidiary pursuant to the Subsidiary Investment Management Agreement (the "Agreement"). Under the Agreement, the Subsidiary will pay the Adviser at the end of each fiscal quarter, calculated by applying a quarterly rate, based on the annual rate of 0.05%, to the average daily net assets of the Subsidiary.

The Adviser has agreed to waive its advisory fees by the amount of advisory fees it receives from the Subsidiary.

Under a Sub-Administration Agreement between the Administrator and State Street Bank and Trust Company ("State Street"), State Street provides certain administrative services to the Company. For such services, the Administrator pays State Street a portion of the fee the Administrator receives from the Fund.

has agreed to waive for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate, the 12b-1 fees on Class L shares of the Fund to the extent it exceeds 0.04% of the average daily net assets of such shares on an annualized basis. For the year ended December 31, 2021, this waiver amounted to approximately $36,000.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $636,243,000 and $655,097,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $13,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	63,846			$	366,936			$	416,282			$	3

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	14,500

The Fund has an unfunded Deferred Compensation Plan (the "Compensation Plan"), which allows each independent Director to defer payment of all, or a portion, of the fees he or she receives for serving on the Board of Directors. Each eligible Director generally may elect to have the deferred amounts credited with a return equal to the total return on one or more of the Morgan Stanley funds that are offered as investment options under the Compensation Plan. Appreciation/depreciation and distributions received from these investments are recorded with an offsetting increase/decrease in the deferred compensation obligation and do not affect the NAV of the Fund.

H. Federal Income Taxes: It is the Fund's intention to continue to qualify as a regulated investment company and distribute all of its taxable and tax-exempt income. Accordingly,

no provision for federal income taxes is required in the consolidated financial statements.

FASB ASC 740-10, "Income Taxes — Overall", sets forth a minimum threshold for consolidated financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Management has concluded there are no significant uncertain tax positions that would require recognition in the consolidated financial statements. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in "Interest Expense" and penalties in "Other Expenses" in the Consolidated Statement of Operations. The Fund files tax returns with the U.S. Internal Revenue Service, New York and various states. Generally, each of the tax years in the four-year period ended December 31, 2021 remains subject to examination by taxing authorities.

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	44,653	$	120,655	$	18,463	$	26,038

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Permanent differences, due to nondeductible offering costs related to the Subsidiary, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Distributable Earnings (000)				Paid-In Capital (000)
$	6			$	(6	)

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	—			$	48,322

Qualified late year losses are capital losses and specified ordinary losses, including currency losses, incurred after October 31 but within the taxable year that, if elected, are deemed to arise on the first day of the Fund's next taxable year. For the year ended December 31, 2021, the Fund intends to defer to January 1, 2022 for U.S. federal income tax purposes the following losses:

Qualified Late Year Ordinary Losses (000)				Post-October Capital Losses (000)
$	—			$	379

K. Market Risk and Risks Relating to Certain Financial Instruments:

Bitcoin: The Fund may have exposure to bitcoin indirectly through investments in GBTC, a privately offered investment vehicle that invests in bitcoin. Cryptocurrencies (also referred to as "virtual currencies" and "digital currencies") are digital assets designed to act as a medium of exchange. Although cryptocurrency is an emerging asset class, there are thousands of cryptocurrencies, the most well-known of which is bitcoin. Cryptocurrency facilitates decentralized, peer-to-peer financial exchange and value storage that is used like money, without the oversight of a central authority or banks. The value of cryptocurrency is not backed by any government, corporation, or other identified body. Similar to fiat currencies (i.e., a currency that is backed by a central bank or a national, supra-national or quasi-national organization), cryptocurrencies are susceptible to theft, loss and destruction. For example, the bitcoin held by GBTC (and the Fund's indirect exposure to such bitcoin) is also susceptible to these risks. The value of the GBTC investments in cryptocurrency is subject to fluctuations in the value of the cryptocurrency, which have been and may in the future be highly volatile. The value of cryptocurrencies is determined by the supply and demand for cryptocurrency in the global market for the trading of cryptocurrency, which consists primarily of transactions on electronic exchanges. The price of bitcoin could drop precipitously (including to zero) for a variety of reasons, including, but not limited to, regulatory changes, a crisis of confidence, flaw or operational issue in the bitcoin network or a change in user preference to competing cryptocurrencies. The GBTC exposure to cryptocurrency could result in substantial losses to the Fund.

Market: The outbreak of the coronavirus ("COVID-19") and the recovery responses could adversely impact the operations of the Fund and its service providers and financial performance of the Fund and the Fund's investments. The extent of such impact depends on future developments, including (i) the duration and spread of the outbreak, (ii) the restrictions and advisories, (iii) the effects on the financial markets, (iv) government and regulatory responses, and (v) the effects on the economy overall as a result of developments such as disruption to consumer demand, economic output and supply chains. The duration and extent of COVID-19 and associated economic and market conditions and uncertainty over the long term cannot be reasonably estimated at this time. The ultimate impact of COVID-19 and the extent to which the associated conditions impact the Fund will also depend on future

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

developments, which are highly uncertain, difficult to accurately predict and subject to change at any time. If the financial performance of the Fund's investments is impacted because of these factors for an extended period, the Fund's investment results may be adversely affected.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Advantage Portfolio

Opinion on the Financial Statements

We have audited the accompanying consolidated statement of assets and liabilities of Advantage Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the consolidated portfolio of investments, as of December 31, 2021, and the related consolidated statements of operations and changes in net assets for the year then ended and the statement of changes in net assets for the year ended December 31, 2020, the consolidated financial highlights for the year ended December 31, 2021 and the financial highlights for each of the four years in the period ended December 31, 2020 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the consolidated financial position of Advantage Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the consolidated results of its operations and the consolidated changes in its net assets for the year then ended and the changes in its net assets for the year ended December 31, 2020 and its consolidated financial highlights for the year ended December 31, 2021 and its financial highlights for each of the four years in the period ended December 31, 2020, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Fund's consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities law and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our procedures included confirmation of securities owned as of December 31, 2021 by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021. For corporate shareholders 3.87% of the dividends qualified for the dividends received deduction.

The Fund designated and paid approximately $120,655,000 as a long-term capital gain distribution.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIADVANN
3997383 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Asia Opportunity Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Consolidated Expense Example					3
Investment Overview					4
Consolidated Portfolio of Investments					6
Consolidated Statement of Assets and Liabilities					8
Consolidated Statement of Operations					10
Consolidated Statements of Changes in Net Assets					11
Consolidated Financial Highlights					12
Notes to Consolidated Financial Statements					16
Report of Independent Registered Public Accounting Firm					28
Liquidity Risk Management Program					29
Federal Tax Notice					30
U.S. Customer Privacy Notice					31
Director and Officer Information					34

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Asia Opportunity Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Expense Example (unaudited)

Asia Opportunity Portfolio

As a shareholder of the Fund, you incur two types of costs: (1) transactional costs, including redemption fees; and (2) ongoing costs, which may include advisory fees, administration fees, distribution and shareholder services fees and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads) and redemption fees. Therefore, the information for each class in the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Asia Opportunity Portfolio Class I	$	1,000.00	$	790.60	$	1,019.56	$	5.05	$	5.70		1.12	%
Asia Opportunity Portfolio Class A		1,000.00		789.60		1,018.20		6.27		7.07		1.39
Asia Opportunity Portfolio Class C		1,000.00		786.50		1,014.52		9.55		10.76		2.12
Asia Opportunity Portfolio Class IS		1,000.00		790.90		1,020.11		4.56		5.14		1.01

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Asia Opportunity Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of –20.52%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the MSCI All Country Asia ex Japan Net Index (the "Index"), which returned –4.72%.

Factors Affecting Performance

• Asian equities declined during the 12-month period ended December 31, 2021. The decline was driven by regulatory action by the Chinese government in various sectors, as well as uncertainty pertaining to the discovery of new COVID-19 variants, increasing case numbers, and reimposition of restrictions and lockdowns in various countries in the latter half of the year. This move offset advances in the market in the first months of 2021, driven by a general market recovery from the COVID-19-related decline in 2020, as well as optimism following successful COVID-19 vaccine rollouts and reopening efforts in various countries in the first half of the year.

• Asian equity markets declined by –4.72% for the 12-month period ended December 31, 2021, as measured by the Index. Our team remained focused on assessing company prospects over a longer-term period of three to five years, and owning a portfolio of high quality companies with diverse business drivers not tied to a particular market environment.

• The team manages concentrated portfolios that are highly differentiated from the benchmark, with securities weighted on our assessment of the quality of the company and our conviction. Our longer-term focus results in lower turnover than many of our peers. The value added or detracted in any period of time will typically result from stock selection, given our philosophy and process. For the 12-month period, the Fund underperformed the Index due to unfavorable stock selection and sector allocation.

• The main detractors from relative performance were stock selection and an overweight position in the consumer discretionary sector, as well as the

portfolio's sector underweight allocation to information technology.

• A sector underweight position in health care and a sector overweight allocation to financials, along with our stock selection in real estate were the top contributors to the Fund's relative performance.

Management Strategies

• There were no changes to our bottom-up investment process during the period. The Fund seeks long-term capital appreciation by investing in high quality established and emerging companies located in Asia (excluding Japan) that the investment team believes are undervalued at the time of purchase. To achieve its objective, the investment team typically favors companies it believes have sustainable competitive advantages that can be monetized through growth. The investment process integrates analysis of sustainability with respect to disruptive change, financial strength, environmental and social externalities and governance (also referred to as ESG).

• At the close of the period, consumer discretionary represented the largest sector weight in the portfolio, followed by financials, consumer staples and communication services. Our bottom-up investment process resulted in sector overweight positions in consumer staples, consumer discretionary, financials, communication services and real estate, and underweight positions in information technology, industrials, materials, health care, energy and utilities. The Fund had no holdings in energy, utilities and industrials at the end of the reporting period.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Asia Opportunity Portfolio

* Minimum Investment for Class I shares

** Commenced Operations on December 29, 2015.

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, C and IS shares will vary from the performance of Class I shares and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the MSCI All Country Asia ex Japan Net Index⁽¹⁾ and the Lipper Pacific Region ex Japan Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
				Average Annual
	One Year			Five Years			Ten Years		Since Inception⁽⁵⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		–20.52	%		21.79	%		—		17.63	%
Fund — Class A Shares w/o sales charges⁽⁴⁾		–20.74			21.41			—		17.26
Fund — Class A Shares with maximum 5.25% sales charges⁽⁴⁾		–24.89			20.10			—		16.22
Fund — Class C Shares w/o sales charges⁽⁴⁾		–21.32			20.51			—		16.38
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁴⁾		–22.10			20.51			—		16.38
Fund — Class IS Shares w/o sales charges⁽⁴⁾		–20.46			21.84			—		17.68
MSCI All Country Asia ex Japan Net Index		–4.72			11.30			—		10.26
Lipper Pacific Region ex Japan Funds Index		–7.65			12.20			—		9.99

⁽¹⁾ The MSCI All Country Asia ex Japan Net Index is a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of Asia, excluding Japan. The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. The Index is unmanaged and its 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 Lipper Pacific Region ex Japan Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Pacific Region ex Japan 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 10 funds represented in this Index. As of the date of this report, the Fund was in the Lipper Pacific Region ex Japan Funds classification.

⁽³⁾ Total returns for the Fund reflect fees waived and expenses reimbursed, if applicable, by the Adviser (as defined herein). Without such waivers and reimbursements, total returns would have been lower.

⁽⁴⁾ Commenced operations on December 29, 2015.

⁽⁵⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments

Asia Opportunity Portfolio

	Shares		Value (000)
Common Stocks (95.7%)
China (49.9%)
360 DigiTech, Inc.		423,823	$	9,718
Agora, Inc. ADR (a)		84,863		1,376
China East Education Holdings Ltd. (a)(b)		2,082,000		1,303
China Resources Beer Holdings Co., Ltd. (b)		1,732,300		14,185
Foshan Haitian Flavouring & Food Co., Ltd., Class A		1,140,372		18,807
Greentown Service Group Co. Ltd. (b)		2,694,000		2,487
Haidilao International Holding Ltd. (b)(c)		4,073,000		9,193
HUYA, Inc. ADR (a)		864,637		6,001
Inner Mongolia Yili Industrial Group Co., Ltd., Class A		1,650,786		10,739
KE Holdings, Inc. ADR (a)		945,393		19,021
Kuaishou Technology (a)(b)		1,350,200		12,476
Kweichow Moutai Co., Ltd., Class A		60,894		19,587
Meituan, Class B (a)(b)		889,900		25,724
New Frontier Health Corp. (a)(c)		93,794		1,075
Shenzhou International Group Holdings Ltd. (b)		731,900		14,070
Tencent Holdings Ltd. (b)		242,700		14,218
Trip.com Group Ltd. ADR (a)		698,413		17,195
Tsingtao Brewery Co., Ltd. H Shares (b)		1,008,000		9,437
Weimob, Inc. (a)(b)(c)		5,514,000		5,579
Yihai International Holding Ltd. (a)(b)(c)		571,000		2,640
				214,831
Hong Kong (2.9%)
AIA Group Ltd.		1,223,100		12,329
India (19.3%)
HDFC Bank Ltd.		1,713,211		34,096
HDFC Bank Ltd. ADR		9,296		605
ICICI Bank Ltd. ADR		1,336,808		26,455
IndusInd Bank Ltd.		984,542		11,763
Shree Cement Ltd.		21,795		7,913
Zomato Ltd. (a)		1,187,024		2,194
				83,026
Indonesia (1.1%)
Avia Avian Tbk PT (a)		72,826,000		4,726
Korea, Republic of (6.8%)
KakaoBank Corp. (a)(c)		161,525		7,985
NAVER Corp.		66,866		21,225
				29,210
Taiwan (8.3%)
Nien Made Enterprise Co., Ltd.		568,000		8,457
Silergy Corp.		64,000		11,584
Taiwan Semiconductor Manufacturing Co., Ltd.		717,000		15,861
				35,902
United States (7.4%)
Coupang, Inc. (a)		756,501		22,226
Grab Holdings Ltd., Class A (a)(d)		573,253		3,924
Grab Holdings Ltd., Class A (a)		827,100		5,897
				32,047
Total Common Stocks (Cost $337,841)				412,071

	Shares		Value (000)
Investment Company (1.0%)
United States (1.0%)
Grayscale Bitcoin Trust (a) (Cost $5,760)		125,562	$	4,300
Short-Term Investments (3.4%)
Securities held as Collateral on Loaned Securities (1.1%)
Investment Company (0.9%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G)		3,999,591		4,000
	Face Amount (000)
Repurchase Agreements (0.2%)
HSBC Securities USA, Inc., (0.05%, dated 12/31/21, due 1/3/22; proceeds $40; fully collateralized by a U.S. Government obligation; 0.00% due 5/15/25 - 11/15/28; valued at $41)	$	40		40
Merrill Lynch & Co., Inc., (0.05%, dated 12/31/21, due 1/3/22; proceeds $720; fully collateralized by a U.S. Government obligation; 0.13%-2.88% due 7/31/23 - 7/31/25; valued at $734)		720		720
				760
Total Securities held as Collateral on Loaned Securities (Cost $4,760)				4,760
	Shares
Investment Company (2.3%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $9,737)		9,736,673		9,737
Total Short-Term Investments (Cost $14,497)				14,497
Total Investments Excluding Purchase Options (100.1%) (Cost $358,098)				430,868
Total Purchased Options Outstanding (0.1%) (Cost $2,494)				503
Total Investments (100.2%) (Cost $360,592) Including $10,512 of Securities Loaned (e)(f)(g)				431,371
Liabilities in Excess of Other Assets (–0.2%)				(994	)
Net Assets (100.0%)			$	430,377

(a) Non-income producing security.

(b) Security trades on the Hong Kong exchange.

The accompanying notes are an integral part of the consolidated financial statements.
6

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Asia Opportunity Portfolio

(d) Security cannot be offered for public resale without first being registered under the Securities Act of 1933 and related rules ("restricted security"). Acquisition date represents the day on which an enforceable right to acquire such security is obtained and is presented along with related cost in the security description. The Fund has registration rights for certain restricted securities. Any costs related to such registration are borne by the issuer. The aggregate value of restricted securities (excluding 144A holdings) at December 31, 2021 amounts to approximately $3,924,000 and represents 0.9% of net assets.

(e) The approximate fair value and percentage of net assets, $65,112,000 and 15.1%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Consolidated Financial Statements.

(f) Securities are available for collateral in connection with purchased options.

(g) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $379,424,000. The aggregate gross unrealized appreciation is approximately $117,120,000 and the aggregate gross unrealized depreciation is approximately $65,349,000, resulting in net unrealized appreciation of approximately $51,771,000.

ADR American Depositary Receipt.

Call Options Purchased:

The Fund had the following call options purchased open at December 31, 2021:

Counterparty	Description	Strike Price		Expiration Date	Number of Contracts		Notional Amount (000)		Value (000)		Premiums Paid (000)		Unrealized Depreciation (000)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.38	Jul-22		158,917,590		158,918	$	176	$	843	$	(667	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.31	Aug-22		243,088,167		243,088		327		1,651		(1,324	)
									$	503	$	2,494	$	(1,991	)

CNH — Chinese Yuan Renminbi Offshore

USD — United States Dollar

Portfolio Composition*

Classification	Percentage of Total Investments
Other**		25.4	%
Banks		19.0
Internet & Direct Marketing Retail		14.1
Interactive Media & Services		11.2
Beverages		10.1
Food Products		7.6
Semiconductors & Semiconductor Equipment		6.4
Hotels, Restaurants & Leisure		6.2
Total Investments		100.0	%

* Percentages indicated are based upon total investments (excluding Securities held as Collateral on Loaned Securities) as of December 31, 2021.

** Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the consolidated financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Asia Opportunity Portfolio

Consolidated Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value⁽¹⁾ (Cost $346,855)	$	417,634
Investment in Security of Affiliated Issuer, at Value (Cost $13,737)		13,737
Total Investments in Securities, at Value (Cost $360,592)		431,371
Foreign Currency, at Value (Cost $166)		167
Cash from Securities Lending		5
Receivable for Investments Sold		10,387
Receivable for Fund Shares Sold		1,506
Dividends Receivable		202
Receivable from Securities Lending Income		51
Receivable from Affiliate		—	@
Other Assets		71
Total Assets		443,760
Liabilities:
Payable for Fund Shares Redeemed		5,077
Collateral on Securities Loaned, at Value		4,765
Payable for Investments Purchased		1,223
Payable for Advisory Fees		1,087
Due to Broker		640
Deferred Capital Gain Country Tax		239
Payable for Custodian Fees		135
Payable for Sub Transfer Agency Fees — Class I		58
Payable for Sub Transfer Agency Fees — Class A		13
Payable for Sub Transfer Agency Fees — Class C		3
Payable for Professional Fees		46
Payable for Shareholder Services Fees — Class A		17
Payable for Distribution and Shareholder Services Fees — Class C		17
Payable for Administration Fees		33
Payable for Organization Costs for Subsidiary		3
Payable for Transfer Agency Fees — Class I		1
Payable for Transfer Agency Fees — Class A		1
Payable for Transfer Agency Fees — Class C		1
Payable for Transfer Agency Fees — Class IS		—	@
Other Liabilities		24
Total Liabilities		13,383
Net Assets	$	430,377
Net Assets Consist of:
Paid-in-Capital	$	450,700
Total Accumulated Loss		(20,323	)
Net Assets	$	430,377

The accompanying notes are an integral part of the consolidated financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Asia Opportunity Portfolio

Consolidated Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	320,534
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		12,826,651
Net Asset Value, Offering and Redemption Price Per Share	$	24.99
CLASS A:
Net Assets	$	77,496
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		3,153,258
Net Asset Value, Redemption Price Per Share	$	24.58
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	1.36
Maximum Offering Price Per Share	$	25.94
CLASS C:
Net Assets	$	18,947
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		799,815
Net Asset Value, Offering and Redemption Price Per Share	$	23.69
CLASS IS:
Net Assets	$	13,400
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		535,059
Net Asset Value, Offering and Redemption Price Per Share	$	25.04
⁽¹⁾ Including: Securities on Loan, at Value:	$	10,512

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Asia Opportunity Portfolio

Consolidated Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $355 of Foreign Taxes Withheld)	$	3,255
Income from Securities Loaned — Net		859
Dividends from Security of Affiliated Issuer (Note G)		3
Total Investment Income		4,117
Expenses:
Advisory Fees (Note B)		5,148
Shareholder Services Fees — Class A (Note D)		265
Distribution and Shareholder Services Fees — Class C (Note D)		262
Administration Fees (Note C)		515
Sub Transfer Agency Fees — Class I		382
Sub Transfer Agency Fees — Class A		96
Sub Transfer Agency Fees — Class C		18
Custodian Fees (Note F)		241
Professional Fees		140
Registration Fees		140
Shareholder Reporting Fees		33
Transfer Agency Fees — Class I (Note E)		6
Transfer Agency Fees — Class A (Note E)		7
Transfer Agency Fees — Class C (Note E)		3
Transfer Agency Fees — Class IS (Note E)		3
Directors' Fees and Expenses		11
Organization Costs for Subsidiary		4
Pricing Fees		3
Other Expenses		28
Total Expenses		7,305
Rebate from Morgan Stanley Affiliate (Note G)		(14	)
Net Expenses		7,291
Net Investment Loss		(3,174	)
Realized Loss:
Investments Sold (Net of $1,299 of Capital Gain Country Tax)		(83,784	)
Foreign Currency Translation		(479	)
Net Realized Loss		(84,263	)
Change in Unrealized Appreciation (Depreciation):
Investments (Net of Decrease in Deferred Capital Gain Country Tax of $1,984)		(85,471	)
Foreign Currency Translation		—	@
Net Change in Unrealized Appreciation (Depreciation)		(85,471	)
Net Realized Loss and Change in Unrealized Appreciation (Depreciation)		(169,734	)
Net Decrease in Net Assets Resulting from Operations	$	(172,908	)

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Asia Opportunity Portfolio

Consolidated Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Loss	$	(3,174	)	$	(1,593	)
Net Realized Gain (Loss)		(84,263	)		5,967
Net Change in Unrealized Appreciation (Depreciation)		(85,471	)		132,042
Net Increase (Decrease) in Net Assets Resulting from Operations		(172,908	)		136,416
Dividends and Distributions to Shareholders:
Class I		(3,033	)		(3,671	)
Class A		(709	)		(1,035	)
Class C		(186	)		(190	)
Class IS		(210	)		(280	)
Total Dividends and Distributions to Shareholders		(4,138	)		(5,176	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		367,015			275,285
Distributions Reinvested		3,020			3,669
Redeemed		(283,269	)		(89,217	)
Class A:
Subscribed		65,503			60,482
Distributions Reinvested		696			1,027
Redeemed		(60,585	)		(31,767	)
Class C:
Subscribed		16,831			9,579
Distributions Reinvested		186			190
Redeemed		(9,677	)		(3,635	)
Class IS:
Subscribed		31,113			18,500
Distributions Reinvested		210			280
Redeemed		(34,706	)		(2,000	)
Net Increase in Net Assets Resulting from Capital Share Transactions		96,337			242,393
Redemption Fees		20			51
Total Increase (Decrease) in Net Assets		(80,689	)		373,684
Net Assets:
Beginning of Period		511,066			137,382
End of Period	$	430,377		$	511,066
(1) Capital Share Transactions:
Class I:
Shares Subscribed		11,559			11,091
Shares Issued on Distributions Reinvested		122			118
Shares Redeemed		(10,415	)		(3,635	)
Net Increase in Class I Shares Outstanding		1,266			7,574
Class A:
Shares Subscribed		2,014			2,396
Shares Issued on Distributions Reinvested		29			33
Shares Redeemed		(2,040	)		(1,448	)
Net Increase in Class A Shares Outstanding		3			981
Class C:
Shares Subscribed		527			374
Shares Issued on Distributions Reinvested		8			6
Shares Redeemed		(362	)		(168	)
Net Increase in Class C Shares Outstanding		173			212
Class IS:
Shares Subscribed		958			897
Shares Issued on Distributions Reinvested		8			9
Shares Redeemed		(1,272	)		(66	)
Net Increase (Decrease) in Class IS Shares Outstanding		(306	)		840

* Not consolidated.

The accompanying notes are an integral part of the consolidated financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Asia Opportunity Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	31.72		$	21.02		$	14.53		$	16.92		$	9.68
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽²⁾		(0.12	)		(0.12	)		0.02			0.01			(0.04	)
Net Realized and Unrealized Gain (Loss)		(6.39	)		11.16			6.47			(2.30	)		7.47
Total from Investment Operations		(6.51	)		11.04			6.49			(2.29	)		7.43
Distributions from and/or in Excess of:
Net Investment Income		—			—			(0.01	)		—			—
Net Realized Gain		(0.22	)		(0.34	)		—			(0.10	)		(0.19	)
Total Distributions		(0.22	)		(0.34	)		(0.01	)		(0.10	)		(0.19	)
Redemption Fees		0.00	⁽³⁾		0.00	⁽³⁾		0.01			0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	24.99		$	31.72		$	21.02		$	14.53		$	16.92
Total Return⁽⁴⁾		(20.52	)%		52.53	%		44.74	%		(13.65	)%		76.82	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	320,534		$	366,758		$	83,805		$	25,479		$	15,913
Ratio of Expenses Before Expense Limitation		1.05	%		N/A			1.28	%		1.67	%		3.10	%
Ratio of Expenses After Expense Limitation		1.05	%⁽⁵⁾		1.06	%⁽⁵⁾		1.08	%⁽⁵⁾		1.09	%⁽⁵⁾		1.06	%⁽⁵⁾
Ratio of Net Investment Income (Loss)		(0.41	)%⁽⁵⁾		(0.48	)%⁽⁵⁾		0.11	%⁽⁵⁾		0.04	%⁽⁵⁾		(0.27	)%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.02	%		0.01	%		0.01	%
Portfolio Turnover Rate		65	%		44	%		27	%		63	%		50	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Asia Opportunity Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	31.29		$	20.79		$	14.42		$	16.84		$	9.67
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.20	)		(0.19	)		(0.06	)		(0.04	)		(0.10	)
Net Realized and Unrealized Gain (Loss)		(6.29	)		11.03			6.42			(2.28	)		7.46
Total from Investment Operations		(6.49	)		10.84			6.36			(2.32	)		7.36
Distributions from and/or in Excess of:
Net Realized Gain		(0.22	)		(0.34	)		—			(0.10	)		(0.19	)
Redemption Fees		0.00	⁽³⁾		0.00	⁽³⁾		0.01			0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	24.58		$	31.29		$	20.79		$	14.42		$	16.84
Total Return⁽⁴⁾		(20.74	)%		52.15	%		44.17	%		(13.89	)%		76.17	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	77,496		$	98,559		$	45,111		$	6,930		$	2,873
Ratio of Expenses Before Expense Limitation		1.32	%		N/A			1.56	%		2.05	%		3.50	%
Ratio of Expenses After Expense Limitation		1.32	%⁽⁵⁾		1.34	%⁽⁵⁾		1.37	%⁽⁵⁾		1.44	%⁽⁵⁾		1.44	%⁽⁵⁾
Ratio of Net Investment Loss		(0.69	)%⁽⁵⁾		(0.76	)%⁽⁵⁾		(0.33	)%⁽⁵⁾		(0.22	)%⁽⁵⁾		(0.69	)%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.02	%		0.01	%		0.01	%
Portfolio Turnover Rate		65	%		44	%		27	%		63	%		50	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) The Ratio of Expenses After Expense Limitation and Ratio of Net Investment Loss reflect the rebate of certain Fund expenses in connection with the investments in Morgan Stanley affiliates during the period. The effect of the rebate on the ratios is disclosed in the above table as "Ratio of Rebate from Morgan Stanley Affiliates."

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Asia Opportunity Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	30.39		$	20.35		$	14.21		$	16.73		$	9.68
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.41	)		(0.36	)		(0.17	)		(0.15	)		(0.22	)
Net Realized and Unrealized Gain (Loss)		(6.07	)		10.74			6.30			(2.27	)		7.46
Total from Investment Operations		(6.48	)		10.38			6.13			(2.42	)		7.24
Distributions from and/or in Excess of:
Net Realized Gain		(0.22	)		(0.34	)		—			(0.10	)		(0.19	)
Redemption Fees		0.00	⁽³⁾		0.00	⁽³⁾		0.01			0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	23.69		$	30.39		$	20.35		$	14.21		$	16.73
Total Return⁽⁴⁾		(21.32	)%		51.02	%		43.21	%		(14.58	)%		74.85	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	18,947		$	19,042		$	8,445		$	2,582		$	431
Ratio of Expenses Before Expense Limitation		2.05	%		N/A			2.33	%		2.80	%		5.26	%
Ratio of Expenses After Expense Limitation		2.05	%⁽⁵⁾		2.08	%⁽⁵⁾		2.14	%⁽⁵⁾		2.19	%⁽⁵⁾		2.19	%⁽⁵⁾
Ratio of Net Investment Loss		(1.41	)%⁽⁵⁾		(1.49	)%⁽⁵⁾		(0.95	)%⁽⁵⁾		(0.92	)%⁽⁵⁾		(1.51	)%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.02	%		0.01	%		0.01	%
Portfolio Turnover Rate		65	%		44	%		27	%		63	%		50	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Asia Opportunity Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	31.76		$	21.04		$	14.54		$	16.92		$	9.68
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽²⁾		(0.09	)		(0.09	)		0.03			0.01			(0.02	)
Net Realized and Unrealized Gain (Loss)		(6.41	)		11.15			6.48			(2.29	)		7.45
Total from Investment Operations		(6.50	)		11.06			6.51			(2.28	)		7.43
Distributions from and/or in Excess of:
Net Investment Income		—			—			(0.02	)		—			—
Net Realized Gain		(0.22	)		(0.34	)		—			(0.10	)		(0.19	)
Total Distributions		(0.22	)		(0.34	)		(0.02	)		(0.10	)		(0.19	)
Redemption Fees		0.00	⁽³⁾		0.00	⁽³⁾		0.01			0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	25.04		$	31.76		$	21.04		$	14.54		$	16.92
Total Return⁽⁴⁾		(20.46	)%		52.58	%		44.82	%		(13.59	)%		76.82	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	13,400		$	26,707		$	21		$	15		$	17
Ratio of Expenses Before Expense Limitation		0.98	%		1.03	%		11.85	%		13.31	%		17.65	%
Ratio of Expenses After Expense Limitation		0.98	%⁽⁵⁾		1.01	%⁽⁵⁾		1.03	%⁽⁵⁾		1.04	%⁽⁵⁾		1.04	%⁽⁵⁾
Ratio of Net Investment Income (Loss)		(0.31	)%⁽⁵⁾		(0.32	)%⁽⁵⁾		0.19	%⁽⁵⁾		0.05	%⁽⁵⁾		(0.18	)%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.02	%		0.01	%		0.01	%
Portfolio Turnover Rate		65	%		44	%		27	%		63	%		50	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements

The accompanying consolidated financial statements relate to the Asia Opportunity Portfolio. The Fund seeks long-term capital appreciation.

The Fund offers four classes of shares — Class I, Class A, Class C and Class IS.

A. Significant Accounting Policies: The following significant accounting policies are in conformity with U.S. generally accepted accounting principles ("GAAP"). Such policies are consistently followed by the Company in the preparation of its consolidated financial statements. GAAP may require management to make estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results may differ from those estimates.

The Fund may, consistent with its principal investment strategies, invest up to 25% of its total assets in a wholly-owned subsidiary of the Fund organized as a company under the laws of the Cayman Islands, Asia Opportunity Cayman Portfolio, Ltd. (the "Subsidiary"). The Subsidiary may invest in bitcoin indirectly through cash settled futures or indirectly through investments in Grayscale Bitcoin Trust (BTC) ("GBTC"), a privately offered investment vehicle that invests in bitcoin. The Fund is the sole shareholder of the Subsidiary, and it is not currently expected that shares of the Subsidiary will be sold or offered to other investors. The consolidated portfolio of investments and consolidated financial statements include the positions and accounts of the Fund and the Subsidiary. All intercompany accounts and transactions of the Fund and the Subsidiary have been eliminated in consolidation and all accounting policies of the Subsidiary are consistent with those of the Fund. As of December 31, 2021, the Subsidiary represented approximately $4,729,000 or approximately 1.10% of the total net assets of the Fund.

order to receive favorable tax treatment as a regulated investment company ("RIC"). Tax treatment of the income received from the Subsidiary may potentially be affected by changes in legislation, regulations or other legally binding authority, which could affect the character, timing and amount of the Fund's taxable income and distributions. If such changes occur, the Fund may need to significantly change its investment strategy and recognize unrealized gains in order to remain qualified for taxation as a RIC, which could adversely affect the Fund.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

ask prices from a broker/dealer or valued by a pricing service/vendor; (4) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser") or Morgan Stanley Investment Management Company ("MSIM Company") (the "Sub-Adviser"), each a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (5) when market quotations are not readily available, including circumstances under which the Adviser or the Sub-Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (6) quotations of

foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; (7) Private Investment in Public Equity ("PIPE") investments may be valued based on the underlying stock price less a discount until the commitment is fulfilled and shares are registered; and (8) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Banks	$	72,919	$	7,985	$	—	$	80,904
Beverages		43,209		—		—		43,209
Chemicals		4,726		—		—		4,726
Commercial Services & Supplies		2,487		—		—		2,487
Construction Materials		7,913		—		—		7,913
Consumer Finance		9,718		—		—		9,718
Diversified Consumer Services		1,303		—		—		1,303
Entertainment		6,001		—		—		6,001
Food Products		32,186		—		—		32,186
Health Care Providers & Services		1,075		—		—		1,075

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Hotels, Restaurants & Leisure	$	26,388	$	—	$	—	$	26,388
Household Durables		—		8,457		—		8,457
Insurance		12,329		—		—		12,329
Interactive Media & Services		26,694		21,225		—		47,919
Internet & Direct Marketing Retail		56,041		3,924		—		59,965
Real Estate Management & Development		19,021		—		—		19,021
Semiconductors & Semiconductor Equipment		—		27,445		—		27,445
Software		6,955		—		—		6,955
Textiles, Apparel & Luxury Goods		14,070		—		—		14,070
Total Common Stocks		343,035		69,036		—		412,071
Investment Company		4,300		—		—		4,300
Call Options Purchased		—		503		—		503
Short-Term Investments
Investment Company		13,737		—		—		13,737
Repurchase Agreements		—		760		—		760
Total Short-Term Investments		13,737		760		—		14,497
Total Assets	$	361,072	$	70,299	$	—	$	431,371

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

agreement, realization of the collateral proceeds may be subject to cost and delays. The Fund, along with other affiliated investment companies, may utilize a joint trading account for the purpose of entering into repurchase agreements.

4. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

transactions for the period is reflected in the Consolidated Statement of Operations.

Governmental approval for foreign investments may be required in advance of making an investment under certain circumstances in some countries, and the extent of foreign investments in domestic companies may be subject to limitation in other countries. Foreign ownership limitations also may be imposed by the charters of individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Consolidated Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

analyses different from those associated with other portfolio investments. All of the Fund's holdings, including derivative instruments, are marked-to-market each day with the change in value reflected in unrealized appreciation (depreciation). Upon disposition, a realized gain or loss is recognized.

Following is a description of the derivative instruments and techniques that the Fund used during the period and their associated risks:

Fund sells an option, it sells to another party the right to buy from or sell to the Fund a specific amount of the underlying instrument or foreign currency, or futures contract on the underlying instrument or foreign currency, at an agreed-upon price during a period of time or on a specified date typically in exchange for a premium received by the Fund. When options are purchased OTC, the Fund bears the risk that the counterparty that wrote the option will be unable or unwilling to perform its obligations under the option contract. Options may also be illiquid and the Fund may have difficulty closing out its position. A decision as to whether, when and how to use options involves the exercise of skill and judgment and even a well-conceived option transaction may be unsuccessful because of market behavior or unexpected events. The prices of options can be highly volatile and the use of options can lower total returns.

Private Investment in Public Equity: The Fund may acquire equity securities of an issuer that are issued through a private investment in public equity transaction, including on a when-issued basis. PIPE transactions typically involve the purchase of securities directly from a publicly traded company or its affiliates in a private placement transaction, typically at a discount to the market price of the company's securities. The Fund's PIPE investment represents an unfunded subscription agreement in a private investment in public equity. The Fund will earmark or segregate cash or liquid assets or establish a segregated account on the Fund's books in which it will continually maintain cash or cash equivalents or other liquid portfolio securities equal in value to commitments to purchase securities on a forward commitment basis.

As of December 31, 2021, the Fund did not have any open PIPE contract.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

The following table sets forth the fair value of the Fund's derivative contracts by primary risk exposure as of December 31, 2021:

Asset Derivatives
Consolidated
Statement of Assets and
Liabilities Location

Primary Risk
Exposure

Value
(000)

Purchased Options

Investments, at Value
(Purchased Options)

Currency Risk

503

(a)

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

The following table sets forth by primary risk exposure the Fund's change in unrealized appreciation (depreciation) by type of derivative contract for the year ended December 31, 2021 in accordance with ASC 815:

Change in Unrealized Appreciation (Depreciation)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(1,991	)(b)

(b) Amounts are included in Change in Unrealized Appreciation (Depreciation) on Investments in the Consolidated Statement of Operations.

At December 31, 2021, the Fund's derivative assets and liabilities are as follows:

Gross Amounts of Assets and Liabilities Presented in the Consolidated Statement of Assets and Liabilities
Derivatives	Assets(c) (000)			Liabilities(c) (000)
Purchased Options	$	503	(a)	$	—

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(c) Absent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Consolidated Statement of Assets and Liabilities.

quality of the counterparty. Various Master Agreements govern the terms of certain transactions with counterparties, including transactions such as swap, forward, repurchase and reverse repurchase agreements. These Master Agreements typically attempt to reduce the counterparty risk associated with such transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Cross-termination provisions under Master Agreements typically provide that a default in connection with one transaction between the Fund and a counterparty gives the non-defaulting party the right to terminate any other transactions in place with the defaulting party to create one single net payment due to/due from the defaulting party and may be a feature in certain Master Agreements. In the event the Fund exercises its right to terminate a Master Agreement after a counterparty experiences a termination event as defined in the Master Agreement, the return of collateral with market value in excess of the Fund's net liability may be delayed or denied.

The following tables present derivative financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Counterparty	Gross Asset Derivatives Presented in the Consolidated Statement of Assets and Liabilities(a) (000)		Financial Instrument (000)		Collateral Received(d) (000)			Net Amount (not less than $0) (000)
JP Morgan Chase Bank NA	$	503	$	—	$	(503	)	$	0

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(d) In some instances, the actual collateral received may be more than the amount shown here due to overcollateralization.

For the year ended December 31, 2021, the approximate average monthly amount outstanding for each derivative type is as follows:

Purchased Options:
Average monthly notional amount		180,746,000
Derivative Contract — PIPE:
Average monthly notional amount	$	5,096,000

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

terest earned or dividends declared on those securities during the term of the loan would remain in the Fund. The Fund would receive cash or securities as collateral in an amount equal to or exceeding 100% of the current fair value of the loaned securities. The collateral is marked-to-market daily by State Street Bank and Trust Company ("State Street"), the securities lending agent, to ensure that a minimum of 100% collateral coverage is maintained.

Based on pre-established guidelines, the securities lending agent invests any cash collateral that is received in an affiliated money market portfolio and repurchase agreements. Securities lending income is generated from the earnings on the invested collateral and borrowing fees, less any rebates owed to the borrowers and compensation to the lending agent, and is recorded as "Income from Securities Loaned — Net" in the Fund's Statement of Operations. Risks in securities lending transactions are that a borrower may not provide additional collateral when required or return the securities when due, and that the value of the short-term investments will be less than the amount of cash collateral plus any rebate that is required to be returned to the borrower.

The Fund has the right under the securities lending agreement to recover the securities from the borrower on demand.

The following table presents financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Gross Asset Amounts Presented in the Consolidated Statement of Assets and Liabilities (000)			Financial Instrument (000)		Collateral Received (000)			Net Amount (not less than $0) (000)
$	10,512	(e)	$	—	$	(10,512	)(f)(g)	$	0

(e) Represents market value of loaned securities at year end.

(f) The Fund received cash collateral of approximately $4,765,000, of which approximately $4,760,000 was subsequently invested in Repurchase Agreements and Morgan Stanley Institutional Liquidity Funds as reported in the Consolidated Portfolio of Investments. As of December 31, 2021, there was uninvested cash of approximately $5,000, which is not reflected in the Consolidated Portfolio of Investments. In addition, the Fund received non-cash collateral of approximately $6,105,000 in the form of U.S. Government obligations, which the Fund cannot sell or repledge, and accordingly are not reflected in the Consolidated Portfolio of Investments.

(g) The actual collateral received is greater than the amount shown here due to overcollateralization.

The following table displays a breakdown of transactions accounted for as secured borrowings, the gross obligations by class of collateral pledged and the remaining contractual maturity of those transactions as of December 31, 2021:

Remaining Contractual Maturity of the Agreements
	Overnight and Continuous (000)		<30 days (000)		Between 30 & 90 days (000)		>90 days (000)		Total (000)
Securities Lending Transactions
Common Stocks	$	4,765	$	—	$	—	$	—	$	4,765
Total Borrowings	$	4,765	$	—	$	—	$	—	$	4,765
Gross amount of recognized liabilities for securities lending transactions									$	4,765

7. Restricted Securities: The Fund invests in unregistered or otherwise restricted securities. The term "restricted securities" refers to securities that are unregistered or are held by control persons of the issuer and securities that are subject to contractual restrictions on their resale. As a result, restricted securities may be more difficult to value and the Fund may have difficulty disposing of such assets either in a timely manner or for a reasonable price. In order to dispose of an unregistered security, the Fund, where it has contractual rights to do so, may have to cause such security to be registered. A considerable period may elapse between the time the decision is made to sell the security and the time the security is registered so that the Fund can sell it. Contractual restrictions on the resale of securities vary in length and scope and are generally the result of a negotiation between the issuer and the acquirer of the securities. The Fund would, in either case, bear market risks during that period. Restricted securities are identified in the Consolidated Portfolio of Investments.

8. Redemption Fees: The Fund will assess a 2% redemption fee on Class I shares, Class A shares, Class C shares and Class IS shares, which is paid directly to the Fund, for shares redeemed or exchanged within thirty days of purchase, subject to certain exceptions. The redemption fee is

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

designed to protect the Fund and its remaining shareholders from the effects of short-term trading. These fees, if any, are included in the Consolidated Statements of Changes in Net Assets.

9. Indemnifications: The Company enters into contracts that contain a variety of indemnifications. The Company's maximum exposure under these arrangements is unknown. However, the Company has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

10. Dividends and Distributions to Shareholders: Dividends and distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income, if any, are declared and paid annually. Net realized capital gains, if any, are distributed at least annually.

11. Security Transactions, Income and Expenses: Security transactions are accounted for on the trade date (date the order to buy or sell is executed). Realized gains and losses on the sale of investment securities are determined on the specific identified cost method. Dividend income and other distributions are recorded on the ex-dividend date (except for certain foreign dividends which may be recorded as soon as the Fund is informed of such dividends) net of applicable withholding taxes. Interest income is recognized on the accrual basis net of applicable withholding taxes except where collection is in doubt. Discounts are accreted and premiums are amortized over the life of the respective securities. Most expenses of the Company can be directly attributed to a particular Fund. Expenses which cannot be directly attributed are apportioned among the Funds based upon relative net assets or other appropriate methods. Income, expenses (other than class specific expenses — distribution and shareholder services, transfer agency and sub transfer agency fees) and realized and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

B. Advisory/Sub-Advisory Fees: The Adviser, a wholly-owned subsidiary of Morgan Stanley, provides the Fund with advisory services under the terms of an Investment Advisory Agreement, paid quarterly, at the annual rate based on the daily net assets as follows:

First $750 million				Next $750 million				Over $1.5 billion
	0.80	%			0.75	%			0.70	%

For the year ended December 31, 2021, the advisory fee rate (net of rebate) was equivalent to an annual effective rate of 0.80% of the Fund's average daily net assets.

Effective March 5, 2021, the Adviser has entered into a Sub-Advisory Agreement with the Sub-Adviser, a wholly-owned subsidiary of Morgan Stanley. The Sub-Adviser provides the Fund with advisory services subject to the overall supervision of the Adviser and the Fund's Officers and Directors. The Adviser pays the Sub-Adviser on a monthly basis a portion of the net advisory fees the Adviser receives from the Fund.

The Adviser has agreed to waive its advisory fees by the amount of advisory fees it receives from the Subsidiary.

D. Distribution and Shareholder Services Fees: Morgan Stanley Distribution, Inc. ("MSDI" or the "Distributor"), a wholly-owned subsidiary of the Adviser and an indirect

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

subsidiary of Morgan Stanley, serves as the Company's Distributor of Fund shares pursuant to a Distribution Agreement. The Company has adopted a Shareholder Services Plan with respect to Class A shares pursuant to Rule 12b-1 under the Act. Under the Shareholder Services Plan, the Fund pays the Distributor a shareholder services fee, accrued daily and paid monthly, at an annual rate of 0.25% of the Fund's average daily net assets attributable to Class A shares.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $512,323,000 and $391,035,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Securities

Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser, both directly and as a portion of the securities held as collateral on loaned securities. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $14,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	52,775			$	317,361			$	356,399			$	3

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	13,737

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	—	$	4,138	$	3,766	$	1,410

Permanent differences, primarily due to a net operating loss, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Accumulated Loss (000)				Paid-in- Capital (000)
$	4,862			$	(4,862	)

At December 31, 2021, the Fund had no distributable earnings on a tax basis.

At December 31, 2021, the Fund had available for federal income tax purposes unused short-term and long-term capital losses of approximately $70,320,000 and $1,654,000, respectively, that do not have an expiration date.

Qualified Late Year Ordinary Losses (000)				Post October Capital Losses (000)
$	80			$	—

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

to as "virtual currencies" and "digital currencies") are digital assets designed to act as a medium of exchange. Although cryptocurrency is an emerging asset class, there are thousands of cryptocurrencies, the most well-known of which is bitcoin. Cryptocurrency facilitates decentralized, peer-to-peer financial exchange and value storage that is used like money, without the oversight of a central authority or banks. The value of cryptocurrency is not backed by any government, corporation, or other identified body. Similar to fiat currencies (i.e., a currency that is backed by a central bank or a national, supra-national or quasi-national organization), cryptocurrencies are susceptible to theft, loss and destruction. For example, the bitcoin held by GBTC (and the Fund's indirect exposure to such bitcoin) is also susceptible to these risks. The value of the GBTC investments in cryptocurrency is subject to fluctuations in the value of the cryptocurrency, which have been and may in the future be highly volatile. The value of cryptocurrencies is determined by the supply and demand for cryptocurrency in the global market for the trading of cryptocurrency, which consists primarily of transactions on electronic exchanges. The price of bitcoin could drop precipitously (including to zero) for a variety of reasons, including, but not limited to, regulatory changes, a crisis of confidence, flaw or operational issue in the bitcoin network or a change in user preference to competing cryptocurrencies. The GBTC exposure to cryptocurrency could result in substantial losses to the Fund.

Special Purpose Acquisition Companies ("SPAC"): The Fund may invest in stock, warrants, and other securities of SPACs or similar special purpose entities. A SPAC is typically a publicly traded company that raises investment capital via an initial public offering ("IPO") for the purpose of acquiring the equity securities of one or more existing companies (or interests therein) via merger, combination, acquisition or other similar transactions. The Fund may acquire an interest in a SPAC in an IPO or a secondary market transaction.

Unless and until an acquisition is completed, a SPAC generally invests its assets (less a portion retained to cover expenses) in U.S. government securities, money market securities and cash. To the extent the SPAC is invested in cash or similar securities, this may negatively affect the Fund's performance. Because SPACs and similar entities are in essence blank check companies without operating history or ongoing business other than seeking acquisitions, the value of their securities is particularly dependent on the ability of the entity's management to identify and complete a profitable acquisition. There is no guarantee that the SPACs in which the Fund invests will complete an acquisition or that any acquisitions that are completed will be profitable. Some SPACs may pursue acquisitions only within certain industries or regions, which may increase the volatility of their prices. In addition, these securities, which are typically traded in the over-the-counter market, may be considered illiquid and/or be subject to restrictions on resale.

Other risks of investing in SPACs include that a significant portion of the monies raised by the SPAC may be expended during the search for a target transaction; an attractive transaction may not be identified at all (or any requisite approvals may not be obtained) and the SPAC may dissolve and be required to return any remaining monies to shareholders, causing the Fund to incur the opportunity cost of missed investment opportunities the Fund otherwise could have benefited from; a transaction once identified or effected may prove unsuccessful and an investment in the SPAC may lose value; the warrants or other rights with respect to the SPAC held by the Fund may expire worthless or may be repurchased or retired by the SPAC at an unfavorable price; and an investment in a SPAC may be diluted by additional later offerings of interests in the SPAC or by other investors exercising existing rights to purchase shares of the SPAC. In addition, a SPAC target company may have limited operating experience, a smaller size, limited product lines, markets, distribution channels and financial and managerial resources. Investing in the securities of

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

smaller companies involves greater risk, and portfolio price volatility.

Private Investment in Public Equity: The Fund may acquire equity securities of an issuer that are issued through a PIPE transaction, including on a when-issued basis. The Fund will generally earmark an amount of cash or high quality securities equal (on a daily mark to market basis) to the amount of its commitment to purchase the when-issued securities. PIPE transactions typically involve the purchase of securities directly from a publicly traded company or its affiliates in a private placement transaction, including through a SPAC, typically at a discount to the market price of the company's securities. There is a risk that if the market price of the securities drops below a set threshold, the company may have to issue additional stock at a significantly reduced price, which may dilute the value of the Fund's investment. Shares in PIPEs generally are not registered with the SEC until after a certain time period from the date the private sale is completed. This restricted period can last many months. Until the public registration process is completed, PIPEs are restricted as to resale and the Fund cannot freely trade the securities. Generally, such restrictions cause the PIPEs to be illiquid during this time. PIPEs may contain provisions that the issuer will pay specified financial penalties to the holder if the issuer does not publicly register the restricted equity securities within a specified period of time, but there is no assurance that the restricted equity securities will be publicly registered, or that the registration will remain in effect.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Asia Opportunity Portfolio

Opinion on the Financial Statements

We have audited the accompanying consolidated statement of assets and liabilities of Asia Opportunity Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the consolidated portfolio of investments, as of December 31, 2021, and the related consolidated statements of operations and changes in net assets for the year then ended and the statement of changes in net assets for the year ended December 31, 2020, the consolidated financial highlights for the year ended December 31, 2021 and the financial highlights for each of the four years in the period ended December 31, 2020 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the consolidated financial position of Asia Opportunity Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the consolidated results of its operations and the consolidated changes in its net assets for the year then ended and the changes in its net assets for the year ended December 31, 2020 and its consolidated financial highlights for the year ended December 31, 2021 and its financial highlights for each of the four years in the period ended December 31, 2020, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021.

The Fund designated and paid approximately $4,138,000 as a long-term capital gain distribution.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

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Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

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Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE
Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Sub-Adviser

Morgan Stanley Investment Management Company
23 Church Street
16-01 Capital Square, Singapore 049481

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIASOPPANN
3997384 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

China Equity Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					7
Statement of Assets and Liabilities					8
Statement of Operations					9
Statements of Changes in Net Assets					10
Financial Highlights					11
Notes to Financial Statements					15
Report of Independent Registered Public Accounting Firm					21
Liquidity Risk Management Program					22
Federal Tax Notice					23
U.S. Customer Privacy Notice					24
Director and Officer Information					27

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in China Equity Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

China Equity Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
China Equity Portfolio Class I	$	1,000.00	$	809.60	$	1,019.31	$	5.34	$	5.96		1.17	%
China Equity Portfolio Class A		1,000.00		807.50		1,017.39		7.06		7.88		1.55
China Equity Portfolio Class C		1,000.00		804.70		1,013.61		10.46		11.67		2.30
China Equity Portfolio Class IS		1,000.00		809.60		1,019.41		5.25		5.85		1.15

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

China Equity Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of -22.14%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the MSCI China Net Index, which returned -21.72%.

Factors Affecting Performance

• China equities saw a tumultuous year as a confluence of regulatory crackdowns, property market deleveraging, supply chain disruption, power shortages and COVID-19 flare-ups led to sharp economic deceleration and stock market losses. For the year ending December 31, 2021, the Fund's stock selections contributed to returns. However, our sector allocation detracted from returns, offsetting the gains from stock selections.

• Our stock selections in consumer staples, financials and industrials contributed strongly to returns. Our stock selections in the internet sector also contributed despite the Chinese government's regulatory crackdown on the platform economy.

• While our overweight allocation to consumer staples added to returns, our underweight to cyclical and value sectors such as financials, utilities and materials detracted.

• The top contributors to the Fund's performance over the year were our holdings in a premium Chinese liquor maker and a smart grip equipment maker, and our underweight to a major e-commerce platform in China.

• The largest detractors from performance were our holdings in two major after-school tutoring players in China due to the government's draconian clampdown on the after-school tutoring sector.

Management Strategies

• China's economy has shown signs of a slowdown in growth due to the weakening property sector and lingering COVID-19 outbreaks. For the longer-term implications of the pandemic, we believe surviving companies with strong balance sheets and cash flow could become market share consolidators afterward, and thus likely long-term winners. In

addition, the pandemic is likely to foster digital trends on both the consumer and enterprise sides, favoring companies that embrace and enable the digital transformation.

• Our China portfolio has always been focused on long-term fundamentals, and the impact of coronavirus on near-term market sentiment will not change our long-term investment philosophy. We continue to position for structural growth opportunities in China.

• In particular we see strong momentum in China's consumption upgrade, which can help drive growth and lift profit margins for leading companies that are able to capture the premiumization trend. We also added exposure to health care companies that we believe have strong innovative capabilities and are able to gain market share in the domestic market. We also see a secular trend of supply chain localization and import substitution across various industries, and we believe companies with competitive products and the right business strategies can increase penetration and win market share from foreign competitors.

• Our medium-term view of the market hinges on whether the Chinese government can take the external pressure to further launch and implement long-term reform measures. While the economic growth rate may slow down over time, reforms could help enhance the quality and sustainability of the economy, which in turn could help boost China's corporate return on equity and valuation multiple. There are also structural themes that will likely play out, including the ongoing industry consolidation and consumption upgrade. We expect "new economy" companies to deliver superior growth and attract market interest as the Chinese economy becomes increasingly innovation-driven. Against the macro backdrop of slower growth and lower interest rates, we believe high quality stocks with secular growth trends will likely continue to enjoy a valuation premium and outperform the market in the longer run. As such, we believe bottom-up stock selection is important to generate outperformance by identifying companies with structural growth, competitive advantages, strong governance and financial strength.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

China Equity Portfolio

• The investment team actively selects positions in a limited number of equity securities using a fundamental bottom-up stock selection process informed by macro thematic research on China. We employ this consistent and targeted approach, seeking companies with strong sustainable earnings growth and fundamentals.

• The investment process takes into account information about environmental, social and governance (ESG) issues when making investment decisions. The team focuses on engaging company management around corporate governance practices, as well as what we consider to be materially important environmental and/or social issues facing a company.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

China Equity Portfolio

* Minimum Investment for Class I shares

** Commenced Operations on October 31, 2019.

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, C and IS shares will vary from the performance of Class I shares and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the MSCI China Net Index⁽¹⁾ and the Lipper China Region Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
				Average Annual
	One Year			Five Years		Ten Years		Since Inception⁽⁵⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		–22.14	%		—		—		4.11	%
Fund — Class A Shares w/o sales charges⁽⁴⁾		–22.46			—		—		3.68
Fund — Class A Shares with maximum 5.25% sales charges⁽⁴⁾		–26.56			—		—		1.15
Fund — Class C Shares w/o sales charges⁽⁴⁾		–23.05			—		—		2.93
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁴⁾		–23.79			—		—		2.93
Fund — Class IS Shares w/o sales charges⁽⁴⁾		–22.14			—		—		4.11
MSCI China Net Index		–21.72			—		—		5.27
Lipper China Region Funds Index		–10.55			—		—		13.11

⁽¹⁾ The MSCI China Net Index is a free float-adjusted market capitalization index that captures large and mid cap representation across China A shares, H shares, B shares, Red chips, P chips and foreign listings (e.g. ADRs). The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. The Index is unmanaged and its 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 Lipper China Region Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper China Region 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 10 funds represented in this Index. As of the date of this report, the Fund was in the Lipper China Region Funds classification.

⁽⁴⁾ Commenced operations on October 31, 2019.

⁽⁵⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

China Equity Portfolio

	Shares		Value (000)
Common Stocks (94.7%)
Automobiles (1.2%)
NIO, Inc. ADR (a)		4,732	$	150
Banks (3.6%)
China Merchants Bank Co., Ltd. H Shares (b)		56,000		435
Beverages (11.4%)
China Resources Beer Holdings Co., Ltd. (b)		44,000		361
Kweichow Moutai Co., Ltd., Class A		1,900		611
Nongfu Spring Co. Ltd. (b)		17,600		116
Wuliangye Yibin Co., Ltd., Class A		8,100		283
				1,371
Biotechnology (1.9%)
Innovent Biologics, Inc. (a)(b)		37,500		232
Electrical Equipment (2.2%)
NARI Technology Co. Ltd., Class A		42,700		268
Entertainment (4.0%)
Bilibili, Inc., Class Z (a)		3,100		142
Mango Excellent Media Co. Ltd., Class A		37,500		337
				479
Food Products (9.6%)
China Mengniu Dairy Co., Ltd. (b)		46,000		261
Foshan Haitian Flavouring & Food Co., Ltd., Class A		10,300		170
Fu Jian Anjoy Foods Co. Ltd., Class A		9,200		246
Guangdong Haid Group Co. Ltd., Class A		22,500		259
Toly Bread Co. Ltd., Class A		49,600		221
				1,157
Health Care Equipment & Supplies (1.9%)
Shenzhen Mindray Bio-Medical Electronics Co. Ltd., Class A		3,900		233
Health Care Providers & Services (3.9%)
Aier Eye Hospital Group Co., Ltd., Class A		33,300		221
Hygeia Healthcare Holdings Co. Ltd., Class C (b)		39,600		248
				469
Household Durables (4.6%)
Gree Electric Appliances, Inc. of Zhuhai, Class A		43,300		251
Midea Group Co. Ltd., Class A		26,300		305
				556
Interactive Media & Services (16.8%)
Tencent Holdings Ltd. (b)		34,700		2,033
Internet & Direct Marketing Retail (12.3%)
Alibaba Group Holding Ltd. (a)(b)		22,828		348
Meituan, Class B (a)(b)		29,200		844
Pinduoduo, Inc. ADR (a)		4,997		291
				1,483
Life Sciences Tools & Services (3.0%)
Wuxi Biologics Cayman, Inc. (a)(b)		30,500		362
Machinery (1.9%)
Jiangsu Hengli Hydraulic Co. Ltd., Class A		18,200		234
Personal Products (2.2%)
Proya Cosmetics Co. Ltd., Class A		8,100		265

	Shares		Value (000)
Pharmaceuticals (2.4%)
Jiangsu Hengrui Medicine Co., Ltd., Class A		36,361	$	289
Real Estate Management & Development (1.6%)
KE Holdings, Inc. ADR (a)		9,305		187
Specialty Retail (3.6%)
China Tourism Group Duty Free Corp. Ltd., Class A		7,400		255
Pop Mart International Group Ltd.		31,400		180
				435
Textiles, Apparel & Luxury Goods (6.6%)
Anta Sports Products Ltd. (b)		14,000		210
Li Ning Co., Ltd. (b)		24,500		268
Shenzhou International Group Holdings Ltd. (b)		16,500		317
				795
Total Common Stocks (Cost $11,152)				11,433
	No. of Warrants
Warrant (0.6%)
Capital Markets (0.6%)
UBS AG London, expires 10/12/22 (Cost $56)		2,618		72
	Shares
Short-Term Investment (4.5%)
Investment Company (4.5%)
Morgan Stanley Institutional Liquidity Funds — Government Portfolio — Institutional Class (See Note G) (Cost $544)		544,410		544
Total Investments (99.8%) Cost $11,752) (c)				12,049
Other Assets in Excess of Liabilities (0.2%)				27
Net Assets (100.0%)			$	12,076

(a) Non-income producing security.

(b) Security trades on the Hong Kong exchange.

(c) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $11,752,000. The aggregate gross unrealized appreciation is approximately $1,761,000 and the aggregate gross unrealized depreciation is approximately $1,466,000, resulting in net unrealized appreciation of approximately $295,000.

ADR American Depositary Receipt.

Portfolio Composition

Classification	Percentage of Total Investments
Other*		43.2	%
Interactive Media & Services		16.9
Internet & Direct Marketing Retail		12.3
Beverages		11.4
Food Products		9.6
Textiles, Apparel & Luxury Goods		6.6
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

China Equity Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $11,208)	$	11,505
Investment in Security of Affiliated Issuer, at Value (Cost $544)		544
Total Investments in Securities, at Value (Cost $11,752)		12,049
Due from Adviser		58
Receivable from Affiliate		—	@
Other Assets		40
Total Assets		12,147
Liabilities:
Payable for Professional Fees		44
Payable for Custodian Fees		11
Payable for Administration Fees		1
Payable for Transfer Agency Fees — Class I		—	@
Payable for Transfer Agency Fees — Class A		—	@
Payable for Transfer Agency Fees — Class C		—	@
Payable for Transfer Agency Fees — Class IS		—	@
Payable for Shareholder Services Fees — Class A		—	@
Payable for Distribution and Shareholder Services Fees — Class C		—	@
Payable for Sub Transfer Agency Fees — Class I		—	@
Payable for Sub Transfer Agency Fees — Class A		—	@
Payable for Sub Transfer Agency Fees — Class C		—	@
Other Liabilities		15
Total Liabilities		71
Net Assets	$	12,076
Net Assets Consist of:
Paid-in-Capital	$	11,776
Total Distributable Earnings		300
Net Assets	$	12,076
CLASS I:
Net Assets	$	11,230
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,080,216
Net Asset Value, Offering and Redemption Price Per Share	$	10.40
CLASS A:
Net Assets	$	650
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		62,874
Net Asset Value, Redemption Price Per Share	$	10.34
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	0.57
Maximum Offering Price Per Share	$	10.91
CLASS C:
Net Assets	$	185
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		18,094
Net Asset Value, Offering and Redemption Price Per Share	$	10.19
CLASS IS:
Net Assets	$	11
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,049
Net Asset Value, Offering and Redemption Price Per Share	$	10.40

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

China Equity Portfolio

Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $8 of Foreign Taxes Withheld)	$	94
Dividends from Security of Affiliated Issuer (Note G)		—	@
Total Investment Income		94
Expenses:
Professional Fees		145
Advisory Fees (Note B)		105
Registration Fees		56
Custodian Fees (Note F)		15
Shareholder Reporting Fees		14
Administration Fees (Note C)		11
Transfer Agency Fees — Class I (Note E)		2
Transfer Agency Fees — Class A (Note E)		2
Transfer Agency Fees — Class C (Note E)		2
Transfer Agency Fees — Class IS (Note E)		2
Directors' Fees and Expenses		5
Pricing Fees		2
Shareholder Services Fees — Class A (Note D)		—	@
Distribution and Shareholder Services Fees — Class C (Note D)		1
Sub Transfer Agency Fees — Class I		—	@
Sub Transfer Agency Fees — Class A		—	@
Sub Transfer Agency Fees — Class C		—	@
Other Expenses		20
Total Expenses		382
Expenses Reimbursed by Adviser (Note B)		(116	)
Waiver of Advisory Fees (Note B)		(105	)
Reimbursement of Class Specific Expenses — Class A (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class C (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(2	)
Rebate from Morgan Stanley Affiliate (Note G)		(—	@)
Net Expenses		155
Net Investment Loss		(61	)
Realized Gain (Loss):
Investments Sold		614
Foreign Currency Translation		(2	)
Net Realized Gain		612
Change in Unrealized Appreciation (Depreciation):
Investments		(3,685	)
Foreign Currency Translation		—	@
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		(3,073	)
Net Decrease in Net Assets Resulting from Operations	$	(3,134	)

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

China Equity Portfolio

Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Loss	$	(61	)	$	(14	)
Net Realized Gain		612			58
Net Change in Unrealized Appreciation (Depreciation)		(3,685	)		3,092
Net Increase (Decrease) in Net Assets Resulting from Operations		(3,134	)		3,136
Dividends and Distributions to Shareholders:
Class I		(382	)		(180	)
Class A		(12	)		(—	@)
Class C		(7	)		(—	@)
Class IS		(—	@)		(—	@)
Total Dividends and Distributions to Shareholders		(401	)		(180	)
Capital Share Transactions: ⁽¹⁾
Class I:
Subscribed		408			—
Distributions Reinvested		382			180
Redeemed		(33	)		—
Class A:
Subscribed		639			—
Distributions Reinvested		12			—	@
Redeemed		(—	@)		—
Class C:
Subscribed		150			35
Distributions Reinvested		7			—	@
Redeemed		(4	)		(—	@)
Class IS:
Distributions Reinvested		—	@		—	@
Net Increase in Net Assets Resulting from Capital Share Transactions		1,561			215
Total Increase (Decrease) in Net Assets		(1,974	)		3,171
Net Assets:
Beginning of Period		14,050			10,879
End of Period	$	12,076		$	14,050
(1) Capital Share Transactions:
Class I:
Shares Subscribed		36			—
Shares Issued on Distributions Reinvested		37			13
Shares Redeemed		(3	)		—
Net Increase in Class I Shares Outstanding		70			13
Class A:
Shares Subscribed		61			—
Shares Issued on Distributions Reinvested		1			—	@@
Shares Redeemed		(—	@@)		—
Net Increase in Class A Shares Outstanding		62			—	@@
Class C:
Shares Subscribed		13			3
Shares Issued on Distributions Reinvested		1			—	@@
Shares Redeemed		(—	@@)		(—	@@)
Net Increase in Class C Shares Outstanding		14			3
Class IS:
Shares Issued on Distributions Reinvested		—	@@		—	@@

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

China Equity Portfolio

	Class I
	Year Ended December 31,						Period from October 31, 2019⁽¹⁾ to
Selected Per Share Data and Ratios	2021			2020			December 31, 2019
Net Asset Value, Beginning of Period	$	13.83		$	10.88		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.06	)		(0.01	)		(0.02	)
Net Realized and Unrealized Gain (Loss)		(3.00	)		3.14			0.90
Total from Investment Operations		(3.06	)		3.13			0.88
Distributions from and/or in Excess of:
Net Investment Income		(0.22	)		(0.18	)		—
Net Realized Gain		(0.15	)		—			—
Total Distributions		(0.37	)		(0.18	)		—
Net Asset Value, End of Period	$	10.40		$	13.83		$	10.88
Total Return⁽³⁾		(22.14	)%		28.80	%		8.80	%⁽⁶⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	11,230		$	13,970		$	10,846
Ratio of Expenses Before Expense Limitation		2.85	%		3.20	%		5.72	%⁽⁷⁾
Ratio of Expenses After Expense Limitation		1.16	%⁽⁴⁾		1.16	%⁽⁴⁾		1.15	%⁽⁴⁾⁽⁷⁾
Ratio of Net Investment Loss		(0.44	)%⁽⁴⁾		(0.11	)%⁽⁴⁾		(0.98	)%⁽⁴⁾⁽⁷⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.01	%⁽⁷⁾
Portfolio Turnover Rate		73	%		25	%		0	%⁽⁶⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

(6) Not annualized.

(7) Annualized.

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

China Equity Portfolio

	Class A
	Year Ended December 31,						Period from October 31, 2019⁽¹⁾ to
Selected Per Share Data and Ratios	2021			2020			December 31, 2019
Net Asset Value, Beginning of Period	$	13.81		$	10.87		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.13	)		(0.06	)		(0.02	)
Net Realized and Unrealized Gain (Loss)		(2.97	)		3.13			0.89
Total from Investment Operations		(3.10	)		3.07			0.87
Distributions from and/or in Excess of:
Net Investment Income		(0.22	)		(0.13	)		—
Net Realized Gain		(0.15	)		—			—
Total Distributions		(0.37	)		(0.13	)		—
Net Asset Value, End of Period	$	10.34		$	13.81		$	10.87
Total Return⁽³⁾		(22.46	)%		28.30	%		8.70	%⁽⁶⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	650		$	(14	)	$	11
Ratio of Expenses Before Expense Limitation		4.63	%		21.25	%		19.30	%⁽⁷⁾
Ratio of Expenses After Expense Limitation		1.55	%⁽⁴⁾		1.54	%⁽⁴⁾		1.54	%⁽⁴⁾⁽⁷⁾
Ratio of Net Investment Loss		(1.19	)%⁽⁴⁾		(0.50	)%⁽⁴⁾		(1.37	)%⁽⁴⁾⁽⁷⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.01	%⁽⁷⁾
Portfolio Turnover Rate		73	%		25	%		0	%⁽⁶⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Amount is less than 0.005%.

(6) Not annualized.

(7) Annualized.

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

China Equity Portfolio

	Class C
	Year Ended December 31,						Period from October 31, 2019⁽¹⁾ to
Selected Per Share Data and Ratios	2021			2020			December 31, 2019
Net Asset Value, Beginning of Period	$	13.72		$	10.86		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.23	)		(0.21	)		(0.04	)
Net Realized and Unrealized Gain (Loss)		(2.93	)		3.18			0.90
Total from Investment Operations		(3.16	)		2.97			0.86
Distributions from and/or in Excess of:
Net Investment Income		(0.22	)		(0.11	)		—
Net Realized Gain		(0.15	)		—			—
Total Distributions		(0.37	)		(0.11	)		—
Net Asset Value, End of Period	$	10.19		$	13.72		$	10.86
Total Return⁽³⁾		(23.05	)%		27.38	%		8.60	%⁽⁶⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	185		$	52		$	11
Ratio of Expenses Before Expense Limitation		6.23	%		13.32	%		20.07	%⁽⁷⁾
Ratio of Expenses After Expense Limitation		2.30	%⁽⁴⁾		2.29	%⁽⁴⁾		2.29	%⁽⁴⁾⁽⁷⁾
Ratio of Net Investment Loss		(1.92	)%⁽⁴⁾		(1.66	)%⁽⁴⁾		(2.12	)%⁽⁴⁾⁽⁷⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.01	%⁽⁷⁾
Portfolio Turnover Rate		73	%		25	%		0	%⁽⁶⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Amount is less than 0.005%.

(6) Not annualized.

(7) Annualized.

The accompanying notes are an integral part of the financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

China Equity Portfolio

	Class IS
	Year Ended December 31,						Period from October 31, 2019⁽¹⁾ to
Selected Per Share Data and Ratios	2021			2020			December 31, 2019
Net Asset Value, Beginning of Period	$	13.83		$	10.88		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.05	)		(0.01	)		(0.02	)
Net Realized and Unrealized Gain (Loss)		(3.01	)		3.14			0.90
Total from Investment Operations		(3.06	)		3.13			0.88
Distributions from and/or in Excess of:
Net Investment Income		(0.22	)		(0.18	)		—
Net Realized Gain		(0.15	)		—			—
Total Distributions		(0.37	)		(0.18	)		—
Net Asset Value, End of Period	$	10.40		$	13.83		$	10.88
Total Return⁽³⁾		(22.14	)%		28.82	%		8.80	%⁽⁶⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	11		$	14		$	11
Ratio of Expenses Before Expense Limitation		18.96	%		20.92	%		19.05	%⁽⁷⁾
Ratio of Expenses After Expense Limitation		1.15	%⁽⁴⁾		1.14	%⁽⁴⁾		1.14	%⁽⁴⁾⁽⁷⁾
Ratio of Net Investment Loss		(0.42	)%⁽⁴⁾		(0.10	)%⁽⁴⁾		(0.97	)%⁽⁴⁾⁽⁷⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.01	%⁽⁷⁾
Portfolio Turnover Rate		73	%		25	%		0	%⁽⁶⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

(6) Not annualized.

(7) Annualized.

The accompanying notes are an integral part of the financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the China Equity Portfolio. The Fund seeks long-term capital appreciation.

The Fund offers four classes of shares — Class I, Class A, Class C and Class IS.

markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser") or Morgan Stanley Investment Management Company ("MSIM Company") (the "Sub-Adviser"), each a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) when market quotations are not readily available, including circumstances under which the Adviser or the Sub-Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (5) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; and (6) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

the Fund's investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Automobiles	$	150	$	—	$	—	$	150
Banks		435		—		—		435
Beverages		1,371		—		—		1,371
Biotechnology		232		—		—		232
Electrical Equipment		268		—		—		268
Entertainment		479		—		—		479
Food Products		1,157		—		—		1,157
Health Care Equipment & Supplies		233		—		—		233
Health Care Providers & Services		469		—		—		469
Household Durables		556		—		—		556
Interactive Media & Services		2,033		—		—		2,033

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Internet & Direct Marketing Retail	$	1,483	$	—	$	—	$	1,483
Life Sciences Tools & Services		362		—		—		362
Machinery		234		—		—		234
Personal Products		265		—		—		265
Pharmaceuticals		289		—		—		289
Real Estate Management & Development		187		—		—		187
Specialty Retail		435		—		—		435
Textiles, Apparel & Luxury Goods		795		—		—		795
Total Common Stocks		11,433		—		—		11,433
Warrant		—		72		—		72
Short-Term Investment
Investment Company		544		—		—		544
Total Assets	$	11,977	$	72	$	—	$	12,049

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

currency portion of gains and losses realized on sales and maturities of foreign denominated debt securities are treated as ordinary income for U.S. federal income tax purposes.

4. Redemption Fees: The Fund will assess a 2% redemption fee on Class I shares, Class A shares, Class C shares and Class IS shares, which is paid directly to the Fund, for shares redeemed or exchanged within thirty days of purchase, subject to certain exceptions. The redemption fee is designed to protect the Fund and its remaining shareholders from the effects of short-term trading. These fees, if any, are included in the Statements of Changes in Net Assets.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

B. Advisory/Sub-Advisory Fees: The Adviser, a wholly-owned subsidiary of Morgan Stanley, provides the Fund with advisory services under the terms of an Investment Advisory Agreement, paid quarterly, at an annual rate of 0.80% of the daily net assets of the Fund.

such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $105,000 of advisory fees were waived and approximately $122,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

The Adviser has entered into a Sub-Advisory Agreement with the Sub-Adviser, a wholly-owned subsidiary of Morgan Stanley. The Sub-Adviser provides the Fund with advisory services subject to the overall supervision of the Adviser and the Fund's Officers and Directors. The Adviser pays the Sub-Adviser on a monthly basis a portion of the net advisory fees the Adviser receives from the Fund.

The distribution and shareholder services fees are used to support the expenses associated with servicing and maintaining accounts. The Distributor may compensate other parties for

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

providing shareholder support services to investors who purchase Class A and Class C shares.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $9,799,000 and $8,894,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by less than $500 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	415			$	5,602			$	5,473			$	—	@

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	544

@ Amount is less than $500.

FASB ASC 740-10, "Income Taxes — Overall", sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Management has concluded there are no significant uncertain tax positions that would require recognition in the financial statements. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in "Interest Expense" and penalties in "Other Expenses" in the Statement of Operations. The Fund files tax returns with the U.S. Internal Revenue Service, New York and various states. Each of the tax years in the three-year period ended December 31, 2021 remains subject to examination by taxing authorities.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

The tax character of distributions paid may differ from the character of distributions shown for GAAP purposes due to short-term capital gains being treated as ordinary income for tax purposes.

The tax character of distributions paid during fiscal years 2021 and 2020 was as follows:

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	241	$	160	$	180	$	—

The Fund had no permanent differences causing reclassifications among the components of net assets for the year ended December 31, 2021.

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	—			$	50

Qualified Late Year Ordinary Losses (000)				Post-October Capital Losses (000)
$	—	@		$	—

@ Amount is less than $500.

J. Other: At December 31, 2021, the Fund did not have record owners of 10% or greater.

K. Market Risk: The outbreak of the coronavirus ("COVID-19") and the recovery responses could adversely impact the operations of the Fund and its service providers and financial performance of the Fund and the Fund's investments. The extent of such impact depends on future developments, including (i) the duration and spread of the outbreak, (ii) the restrictions and advisories, (iii) the effects on the financial markets, (iv) government and regulatory responses, and (v) the effects on the economy overall as a result of developments such as disruption to consumer demand, economic output and supply chains. The duration and extent of COVID-19 and associated economic and market conditions and uncertainty over the long term cannot be reasonably estimated at this time. The ultimate impact of COVID-19 and the extent to which the associated conditions impact the Fund will also depend on future developments, which are highly uncertain, difficult to accurately predict and subject to change at any time. If the financial performance of the Fund's investments is impacted because of these factors for an extended period, the Fund's investment results may be adversely affected.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
China Equity Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of China Equity Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the two years in the period then ended and the period from October 31, 2019 (commencement of operations) through December 31, 2019 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of China Equity Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, 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 its financial highlights for each of the two years in the period then ended and the period from October 31, 2019 (commencement of operations) through December 31, 2019, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021.

The Fund designated and paid approximately $160,000 as a long-term capital gain distribution.

The Fund intends to pass through foreign tax credits of approximately $8,000 and has derived net income from sources within foreign countries amounting to approximately $101,000.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since August 2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since August 2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since January 2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since January 2015

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since July 1991

Director of NVR, Inc. (home construction).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since August 1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since August 2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since January 2017

Director or Trustee of various Morgan Stanley Funds (since January 2017); Managing Director, JPMorgan Asset Management (2004-2016); Oversight and Control Head of Fiduciary and Conflicts of Interest Program (2015-2016); Chief Control Officer — Global Asset Management (2013- 2015); President, JPMorgan Funds (2010-2013); Chief Administrative Officer (2004-2013); various other positions including Treasurer and Board Liaison (since 2001).

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and
Birth Year of Executive Officer

Position(s) Held
with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since June 1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since June 2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Sub-Adviser

Morgan Stanley Investment Management Company
23 Church Street
16-01 Capital Square, Singapore 049481

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFICEQANN
3997389 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Counterpoint Global Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Consolidated Expense Example					3
Investment Overview					4
Consolidated Portfolio of Investments					6
Consolidated Statement of Assets and Liabilities					12
Consolidated Statement of Operations					14
Consolidated Statements of Changes in Net Assets					15
Consolidated Financial Highlights					16
Notes to Consolidated Financial Statements					20
Report of Independent Registered Public Accounting Firm					32
Liquidity Risk Management Program					33
Federal Tax Notice					34
U.S. Customer Privacy Notice					35
Director and Officer Information					38

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Counterpoint Global Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Expense Example (unaudited)

Counterpoint Global Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Counterpoint Global Portfolio Class I	$	1,000.00	$	859.90	$	1,019.91	$	4.92	$	5.35		1.05	%
Counterpoint Global Portfolio Class A		1,000.00		858.30		1,018.15		6.56		7.12		1.40
Counterpoint Global Portfolio Class C		1,000.00		854.50		1,014.37		10.05		10.92		2.15
Counterpoint Global Portfolio Class IS		1,000.00		859.50		1,020.16		4.69		5.09		1.00

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Counterpoint Global Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of –0.58%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the MSCI All Country World Net Index (the "Index"), which returned 18.54%.

Factors Affecting Performance

• Global equities were supported by the ongoing economic recovery as economies reopened and activity resumed. Vaccinations and improved treatments encouraged many (although not all) countries to avoid reinstating full lockdowns when subsequent waves of the virus hit, particularly as the delta and then omicron variants spread, lessening the impact to their economies. Inflation pressures mounted, however, amid rebounding demand while supply-side bottlenecks and labor shortages lasted longer than expected, in part due to the lingering pandemic. Central banks took actions to try to slow price rises with higher interest rates or reduced monetary support. Market volatility increased as investors felt greater uncertainty about tightening financial conditions and resurgences of COVID-19, but early evidence suggesting the omicron variant was less severe drove markets to rally at year-end.

• Global equities advanced in the 12-month period, as measured by the Index. All sectors had positive performance, led by energy, information technology and financials. The smallest gains were in consumer discretionary, utilities and communications services.

• The largest detractor from relative performance was stock selection in the information technology sector, followed by stock selection and a sector overweight in communication services. The health care sector also dampened relative performance, as stock selection within the sector underperformed and holding a sector overweight on average during the period was also disadvantageous.

• A sector overweight in information technology was a small positive contributor to relative performance, but it was offset by adverse stock selection in the sector. Stock selection in consumer discretionary was modestly beneficial to relative performance.

Management Strategies

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Counterpoint Global Portfolio

* Minimum Investment for Class I shares

** Commenced Operations on June 29, 2018.

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, C and IS shares will vary from the performance of Class I shares and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the MSCI All Country World Net Index⁽¹⁾ and the Lipper Global Multi-Cap Growth Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
				Average Annual
	One Year			Five Years		Ten Years		Since Inception⁽⁵⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		–0.58	%		—		—		21.29	%
Fund — Class A Shares w/o sales charges⁽⁴⁾		–0.95			—		—		20.87
Fund — Class A Shares with maximum 5.25% sales charges⁽⁴⁾		–6.17			—		—		19.04
Fund — Class C Shares w/o sales charges⁽⁴⁾		–1.73			—		—		19.94
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁴⁾		–2.52			—		—		19.94
Fund — Class IS Shares w/o sales charges⁽⁴⁾		–0.59			—		—		21.33
MSCI All Country World Net Index		18.54			—		—		14.08
Lipper Global Multi-Cap Growth Funds Index		12.93			—		—		17.48

⁽¹⁾ The MSCI All Country World Net Index is a free float-adjusted market capitalization weighted index designed to measure the equity market performance of developed and emerging markets. The term "free float" represents the portion of shares outstanding that are deemed to be available for purchase in the public equity markets by investors. The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. The Index is unmanaged and its 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 Lipper Global Multi-Cap Growth Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Global Multi-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. As of the date of this report, the Fund was in the Lipper Global Multi-Cap Growth Funds classification.

⁽⁴⁾ Commenced operations on June 29, 2018.

⁽⁵⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments

Counterpoint Global Portfolio

	Shares		Value (000)
Common Stocks (82.3%)
Argentina (0.1%)
Globant SA (a)		106	$	33
Australia (0.5%)
Brookfield Infrastructure Partners LP		1,500		91
Redbubble Ltd. (a)		7,343		18
Xero Ltd. (a)		353		36
				145
Belgium (0.1%)
Argenx SE ADR (a)		50		18
Brazil (0.1%)
B3 SA - Brasil Bolsa Balcao		1,170		2
Magazine Luiza SA		6,138		8
Vale SA		1,374		19
				29
Canada (5.3%)
AbCellera Biologics, Inc. (a)		289		4
Brookfield Asset Management, Inc., Class A		1,801		109
Canada Goose Holdings, Inc. (a)		2,840		105
Canadian National Railway Co.		810		99
Colliers International Group, Inc.		704		105
Constellation Software, Inc.		91		169
FirstService Corp.		272		53
Shopify, Inc., Class A (a)		606		834
Topicus.com, Inc. (a)		913		84
				1,562
China (1.3%)
360 DigiTech, Inc. ADR		348		8
Agora, Inc. ADR (a)		45		1
China East Education Holdings Ltd. (a)(b)		3,000		2
Foshan Haitian Flavouring & Food Co., Ltd., Class A		6,838		113
Greentown Service Group Co. Ltd. (b)		2,000		2
Haidilao International Holding Ltd. (b)		3,000		7
HUYA, Inc. ADR (a)		1,016		7
Inner Mongolia Yili Industrial Group Co., Ltd., Class A		800		5
KE Holdings, Inc. ADR (a)		796		16
Kuaishou Technology (a)(b)		1,500		14
Meituan, Class B (a)(b)		3,800		110
New Frontier Health Corp. (a)		1,068		12
Shenzhou International Group Holdings Ltd. (b)		500		9
Tencent Holdings Ltd. (b)		600		35
Trip.com Group Ltd. ADR (a)		2,073		51
Weimob, Inc. (a)(b)		3,000		3
				395
Denmark (1.6%)
Chr Hansen Holding A/S		769		61
DSV Panalpina A/S		1,789		417
Novo Nordisk A/S Series B		66		7
				485

	Shares		Value (000)
Finland (0.1%)
Revenio Group Oyj		524	$	33
France (2.5%)
Christian Dior SE		90		75
Dassault Systemes SE		850		51
EssilorLuxottica SA		362		77
Hermes International		202		353
L'Oreal SA		158		75
Pernod Ricard SA		224		54
Remy Cointreau SA		264		64
				749
Germany (0.9%)
Adidas AG		362		104
HelloFresh SE (a)		1,152		88
Puma SE		625		77
				269
Hong Kong (0.2%)
AIA Group Ltd.		6,400		65
India (1.7%)
HDFC Bank Ltd. ADR		6,012		391
ICICI Bank Ltd. ADR		4,202		83
IndusInd Bank Ltd.		997		12
Shree Cement Ltd.		22		8
Zomato Ltd. (a)		1,168		2
				496
Indonesia (0.0%) (c)
Avia Avian Tbk PT (a)		59,600		4
Israel (0.7%)
Global-e Online Ltd. (a)		1,972		125
IronSource Ltd., Class A (a)(d)		5,141		36
IronSource Ltd., Class A (a)		2,414		19
Monday.com Ltd. (a)		100		31
				211
Italy (1.4%)
Brunello Cucinelli SpA (a)		495		34
Davide Campari-Milano N.V.		5,004		73
Moncler SpA		3,875		280
Stevanato Group SpA (a)		1,101		25
				412
Japan (0.8%)
Change, Inc. (a)		600		10
Keyence Corp.		300		189
Pigeon Corp.		2,200		42
				241
Korea, Republic of (0.2%)
KakaoBank Corp. (a)		163		8
NAVER Corp.		182		58
				66

The accompanying notes are an integral part of the consolidated financial statements.
6

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Counterpoint Global Portfolio

	Shares		Value (000)
Mexico (0.0%) (c)
Grupo Aeroportuario del Sureste SAB de CV, Class B		115	$	2
Netherlands (2.7%)
Adyen N.V. (a)		139		366
ASML Holding N.V.		252		200
ASML Holding N.V. (Registered)		236		190
Basic-Fit N.V. (a)		834		40
				796
Norway (0.1%)
AutoStore Holdings Ltd. (a)		9,044		36
Kahoot! ASA (a)		1,160		6
				42
Poland (0.5%)
Dino Polska SA (a)		1,519		138
Russia (0.0%) (c)
Yandex N.V., Class A (a)		41		2
Singapore (2.3%)
Sea Ltd. ADR (a)		3,031		678
Spain (0.1%)
Aena SME SA (a)		114		18
Sweden (1.0%)
AddLife AB, Class B		2,076		87
Evolution AB		611		87
Kinnevik AB, Class B (a)		1,549		55
Olink Holding AB ADR (a)		607		11
Vitrolife AB		1,071		66
				306
Switzerland (0.7%)
Kuehne & Nagel International AG (Registered)		189		61
On Holding AG, Class A (a)		797		30
Sportradar Holding AG, Class A (a)		900		16
Straumann Holding AG (Registered)		41		87
				194
Taiwan (0.6%)
Taiwan Semiconductor Manufacturing Co., Ltd.		7,000		155
Taiwan Semiconductor Manufacturing Co., Ltd. ADR		87		10
				165
United Kingdom (3.3%)
Abcam PLC (a)		408		10
Abcam PLC ADR (a)		1,184		28
Angle PLC (a)		34,665		56
Aston Martin Lagonda Global Holdings PLC (a)		976		18
Atlassian Corp., PLC, Class A (a)		96		37
Babcock International Group PLC (a)		27,426		118
Deliveroo PLC (a)		18,050		51
Diageo PLC		972		53
Fevertree Drinks PLC		665		24
Rentokil Initial PLC		7,509		59
Rightmove PLC		8,551		92
Victoria PLC (a)		27,141		441
				987

	Shares		Value (000)
United States (53.5%)
10X Genomics, Inc., Class A (a)		638	$	95
23andMe Holding Co. (a)(d)		1,186		7
4D Molecular Therapeutics, Inc. (a)		422		9
Adobe, Inc. (a)		208		118
Affirm Holdings, Inc. (a)		2,394		241
Agilon health, Inc. (a)		9,677		261
Airbnb, Inc., Class A (a)		91		15
Alignment Healthcare, Inc. (a)		990		14
Alnylam Pharmaceuticals, Inc. (a)		92		16
Amazon.com, Inc. (a)		68		227
American Tower Corp. REIT		17		5
Anterix, Inc. (a)		1,529		90
Appian Corp. (a)		1,780		116
AppLovin Corp., Class A (a)		808		76
ATAI Life Sciences N.V. (a)		1,520		12
Aurora Innovation, Inc. (a)(d)		2,021		22
AutoZone, Inc. (a)		3		6
AvidXchange Holdings, Inc. (a)		844		13
Axon Enterprise, Inc. (a)		629		99
Ball Corp.		93		9
BARK, Inc. (a)		6,040		25
Beam Therapeutics, Inc. (a)		329		26
Berkshire Hathaway, Inc., Class B (a)		27		8
Big Sky Growth Partners, Inc. (Units) SPAC (a)(e)		1,927		19
Bill.Com Holdings, Inc. (a)		1,356		338
Block, Inc., Class A (a)		1,671		270
Brookfield Asset Management Reinsurance Partners Ltd., Class A		12		1
C4 Therapeutics, Inc. (a)		506		16
Cadence Design Systems, Inc. (a)		17		3
Cardlytics, Inc. (a)		1,807		119
Carvana Co. (a)		1,160		269
Cazoo Group Ltd. (a)		15,762		95
Celsius Holdings, Inc. (a)		402		30
Century Therapeutics, Inc. (a)		478		8
Chewy, Inc., Class A (a)		248		15
Cintas Corp.		7		3
Cipher Mining, Inc. (a)		4,266		20
Clear Secure, Inc., Class A (a)		1,022		32
Cloudflare, Inc., Class A (a)		5,563		732
Coinbase Global, Inc., Class A (a)		370		93
Confluent, Inc., Class A (a)		405		31
Copart, Inc. (a)		21		3
CoStar Group, Inc. (a)		35		3
Costco Wholesale Corp.		118		67
Coupa Software, Inc. (a)		56		9
Coupang, Inc. (a)		11,646		342
Covetrus, Inc. (a)		3,736		75
Cricut, Inc., Class A (a)		14,141		312
Danaher Corp.		90		30
Datadog, Inc., Class A (a)		1,466		261
Desktop Metal, Inc., Class A (a)		2,288		11

The accompanying notes are an integral part of the consolidated financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Counterpoint Global Portfolio

	Shares		Value (000)
United States (cont'd)
DexCom, Inc. (a)		2	$	1
Domino's Pizza, Inc.		138		78
DoorDash, Inc., Class A (a)		1,566		233
Doximity, Inc., Class A (a)		2,173		109
DraftKings, Inc., Class A (a)		224		6
Duolingo, Inc. (a)		351		37
Dynamics Special Purpose Corp., SPAC (a)(d)		3,076		27
Ecolab, Inc.		37		9
Editas Medicine, Inc. (a)		187		5
Endeavor Group Holdings, Inc., Class A (a)		829		29
EPAM Systems, Inc. (a)		443		296
EVI Industries, Inc. (a)		408		13
Farfetch Ltd., Class A (a)		5,198		174
Fastenal Co.		50		3
Fastly, Inc., Class A (a)		13,418		476
Fate Therapeutics, Inc. (a)		414		24
Figs, Inc., Class A (a)		1,601		44
Floor & Decor Holdings, Inc., Class A (a)		1,240		161
GH Research PLC (a)		489		11
Ginkgo Bioworks Holdings, Inc. (a)		3,191		27
Gitlab, Inc., Class A (a)		114		10
GoodRx Holdings, Inc., Class A (a)		6,979		228
Grab Holdings Ltd., Class A (a)(d)		10,646		73
Grab Holdings Ltd., Class A (a)		27,664		197
Graphite Bio, Inc. (a)		766		10
Guardant Health, Inc. (a)		1,160		116
Guidewire Software, Inc. (a)		25		3
HashiCorp, Inc., Class A (a)		144		13
HEICO Corp., Class A		551		71
Heliogen, Inc. (a)(d)		5,298		78
Home Depot, Inc. (The)		11		5
HubSpot, Inc. (a)		25		16
IAC/InterActiveCorp (a)		40		5
IDEXX Laboratories, Inc. (a)		5		3
Illumina, Inc. (a)		11		4
Inspire Medical Systems, Inc. (a)		127		29
Intellia Therapeutics, Inc. (a)		726		86
Intercontinental Exchange, Inc.		190		26
Intuitive Surgical, Inc. (a)		322		116
IonQ, Inc. (a)		934		16
Joby Aviation, Inc. (a)		857		6
Latch, Inc. (a)		6,240		47
Linde PLC		31		11
Lockheed Martin Corp.		9		3
Lululemon Athletica, Inc. (a)		6		2
Lyell Immunopharma, Inc. (a)		456		4
Marqeta, Inc., Class A (a)		712		12
Martin Marietta Materials, Inc.		41		18
Mastercard, Inc., Class A		611		220
Match Group, Inc. (a)		21		3
Matterport, Inc. (a)		2,883		60
MaxCyte, Inc. (a)		1,462		15

	Shares		Value (000)
McCormick & Co., Inc.		34	$	3
McDonald's Corp.		12		3
Meli Kaszek Pioneer Corp., SPAC (a)		2,874		33
Membership Collective Group, Inc., Class A (a)		2,647		34
MercadoLibre, Inc. (a)		229		309
Meta Platforms, Inc., Class A (a)		390		131
MicroStrategy, Inc., Class A (a)		66		36
Moderna, Inc. (a)		53		13
MongoDB, Inc. (a)		199		105
MP Materials Corp. (a)		541		25
NanoString Technologies, Inc. (a)		695		29
NerdWallet, Inc., Class A (a)		1,730		27
Nerdy, Inc. (a)		3,216		14
Netflix, Inc. (a)		7		4
NIKE, Inc., Class B		17		3
NU Holdings Ltd., Class A (a)		3,470		33
NVR, Inc. (a)		1		6
Oak Street Health, Inc. (a)		476		16
Okta, Inc. (a)		384		86
Olo, Inc., Class A (a)		2,871		60
Opendoor Technologies, Inc. (a)		1,007		15
Oscar Health, Inc., Class A (a)		1,022		8
Outset Medical, Inc. (a)		377		17
Overstock.com, Inc. (a)		7,733		456
Party City Holdco, Inc. (a)		26,306		147
Peloton Interactive, Inc., Class A (a)		2,946		105
Penumbra, Inc. (a)		49		14
Pinterest, Inc., Class A (a)		1,326		48
Pool Corp.		6		3
Privia Health Group, Inc. (a)		614		16
Procore Technologies, Inc. (a)		224		18
Progressive Corp. (The)		384		39
Qualtrics International, Inc., Class A (a)		318		11
Quotient Ltd. (a)		3,845		10
Redfin Corp. (a)		4,374		168
Relay Therapeutics, Inc. (a)		267		8
Ribbit LEAP Ltd. (Units) SPAC (a)(e)		1,036		10
Rivian Automotive, Inc., Class A (a)		231		24
ROBLOX Corp., Class A (a)		4,209		434
Rollins, Inc.		236		8
Roper Technologies, Inc.		6		3
Royal Gold, Inc.		239		25
Royalty Pharma PLC, Class A		12,890		514
S&P Global, Inc.		80		38
salesforce.com, Inc. (a)		954		242
Samsara, Inc., Class A (a)		491		14
Sana Biotechnology, Inc. (a)		243		4
Schrodinger, Inc. (a)		112		4
Seer, Inc. (a)		1,306		30
Selectquote, Inc. (a)		4,631		42
Sema4 Holdings Corp. (a)(d)		2,349		10
Sema4 Holdings Corp. (a)		2,087		9
Service Corp. International		69		5

The accompanying notes are an integral part of the consolidated financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Counterpoint Global Portfolio

	Shares		Value (000)
United States (cont'd)
ServiceNow, Inc. (a)		340	$	221
Sherwin-Williams Co. (The)		9		3
Signify Health, Inc., Class A (a)		662		9
Skillz, Inc. (a)		10,608		79
Snap, Inc., Class A (a)		5,069		238
Snowflake, Inc., Class A (a)		2,540		860
SomaLogic, Inc. (a)		1,614		19
Spotify Technology SA (a)		517		121
Starbucks Corp.		25		3
Stitch Fix, Inc., Class A (a)		4,490		85
Sweetgreen, Inc., Class A (a)		773		25
Synopsys, Inc. (a)		9		3
TCV Acquisition Corp., Class A SPAC (a)		1,095		11
Teladoc Health, Inc. (a)		46		4
Texas Pacific Land Corp.		28		35
Thermo Fisher Scientific, Inc.		5		3
Trade Desk, Inc. (The), Class A (a)		3,211		294
TransDigm Group, Inc. (a)		8		5
Trupanion, Inc. (a)		108		14
Twilio, Inc., Class A (a)		743		196
Twitter, Inc. (a)		6,776		293
Tyler Technologies, Inc. (a)		57		31
Uber Technologies, Inc. (a)		4,028		169
UiPath, Inc., Class A (a)		156		7
Unity Software, Inc. (a)		2,173		311
Upstart Holdings, Inc. (a)		115		17
Upwork, Inc. (a)		796		27
UTZ Brands, Inc.		286		5
Veeva Systems, Inc., Class A (a)		1,052		269
Victoria's Secret & Co. (a)		272		15
Vimeo, Inc. (a)		3,724		67
Visa, Inc., Class A		641		139
Vroom, Inc. (a)		2,129		23
Walt Disney Co. (The) (a)		800		124
Warby Parker, Inc., Class A (a)		924		43
Waste Connections, Inc.		572		78
Watsco, Inc.		9		3
Wayfair, Inc., Class A (a)		806		153
WeWork, Inc., Class A REIT (a)		5,237		45
Workday, Inc., Class A (a)		10		3
Zillow Group, Inc., Class A (a)		165		10

	Shares		Value (000)
Zillow Group, Inc., Class C (a)		68	$	4
Zoetis, Inc.		6		1
Zoom Video Communications, Inc., Class A (a)		1,040		191
ZoomInfo Technologies, Inc., Class A (a)		1,446		93
Zymergen, Inc. (a)		1,618		11
				15,815
Total Common Stocks (Cost $18,667)				24,356
Preferred Stocks (0.2%)
United States (0.2%)
Databricks, Inc. (a)(d)(f) (acquisition cost — $44; acquired 8/31/21)		198		45
Overstock.com, Inc. Series A-1 (a)146				7
Total Preferred Stocks (Cost $44)				52
Investment Companies (0.9%)
United Kingdom (0.3%)
Hipgnosis Songs Fund Ltd.		44,172		75
United States (0.6%)
Grayscale Bitcoin Trust (a)5,535				190
Total Investment Companies (Cost $321)				265
	No. of Warrants
Warrants (0.0%) (c)
United States (0.0%) (c)
BARK, Inc. expires 5/1/26 (a)		373		—	@
Ginkgo Bioworks Holdings, Inc. expires 12/31/27 (a)		261		1
SomaLogic, Inc. expires 8/31/26 (a)96				—	@
Total Warrants (Cost $3)				1
	Shares
Short-Term Investment (6.9%)
Investment Company (6.9%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $2,042)		2,041,634		2,042
Total Investments Excluding Purchased Options (90.3%) (Cost $21,077)				26,716
Total Purchased Options Outstanding (0.1%) (Cost $95)				22
Total Investments (90.4%) (Cost $21,172) (g)(h)(i)				26,738
Other Assets in Excess of Liabilities (9.6%)				2,848
Net Assets (100.0%)			$	29,586

The Fund had the following Derivative Contract — PIPE open at December 31, 2021:

Counterparty

Referenced
Obligation

Notional
Amount

Settlement
Date

Unrealized
Depreciation
(000)

% of
Net Assets

Dynamics Special Purpose Corp.

Senti Biosciences, Inc. (a)(d)(f)(j)(k)

1,240

12/31/22

(—

(0.00

)%*

* Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Counterpoint Global Portfolio

(a) Non-income producing security.

(b) Security trades on the Hong Kong exchange.

(d) Security cannot be offered for public resale without first being registered under the Securities Act of 1933 and related rules ("restricted security"). Acquisition date represents the day on which an enforceable right to acquire such security is obtained and is presented along with related cost in the security description. The Fund has registration rights for certain restricted securities. Any costs related to such registration are borne by the issuer. The aggregate value of restricted securities and derivative contract (excluding 144A holdings) at December 31, 2021 amounts to approximately $298,000 and represents 1.0% of net assets.

(e) Consists of one or more classes of securities traded together as a unit; stocks with attached warrants.

(f) At December 31, 2021, the Fund held a fair valued security and derivative contract at approximately $45,000, representing 0.2% of net assets. This security has been fair valued as determined in good faith under procedures established by and under the general supervision of the Company's (as defined herein) Directors.

(g) The approximate fair value and percentage of net assets, $2,270,000 and 7.7%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Consolidated Financial Statements.

(h) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $21,789,000. The aggregate gross unrealized appreciation is approximately $7,873,000 and the aggregate gross unrealized depreciation is approximately $2,916,000, resulting in net unrealized appreciation of approximately $4,957,000.

(i) Securities are available for collateral in connection with securities purchased on a forward commitment basis, derivative contract — PIPE, and purchased options.

(j) Represents an unfunded subscription agreement in a private investment in a public entity. The Fund is committed to purchase 124 shares at $10.00 per share on the settlement date pursuant to the closing of the business combination between Senti Biosciences, Inc., and Dynamics Special Purpose Corp., a SPAC. The settlement date shown reflects the estimated date based upon the subscription agreement and is subject to change. The transaction will require the approval of the shareholders of both Dynamics Special Purpose Corp., and Senti Biosciences, Inc., and is subject to other customary closing conditions, including the receipt of certain regulatory approvals. If these conditions are not met, the Fund is no longer obligated to fulfill its commitment to Dynamics Special Purpose Corp., and Senti Biosciences, Inc. The investment is restricted from resale until the settlement date.

(k) Investment is valued based on the underlying stock price and significant unobservable inputs that factor in volatility and discount for lack of marketability and transaction risk and is classified as Level 3 in the fair value hierarchy.

@ Value is less than $500.

ADR American Depositary Receipt.

PIPE Private Investment in Public Equity.

REIT Real Estate Investment Trust.

SPAC Special Purpose Acquisition Company.

Call Options Purchased:

The Fund had the following call options purchased open at December 31, 2021:

Counterparty	Description	Strike Price		Expiration Date	Number of Contracts		Notional Amount (000)		Value (000)			Premiums Paid (000)		Unrealized Depreciation (000)
BNP Paribas	USD/CNH	CNH	7.45	Jan-22		2,935,915		2,936	$	—	@	$	16	$	(16	)
Goldman Sachs International	USD/CNH	CNH	7.27	Nov-22		4,041,028		4,041		12			19		(7	)
Goldman Sachs International	USD/CNH	CNH	7.57	Mar-22		3,169,691		3,170		—	@		16		(16	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.28	Jul-22		3,914,073		3,914		5			18		(13	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.31	Aug-22		2,533,588		2,534		3			17		(14	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.38	Jul-22		1,595,646		1,596		2			9		(7	)
									$	22		$	95	$	(73	)

@ Value is less than $500.

CNH — Chinese Yuan Renminbi Offshore

USD — United States Dollar

The accompanying notes are an integral part of the consolidated financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Counterpoint Global Portfolio

Portfolio Composition

Classification	Percentage of Total Investments
Other*		46.7	%
Information Technology Services		18.3
Software		11.8
Internet & Direct Marketing Retail		10.1
Short-Term Investments		7.6
Entertainment		5.5
Total Investments		100.0	%**

* Industries and/or investment types representing less than 5% of total investments.

** Does not include an open PIPE contract with unrealized depreciation less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Counterpoint Global Portfolio

Consolidated Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $19,130)	$	24,696
Investment in Security of Affiliated Issuer, at Value (Cost $2,042)		2,042
Total Investments in Securities, at Value (Cost $21,172)		26,738
Foreign Currency, at Value (Cost $33)		34
Cash		1
Receivable for Fund Shares Sold		2,998
Due from Adviser		81
Receivable for Investments Sold		45
Dividends Receivable		2
Tax Reclaim Receivable		1
Receivable from Affiliate		—	@
Other Assets		29
Total Assets		29,929
Liabilities:
Payable for Fund Shares Redeemed		113
Payable for Custodian Fees		86
Payable for Professional Fees		57
Payable for Investments Purchased		52
Payable for Sub Transfer Agency Fees — Class I		2
Payable for Sub Transfer Agency Fees — Class A		1
Payable for Administration Fees		2
Payable for Transfer Agency Fees — Class I		1
Payable for Transfer Agency Fees — Class A		—	@
Payable for Transfer Agency Fees — Class C		1
Payable for Transfer Agency Fees — Class IS		—	@
Payable for Shareholder Services Fees — Class A		—	@
Payable for Distribution and Shareholder Services Fees — Class C		—	@
Payable for Organization Costs for Subsidiary		—	@
Unrealized Depreciation on Derivative Contract — PIPE, at Value		—	@
Other Liabilities		28
Total Liabilities		343
Net Assets	$	29,586
Net Assets Consist of:
Paid-in-Capital	$	24,765
Total Distributable Earnings		4,821
Net Assets	$	29,586

The accompanying notes are an integral part of the consolidated financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Counterpoint Global Portfolio

Consolidated Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	25,794
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,682,829
Net Asset Value, Offering and Redemption Price Per Share	$	15.33
CLASS A:
Net Assets	$	3,598
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		237,668
Net Asset Value, Redemption Price Per Share	$	15.14
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	0.84
Maximum Offering Price Per Share	$	15.98
CLASS C:
Net Assets	$	175
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		11,915
Net Asset Value, Offering and Redemption Price Per Share	$	14.71
CLASS IS:
Net Assets	$	19
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,267
Net Asset Value, Offering and Redemption Price Per Share	$	15.35

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Counterpoint Global Portfolio

Consolidated Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $7 of Foreign Taxes Withheld)	$	82
Dividends from Security of Affiliated Issuer (Note G)		—	@
Total Investment Income		82
Expenses:
Advisory Fees (Note B)		224
Professional Fees		153
Custodian Fees (Note F)		123
Registration Fees		64
Administration Fees (Note C)		22
Pricing Fees		20
Shareholder Reporting Fees		18
Sub Transfer Agency Fees — Class I		13
Sub Transfer Agency Fees — Class A		3
Sub Transfer Agency Fees — Class C		—	@
Transfer Agency Fees — Class I (Note E)		4
Transfer Agency Fees — Class A (Note E)		3
Transfer Agency Fees — Class C (Note E)		3
Transfer Agency Fees — Class IS (Note E)		2
Directors' Fees and Expenses		5
Shareholder Services Fees — Class A (Note D)		4
Distribution and Shareholder Services Fees — Class C (Note D)		1
Organization Costs for Subsidiary		—	@
Other Expenses		22
Total Expenses		684
Waiver of Advisory Fees (Note B)		(224	)
Expenses Reimbursed by Adviser (Note B)		(147	)
Reimbursement of Class Specific Expenses — Class I (Note B)		(4	)
Reimbursement of Class Specific Expenses — Class A (Note B)		(3	)
Reimbursement of Class Specific Expenses — Class C (Note B)		(3	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(2	)
Rebate from Morgan Stanley Affiliate (Note G)		(1	)
Net Expenses		300
Net Investment Loss		(218	)
Realized Gain (Loss):
Investments Sold		3,525
Foreign Currency Translation		(1	)
Net Realized Gain		3,524
Change in Unrealized Appreciation (Depreciation):
Investments		(3,702	)
Foreign Currency Translation		(—	@)
Net Change in Unrealized Appreciation (Depreciation)		(3,702	)
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		(178	)
Net Decrease in Net Assets Resulting from Operations	$	(396	)

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Counterpoint Global Portfolio

Consolidated Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Loss	$	(218	)	$	(132	)
Net Realized Gain		3,524			1,836
Net Change in Unrealized Appreciation (Depreciation)		(3,702	)		8,072
Net Increase (Decrease) in Net Assets Resulting from Operations		(396	)		9,776
Dividends and Distributions to Shareholders:
Class I		(4,424	)		(654	)
Class A		(407	)		(18	)
Class C		(34	)		(1	)
Class IS		(4	)		(1	)
Total Dividends and Distributions to Shareholders		(4,869	)		(674	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		6,393			9,074
Distributions Reinvested		4,424			654
Redeemed		(4,112	)		(5,076	)
Class A:
Subscribed		3,945			654
Distributions Reinvested		407			18
Redeemed		(875	)		(109	)
Class C:
Subscribed		183			7
Distributions Reinvested		34			1
Redeemed		(12	)		—
Class IS:
Distributions Reinvested		4			1
Net Increase in Net Assets Resulting from Capital Share Transactions		10,391			5,224
Total Increase in Net Assets		5,126			14,326
Net Assets:
Beginning of Period		24,460			10,134
End of Period	$	29,586		$	24,460
(1) Capital Share Transactions:
Class I:
Shares Subscribed		345			753
Shares Issued on Distributions Reinvested		293			34
Shares Redeemed		(203	)		(432	)
Net Increase in Class I Shares Outstanding		435			355
Class A:
Shares Subscribed		220			41
Shares Issued on Distributions Reinvested		27			1
Shares Redeemed		(46	)		(6	)
Net Increase in Class A Shares Outstanding		201			36
Class C:
Shares Subscribed		9			—	@
Shares Issued on Distributions Reinvested		2			—	@
Shares Redeemed		(1	)		—	@
Net Increase in Class C Shares Outstanding		10			—	@
Class IS:
Shares Issued on Distributions Reinvested		—	@		—	@

* Not consolidated.

@ Amount is less than 500 shares.

The accompanying notes are an integral part of the consolidated financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Counterpoint Global Portfolio

	Class I
	Year Ended December 31,									Period from June 29, 2018⁽²⁾ to
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			December 31, 2018⁽¹⁾
Net Asset Value, Beginning of Period	$	19.01		$	11.32		$	8.46		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽³⁾		(0.16	)		(0.11	)		(0.03	)		(0.03	)
Net Realized and Unrealized Gain (Loss)		(0.01	)		8.34			2.89			(1.41	)
Total from Investment Operations		(0.17	)		8.23			2.86			(1.44	)
Distributions from and/or in Excess of:
Net Investment Income		—			—			—			(0.03	)
Net Realized Gain		(3.51	)		(0.54	)		—			—
Paid-in-Capital		—			—			—			(0.07	)
Total Distributions		(3.51	)		(0.54	)		—			(0.10	)
Net Asset Value, End of Period	$	15.33		$	19.01		$	11.32		$	8.46
Total Return⁽⁴⁾		(0.58	)%		72.70	%		33.81	%		(14.36	)%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	25,794		$	23,717		$	10,097		$	5,733
Ratio of Expenses Before Expense Limitation		2.39	%		3.29	%		5.22	%		6.83	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		1.05	%⁽⁵⁾		1.04	%⁽⁵⁾		1.03	%⁽⁵⁾		1.03	%⁽⁵⁾⁽⁸⁾
Ratio of Net Investment Loss		(0.76	)%⁽⁵⁾		(0.79	)%⁽⁵⁾		(0.25	)%⁽⁵⁾		(0.54	)%⁽⁵⁾⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%⁽⁸⁾
Portfolio Turnover Rate		68	%		116	%		67	%		54	%⁽⁷⁾

(1) Not consolidated.

(2) Commencement of Operations.

(3) Per share amount is based on average shares outstanding.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Counterpoint Global Portfolio

	Class A
	Year Ended December 31,									Period from June 29, 2018⁽²⁾ to
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			December 31, 2018⁽¹⁾
Net Asset Value, Beginning of Period	$	18.89		$	11.28		$	8.47		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽³⁾		(0.23	)		(0.19	)		(0.06	)		(0.04	)
Net Realized and Unrealized Gain (Loss)		(0.01	)		8.34			2.87			(1.40	)
Total from Investment Operations		(0.24	)		8.15			2.81			(1.44	)
Distributions from and/or in Excess of:
Net Investment Income		—			—			—			(0.03	)
Net Realized Gain		(3.51	)		(0.54	)		—			—
Paid-in-Capital		—			—			—			(0.06	)
Total Distributions		(3.51	)		(0.54	)		—			(0.09	)
Net Asset Value, End of Period	$	15.14		$	18.89		$	11.28		$	8.47
Total Return⁽⁴⁾		(0.95	)%		72.25	%		33.18	%		(14.44	)%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	3,598		$	696		$	15		$	8
Ratio of Expenses Before Expense Limitation		2.89	%		4.61	%		23.73	%		26.82	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		1.40	%⁽⁵⁾		1.39	%⁽⁵⁾		1.39	%⁽⁵⁾		1.39	%⁽⁵⁾⁽⁸⁾
Ratio of Net Investment Loss		(1.12	)%⁽⁵⁾		(1.16	)%⁽⁵⁾		(0.62	)%⁽⁵⁾		(0.91	)%⁽⁵⁾⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%⁽⁸⁾
Portfolio Turnover Rate		68	%		116	%		67	%		54	%⁽⁷⁾

(1) Not consolidated.

(2) Commencement of Operations.

(3) Per share amount is based on average shares outstanding.

(4) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(6) Amount is less than 0.005%.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Counterpoint Global Portfolio

	Class C
	Year Ended December 31,									Period from June 29, 2018⁽²⁾ to
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			December 31, 2018⁽¹⁾
Net Asset Value, Beginning of Period	$	18.60		$	11.20		$	8.47		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽³⁾		(0.38	)		(0.27	)		(0.14	)		(0.08	)
Net Realized and Unrealized Gain (Loss)		0.00	⁽⁴⁾		8.21			2.87			(1.40	)
Total from Investment Operations		(0.38	)		7.94			2.73			(1.48	)
Distributions from and/or in Excess of:
Net Investment Income		—			—			—			(0.02	)
Net Realized Gain		(3.51	)		(0.54	)		—			—
Paid-in-Capital		—			—			—			(0.03	)
Total Distributions		(3.51	)		(0.54	)		—			(0.05	)
Net Asset Value, End of Period	$	14.71		$	18.60		$	11.20		$	8.47
Total Return⁽⁵⁾		(1.73	)%		70.89	%		32.23	%		(14.80	)%⁽⁸⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	175		$	27		$	11		$	8
Ratio of Expenses Before Expense Limitation		6.40	%		18.57	%		24.53	%		27.44	%⁽⁹⁾
Ratio of Expenses After Expense Limitation		2.15	%⁽⁶⁾		2.14	%⁽⁶⁾		2.14	%⁽⁶⁾		2.14	%⁽⁶⁾⁽⁹⁾
Ratio of Net Investment Loss		(1.93	)%⁽⁶⁾		(1.90	)%⁽⁶⁾		(1.37	)%⁽⁶⁾		(1.66	)%⁽⁶⁾⁽⁹⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾		0.01	%		0.01	%		0.01	%⁽⁹⁾
Portfolio Turnover Rate		68	%		116	%		67	%		54	%⁽⁸⁾

(1) Not consolidated.

(2) Commencement of Operations.

(3) Per share amount is based on average shares outstanding.

(4) Amount is less than $0.005 per share.

(5) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(6) The Ratio of Expenses After Expense Limitation and Ratio of Net Investment Loss reflect the rebate of certain Fund expenses in connection with the investments in Morgan Stanley affiliates during the period. The effect of the rebate on the ratios is disclosed in the above table as "Ratio of Rebate from Morgan Stanley Affiliates."

(7) Amount is less than 0.005%.

(8) Not annualized.

(9) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
18

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Counterpoint Global Portfolio

	Class IS
	Year Ended December 31,									Period from June 29, 2018⁽²⁾ to
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			December 31, 2018⁽¹⁾
Net Asset Value, Beginning of Period	$	19.03		$	11.32		$	8.46		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽³⁾		(0.15	)		(0.10	)		(0.02	)		(0.02	)
Net Realized and Unrealized Gain (Loss)		(0.02	)		8.35			2.88			(1.41	)
Total from Investment Operations		(0.17	)		8.25			2.86			(1.43	)
Distributions from and/or in Excess of:
Net Investment Income		—			—			—			(0.03	)
Net Realized Gain		(3.51	)		(0.54	)		—			—
Paid-in-Capital		—			—			—			(0.08	)
Total Distributions		(3.51	)		(0.54	)		—			(0.11	)
Net Asset Value, End of Period	$	15.35		$	19.03		$	11.32		$	8.46
Total Return⁽⁴⁾		(0.59	)%		72.88	%		33.81	%		(14.34	)%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	19		$	20		$	11		$	8
Ratio of Expenses Before Expense Limitation		12.66	%		19.31	%		23.44	%		26.39	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		1.00	%⁽⁵⁾		0.99	%⁽⁵⁾		0.99	%⁽⁵⁾		0.99	%⁽⁵⁾⁽⁸⁾
Ratio of Net Investment Loss		(0.71	)%⁽⁵⁾		(0.74	)%⁽⁵⁾		(0.22	)%⁽⁵⁾		(0.51	)%⁽⁵⁾⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%⁽⁸⁾
Portfolio Turnover Rate		68	%		116	%		67	%		54	%⁽⁷⁾

(1) Not consolidated.

(2) Commencement of Operations.

(3) Per share amount is based on average shares outstanding.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
19

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements

The accompanying consolidated financial statements relate to the Counterpoint Global Portfolio. The Fund seeks long-term capital appreciation.

The Fund offers four classes of shares — Class I, Class A, Class C and Class IS.

A. Significant Accounting Policies: The following significant accounting policies are in conformity with U.S. generally accepted accounting principles ("GAAP"). Such policies are consistently followed by the Company in the preparation of its consolidated financial statements. GAAP may require management to make estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results may differ from those estimates.

The Fund may, consistent with its principal investment strategies, invest up to 25% of its total assets in a wholly-owned subsidiary of the Fund organized as a company under the laws of the Cayman Islands, Counterpoint Global Cayman Portfolio, Ltd. (the "Subsidiary"). The Subsidiary may invest in bitcoin indirectly through cash settled futures or indirectly through investments in Grayscale Bitcoin Trust (BTC) ("GBTC"), a privately offered investment vehicle that invests in bitcoin. The Fund is the sole shareholder of the Subsidiary, and it is not currently expected that shares of the Subsidiary will be sold or offered to other investors. The consolidated portfolio of investments and consolidated financial statements include the positions and accounts of the Fund and the Subsidiary. All intercompany accounts and transactions of the Fund and the Subsidiary have been eliminated in consolidation and all accounting policies of the Subsidiary are consistent with those of the Fund. As of December 31, 2021, the Subsidiary represented approximately $194,000 or approximately 0.65% of the total net assets of the Fund.

Investments in the Subsidiary are expected to provide the Fund with exposure to bitcoin within the limitations of Subchapter M of the Code and recent Internal Revenue Service ("IRS")

revenue rulings, which require that a mutual fund receive no more than ten percent of its gross income from such investments in order to receive favorable tax treatment as a regulated investment company ("RIC"). Tax treatment of the income received from the Subsidiary may potentially be affected by changes in legislation, regulations or other legally binding authority, which could affect the character, timing and amount of the Fund's taxable income and distributions. If such changes occur, the Fund may need to significantly change its investment strategy and recognize unrealized gains in order to remain qualified for taxation as a RIC, which could adversely affect the Fund.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

be fair valued at the mean between its latest bid and ask prices. Unlisted options are valued at the mean between their latest bid and ask prices from a broker/dealer or valued by a pricing service/vendor; (4) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser") or Morgan Stanley Investment Management Company ("MSIM Company") (the "Sub-Adviser"), each a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (5) when market quotations are not readily available, including circumstances under which the Adviser or the Sub-Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by

the Adviser using a pricing service and/or procedures approved by the Directors; (6) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; (7) PIPE investments may be valued based on the underlying stock price less a discount until the commitment is fulfilled and shares are registered; and (8) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

inputs are used in determining the value of the Fund's investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Aerospace & Defense	$	296	$	—	$	—	$	296
Air Freight & Logistics		—		417		—		417
Airlines		6		—		—		6
Automobiles		42		—		—		42
Banks		519		8		—		527
Beverages		225		73		—		298
Biotechnology		312		93		—		405
Capital Markets		266		2		—		268
Chemicals		38		61		—		99
Commercial Services & Supplies		151		—		—		151
Construction Materials		26		—		—		26
Consumer Finance		25		—		—		25
Containers & Packaging		9		—		—		9

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Distributors	$	3	$	—	$	—	$	3
Diversified Consumer Services		58		—		—		58
Diversified Financial Services		8		55		—		63
Diversified Holding Companies		73		—		—		73
Diversified Telecommunication Services		90		—		—		90
Electronic Equipment, Instruments & Components		—		189		—		189
Entertainment		1,476		6		—		1,482
Equity Real Estate Investment Trusts		5		—		—		5
Food & Staples Retailing		67		226		—		293
Food Products		126		—		—		126
Health Care Equipment & Supplies		261		120		—		381
Health Care Providers & Services		519		—		—		519
Health Care Technology		652		10		—		662
Hotels, Restaurants & Leisure		278		87		—		365
Household Durables		759		—		—		759
Household Products		—		42		—		42
Industrial Conglomerates		3		—		—		3
Information Technology Services		4,866		10		—		4,876
Insurance		169		—		—		169
Interactive Media & Services		1,048		58		—		1,106
Internet & Direct Marketing Retail		2,617		73		—		2,690
Leisure Products		105		—		—		105
Life Sciences Tools & Services		265		94		—		359
Machinery		47		—		—		47
Marine		—		61		—		61
Media		119		—		—		119
Metals & Mining		50		19		—		69
Multi-Line Retail		—		8		—		8
Multi-Utilities		91		—		—		91
Oil, Gas & Consumable Fuels		35		—		—		35
Personal Products		75		—		—		75
Pharmaceuticals		538		7		—		545
Professional Services		30		—		—		30
Real Estate Management & Development		418		—		—		418
Road & Rail		268		—		—		268
Semiconductors & Semiconductor Equipment		400		233		—		633
Software		3,039		58		—		3,097
Specialty Retail		669		—		—		669
Tech Hardware, Storage & Peripherals		16		—		—		16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)			Total (000)
Common Stocks (cont'd)
Textiles, Apparel & Luxury Goods	$	654	$	495	$	—		$	1,149
Trading Companies & Distributors		19		—		—			19
Transportation Infrastructure		2		18		—			20
Total Common Stocks		21,833		2,523		—			24,356
Preferred Stocks
Internet & Direct Marketing Retail		7		—		—			7
Software		—		—		45			45
Total Preferred Stocks		7		—		45			52
Investment Companies		265		—		—			265
Warrants		1		—		—			1
Call Options Purchased		—		22		—			22
Short-Term Investment
Investment Company		2,042		—		—			2,042
Total Assets	$	24,148	$	2,545	$	45		$	26,738
Liabilities:
Derivative Contract — PIPE		—		—		(—	@)		(—	@)
Total	$	24,148	$	2,545	$	45		$	26,738

@ Value is less than $500.

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

Following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value:

	Preferred Stock (000)		Derivative Contract — PIPE (000)
Beginning Balance	$	—	$	—
Purchases		44		—
Sales		—		—
PIPE transactions		—		(—	@)
Amortization of discount		—		—
Transfers in		—		—
Transfers out		—		—
Corporate actions		—		—
Change in unrealized appreciation (depreciation)		1		—
Realized gains (losses)		—		—
Ending Balance	$	45	$	(—	@)
Net change in unrealized appreciation (depreciation) from investments still held as of December 31, 2021	$	1	$	(—	@)

@ Amount is less than $500.

The following table presents additional information about valuation techniques and inputs used for investments that are measured at fair value and categorized within Level 3 as of December 31, 2021. Various valuation techniques were used in the valuation of certain investments and weighted based on the level of significance. The Fund calculated the weighted averages of the unobservable inputs relative to each investment's fair value as of December 31, 2021:

Fair Value at
December 31, 2021
(000)

Valuation
Technique

Unobservable
Input

Amount*

Impact to
Valuation from an
Increase in Input**

Preferred Stock

Market Transaction
Method

Precedent
Transaction

220.45

Increase

Discounted Cash Flow

Weighted Average
Cost of Capital

11.0%

Decrease

Perpetual Growth Rate

3.5%

Increase

Market Comparable
Companies

Enterprise Value/
Revenue

38.5x

Increase

Discount for Lack
of Marketability

12.0%

Decrease

PIPE

(—

Market Implied

Discount for Lack of
Marketability and
Transaction Risk

12.00

Decrease

* Amount is indicative of the weighted average.

@ Amount is less than $500.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Governmental approval for foreign investments may be required in advance of making an investment under certain circumstances in some countries, and the extent of foreign investments in domestic companies may be subject to limitation in other countries. Foreign ownership limitations also may be imposed by the charters of individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Consolidated Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

4. Derivatives: The Fund may, but is not required to, use derivative instruments for a variety of purposes, including hedging, risk management, portfolio management or to earn income. Derivatives are financial instruments whose value is based, in part, on the value of an underlying asset, interest rate, index or financial instrument. Prevailing interest rates and volatility levels, among other things, also affect the value of derivative instruments. A derivative instrument often has risks similar to its underlying asset and may have additional risks, including imperfect correlation between the value of the derivative and the underlying asset, risks of default by the counterparty to certain transactions, magnification of losses incurred due to changes in the market value of the securities, instruments, indices or interest rates to which the derivative instrument relates, risks that the transactions may not be liquid and risks arising from margin requirements. The use of derivatives involves risks that are different from, and possibly greater than, the risks associated with other portfolio investments. Derivatives may involve the use of highly specialized instruments that require investment techniques and risk analyses different from those associated with other portfolio investments. All of the Fund's holdings, including derivative instruments, are marked-to-market each day with the change in value reflected in unrealized appreciation (depreciation). Upon disposition, a realized gain or loss is recognized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Following is a description of the derivative instruments and techniques that the Fund used during the period and their associated risks:

Options: With respect to options, the Fund is subject to equity risk, interest rate risk and foreign currency exchange risk in the normal course of pursuing its investment objectives. If the Fund buys an option, it buys a legal contract giving it the right to buy or sell a specific amount of the underlying instrument or foreign currency, or futures contract on the underlying instrument or foreign currency, at an agreed-upon price during a period of time or on a specified date typically in exchange for a premium paid by the Fund. The Fund may purchase and/or sell put and call options. Purchasing call options tends to increase the Fund's exposure to the underlying (or similar) instrument. Purchasing put options tends to decrease the Fund's exposure to the underlying (or similar) instrument. When entering into purchased option contracts, the Fund bears the risk of interest or exchange rates or securities prices moving unexpectedly, in which case, the Fund may not achieve the anticipated benefits of the purchased option contracts; however the risk of loss is limited to the premium paid. Purchased options are reported as part of "Total Investments in Securities" in the Consolidated Statement of Assets and Liabilities. Premiums paid for purchasing options which expired are treated as realized losses. If the Fund sells an option, it sells to another party the right to buy from or sell to the Fund a specific amount of the underlying instrument or foreign currency, or futures contract on the underlying instrument or foreign currency, at an agreed-upon price during a period of time or on a specified date typically in exchange for a

premium received by the Fund. When options are purchased OTC, the Fund bears the risk that the counterparty that wrote the option will be unable or unwilling to perform its obligations under the option contract. Options may also be illiquid and the Fund may have difficulty closing out its position. A decision as to whether, when and how to use options involves the exercise of skill and judgment and even a well-conceived option transaction may be unsuccessful because of market behavior or unexpected events. The prices of options can be highly volatile and the use of options can lower total returns.

At December 31, 2021, the Fund's derivative contract PIPE position is reflected as a Derivative Contract — PIPE in the Consolidated Portfolio of Investments.

The following tables set forth the fair value of the Fund's derivative contracts by primary risk exposure as of December 31, 2021:

Asset Derivatives
Consolidated
Statement of Assets and
Liabilities Location

Primary Risk
Exposure

Value
(000)

Purchased Options

Investments, at Value
(Purchased Options)

Currency Risk

(a)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Liability Derivatives
Consolidated
Statement of Assets and
Liabilities Location

Primary Risk
Exposure

Value
(000)

PIPE

Unrealized Depreciation on
Derivative Contract —
PIPE

Equity Risk

(—

@ Value is less than $500.

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

Realized Gain (Loss)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(51	)(b)

(b) Amounts are included in Realized Gain (Loss) on Investments Sold in the Consolidated Statement of Operations.

Change in Unrealized Appreciation (Depreciation)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(32	)(c)
Equity Risk	Derivative Contract — PIPE		(—	@)
Total		$	(32	)

@ Value is less than $500.

(c) Amounts are included in Change in Unrealized Appreciation (Depreciation) on Investments in the Consolidated Statement of Operations.

At December 31, 2021, the Fund's derivative assets and liabilities are as follows:

Gross Amounts of Assets and Liabilities Presented in the Consolidated Statement of Assets and Liabilities
Derivatives	Assets (000)			Liabilities (000)
Purchased Options	$	22	(a)(d)	$	—
Derivative Contract — PIPE		—			(—	@)(e)
Total	$	22		$	(—	@)

@ Value is less than $500.

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(d) Absent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Consolidated Statement of Assets and Liabilities.

(e) Assets and liabilities are presented gross and not offset in the Consolidated Statement of Assets and Liabilities.

other things, reduce its credit risk to counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the counterparty certain OTC derivative financial instruments' payables and/or receivables with collateral held and/or posted and create one single net payment (close-out netting) in the event of default, termination and/or potential deterioration in the credit quality of the counterparty. Various Master Agreements govern the terms of certain transactions with counterparties, including transactions such as swap, forward, repurchase and reverse repurchase agreements. These Master Agreements typically attempt to reduce the counterparty risk associated with such transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Cross-termination provisions under Master Agreements typically provide that a default in connection with one transaction between the Fund and a counterparty gives the non-defaulting party the right to terminate any other transactions in place with the defaulting party to create one single net payment due to/due from the defaulting party and may be a feature in certain Master Agreements. In the event the Fund exercises its right to terminate a Master Agreement after a counterparty experiences a termination event as defined in the Master Agreement, the return of collateral with market value in excess of the Fund's net liability may be delayed or denied.

The following table presents derivative financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Counterparty	Gross Asset Derivatives Presented in the Consolidated Statement of Assets and Liabilities(a) (000)			Financial Instrument (000)		Collateral Received (000)		Net Amount (not less than $0) (000)
BNP Paribas	$	—	@	$	—	$	—	$	—	@
Goldman Sachs International		12			—		—		12
JP Morgan Chase Bank NA		10			—		—		10
Total	$	22		$	—	$	—	$	22

@ Value is less than $500.

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

For the year ended December 31, 2021, the approximate average monthly amount outstanding for each derivative type is as follows:

Purchased Options:
Average monthly notional amount		15,018,000
Derivative Contract — PIPE:
Average monthly notional amount	$	224,000

5. Restricted Securities: The Fund invests in unregistered or otherwise restricted securities. The term "restricted securities" refers to securities that are unregistered or are held by control persons of the issuer and securities that are subject to contractual restrictions on their resale. As a result, restricted securities may be more difficult to value and the Fund may have difficulty disposing of such assets either in a timely manner or for a reasonable price. In order to dispose of an unregistered security, the Fund, where it has contractual rights to do so, may have to cause such security to be registered. A considerable period may elapse between the time the decision is made to sell the security and the time the security is registered so that the Fund can sell it. Contractual restrictions on the resale of securities vary in length and scope and are generally the result of a negotiation between the issuer and the acquirer of the securities. The Fund would, in either case, bear market risks during that period.

Restricted securities are identified in the Consolidated Portfolio of Investments.

6. Indemnifications: The Company enters into contracts that contain a variety of indemnifications. The Company's maximum exposure under these arrangements is unknown. However, the Company has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

7. Dividends and Distributions to Shareholders: Dividends and distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income, if any, are declared and paid annually. Net realized capital gains, if any, are distributed at least annually.

may be recorded as soon as the Fund is informed of such dividends) net of applicable withholding taxes. Interest income is recognized on the accrual basis net of applicable withholding taxes except where collection is in doubt. Discounts are accreted and premiums are amortized over the life of the respective securities. Most expenses of the Company can be directly attributed to a particular Fund. Expenses which cannot be directly attributed are apportioned among the Funds based upon relative net assets or other appropriate methods. Income, expenses (other than class specific expenses — distribution and shareholder services, transfer agency and sub transfer agency fees) and realized and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

First $1 billion				Over $1 billion
	0.80	%			0.75	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.00% of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses, excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 1.05% for Class I shares, 1.40% for Class A shares, 2.15% for Class C shares and 1.00% for Class IS shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $224,000 of advisory fees were waived and approximately $159,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

The Adviser has agreed to waive its advisory fees by the amount of advisory fees it receives from the Subsidiary.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $19,926,000 and $17,546,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $1,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	1,944			$	8,718			$	8,620			$	—	@

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	2,042

@ Amount is less than $500.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

four-year period ended December 31, 2021 remains subject to examination by taxing authorities.

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	2,976	$	1,893	$	442	$	232

Permanent differences, due to nondeductible offering costs related to the Subsidiary, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Distributable Earnings (000)				Paid-in- Capital (000)
$	—	@		$	(—	@)

@ Amount is less than $500.

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	10			$	—

Qualified Late Year Ordinary Losses (000)				Post October Capital Losses (000)
$	—			$	121

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

K. Market Risk and Risks Relating to Certain Financial Instruments:

bitcoin network or a change in user preference to competing cryptocurrencies. The GBTC exposure to cryptocurrency could result in substantial losses to the Fund.

Special Purpose Acquisition Companies: The Fund may invest in stock, warrants, and other securities of SPACs or similar special purpose entities. A SPAC is typically a publicly traded company that raises investment capital via an initial public offering ("IPO") for the purpose of acquiring the equity securities of one or more existing companies (or interests therein) via merger, combination, acquisition or other similar transactions. The Fund may acquire an interest in a SPAC in an IPO or a secondary market transaction.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

certain industries or regions, which may increase the volatility of their prices. In addition, these securities, which are typically traded in the over-the-counter market, may be considered illiquid and/or be subject to restrictions on resale.

may contain provisions that the issuer will pay specified financial penalties to the holder if the issuer does not publicly register the restricted equity securities within a specified period of time, but there is no assurance that the restricted equity securities will be publicly registered, or that the registration will remain in effect.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Counterpoint Global Portfolio

Opinion on the Financial Statements

We have audited the accompanying consolidated statement of assets and liabilities of Counterpoint Global Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the consolidated portfolio of investments, as of December 31, 2021, and the related consolidated statements of operations and changes in net assets for the year then ended and the statement of changes in net assets for the year ended December 31, 2020, the consolidated financial highlights for the year ended December 31, 2021 and the financial highlights for each of the two years in the period ended December 31, 2020 and the period from June 19, 2018 (commencement of operations) through December 31, 2018 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the consolidated financial position of the Counterpoint Global Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the consolidated results of its operations and the consolidated changes in its net assets for the period ended and the changes in its net assets for the year then ended December 31, 2020 and its consolidated financial highlights for the year ended December 31, 2021 and its financial highlights for each of the two years in the period ended December 31, 2020 and the period from June 29, 2018 (commencement of operations) through December 31, 2018, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of the Company's internal control over financial reporting. As 1 of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021. For corporate shareholders 0.73% of the dividends qualified for the dividends received deduction.

The Fund designated and paid approximately $1,893,000 as a long-term capital gain distribution.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE
Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Trustee and Investment Committee Member, GeorgiaTech Foundation (since June 2019); Trustee and Chair of Marketing Committee, Loyola Blakefield (Since September 2017); Trustee, MMI Gateway Foundation (since September 2017); Director and Investment Committee Member, Catholic Community Foundation Board (2012-2018); Director and Investment Committee Member, St. Ignatius Loyola Academy (2011-2017).

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Sub-Adviser

Morgan Stanley Investment Management Company
23 Church Street
16-01 Capital Square, Singapore 049481

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIGCPTANN
3997402 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Developing Opportunity Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Consolidated Expense Example					3
Investment Overview					4
Consolidated Portfolio of Investments					6
Consolidated Statement of Assets and Liabilities					8
Consolidated Statement of Operations					9
Consolidated Statements of Changes in Net Assets					10
Consolidated Financial Highlights					11
Notes to Consolidated Financial Statements					15
Report of Independent Registered Public Accounting Firm					25
Liquidity Risk Management Program					26
U.S. Customer Privacy Notice					27
Director and Officer Information					30

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Developing Opportunity Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Expense Example (unaudited)

Developing Opportunity Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Developing Opportunity Portfolio Class I	$	1,000.00	$	813.70	$	1,019.41	$	5.26	$	5.85		1.15	%
Developing Opportunity Portfolio Class A		1,000.00		812.30		1,017.44		7.03		7.83		1.54
Developing Opportunity Portfolio Class C		1,000.00		808.80		1,013.86		10.26		11.42		2.25
Developing Opportunity Portfolio Class IS		1,000.00		813.80		1,019.61		5.07		5.65		1.11

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Developing Opportunity Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of –18.69%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the MSCI Emerging Markets Net Index (the "Index"), which returned –2.54%.

Factors Affecting Performance

• Emerging market equities declined during the 12-month period ended December 31, 2021. The decline was driven by regulatory action by the Chinese government in various sectors, as well as uncertainty pertaining to the discovery of new COVID-19 variants, increasing case numbers, and reimposition of restrictions and lockdowns in various countries in the latter half of the year. This move offset advances in the market in the first months of 2021, driven by a general market recovery from the COVID-19-related decline in 2020, as well as optimism following successful COVID-19 vaccine rollouts and reopening efforts in various countries in the first half of the year.

• Emerging market equities declined by –2.54% for the 12-month period ended December 31, 2021, as measured by the Index. Our team remained focused on assessing company prospects over a longer-term period of three to five years, and owning a portfolio of high quality companies with diverse business drivers not tied to a particular market environment.

• The main detractors from relative performance were stock selection and an overweight position in the consumer discretionary sector, as well as stock selection in communication services.

• Our stock selection in information technology, along with the portfolio's overweight allocation to financials and underweight position in health care were the top contributors to the Fund's relative performance.

Management Strategies

• There were no changes to our bottom-up investment process during the period. The Fund seeks long-term capital appreciation by investing primarily in high quality companies located or operating in developing or emerging market countries, with capitalizations within the range of companies in the MSCI Emerging Markets Net Index. To achieve its objective, the investment team typically favors companies it believes have sustainable competitive advantages that can be monetized through growth. The investment process integrates analysis of sustainability with respect to disruptive change, financial strength, environmental and social externalities and governance (also referred to as ESG).

• At the close of the period, consumer discretionary represented the largest sector weight in the portfolio, followed by financials, information technology and communication services. Our bottom-up investment process resulted in sector overweight positions in consumer discretionary, consumer staples, financials, communication services and real estate, and underweight positions in information technology, industrials, materials, health care, energy and utilities. The Fund had no holdings in energy and utilities at the end of the reporting period.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Developing Opportunity Portfolio

* Minimum Investment for Class I shares

** Commenced Operations on February 14, 2020.

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, C and IS shares will vary from the performance of Class I shares and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the MSCI Emerging Markets Net Index⁽¹⁾ and the Lipper Emerging Markets Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
				Average Annual
	One Year			Five Years		Ten Years		Since Inception⁽⁵⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		–18.69	%		—		—		9.16	%
Fund — Class A Shares w/o sales charges⁽⁴⁾		–18.94			—		—		8.86
Fund — Class A Shares with maximum 5.25% sales charges⁽⁴⁾		–23.18			—		—		5.80
Fund — Class C Shares w/o sales charges⁽⁴⁾		–19.57			—		—		7.97
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁴⁾		–20.37			—		—		7.97
Fund — Class IS Shares w/o sales charges⁽⁴⁾		–18.68			—		—		9.21
MSCI Emerging Markets Net Index		–2.54			—		—		8.30
Lipper Emerging Markets Funds Index		–1.56			—		—		10.03

⁽¹⁾ The MSCI Emerging Markets Net Index is a free float-adjusted market capitalization weighted index that is designed to measure equity market performance of emerging markets. The term "free float" represents the portion of shares outstanding that are deemed to be available for purchase in the public equity markets by investors. The MSCI Emerging Markets Net Index currently consists of 25 emerging market country indices. The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. The Index is unmanaged and its 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 Lipper Emerging Markets Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Emerging Markets 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. As of the date of this report, the Fund was in the Lipper Emerging Markets Funds classification.

⁽⁴⁾ Commenced operations on February 14, 2020.

⁽⁵⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments

Developing Opportunity Portfolio

	Shares		Value (000)
Common Stocks (97.9%)
Argentina (4.2%)
Globant SA (a)		28,706	$	9,016
Brazil (3.4%)
B3 SA — Brasil Bolsa Balcao		1,056,890		2,105
Magazine Luiza SA		4,035,437		5,201
				7,306
China (34.8%)
360 DigiTech, Inc. ADR		140,335		3,218
China East Education Holdings Ltd. (a)(b)		1,040,000		651
China Resources Beer Holdings Co., Ltd. (b)		576,000		4,717
Foshan Haitian Flavouring & Food Co., Ltd., Class A		482,782		7,962
Haidilao International Holding Ltd. (b)		1,289,000		2,909
HUYA, Inc. ADR (a)		334,154		2,319
KE Holdings, Inc. ADR (a)		321,765		6,474
Kuaishou Technology (a)(b)		458,700		4,238
Kweichow Moutai Co., Ltd., Class A		26,389		8,488
Meituan, Class B (a)(b)		412,000		11,909
New Frontier Health Corp. (a)		7,725		89
Shenzhou International Group Holdings Ltd. (b)		235,100		4,520
Tencent Holdings Ltd. (b)		103,300		6,052
Trip.com Group Ltd. ADR (a)		312,701		7,699
Tsingtao Brewery Co., Ltd. H Shares (b)		340,000		3,183
Yihai International Holding Ltd. (a)(b)		201,000		929
				75,357
India (19.3%)
HDFC Bank Ltd.		878,993		17,494
ICICI Bank Ltd. ADR		671,614		13,291
IndusInd Bank Ltd.		498,661		5,958
Shree Cement Ltd.		11,018		4,000
Zomato Ltd. (a)		586,104		1,083
				41,826
Indonesia (1.0%)
Avia Avian Tbk PT (a)		35,138,500		2,281
Korea, Republic of (6.7%)
KakaoBank Corp. (a)		76,482		3,781
NAVER Corp.		33,552		10,650
				14,431
Mexico (1.0%)
Grupo Aeroportuario del Sureste SAB de CV, Class B		103,605		2,136
Russia (1.2%)
Yandex N.V., Class A (a)		42,452		2,568
Taiwan (7.4%)
Nien Made Enterprise Co., Ltd.		135,000		2,010
Silergy Corp.		33,000		5,973
Taiwan Semiconductor Manufacturing Co., Ltd.		359,000		7,941
				15,924

	Shares		Value (000)
United States (18.9%)
Coupang, Inc. (a)		381,805	$	11,217
EPAM Systems, Inc. (a)		19,436		12,992
Grab Holdings Ltd., Class A (a)(c)		260,149		1,781
Grab Holdings Ltd., Class A (a)		417,237		2,975
MercadoLibre, Inc. (a)		8,028		10,825
NU Holdings Ltd., Class A (a)		129,424		1,214
				41,004
Total Common Stocks (Cost $198,554)				211,849
Investment Company (1.0%)
United States (1.0%)
Grayscale Bitcoin Trust (a) (Cost $2,794)		60,795		2,082
Short-Term Investment (2.3%)
Investment Company (2.3%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $5,051)		5,050,547		5,051
Total Investments Excluding Purchased Options (101.2%) (Cost $206,399)				218,982
Total Purchased Options Outstanding (0.1%) (Cost $871)				176
Total Investments (101.3%) (Cost $207,270) (d)(e)(f)				219,158
Liabilities in Excess of Other Assets (–1.3%)				(2,826	)
Net Assets (100.0%)			$	216,332

(a) Non-income producing security.

(b) Security trades on the Hong Kong exchange.

(c) Security cannot be offered for public resale without first being registered under the Securities Act of 1933 and related rules ("restricted security"). Acquisition date represents the day on which an enforceable right to acquire such security is obtained and is presented along with related cost in the security description. The Fund has registration rights for certain restricted securities. Any costs related to such registration are borne by the issuer. The aggregate value of restricted securities (excluding 144A holdings) at December 31, 2021 amounts to approximately $1,781,000 and represents 0.8% of net assets.

(d) The approximate fair value and percentage of net assets, $37,661,000 and 17.4%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Consolidated Financial Statements.

(e) Securities are available for collateral in connection with purchased options.

(f) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $214,138,000. The aggregate gross unrealized appreciation is approximately $42,192,000 and the aggregate gross unrealized depreciation is approximately $36,306,000, resulting in net unrealized appreciation of approximately $5,886,000.

ADR American Depositary Receipt.

The accompanying notes are an integral part of the consolidated financial statements.
6

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Developing Opportunity Portfolio

Call Options Purchased:

The Fund had the following call options purchased open at December 31, 2021:

Counterparty	Description	Strike Price		Expiration Date	Number of Contracts		Notional Amount (000)		Value (000)		Premiums Paid (000)		Unrealized Depreciation (000)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.31	Aug-22		86,331,707		86,332	$	117	$	586	$	(469	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.38	Jul-22		53,625,517		53,626		59		285		(226	)
									$	176	$	871	$	(695	)

CNH — Chinese Yuan Renminbi Offshore

USD — United States Dollar

Portfolio Composition

Classification	Percentage of Total Investments
Other*		28.1	%
Banks		19.1
Internet & Direct Marketing Retail		18.2
Interactive Media & Services		10.7
Information Technology Services		10.0
Beverages		7.5
Semiconductors & Semiconductor Equipment		6.4
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the consolidated financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Developing Opportunity Portfolio

Consolidated Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $202,219)	$	214,107
Investment in Security of Affiliated Issuer, at Value (Cost $5,051)		5,051
Total Investments in Securities, at Value (Cost $207,270)		219,158
Foreign Currency, at Value (Cost $761)		762
Receivable for Investments Sold		3,689
Due from Broker		500
Receivable for Fund Shares Sold		257
Dividends Receivable		86
Receivable from Affiliate		—	@
Other Assets		56
Total Assets		224,508
Liabilities:
Payable for Fund Shares Redeemed		6,157
Payable for Investments Purchased		964
Payable for Advisory Fees		446
Due to Broker		260
Deferred Capital Gain Country Tax		137
Payable for Custodian Fees		68
Payable for Sub Transfer Agency Fees — Class I		51
Payable for Sub Transfer Agency Fees — Class A		3
Payable for Sub Transfer Agency Fees — Class C		1
Payable for Professional Fees		43
Payable for Administration Fees		16
Payable for Shareholder Services Fees — Class A		3
Payable for Distribution and Shareholder Services Fees — Class C		6
Payable for Transfer Agency Fees — Class I		1
Payable for Transfer Agency Fees — Class A		—	@
Payable for Transfer Agency Fees — Class C		—	@
Payable for Transfer Agency Fees — Class IS		—	@
Payable for Organization Costs for Subsidiary		1
Other Liabilities		19
Total Liabilities		8,176
Net Assets	$	216,332
Net Assets Consist of:
Paid-in-Capital	$	241,181
Total Accumulated Loss		(24,849	)
Net Assets	$	216,332
CLASS I:
Net Assets	$	197,435
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		16,744,594
Net Asset Value, Offering and Redemption Price Per Share	$	11.79
CLASS A:
Net Assets	$	11,974
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,021,218
Net Asset Value, Redemption Price Per Share	$	11.73
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	0.65
Maximum Offering Price Per Share	$	12.38
CLASS C:
Net Assets	$	6,911
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		598,216
Net Asset Value, Offering and Redemption Price Per Share	$	11.55
CLASS IS:
Net Assets	$	12
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,000
Net Asset Value, Offering and Redemption Price Per Share	$	11.80

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Developing Opportunity Portfolio

Consolidated Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $139 of Foreign Taxes Withheld)	$	1,241
Dividends from Security of Affiliated Issuer (Note G)		1
Total Investment Income		1,242
Expenses:
Advisory Fees (Note B)		2,680
Sub Transfer Agency Fees — Class I		293
Sub Transfer Agency Fees — Class A		17
Sub Transfer Agency Fees — Class C		6
Administration Fees (Note C)		238
Shareholder Services Fees — Class A (Note D)		45
Distribution and Shareholder Services Fees — Class C (Note D)		89
Professional Fees		128
Registration Fees		119
Custodian Fees (Note F)		110
Shareholder Reporting Fees		19
Transfer Agency Fees — Class I (Note E)		5
Transfer Agency Fees — Class A (Note E)		3
Transfer Agency Fees — Class C (Note E)		3
Transfer Agency Fees — Class IS (Note E)		2
Organization Costs for Subsidiary		12
Directors' Fees and Expenses		6
Pricing Fees		3
Other Expenses		19
Total Expenses		3,797
Reimbursement of Class Specific Expenses — Class I (Note B)		(162	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(2	)
Waiver of Advisory Fees (Note B)		(60	)
Rebate from Morgan Stanley Affiliate (Note G)		(7	)
Net Expenses		3,566
Net Investment Loss		(2,324	)
Realized Loss:
Investments Sold (Net of $575 of Capital Gain Country Tax)		(35,628	)
Foreign Currency Translation		(178	)
Net Realized Loss		(35,806	)
Change in Unrealized Appreciation (Depreciation):
Investments (Net of Decrease in Deferred Capital Gain Country Tax of $985)		(28,196	)
Foreign Currency Translation		—	@
Net Change in Unrealized Appreciation (Depreciation)		(28,196	)
Net Realized Loss and Change in Unrealized Appreciation (Depreciation)		(64,002	)
Net Decrease in Net Assets Resulting from Operations	$	(66,326	)

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Developing Opportunity Portfolio

Consolidated Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Period from February 14, 2020^ to December 31, 2020* (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Loss	$	(2,324	)	$	(675	)
Net Realized Loss		(35,806	)		(945	)
Net Change in Unrealized Appreciation (Depreciation)		(28,196	)		39,957
Net Increase (Decrease) in Net Assets Resulting from Operations		(66,326	)		38,337
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		144,045			203,978
Redeemed		(122,034	)		(4,898	)
Class A:
Subscribed		17,282			11,456
Redeemed		(12,583	)		(1,392	)
Class C:
Subscribed		6,936			5,215
Redeemed		(3,551	)		(173	)
Class IS:
Subscribed		—			10
Net Increase in Net Assets Resulting from Capital Share Transactions		30,095			214,196
Redemption Fees		11			19
Total Increase (Decrease) in Net Assets		(36,220	)		252,552
Net Assets:
Beginning of Period		252,552			—
End of Period	$	216,332		$	252,552
(1) Capital Share Transactions:
Class I:
Shares Subscribed		10,000			16,607
Shares Redeemed		(9,457	)		(406	)
Net Increase in Class I Shares Outstanding		543			16,201
Class A:
Shares Subscribed		1,189			922
Shares Redeemed		(978	)		(112	)
Net Increase in Class A Shares Outstanding		211			810
Class C:
Shares Subscribed		456			426
Shares Redeemed		(268	)		(16	)
Net Increase in Class C Shares Outstanding		188			410
Class IS:
Shares Subscribed		—			1

^ Commencement of Operations.

* Not consolidated.

The accompanying notes are an integral part of the consolidated financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Developing Opportunity Portfolio

	Class I
Selected Per Share Data and Ratios	Year Ended December 31, 2021			Period from February 14, 2020⁽¹⁾ to December 31, 2020⁽²⁾
Net Asset Value, Beginning of Period	$	14.50		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽³⁾		(0.10	)		(0.10	)
Net Realized and Unrealized Gain (Loss)		(2.61	)		4.60
Total from Investment Operations		(2.71	)		4.50
Redemption Fees		0.00	⁽⁴⁾		0.00	⁽⁴⁾
Net Asset Value, End of Period	$	11.79		$	14.50
Total Return⁽⁵⁾		(18.69	)%		45.00	%⁽⁸⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	197,435		$	234,923
Ratio of Expenses Before Expense Limitation		1.23	%		1.41	%⁽⁹⁾
Ratio of Expenses After Expense Limitation		1.15	%⁽⁶⁾		1.14	%⁽⁶⁾⁽⁹⁾
Ratio of Net Investment Loss		(0.73	)%⁽⁶⁾		(0.87	)%⁽⁶⁾⁽⁹⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾		0.01	%⁽⁹⁾
Portfolio Turnover Rate		64	%		18	%⁽⁸⁾

(1) Commencement of Operations.

(2) Not consolidated.

(3) Per share amount is based on average shares outstanding.

(4) Amount is less than $0.005 per share.

(5) Calculated based on the net asset value as of the last business day of the period.

(7) Amount is less than 0.005%.

(8) Not annualized.

(9) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Developing Opportunity Portfolio

	Class A
Selected Per Share Data and Ratios	Year Ended December 31, 2021			Period from February 14, 2020⁽¹⁾ to December 31, 2020⁽²⁾
Net Asset Value, Beginning of Period	$	14.47		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽³⁾		(0.14	)		(0.13	)
Net Realized and Unrealized Gain (Loss)		(2.60	)		4.60
Total from Investment Operations		(2.74	)		4.47
Redemption Fees		0.00	⁽⁴⁾		0.00	⁽⁴⁾
Net Asset Value, End of Period	$	11.73		$	14.47
Total Return⁽⁵⁾		(18.94	)%		44.70	%⁽⁸⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	11,974		$	11,721
Ratio of Expenses Before Expense Limitation		1.48	%		1.72	%⁽⁹⁾
Ratio of Expenses After Expense Limitation		1.46	%⁽⁶⁾		1.44	%⁽⁶⁾⁽⁹⁾
Ratio of Net Investment Loss		(1.03	)%⁽⁶⁾		(1.17	)%⁽⁶⁾⁽⁹⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾		0.01	%⁽⁹⁾
Portfolio Turnover Rate		64	%		18	%⁽⁸⁾

(1) Commencement of Operations.

(2) Not consolidated.

(3) Per share amount is based on average shares outstanding.

(4) Amount is less than $0.005 per share.

(5) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(7) Amount is less than 0.005%.

(8) Not annualized.

(9) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Developing Opportunity Portfolio

	Class C
Selected Per Share Data and Ratios	Year Ended December 31, 2021			Period from February 14, 2020⁽¹⁾ to December 31, 2020⁽²⁾
Net Asset Value, Beginning of Period	$	14.36		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽³⁾		(0.24	)		(0.22	)
Net Realized and Unrealized Gain (Loss)		(2.57	)		4.58
Total from Investment Operations		(2.81	)		4.36
Redemption Fees		0.00	⁽⁴⁾		0.00	⁽⁴⁾
Net Asset Value, End of Period	$	11.55		$	14.36
Total Return⁽⁵⁾		(19.57	)%		43.60	%⁽⁸⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	6,911		$	5,893
Ratio of Expenses Before Expense Limitation		2.21	%		2.53	%⁽⁹⁾
Ratio of Expenses After Expense Limitation		2.19	%⁽⁶⁾		2.24	%⁽⁶⁾⁽⁹⁾
Ratio of Net Investment Loss		(1.78	)%⁽⁶⁾		(1.97	)%⁽⁶⁾⁽⁹⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾		0.01	%⁽⁹⁾
Portfolio Turnover Rate		64	%		18	%⁽⁸⁾

(1) Commencement of Operations.

(2) Not consolidated.

(3) Per share amount is based on average shares outstanding.

(4) Amount is less than $0.005 per share.

(5) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(7) Amount is less than 0.005%.

(8) Not annualized.

(9) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Developing Opportunity Portfolio

	Class IS
Selected Per Share Data and Ratios	Year Ended December 31, 2021			Period from February 14, 2020⁽¹⁾ to December 31, 2020⁽²⁾
Net Asset Value, Beginning of Period	$	14.51		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss		(0.10	)		(0.07	)
Net Realized and Unrealized Gain (Loss)⁽³⁾		(2.61	)		4.58
Total from Investment Operations		(2.71	)		4.51
Redemption Fees		0.00	⁽⁴⁾		0.00	⁽⁴⁾
Net Asset Value, End of Period	$	11.80		$	14.51
Total Return⁽⁵⁾		(18.68	)%		45.10	%⁽⁸⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	12		$	15
Ratio of Expenses Before Expense Limitation		17.42	%		17.67	%⁽⁹⁾
Ratio of Expenses After Expense Limitation		1.10	%⁽⁶⁾		1.09	%⁽⁶⁾⁽⁹⁾
Ratio of Net Investment Loss		(0.69	)%⁽⁶⁾		(0.67	)%⁽⁶⁾⁽⁹⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾		0.01	%⁽⁹⁾
Portfolio Turnover Rate		64	%		18	%⁽⁸⁾

(1) Commencement of Operations.

(2) Not consolidated.

(3) Per share amount is based on average shares outstanding.

(4) Amount is less than $0.005 per share.

(5) Calculated based on the net asset value as of the last business day of the period.

(7) Amount is less than 0.005%.

(8) Not annualized.

(9) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements

The accompanying consolidated financial statements relate to the Developing Opportunity Portfolio. The Fund seeks long-term capital appreciation.

The Fund offers four classes of shares — Class I, Class A, Class C and Class IS.

A. Significant Accounting Policies: The following significant accounting policies are in conformity with U.S. generally accepted accounting principles ("GAAP"). Such policies are consistently followed by the Company in the preparation of its consolidated financial statements. GAAP may require management to make estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results may differ from those estimates.

The Fund may, consistent with its principal investment strategies, invest up to 25% of its total assets in a wholly-owned subsidiary of the Fund organized as a company under the laws of the Cayman Islands, Developing Opportunity Cayman Portfolio, Ltd. (the "Subsidiary"). The Subsidiary may invest in bitcoin indirectly through cash settled futures or indirectly through investments in Grayscale Bitcoin Trust (BTC) ("GBTC"), a privately offered investment vehicle that invests in bitcoin. The Fund is the sole shareholder of the Subsidiary, and it is not currently expected that shares of the Subsidiary will be sold or offered to other investors. The consolidated portfolio of investments and consolidated financial statements include the positions and accounts of the Fund and the Subsidiary. All intercompany accounts and transactions of the Fund and the Subsidiary have been eliminated in consolidation and all accounting policies of the Subsidiary are consistent with those of the Fund. As of December 31, 2021, the Subsidiary represented approximately $2,278,000 or approximately 1.05% of the total net assets of the Fund.

investments in order to receive favorable tax treatment as a regulated investment company ("RIC"). Tax treatment of the income received from the Subsidiary may potentially be affected by changes in legislation, regulations or other legally binding authority, which could affect the character, timing and amount of the Fund's taxable income and distributions. If such changes occur, the Fund may need to significantly change its investment strategy and recognize unrealized gains in order to remain qualified for taxation as a RIC, which could adversely affect the Fund.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

options are valued at the mean between their latest bid and ask prices from a broker/dealer or valued by a pricing service/vendor; (4) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser") or Morgan Stanley Investment Management Company ("MSIM Company") (the "Sub-Adviser"), each a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (5) when market quotations are not readily available, including circumstances under which the Adviser or the Sub-Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service

and/or procedures approved by the Directors; (6) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; (7) Private Investment in Public Equity ("PIPE") investments may be valued based on the underlying stock price less a discount until the commitment is fulfilled and shares are registered; and (8) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

inputs are used in determining the value of the Fund's investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Banks	$	37,957	$	3,781	$	—	$	41,738
Beverages		16,388		—		—		16,388
Capital Markets		—		2,105		—		2,105
Chemicals		2,281		—		—		2,281
Construction Materials		4,000		—		—		4,000
Consumer Finance		3,218		—		—		3,218
Diversified Consumer Services		651		—		—		651
Entertainment		2,319		—		—		2,319
Food Products		8,891		—		—		8,891
Health Care Providers & Services		89		—		—		89
Hotels, Restaurants & Leisure		10,608		—		—		10,608

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Household Durables	$	—	$	2,010	$	—	$	2,010
Information Technology Services		22,008		—		—		22,008
Interactive Media & Services		12,858		10,650		—		23,508
Internet & Direct Marketing Retail		38,009		1,781		—		39,790
Multi-Line Retail		—		5,201		—		5,201
Real Estate Management & Development		6,474		—		—		6,474
Semiconductors & Semiconductor Equipment		—		13,914		—		13,914
Textiles, Apparel & Luxury Goods		4,520		—		—		4,520
Transportation Infrastructure		2,136		—		—		2,136
Total Common Stocks		172,407		39,442		—		211,849
Investment Company		2,082		—		—		2,082
Call Options Purchased		—		176		—		176
Short-Term Investment
Investment Company		5,051		—		—		5,051
Total Assets	$	179,540	$	39,618	$	—	$	219,158

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

securities are included in the reported net realized and unrealized gains (losses) on investment transactions and balances. However, pursuant to U.S. federal income tax regulations, gains and losses from certain foreign currency transactions and the foreign currency portion of gains and losses realized on sales and maturities of foreign denominated debt securities are treated as ordinary income for U.S. federal income tax purposes.

Governmental approval for foreign investments may be required in advance of making an investment under certain circumstances in some countries, and the extent of foreign investments in domestic companies may be subject to limitation in other countries. Foreign ownership limitations also may be imposed by the charters of individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Consolidated Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

4. Derivatives: The Fund may, but is not required to, use derivative instruments for a variety of purposes, including hedging, risk management, portfolio management or to

earn income. Derivatives are financial instruments whose value is based, in part, on the value of an underlying asset, interest rate, index or financial instrument. Prevailing interest rates and volatility levels, among other things, also affect the value of derivative instruments. A derivative instrument often has risks similar to its underlying asset and may have additional risks, including imperfect correlation between the value of the derivative and the underlying asset, risks of default by the counterparty to certain transactions, magnification of losses incurred due to changes in the market value of the securities, instruments, indices or interest rates to which the derivative instrument relates, risks that the transactions may not be liquid and risks arising from margin requirements. The use of derivatives involves risks that are different from, and possibly greater than, the risks associated with other portfolio investments. Derivatives may involve the use of highly specialized instruments that require investment techniques and risk analyses different from those associated with other portfolio investments. All of the Fund's holdings, including derivative instruments, are marked-to-market each day with the change in value reflected in unrealized appreciation (depreciation). Upon disposition, a realized gain or loss is recognized.

Following is a description of the derivative instruments and techniques that the Fund used during the period and their associated risks:

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

or foreign currency, at an agreed-upon price during a period of time or on a specified date typically in exchange for a premium paid by the Fund. The Fund may purchase and/or sell put and call options. Purchasing call options tends to increase the Fund's exposure to the underlying (or similar) instrument. Purchasing put options tends to decrease the Fund's exposure to the underlying (or similar) instrument. When entering into purchased option contracts, the Fund bears the risk of interest or exchange rates or securities prices moving unexpectedly, in which case, the Fund may not achieve the anticipated benefits of the purchased option contracts; however the risk of loss is limited to the premium paid. Purchased options are reported as part of "Total Investments in Securities" in the Consolidated Statement of Assets and Liabilities. Premiums paid for purchasing options which expired are treated as realized losses. If the Fund sells an option, it sells to another party the right to buy from or sell to the Fund a specific amount of the underlying instrument or foreign currency, or futures contract on the underlying instrument or foreign currency, at an agreed-upon price during a period of time or on a specified date typically in exchange for a premium received by the Fund. When options are purchased OTC, the Fund bears the risk that the counterparty that wrote the option will be unable or unwilling to perform its obligations under the option contract. Options may also be illiquid and the Fund may have difficulty closing out its position. A decision as to whether, when and how to use options involves the exercise of skill and judgment and even a well-conceived option transaction may be unsuccessful because of market behavior or unexpected events. The prices of options can be highly volatile and the use of options can lower total returns.

which it will continually maintain cash or cash equivalents or other liquid portfolio securities equal in value to commitments to purchase securities on a forward commitment basis.

As of December 31, 2021, the Fund did not have any open PIPE contract.

The following table sets forth the fair value of the Fund's derivative contracts by primary risk exposure as of December 31, 2021:

Asset Derivatives
Consolidated
Statement of
Assets and
Liabilities Location

Primary Risk
Exposure

Value
(000)

Purchased Options

Investments, at Value
(Purchased Options)

Currency Risk

176

(a)

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

Change in Unrealized Appreciation (Depreciation)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(695	)(b)

(b) Amounts are included in Change in Unrealized Appreciation (Depreciation) on Investments in the Consolidated Statement of Operations.

At December 31, 2021, the Fund's derivative assets and liabilities are as follows:

Gross Amounts of Assets and Liabilities Presented in the Consolidated Statement of Assets and Liabilities
Derivatives	Assets(c) (000)			Liabilities(c) (000)
Purchased Options	$	176	(a)	$	—

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(c) Absent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Consolidated Statement of Assets and Liabilities.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

The following table presents derivative financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Counterparty	Gross Asset Derivatives Presented in the Consolidated Statement of Assets and Liabilities (a) (000)		Financial Instrument (000)		Collateral Received(d) (000)			Net Amount (not less than $0) (000)
JP Morgan Chase Bank NA	$	176	$	—	$	(176	)	$	0

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(d) In some instances, the actual collateral received may be more than the amount shown here due to overcollateralization.

For the year ended December 31, 2021, the approximate average monthly amount outstanding for each derivative type is as follows:

Purchased Options:
Average monthly notional amount		125,569,000
Derivative Contract — PIPE:
Average monthly notional amount	$	2,312,000

6. Redemption Fees: The Fund will assess a 2% redemption fee on Class I shares, Class A shares, Class C shares and Class IS shares, which is paid directly to the Fund, for shares redeemed or exchanged within thirty days of purchase, subject to certain exceptions. The redemption fee is designed to protect the Fund and its remaining shareholders from the effects of short-term trading. These fees, if any, are included in the Consolidated Statements of Changes in Net Assets.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

8. Dividends and Distributions to Shareholders: Dividend income and distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income, if any, are declared and paid annually. Net realized capital gains, if any, are distributed at least annually.

First $1 billion				Over $1 billion
	0.90	%			0.85	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.88% of the Fund's average daily net assets.

such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $60,000 of advisory fees were waived and approximately $164,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

The Adviser has agreed to waive its advisory fees by the amount of advisory fees it receives from the Subsidiary.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $229,719,000 and $178,192,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $7,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	25,691			$	128,477			$	149,117			$	1

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	5,051

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

FASB ASC 740-10, "Income Taxes — Overall", sets forth a minimum threshold for consolidated financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Management has concluded there are no significant uncertain tax positions that would require recognition in the consolidated financial statements. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in "Interest Expense" and penalties in "Other Expenses" in the Consolidated Statement of Operations. The Fund files tax returns with the U.S. Internal Revenue Service, New York and various states. Each of the tax years in the two-year period ended December 31, 2021 remains subject to examination by taxing authorities.

The tax character of distributions paid may differ from the character of distributions shown for GAAP purposes due to short-term capital gains being treated as ordinary income for tax purposes. There were no distributions paid during fiscal years 2021 and 2020.

Permanent differences, primarily due to a net operating loss, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Accumulated Loss (000)				Paid-in- Capital (000)
$	3,024			$	(3,024	)

At December 31, 2021, the Fund had no distributable earnings on a tax basis.

At December 31, 2021, the Fund had available for federal income tax purposes unused short-term and long-term capital losses of approximately $29,534,000 and $1,121,000, respectively, that do not have an expiration date.

I. Credit Facility: The Company and other Morgan Stanley funds participated in a $300,000,000 committed, unsecured

revolving line of credit facility (the "Facility") with State Street. This Facility is to be used for temporary emergency purposes or funding of shareholder redemption requests. The interest rate on borrowings is based on the federal funds rate or 1 month LIBOR rate plus a spread. Effective April 19, 2021, the interest rate on borrowings is based on the federal funds effective rate or overnight bank funding rate plus a spread. The Facility also has a commitment fee of 0.25% per annum based on the unused portion of the Facility. During the year ended December 31, 2021, the Fund did not have any borrowings under the Facility.

K. Market Risk and Risks Relating to Certain Financial Instruments:

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Developing Opportunity Portfolio

Opinion on the Financial Statements

We have audited the accompanying consolidated statement of assets and liabilities of Developing Opportunity Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the consolidated portfolio of investments, as of December 31, 2021, and the related consolidated statements of operations and changes in net assets for the year then ended and the statement of changes in net assets for the period from February 14, 2020 (commencement of operations) through December 31, 2020, the consolidated financial highlights for the year ended December 31, 2021 and the financial highlights for the period from February 14, 2020 (commencement of operations) through December 31, 2020 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the consolidated financial position of Developing Opportunity Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the consolidated results of its operations and the consolidated changes in its net assets for the year then ended and the changes in its net assets for the year ended December 31, 2020 and its consolidated financial highlights for the year ended December 31, 2021 and its financial highlights for the period from February 14, 2020 (commencement of operations) through December 31, 2020, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds
in Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since August 2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since August 2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since January 2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds
in Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since January 2015

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since July 1991

Director of NVR, Inc. (home construction).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds
in Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since August 1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since August 2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since January 2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds
in Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and
Birth Year of Executive Officer

Position(s) Held
with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September 2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since June 1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since June 2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Sub-Adviser

Morgan Stanley Investment Management Company
23 Church Street
16-01 Capital Square, Singapore 049481

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIDOANN
3997408 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Emerging Markets Fixed Income Opportunities Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					7
Statement of Assets and Liabilities					13
Statement of Operations					15
Statements of Changes in Net Assets					16
Financial Highlights					18
Notes to Financial Statements					23
Report of Independent Registered Public Accounting Firm					32
Liquidity Risk Management Program					33
Federal Tax Notice					34
U.S. Customer Privacy Notice					35
Director and Officer Information					38

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Emerging Markets Fixed Income Opportunities Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

Emerging Markets Fixed Income Opportunities Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Emerging Markets Fixed Income Opportunities Portfolio Class I	$	1,000.00	$	979.50	$	1,020.92	$	4.24	$	4.33		0.85	%
Emerging Markets Fixed Income Opportunities Portfolio Class A		1,000.00		978.10		1,019.16		5.98		6.11		1.20
Emerging Markets Fixed Income Opportunities Portfolio Class L		1,000.00		978.90		1,017.90		7.23		7.37		1.45
Emerging Markets Fixed Income Opportunities Portfolio Class C		1,000.00		975.70		1,015.38		9.71		9.91		1.95
Emerging Markets Fixed Income Opportunities Portfolio Class IS		1,000.00		980.90		1,021.07		4.09		4.18		0.82

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Emerging Markets Fixed Income Opportunities Portfolio

The Fund seeks high total return.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of –3.08%, net of fees. The Fund's Class I shares outperformed the Fund's benchmark, the J.P. Morgan Emerging Markets Blended Index (JEMB) — Equal Weighted (the "Index"), which returned –3.26%.

Factors Affecting Performance

• Emerging market (EM) fixed income debt returned –3.26% in 2021, as measured by the Index. Dollar-denominated corporates performed positively, outperforming dollar-denominated sovereign debt, which saw negative returns. EM domestic debt had the worst performance as EM currencies detracted.

• The upward move in U.S. Treasury yields during the first quarter of 2021 was driven mainly by higher inflation expectations, as the market focused on the "the reflation trade/commodity super cycle," supported by expectations of a booming economic rebound as some economies exit lockdown with pent-up demand, the larger-than-expected $1.9 billion U.S. fiscal relief package, and prospects of further expenditure in the form of President Biden's infrastructure program. However, the U.S. Treasury sell-off experienced in the first quarter reversed itself in the second quarter. At its policy meeting in June 2021, the Federal Reserve (Fed) surprised the market by signaling two rate hikes in 2023 (as opposed to expectations of no hike until 2024). Equity markets made new highs, amid a global macroeconomic backdrop that was also generally supportive for emerging markets. Risk appetite then receded later in the year, which was challenging for emerging markets assets, particularly in November when there was increased uncertainty around the omicron variant of COVID-19 and the prospects of Fed tightening.

• For the Fund during the period, the underweight allocation to EM corporate bonds and overweight allocation to EM domestic debt were positive for relative performance, while the underweight allocation to EM hard currency sovereign debt was negative.

• At the country level, overweight positions in China, Zambia and Kazakhstan contributed positively to relative performance, while the overweights to Russia and South Africa were negative. In terms of security selection, Russia and Mexico were additive to relative performance, while China and South Africa detracted.

• Derivative usage, aside from the use of currency forwards and bond futures to hedge interest rates, did not have a material impact on performance in the period.

Management Strategies

• We have adopted an opportunistic stance toward emerging market debt at the beginning of 2022. Though tighter global monetary policy, elevated inflation and uncertainty over the omicron variant may limit the scope for a sizable rally in risky assets, global growth has remained solid and commodity prices recovered in December 2021. Against such a backdrop, we believe there is room for high yield emerging markets credit to outperform investment grade credit. On the local debt side, even though emerging market currencies may face near-term challenges if dollar strength persists in early 2022, we believe some currencies look substantially undervalued (mainly in Latin America) and could outperform in a scenario where uncertainty subsides. In local rates, we prefer yield curves that are already pricing in aggressive monetary policy tightening.

• Potential developments that could turn our cautious stance more bullish include the prospects of growth-supportive policies in China, confirmation that the omicron variant is less severe than previously thought and/or that existing vaccines remain effective against it, and an easing of supply bottlenecks that could provide a respite to rising inflationary pressures globally, thereby reducing the need for tighter monetary policy. In addition, we continue to monitor idiosyncratic issues, including monetary policy developments in Turkey, the status of negotiations between Argentina and the International Monetary Fund over a new program, as well as geopolitical risks involving Russia and Ukraine.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Emerging Markets Fixed Income Opportunities Portfolio

* Minimum Investment for Class I shares

** Commenced Operations on May 24, 2012.

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, L, C and IS shares will vary from the performance of Class I shares based upon their different inception dates and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the J.P. Morgan Emerging Markets Blended Index (JEMB) — Equal Weighted⁽¹⁾, the Emerging Markets Fixed Income Blend Index⁽²⁾ and the Lipper Emerging Markets Hard Currency Debt Funds Index⁽³⁾

	Period Ended December 31, 2021 Total Returns⁽⁴⁾
				Average Annual
	One Year			Five Years			Ten Years		Since Inception⁽⁸⁾
Fund — Class I Shares w/o sales charges⁽⁵⁾		–3.08	%		4.06	%		—		4.04	%
Fund — Class A Shares w/o sales charges⁽⁵⁾		–3.43			3.69			—		3.69
Fund — Class A Shares with maximum 3.25% sales charges⁽⁵⁾		–6.59			3.02			—		3.33
Fund — Class L Shares w/o sales charges⁽⁵⁾		–3.51			3.47			—		3.42
Fund — Class C Shares w/o sales charges⁽⁷⁾		–4.17			2.94			—		2.78
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁷⁾		–5.09			2.94			—		2.78
Fund — Class IS Shares w/o sales charges⁽⁶⁾		–3.04			4.11			—		4.38
J.P. Morgan Emerging Markets Blended Index (JEMB) — Equal Weighted		–3.26			4.33			—		3.69
Emerging Markets Fixed Income Blend Index		–3.26			4.21			—		4.50
Lipper Emerging Markets Hard Currency Debt Funds Index		–2.51			3.60			—		3.74

⁽¹⁾ The J.P. Morgan Emerging Markets Blended Index (JEMB) — Equal Weighted is blend of 1/3 J.P. Morgan Emerging Markets Bond Global Diversified Index (EMBI Global Diversified Index) (a benchmark that tracks total returns for U.S. dollar-denominated debt instruments issued by emerging markets sovereign and quasi-sovereign entities but limits the weights of countries with larger debt stocks by only including a specified portion of these countries' eligible current face amounts of debt outstanding), 1/3 J.P. Morgan Government Bond Index- Emerging Markets Global Diversified Index (GBI-EM Global Diversified Index) (a benchmark that tracks local currency government bonds issued by emerging markets) and 1/3 J.P. Morgan Corporate Emerging Markets Bond Index Broad Diversified (CEMBI Broad Diversified Index) (a benchmark that tracks performance of corporate issued debt instruments issued by emerging markets). The Index is unmanaged and its returns do not include any sales charges or fees. Such costs would lower performance. It is not possible to invest directly in an index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Emerging Markets Fixed Income Opportunities Portfolio

⁽²⁾ The Emerging Markets Fixed Income Blend Index is a performance linked benchmark of the old and new benchmarks of the Fund. The old benchmark represented by J.P. Morgan Emerging Markets Bond Global Index (EMBI Global Index) (a benchmark that tracks total returns for U.S. dollar-denominated debt instruments issued by emerging markets sovereign and quasi-sovereign entities) for period from the Fund's inception to September 25, 2015 and the Blended Index which consists of 1/3 J.P. Morgan EMBI Global Index, 1/3 J.P. Morgan GBI-EM Global Diversified Index, 1/3 J.P. Morgan CEMBI Broad Diversified Index for periods from September 26, 2015 to December 31, 2019 and the new benchmark J.P. Morgan Emerging Markets Blended Index (JEMB)- Equal Weighted for periods thereafter. The Index is unmanaged and its 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 Emerging Markets Hard Currency Debt Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Emerging Markets Hard Currency Debt 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. As of the date of this report, the Fund was in the Lipper Emerging Markets Hard Currency Debt Funds classification.

⁽⁵⁾ Commenced operations on May 24, 2012.

⁽⁶⁾ Commenced offering on September 13, 2013.

⁽⁷⁾ Commenced offering on April 30, 2015.

⁽⁸⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

Emerging Markets Fixed Income Opportunities Portfolio

	Face Amount (000)		Value (000)
Fixed Income Securities (96.0%)
Angola (0.9%)
Sovereign (0.9%)
Angolan Government International Bond,
8.00%, 11/26/29	$	320	$	317
Argentina (0.8%)
Corporate Bond (0.4%)
Pampa Energia SA,
9.13%, 4/15/29 (a)		150		133
Sovereign (0.4%)
Argentine Republic Government International Bond,
0.50%, 7/9/30 (b)		127		45
1.00%, 7/9/29		24		9
1.13%, 7/9/35 (b)		232		74
				128
				261
Armenia (1.4%)
Corporate Bond (0.8%)
Ardshinbank CJSC Via Dilijan Finance BV,
6.50%, 1/28/25 (a)		270		265
Sovereign (0.6%)
Republic of Armenia International Bond,
3.95%, 9/26/29		200		195
				460
Brazil (5.5%)
Corporate Bonds (2.3%)
Iochpe-Maxion Austria GmbH/Maxion Wheels de Mexico S de RL de CV,
5.00%, 5/7/28 (a)		200		196
MARB BondCo PLC,
3.95%, 1/29/31 (a)		200		191
MercadoLibre, Inc.,
3.13%, 1/14/31		200		189
Movida Europe SA,
5.25%, 2/8/31 (a)		200		185
Suzano Austria GmbH,
3.75%, 1/15/31		40		41
				802
Sovereign (3.2%)
Brazil Notas do Tesouro Nacional, Series F,
10.00%, 1/1/23 - 1/1/27	BRL	5,400		908
Brazilian Government International Bond,
3.88%, 6/12/30	$	200		194
				1,102
				1,904
Burkina Faso (0.6%)
Corporate Bond (0.6%)
Endeavour Mining PLC,
5.00%, 10/14/26 (a)		200		199

	Face Amount (000)		Value (000)
Chile (3.7%)
Corporate Bonds (2.4%)
ATP Tower Holdings LLC/Andean Tower Partners Colombia SAS/Andean Telecom Par,
4.05%, 4/27/26 (a)	$	200	$	199
Cencosud SA,
4.38%, 7/17/27		200		215
Colbun SA,
3.15%, 3/6/30 (a)		200		200
Kenbourne Invest SA,
4.70%, 1/22/28 (a)		200		196
				810
Sovereign (1.3%)
Bonos de la Tesoreria de la Republica en pesos,
2.30%, 10/1/28 (a)	CLP	130,000		125
4.50%, 3/1/26		90,000		102
Chile Government International Bond,
3.50%, 1/25/50	$	200		208
				435
				1,245
China (5.9%)
Corporate Bonds (1.9%)
Country Garden Holdings Co., Ltd.,
7.25%, 4/8/26		260		257
Huarong Finance Co. Ltd.,
3.88%, 11/13/29		200		195
Huarong Finance II Co. Ltd.,
4.63%, 6/3/26		200		207
				659
Sovereign (4.0%)
China Government Bond,
2.68%, 5/21/30	CNY	2,820		436
3.13%, 11/21/29		4,900		784
3.29%, 10/18/23		940		150
				1,370
				2,029
Colombia (4.1%)
Corporate Bonds (2.3%)
Banco GNB Sudameris SA,
7.50%, 4/16/31 (a)	$	200		199
Canacol Energy Ltd.,
5.75%, 11/24/28 (a)		200		200
Grupo Aval Ltd.,
4.38%, 2/4/30 (a)		200		192
SierraCol Energy Andina LLC,
6.00%, 6/15/28 (a)		200		188
				779

The accompanying notes are an integral part of the financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments (cont'd)

Emerging Markets Fixed Income Opportunities Portfolio

	Face Amount (000)		Value (000)
Sovereign (1.8%)
Colombia Government International Bond,
4.13%, 5/15/51	$	200	$	163
Colombian TES, Series B
6.00%, 4/28/28	COP	588,800		131
7.00%, 6/30/32		253,800		57
7.50%, 8/26/26		686,600		168
10.00%, 7/24/24		332,400		87
				606
				1,385
Costa Rica (0.6%)
Sovereign (0.6%)
Costa Rica Government International Bond,
7.16%, 3/12/45	$	200		198
Czech Republic (0.4%)
Sovereign (0.4%)
Czech Republic Government Bond,
1.20%, 3/13/31	CZK	3,440		136
Dominican Republic (1.5%)
Sovereign (1.5%)
Dominican Republic International Bond,
5.30%, 1/21/41 (a)	$	300		297
9.75%, 6/5/26 (a)	DOP	10,550		205
				502
Ecuador (0.9%)
Sovereign (0.9%)
Ecuador Government International Bond,
0.00%, 7/31/30 (a)	$	20		12
0.50%, 7/31/40 (a)(b)		100		59
0.50%, 7/31/40 (b)		170		100
1.00%, 7/31/35 (a)(b)		103		68
5.00%, 7/31/30 (a)(b)		83		69
				308
Egypt (4.1%)
Corporate Bond (1.2%)
African Export-Import Bank (The),
3.99%, 9/21/29 (a)		390		403
Sovereign (2.9%)
Egypt Government Bond,
13.77%, 1/5/24	EGP	5,012		318
14.06%, 1/12/26		4,020		255
Egypt Government International Bond,
6.38%, 4/11/31 (a)	EUR	230		242
7.50%, 2/16/61 (a)	$	200		164
				979
				1,382
El Salvador (0.2%)
Sovereign (0.2%)
El Salvador Government International Bond,
7.12%, 1/20/50 (a)		150		83

	Face Amount (000)		Value (000)
Ghana (2.0%)
Corporate Bonds (1.0%)
Kosmos Energy Ltd.,
7.13%, 4/4/26 (a)	$	200	$	194
Tullow Oil PLC,
7.00%, 3/1/25		200		164
				358
Sovereign (1.0%)
Ghana Government International Bond,
7.75%, 4/7/29		220		185
8.88%, 5/7/42 (a)		200		163
				348
				706
Hungary (1.0%)
Sovereign (1.0%)
Hungary Government Bond,
3.00%, 8/21/30	HUF	73,470		203
6.00%, 11/24/23		44,630		142
				345
India (0.7%)
Corporate Bond (0.7%)
Greenko Investment Co.,
4.88%, 8/16/23 (a)	$	240		243
Indonesia (3.3%)
Sovereign (3.3%)
Indonesia Government International Bond,
4.45%, 4/15/70		230		273
Indonesia Treasury Bond,
6.50%, 6/15/25 - 2/15/31	IDR	4,633,000		337
7.00%, 9/15/30		356,000		26
7.50%, 6/15/35		1,991,000		147
8.38%, 4/15/39		3,200,000		254
8.75%, 5/15/31		1,310,000		106
				1,143
Israel (1.1%)
Corporate Bonds (1.1%)
Bank Hapoalim BM,
3.26%, 1/21/32 (a)	$	200		199
Energean Israel Finance Ltd.,
4.88%, 3/30/26 (a)		165		164
				363
Ivory Coast (0.4%)
Sovereign (0.4%)
Ivory Coast Government International Bond,
4.88%, 1/30/32 (a)	EUR	140		154
Jordan (0.6%)
Sovereign (0.6%)
Jordan Government International Bond,
7.38%, 10/10/47 (a)	$	200		203

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments (cont'd)

Emerging Markets Fixed Income Opportunities Portfolio

	Face Amount (000)		Value (000)
Kazakhstan (0.7%)
Sovereign (0.7%)
Development Bank of Kazakhstan JSC,
10.95%, 5/6/26 (a)	KZT	100,000	$	229
Lebanon (0.1%)
Sovereign (0.1%)
Lebanon Government International Bond,
6.85%, 3/23/27 (c)(d)	$	266		29
Malaysia (2.8%)
Sovereign (2.8%)
Malaysia Government Bond,
3.76%, 5/22/40	MYR	950		218
3.96%, 9/15/25		1,043		258
4.18%, 7/15/24		762		189
4.23%, 6/30/31		616		155
4.50%, 4/15/30		559		143
				963
Mexico (14.2%)
Corporate Bonds (5.5%)
Alsea SAB de CV,
7.75%, 12/14/26 (a)	$	200		208
Banco Mercantil del Norte SA,
5.88%, 1/24/27 (a)(e)		200		200
Cemex SAB de CV,
5.13%, 8/6/26 (a)(e)		200		207
Financiera Independencia SAB de CV SOFOM ENR,
8.00%, 7/19/24 (a)		250		213
Total Play Telecomunicaciones SA de CV,
6.38%, 9/20/28 (a)		200		189
7.50%, 11/12/25		200		205
7.50%, 11/12/25 (a)		200		205
Trust Fibra Uno,
6.39%, 1/15/50 (a)		240		280
Unifin Financiera SAB de CV,
9.88%, 1/28/29 (a)		200		169
				1,876
Sovereign (8.7%)
Banco Nacional de Comercio Exterior SNC,
2.72%, 8/11/31 (a)		200		198
Mexican Bonos,
10.00%, 12/5/24	MXN	1,388		73
Series M
7.50%, 6/3/27		15,372		753
7.75%, 5/29/31		12,030		594
8.00%, 12/7/23		2,072		103
10.00%, 12/5/24		2,321		121
Petroleos Mexicanos,
6.70%, 2/16/32 (a)	$	631		639
6.95%, 1/28/60		535		479
				2,960
				4,836

	Face Amount (000)		Value (000)
Moldova (0.6%)
Corporate Bond (0.6%)
Aragvi Finance International DAC,
8.45%, 4/29/26 (a)	$	200	$	206
Mongolia (0.5%)
Sovereign (0.5%)
Mongolia Government International Bond,
4.45%, 7/7/31 (a)		200		190
Nigeria (5.1%)
Corporate Bonds (4.5%)
Access Bank PLC,
9.13%, 7/10/26 (a)(e)		200		197
Fidelity Bank PLC,
7.63%, 10/28/26 (a)		200		197
10.50%, 10/16/22 (a)		220		228
First Bank of Nigeria Ltd. Via FBN Finance Co. BV,
8.63%, 10/27/25 (a)		200		212
IHS Netherlands Holdco BV,
8.00%, 9/18/27 (a)		270		287
SEPLAT Energy PLC,
7.75%, 4/1/26 (a)		210		210
United Bank for Africa PLC,
6.75%, 11/19/26 (a)		200		201
				1,532
Sovereign (0.6%)
Nigeria Government International Bond,
7.38%, 9/28/33 (a)		200		191
				1,723
Oman (0.7%)
Sovereign (0.7%)
Oman Government International Bond,
6.25%, 1/25/31 (a)		210		230
Panama (0.6%)
Corporate Bond (0.6%)
AES Panama Generation Holdings SRL,
4.38%, 5/31/30 (a)		200		209
Paraguay (0.6%)
Corporate Bond (0.6%)
Frigorifico Concepcion SA,
7.70%, 7/21/28 (a)		200		202
Peru (1.9%)
Corporate Bonds (1.2%)
InRetail Consumer,
3.25%, 3/22/28 (a)		200		199
Lima Metro Line 2 Finance Ltd.,
4.35%, 4/5/36 (a)		195		206
				405

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments (cont'd)

Emerging Markets Fixed Income Opportunities Portfolio

	Face Amount (000)		Value (000)
Sovereign (0.7%)
Peru Government Bond,
5.40%, 8/12/34	PEN	259	$	59
5.94%, 2/12/29		742		191
6.15%, 8/12/32		1		—	@
				250
				655
Poland (2.0%)
Sovereign (2.0%)
Republic of Poland Government Bond,
3.25%, 7/25/25	PLN	958		234
4.00%, 10/25/23		455		114
5.75%, 9/23/22		1,370		349
				697
Qatar (0.9%)
Sovereign (0.9%)
Qatar Government International Bond,
4.82%, 3/14/49 (a)	$	230		302
Romania (1.3%)
Sovereign (1.3%)
Romania Government Bond,
4.75%, 2/24/25 - 10/11/34	RON	1,590		359
Romanian Government International Bond,
1.75%, 7/13/30 (a)	EUR	80		85
				444
Russia (5.7%)
Corporate Bonds (1.5%)
Alfa Bank AO Via Alfa Bond Issuance PLC,
5.95%, 4/15/30	$	300		301
Credit Bank of Moscow Via CBOM Finance PLC,
7.63%, 4/4/27 (a)(e)		220		205
				506
Sovereign (4.2%)
Russian Federal Bond — OFZ,
6.90%, 5/23/29	RUB	37,491		462
7.70%, 3/23/33		54,377		698
Russian Foreign Bond — Eurobond,
5.63%, 4/4/42	$	200		261
				1,421
				1,927
Saudi Arabia (0.6%)
Corporate Bond (0.6%)
SA Global Sukuk Ltd.,
2.69%, 6/17/31 (a)		200		202
Senegal (1.1%)
Sovereign (1.1%)
Senegal Government International Bond,
6.25%, 5/23/33 (a)		350		361

	Face Amount (000)		Value (000)
South Africa (4.0%)
Sovereign (4.0%)
Republic of South Africa Government Bond,
8.25%, 3/31/32	ZAR	3,317	$	188
8.75%, 1/31/44		820		43
9.00%, 1/31/40		21,018		1,143
				1,374
Sri Lanka (0.7%)
Sovereign (0.7%)
Sri Lanka Government International Bond,
7.55%, 3/28/30	$	500		251
Supranational (0.7%)
Banque Ouest Africaine de Developpement,
2.75%, 1/22/33 (a)	EUR	200		240
Tanzania, United Republic of (0.6%)
Corporate Bond (0.6%)
HTA Group Ltd.,
7.00%, 12/18/25 (a)	$	200		209
Thailand (1.9%)
Sovereign (1.9%)
Thailand Government Bond,
3.63%, 6/16/23	THB	9,000		281
4.88%, 6/22/29		10,144		368
				649
Togo (0.6%)
Corporate Bond (0.6%)
Ecobank Transnational, Inc.,
8.75%, 6/17/31	$	200		198
Turkey (1.4%)
Corporate Bond (0.5%)
Limak Iskenderun Uluslararasi Liman Isletmeciligi,
9.50%, 7/10/36 (a)		200		185
Sovereign (0.9%)
Turkey Government Bond,
8.00%, 3/12/25	TRY	1,143		58
10.50%, 8/11/27		1,236		55
10.70%, 8/17/22		58		4
11.00%, 3/2/22		190		14
Turkey Government International Bond,
5.88%, 6/26/31	$	200		178
				309
				494
Ukraine (2.8%)
Corporate Bond (0.5%)
NPC Ukrenergo,
6.88%, 11/9/26 (a)		200		176

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments (cont'd)

Emerging Markets Fixed Income Opportunities Portfolio

	Face Amount (000)		Value (000)
Sovereign (2.3%)
NAK Naftogaz Ukraine via Kondor Finance PLC,
7.13%, 7/19/24	EUR	200	$	207
Ukraine Government International Bond,
6.88%, 5/21/29	$	250		222
7.75%, 9/1/26		380		363
				792
				968
United Arab Emirates (1.9%)
Corporate Bonds (1.3%)
DP World Salaam,
6.00%, 1/10/25 (e)		200		217
Galaxy Pipeline Assets Bidco Ltd.,
3.25%, 9/30/40 (a)		230		233
				450
Sovereign (0.6%)
Abu Dhabi Government International Bond,
3.13%, 4/16/30		200		217
				667
Uzbekistan (0.6%)
Sovereign (0.6%)
Republic of Uzbekistan International Bond,
3.70%, 11/25/30 (a)		200		192
Venezuela (0.2%)
Sovereign (0.2%)
Petroleos de Venezuela SA,
6.00%, 11/15/26 (c)(d)		1,582		65
Zambia (1.5%)
Sovereign (1.5%)
Zambia Government Bond,
11.00%, 1/25/26	ZMW	3,680		169
13.00%, 1/25/31		5,290		205
Zambia Government International Bond,
5.38%, 9/20/22	$	200		150
				524
Total Fixed Income Securities (Cost $35,132)				32,802
	No. of Warrants
Warrant (0.0%) (f)
Venezuela (0.0%) (f)
Venezuela Government International Bond, Oil-Linked Payment Obligation 0.00%, expires 4/15/20 (g) (Cost $—)		495		1
	Shares
Short-Term Investments (1.7%)
Investment Company (0.9%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $293)		293,200		293

	Face Amount (000)		Value (000)
Egypt (0.7%)
Sovereign (0.7%)
Egypt Treasury Bill,
12.95%, 9/13/22 (Cost $231)	EGP	3,950	$	232
U.S. Treasury Security (0.1%)
U.S. Treasury Bill,
0.06%, 7/14/22 (h) (Cost $30)	$	30		30
Total Short-Term Investments (Cost $554)				555
Total Investments (97.7%) (Cost $35,686) (i)(j)				33,358
Other Assets in Excess of Liabilities (2.3%)				793
Net Assets (100.0%)			$	34,151

(a) 144A security — Certain conditions for public sale may exist. Unless otherwise noted, these securities are deemed to be liquid.

(b) Multi-step — Coupon rate changes in predetermined increments to maturity. Rate disclosed is as of December 31, 2021. Maturity date disclosed is the ultimate maturity date.

(d) Issuer in bankruptcy.

(e) Perpetual — One or more securities do not have a predetermined maturity date. Rates for these securities are fixed for a period of time, after which they revert to a floating rate. Interest rates in effect are as of December 31, 2021.

(f) Amount is less than 0.05%.

(g) Perpetual maturity date. Date disclosed is the last expiration date.

(h) Rate shown is the yield to maturity at December 31, 2021.

(i) Securities are available for collateral in connection with open foreign currency forward exchange contracts.

(j) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $35,954,000. The aggregate gross unrealized appreciation is approximately $851,000 and the aggregate gross unrealized depreciation is approximately $3,455,000, resulting in net unrealized depreciation of approximately $2,604,000.

@ Value is less than $500.

OFZ Obilgatsyi Federal'novo Zaima (Russian Federal Loan Obligation).

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments (cont'd)

Emerging Markets Fixed Income Opportunities Portfolio

Foreign Currency Forward Exchange Contracts:

The Fund had the following foreign currency forward exchange contracts open at December 31, 2021:

Counterparty	Contracts to Deliver (000)		In Exchange For (000)		Delivery Date	Unrealized Appreciation (Depreciation) (000)
Australia and New Zealand Banking Group	$	23	CNH	145	2/18/22	$	—	@
Bank of America NA	EUR	472	$	534	2/18/22		(4	)
Bank of America NA	$	95	HUF	31,285	2/18/22		1
Barclays Bank PLC	EUR	870	$	987	2/18/22		(5	)
BNP Paribas SA	EUR	472	$	534	2/18/22		(5	)
BNP Paribas SA	$	414	CZK	9,240	2/18/22		7
BNP Paribas SA	$	180	CZK	4,110	2/18/22		7
BNP Paribas SA	$	169	PLN	710	2/18/22		6
BNP Paribas SA	$	81	PLN	330	2/18/22		1
Citibank NA	$	131	HUF	42,250	2/18/22		(1	)
Goldman Sachs International	$	121	MXN	2,600	2/18/22		5
HSBC Bank PLC	$	204	CNH	1,310	2/18/22		2
HSBC Bank PLC	$	95	HUF	31,285	2/18/22		1
HSBC Bank PLC	$	24	PLN	100	2/18/22		1
HSBC Bank PLC	$	170	PLN	710	2/18/22		6
HSBC Bank PLC	ZAR	1,683	$	104	2/18/22		(1	)
HSBC Bank PLC	ZAR	2,534	$	154	2/18/22		(4	)
HSBC Bank PLC	ZAR	2,533	$	155	2/18/22		(3	)
JPMorgan Chase Bank NA	MXN	7,450	$	354	2/18/22		(7	)
JPMorgan Chase Bank NA	ZAR	2,400	$	153	2/18/22		3
Royal Bank of Canada	$	180	CZK	4,110	2/18/22		7
UBS AG	IDR	750,000	$	52	2/18/22		—	@
						$	17

@ Value is less than $500.

BRL — Brazilian Real

CLP — Chilean Peso

CNH — Chinese Yuan Renminbi Offshore

CNY — Chinese Yuan Renminbi

COP — Colombian Peso

CZK — Czech Koruna

DOP — Dominican Peso

EGP — Egyptian Pound

EUR — Euro

HUF — Hungarian Forint

IDR — Indonesian Rupiah

KZT — Kazakhstan Tenge

MXN — Mexican Peso

MYR — Malaysian Ringgit

PEN — Peruvian Nuevo Sol

PLN — Polish Zloty

RON — Romanian New Leu

RUB — Russian Ruble

THB — Thai Baht

TRY — Turkish Lira

ZAR — South African Rand

ZMW — Zambian Kwacha

Portfolio Composition

Classification	Percentage of Total Investments
Sovereign		63.5	%
Corporate Bonds		34.1
Other*		2.4
Total Investments		100.0	%**

* Industries and/or investment types representing less than 5% of total investments.

** Does not include open foreign currency forward exchange contracts with net unrealized appreciation of approximately $17,000.

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Emerging Markets Fixed Income Opportunities Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $35,393)	$	33,065
Investment in Security of Affiliated Issuer, at Value (Cost $293)		293
Total Investments in Securities, at Value (Cost $35,686)		33,358
Foreign Currency, at Value (Cost $231)		229
Interest Receivable		589
Unrealized Appreciation on Foreign Currency Forward Exchange Contracts		47
Due from Adviser		41
Tax Reclaim Receivable		30
Receivable from Affiliate		—	@
Receivable for Fund Shares Sold		—	@
Other Assets		35
Total Assets		34,329
Liabilities:
Payable for Professional Fees		56
Deferred Capital Gain Country Tax		38
Unrealized Depreciation on Foreign Currency Forward Exchange Contracts		30
Payable for Custodian Fees		18
Payable for Sub Transfer Agency Fees — Class I		4
Payable for Sub Transfer Agency Fees — Class A		—	@
Payable for Sub Transfer Agency Fees — Class L		—	@
Payable for Sub Transfer Agency Fees — Class C		—	@
Payable for Transfer Agency Fees — Class I		1
Payable for Transfer Agency Fees — Class A		1
Payable for Transfer Agency Fees — Class L		—	@
Payable for Transfer Agency Fees — Class C		—	@
Payable for Transfer Agency Fees — Class IS		—	@
Payable for Administration Fees		2
Payable for Shareholder Services Fees — Class A		1
Payable for Distribution and Shareholder Services Fees — Class L		—	@
Payable for Distribution and Shareholder Services Fees — Class C		—	@
Other Liabilities		27
Total Liabilities		178
Net Assets	$	34,151
Net Assets Consist of:
Paid-in-Capital	$	42,820
Total Accumulated Loss		(8,669	)
Net Assets	$	34,151

The accompanying notes are an integral part of the financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Emerging Markets Fixed Income Opportunities Portfolio

Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	32,260
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		3,812,001
Net Asset Value, Offering and Redemption Price Per Share	$	8.46
CLASS A:
Net Assets	$	1,392
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		164,692
Net Asset Value, Redemption Price Per Share	$	8.45
Maximum Sales Load		3.25	%
Maximum Sales Charge	$	0.28
Maximum Offering Price Per Share	$	8.73
CLASS L:
Net Assets	$	150
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		17,703
Net Asset Value, Offering and Redemption Price Per Share	$	8.46
CLASS C:
Net Assets	$	330
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		39,168
Net Asset Value, Offering and Redemption Price Per Share	$	8.43
CLASS IS:
Net Assets	$	19
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		2,235
Net Asset Value, Offering and Redemption Price Per Share	$	8.47

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Emerging Markets Fixed Income Opportunities Portfolio

Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Interest from Securities of Unaffiliated Issuers (Net of $43 of Foreign Taxes Withheld)	$	2,324
Dividends from Security of Affiliated Issuer (Note G)		—	@
Total Investment Income		2,324
Expenses:
Advisory Fees (Note B)		285
Professional Fees		157
Registration Fees		71
Administration Fees (Note C)		30
Custodian Fees (Note F)		24
Sub Transfer Agency Fees — Class I		16
Sub Transfer Agency Fees — Class A		2
Sub Transfer Agency Fees — Class L		—	@
Sub Transfer Agency Fees — Class C		—	@
Shareholder Reporting Fees		17
Pricing Fees		16
Shareholder Services Fees — Class A (Note D)		8
Distribution and Shareholder Services Fees — Class L (Note D)		2
Distribution and Shareholder Services Fees — Class C (Note D)		5
Transfer Agency Fees — Class I (Note E)		4
Transfer Agency Fees — Class A (Note E)		3
Transfer Agency Fees — Class L (Note E)		2
Transfer Agency Fees — Class C (Note E)		2
Transfer Agency Fees — Class IS (Note E)		2
Directors' Fees and Expenses		4
Other Expenses		25
Total Expenses		675
Waiver of Advisory Fees (Note B)		(285	)
Expenses Reimbursed by Adviser (Note B)		(32	)
Reimbursement of Class Specific Expenses — Class I (Note B)		(10	)
Reimbursement of Class Specific Expenses — Class A (Note B)		(1	)
Reimbursement of Class Specific Expenses — Class L (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class C (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(2	)
Rebate from Morgan Stanley Affiliate (Note G)		(1	)
Net Expenses		340
Net Investment Income		1,984
Realized Gain (Loss):
Investments Sold (Net of $19 of Capital Gain Country Tax)		231
Foreign Currency Forward Exchange Contracts		87
Foreign Currency Translation		(20	)
Net Realized Gain		298
Change in Unrealized Appreciation (Depreciation):
Investments (Net of Decrease in Deferred Capital Gain Country Tax of $76)		(3,484	)
Foreign Currency Forward Exchange Contracts		24
Foreign Currency Translation		(17	)
Net Change in Unrealized Appreciation (Depreciation)		(3,477	)
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		(3,179	)
Net Decrease in Net Assets Resulting from Operations	$	(1,195	)

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Emerging Markets Fixed Income Opportunities Portfolio

Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Income	$	1,984		$	2,304
Net Realized Gain (Loss)		298			(2,303	)
Net Change in Unrealized Appreciation (Depreciation)		(3,477	)		(842	)
Net Decrease in Net Assets Resulting from Operations		(1,195	)		(841	)
Dividends and Distributions to Shareholders:
Class I		(1,587	)		(1,008	)
Class A		(149	)		(75	)
Class L		(15	)		(14	)
Class C		(17	)		(8	)
Class IS		(1	)		(1	)
Paid-in-Capital:
Class I		—			(1,137	)
Class A		—			(84	)
Class L		—			(16	)
Class C		—			(10	)
Class IS		—			(1	)
Total Dividends and Distributions to Shareholders		(1,769	)		(2,354	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		5,885			2,814
Distributions Reinvested		1,582			2,140
Redeemed		(7,849	)		(24,914	)
Class A:
Subscribed		628			2,384
Distributions Reinvested		149			159
Redeemed		(2,435	)		(1,124	)
Class L:
Distributions Reinvested		15			31
Redeemed		(425	)		(188	)
Class C:
Subscribed		198			127
Distributions Reinvested		17			18
Redeemed		(322	)		(182	)
Class IS:
Distributions Reinvested		1			1
Net Decrease in Net Assets Resulting from Capital Share Transactions		(2,556	)		(18,734	)
Redemption Fees		—	@		—	@
Total Decrease in Net Assets		(5,520	)		(21,929	)
Net Assets:
Beginning of Period		39,671			61,600
End of Period	$	34,151		$	39,671

The accompanying notes are an integral part of the financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Emerging Markets Fixed Income Opportunities Portfolio

Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		676			318
Shares Issued on Distributions Reinvested		183			258
Shares Redeemed		(895	)		(3,008	)
Net Decrease in Class I Shares Outstanding		(36	)		(2,432	)
Class A:
Shares Subscribed		71			257
Shares Issued on Distributions Reinvested		17			19
Shares Redeemed		(287	)		(144	)
Net Increase (Decrease) in Class A Shares Outstanding		(199	)		132
Class L:
Shares Issued on Distributions Reinvested		1			4
Shares Redeemed		(48	)		(22	)
Net Decrease in Class L Shares Outstanding		(47	)		(18	)
Class C:
Shares Subscribed		22			14
Shares Issued on Distributions Reinvested		2			2
Shares Redeemed		(37	)		(21	)
Net Decrease in Class C Shares Outstanding		(13	)		(5	)
Class IS:
Shares Issued on Distributions Reinvested		—	@@		—	@@

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Emerging Markets Fixed Income Opportunities Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	9.16		$	9.25		$	8.52		$	9.68		$	9.07
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.47			0.44			0.51			0.57			0.65
Net Realized and Unrealized Gain (Loss)		(0.75	)		(0.06	)		0.70			(1.24	)		0.52
Total from Investment Operations		(0.28	)		0.38			1.21			(0.67	)		1.17
Distributions from and/or in Excess of:
Net Investment Income		(0.42	)		(0.22	)		(0.43	)		(0.49	)		(0.56	)
Paid-in-Capital		—			(0.25	)		(0.05	)		—			—
Total Distributions		(0.42	)		(0.47	)		(0.48	)		(0.49	)		(0.56	)
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	8.46		$	9.16		$	9.25		$	8.52		$	9.68
Total Return⁽³⁾		(3.08	)%		4.69	%		14.41	%		(6.93	)%		12.94	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	32,260		$	35,262		$	58,152		$	32,575		$	22,219
Ratio of Expenses Before Expense Limitation		1.71	%		1.53	%		1.39	%		1.98	%		2.01	%
Ratio of Expenses After Expense Limitation		0.85	%⁽⁴⁾		0.84	%⁽⁴⁾		0.83	%⁽⁴⁾		0.84	%⁽⁴⁾		0.83	%⁽⁴⁾
Ratio of Net Investment Income		5.28	%⁽⁴⁾		5.05	%⁽⁴⁾		5.65	%⁽⁴⁾		6.24	%⁽⁴⁾		6.73	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.02	%		0.01	%		0.01	%
Portfolio Turnover Rate		64	%		54	%		58	%		47	%		77	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
18

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Emerging Markets Fixed Income Opportunities Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	9.15		$	9.24		$	8.51		$	9.67		$	9.06
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.43			0.41			0.48			0.52			0.61
Net Realized and Unrealized Gain (Loss)		(0.74	)		(0.06	)		0.70			(1.22	)		0.52
Total from Investment Operations		(0.31	)		0.35			1.18			(0.70	)		1.13
Distributions from and/or in Excess of:
Net Investment Income		(0.39	)		(0.19	)		(0.40	)		(0.46	)		(0.52	)
Paid-in-Capital		—			(0.25	)		(0.05	)		—			—
Total Distributions		(0.39	)		(0.44	)		(0.45	)		(0.46	)		(0.52	)
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	8.45		$	9.15		$	9.24		$	8.51		$	9.67
Total Return⁽³⁾		(3.43	)%		4.33	%		14.03	%		(7.29	)%		12.54	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	1,392		$	3,325		$	2,141		$	1,306		$	1,150
Ratio of Expenses Before Expense Limitation		2.06	%		1.87	%		1.81	%		2.49	%		2.51	%
Ratio of Expenses After Expense Limitation		1.20	%⁽⁴⁾		1.19	%⁽⁴⁾		1.18	%⁽⁴⁾		1.19	%⁽⁴⁾		1.19	%⁽⁴⁾
Ratio of Net Investment Income		4.93	%⁽⁴⁾		4.72	%⁽⁴⁾		5.31	%⁽⁴⁾		5.74	%⁽⁴⁾		6.37	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.02	%		0.01	%		0.01	%
Portfolio Turnover Rate		64	%		54	%		58	%		47	%		77	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
19

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Emerging Markets Fixed Income Opportunities Portfolio

	Class L
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	9.14		$	9.23		$	8.50		$	9.65		$	9.05
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.41			0.39			0.46			0.50			0.59
Net Realized and Unrealized Gain (Loss)		(0.73	)		(0.06	)		0.70			(1.22	)		0.51
Total from Investment Operations		(0.32	)		0.33			1.16			(0.72	)		1.10
Distributions from and/or in Excess of:
Net Investment Income		(0.36	)		(0.17	)		(0.38	)		(0.43	)		(0.50	)
Paid-in-Capital		—			(0.25	)		(0.05	)		—			—
Total Distributions		(0.36	)		(0.42	)		(0.43	)		(0.43	)		(0.50	)
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	8.46		$	9.14		$	9.23		$	8.50		$	9.65
Total Return⁽³⁾		(3.51	)%		4.06	%		13.76	%		(7.52	)%		12.28	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	150		$	589		$	764		$	727		$	842
Ratio of Expenses Before Expense Limitation		2.81	%		2.35	%		2.16	%		2.78	%		2.77	%
Ratio of Expenses After Expense Limitation		1.45	%⁽⁴⁾		1.44	%⁽⁴⁾		1.43	%⁽⁴⁾		1.44	%⁽⁴⁾		1.44	%⁽⁴⁾
Ratio of Net Investment Income		4.66	%⁽⁴⁾		4.48	%⁽⁴⁾		5.05	%⁽⁴⁾		5.51	%⁽⁴⁾		6.11	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.02	%		0.01	%		0.01	%
Portfolio Turnover Rate		64	%		54	%		58	%		47	%		77	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
20

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Emerging Markets Fixed Income Opportunities Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	9.13		$	9.21		$	8.50		$	9.65		$	9.05
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.37			0.34			0.41			0.46			0.50
Net Realized and Unrealized Gain (Loss)		(0.75	)		(0.05	)		0.70			(1.22	)		0.55
Total from Investment Operations		(0.38	)		0.29			1.11			(0.76	)		1.05
Distributions from and/or in Excess of:
Net Investment Income		(0.32	)		(0.12	)		(0.35	)		(0.39	)		(0.45	)
Paid-in-Capital		—			(0.25	)		(0.05	)		—			—
Total Distributions		(0.32	)		(0.37	)		(0.40	)		(0.39	)		(0.45	)
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	8.43		$	9.13		$	9.21		$	8.50		$	9.65
Total Return⁽³⁾		(4.17	)%		3.63	%		13.19	%		(7.98	)%		11.76	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	330		$	475		$	524		$	48		$	284
Ratio of Expenses Before Expense Limitation		3.24	%		3.05	%		2.92	%		3.79	%		3.84	%
Ratio of Expenses After Expense Limitation		1.95	%⁽⁴⁾		1.94	%⁽⁴⁾		1.93	%⁽⁴⁾		1.94	%⁽⁴⁾		1.94	%⁽⁴⁾
Ratio of Net Investment Income		4.18	%⁽⁴⁾		3.98	%⁽⁴⁾		4.54	%⁽⁴⁾		5.09	%⁽⁴⁾		5.18	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.02	%		0.01	%		0.01	%
Portfolio Turnover Rate		64	%		54	%		58	%		47	%		77	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
21

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Emerging Markets Fixed Income Opportunities Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	9.17		$	9.25		$	8.52		$	9.68		$	9.07
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.47			0.44			0.52			0.56			0.65
Net Realized and Unrealized Gain (Loss)		(0.75	)		(0.05	)		0.69			(1.23	)		0.52
Total from Investment Operations		(0.28	)		0.39			1.21			(0.67	)		1.17
Distributions from and/or in Excess of:
Net Investment Income		(0.42	)		(0.22	)		(0.43	)		(0.49	)		(0.56	)
Paid-in-Capital		—			(0.25	)		(0.05	)		—			—
Total Distributions		(0.42	)		(0.47	)		(0.48	)		(0.49	)		(0.56	)
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	8.47		$	9.17		$	9.25		$	8.52		$	9.68
Total Return⁽³⁾		(3.04	)%		4.84	%		14.44	%		(6.91	)%		12.95	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	19		$	20		$	19		$	672		$	763
Ratio of Expenses Before Expense Limitation		13.25	%		12.56	%		1.73	%		2.22	%		2.25	%
Ratio of Expenses After Expense Limitation		0.82	%⁽⁴⁾		0.81	%⁽⁴⁾		0.80	%⁽⁴⁾		0.81	%⁽⁴⁾		0.81	%⁽⁴⁾
Ratio of Net Investment Income		5.30	%⁽⁴⁾		5.10	%⁽⁴⁾		5.72	%⁽⁴⁾		6.15	%⁽⁴⁾		6.74	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.02	%		0.01	%		0.01	%
Portfolio Turnover Rate		64	%		54	%		58	%		47	%		77	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
22

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the Emerging Markets Fixed Income Opportunities Portfolio. The Fund seeks high total return.

1. Security Valuation: (1) Certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser") or Morgan Stanley Investment Management Limited ("MSIM Limited") and Morgan

Stanley Investment Management Company ("MSIM Company") (together, the "Sub-Advisers"), each a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (2) an equity portfolio security listed or traded on an exchange is valued at its latest reported sales price (or at the exchange official closing price if such exchange reports an official closing price), and if there were no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant exchanges. If only bid prices are available then the latest bid price may be used. Listed equity securities not traded on the valuation date with no reported bid and asked prices available on the exchange are valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers. In cases where a security is traded on more than one exchange, the security is valued on the exchange designated as the primary market; (3) all other equity portfolio securities for which over-the-counter ("OTC") market quotations are readily available are valued at the latest reported sales price (or at the market official closing price if such market reports an official closing price), and if there was no trading in the security on a given day and if there is no official closing price from relevant markets for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (4) when market quotations are not readily available, including circumstances under which the Adviser or the Sub-Advisers determine that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (5) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; and (6) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

(2) inputs that reflect the reporting entity's own assumptions about the assumptions market participants would use in valuing an asset or liability developed based on the best information available in the circumstances (unobservable inputs) and to establish classification of fair value measurements for disclosure purposes. Various inputs are used in determining the value of the Fund's investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Fixed Income Securities
Corporate Bonds	$	—	$	11,370	$	—	$	11,370
Sovereign		—		21,192		—		21,192
Supranational		—		240		—		240
Total Fixed Income Securities		—		32,802		—		32,802

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)			Level 3 Significant unobservable inputs (000)		Total (000)
Warrant	$	—	$	1		$	—	$	1
Short-Term Investments
Investment Company		293		—			—		293
Sovereign		—		232			—		232
U.S. Treasury Securities		—		30			—		30
Total Short-Term Investments		293		262			—		555
Foreign Currency Forward Exchange Contracts		—		47			—		47
Total Assets		293		33,112			—		33,405
Liabilities:
Foreign Currency Forward Exchange Contracts		—		(30	)		—		(30	)
Total	$	293	$	33,082		$	—	$	33,375

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

maturities of foreign denominated debt securities are treated as ordinary income for U.S. federal income tax purposes.

4. Structured Investments: The Fund invested a portion of its assets in structured investments. A structured investment is a derivative security designed to offer a return linked to a particular underlying security, currency, commodity or market. Structured investments may come in various forms including notes (such as exchange-traded notes), warrants and options to purchase securities. The Fund will typically use structured investments to gain

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

exposure to a permitted underlying security, currency, commodity or market when direct access to a market is limited or inefficient from a tax or cost standpoint. There can be no assurance that structured investments will trade at the same price or have the same value as the underlying security, currency, commodity or market. Investments in structured investments involve risks including issuer risk, counterparty risk and market risk. Holders of structured investments bear risks of the underlying investment and are subject to issuer or counterparty risk because the Fund is relying on the creditworthiness of such issuer or counterparty and has no rights with respect to the underlying investment. Certain structured investments may be thinly traded or have a limited trading market and may have the effect of increasing the Fund's illiquidity to the extent that the Fund, at a particular time, may be unable to find qualified buyers for these securities.

Certain derivative transactions may give rise to a form of leverage. Leverage magnifies the potential for gain and

the risk of loss. Leverage associated with derivative transactions may cause the Fund to liquidate portfolio positions when it may not be advantageous to do so to satisfy its obligations or to meet earmarking or segregation requirements, pursuant to applicable Securities and Exchange Commission ("SEC") rules and regulations, or may cause the Fund to be more volatile than if the Fund had not been leveraged. Although the Adviser seeks to use derivatives to further the Fund's investment objectives, there is no assurance that the use of derivatives will achieve this result.

Following is a description of the derivative instruments and techniques that the Fund used during the period and their associated risks:

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

contract or the failure of the counterparty to make payments or otherwise comply with the terms of the contract. A currency contract is marked-to-market daily and the change in market value is recorded by the Fund as unrealized gain or loss. The Fund records realized gains (losses) when the currency contract is closed equal to the difference between the value of the currency contract at the time it was opened and the value at the time it was closed.

The following tables set forth the fair value of the Fund's derivative contracts by primary risk exposure as of December 31, 2021:

Asset Derivatives
Statement of Assets and
Liabilities Location

Primary Risk
Exposure

Value
(000)

Foreign Currency
Forward Exchange
Contracts

Unrealized Appreciation on
Foreign Currency Forward
Exchange Contracts

Currency Risk

Liability Derivatives
Statement of Assets and
Liabilities Location

Primary Risk
Exposure

Value
(000)

Foreign Currency
Forward Exchange
Contracts

Unrealized Depreciation on
Foreign Currency Forward
Exchange Contracts

Currency Risk

(30

)

Realized Gain (Loss)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Foreign Currency Forward Exchange Contracts	$	87
Change in Unrealized Appreciation (Depreciation)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Foreign Currency Forward Exchange Contracts	$	24

At December 31, 2021, the Fund's derivative assets and liabilities are as follows:

Gross Amounts of Assets and Liabilities Presented in the Statement of Assets and Liabilities
Derivatives	Assets(a) (000)		Liabilities(a) (000)
Foreign Currency Forward Exchange Contracts	$	47	$	(30	)

(a) Absent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Statement of Assets and Liabilities.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

The following tables present derivative financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Statement of Assets and Liabilities
Counterparty	Gross Asset Derivatives Presented in the Statement of Assets and Liabilities (000)			Financial Instrument (000)			Collateral Received (000)		Net Amount (not less than $0) (000)
Australia and New Zealand Banking Group	$	—	@	$	—		$	—	$	—	@
Bank of America NA		1			(1	)		—		0
BNP Paribas SA		21			(5	)		—		16
Goldman Sachs International		5			—			—		5
HSBC Bank PLC		10			(8	)		—		2
JPMorgan Chase Bank NA		3			(3	)		—		0
Royal Bank of Canada		7			—			—		7
UBS AG		—	@		—			—		—	@
Total	$	47		$	(17	)	$	—	$	30
Gross Amounts Not Offset in the Statement of Assets and Liabilities
Counterparty	Gross Liability Derivatives Presented in the Statement of Assets and Liabilities (000)			Financial Instrument (000)			Collateral Pledged (000)		Net Amount (not less than $0) (000)
Bank of America NA	$	4		$	(1	)	$	—	$	3
Barclays Bank PLC		5			—			—		5
BNP Paribas SA		5			(5	)		—		0
Citibank NA		1			—			—		1
HSBC Bank PLC		8			(8	)		—		0
JPMorgan Chase Bank NA		7			(3	)		—		4
Total	$	30		$	(17	)	$	—	$	13

@ Value is less than $500.

For the year ended December 31, 2021, the approximate average monthly amount outstanding for each derivative type is as follows:

Foreign Currency Forward Exchange Contracts:
Average monthly principal amount				$	3,982,000

6. Redemption Fees: The Fund will assess a 2% redemption fee on Class I shares, Class A shares, Class L shares, Class C shares and Class IS shares, which is paid directly to the Fund, for shares redeemed or exchanged within thirty days of purchase, subject to certain exceptions. The redemption fee is designed to protect the Fund and its remaining shareholders from the effects of short-term trading. These fees, if any, are included in the Statements of Changes in Net Assets.

8. Dividends and Distributions to Shareholders: Dividends and distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income, if any, are declared and paid quarterly. Net realized capital gains, if any, are distributed at least annually.

9. Security Transactions, Income and Expenses: Security transactions are accounted for on the trade date (date the order to buy or sell is executed). Realized gains and losses on the sale of investment securities are determined on the specific identified cost method. Dividend income and other distributions are recorded on the ex-dividend date. Interest income is recognized on the accrual basis net of applicable withholding taxes, except where collection is in doubt. Discounts are accreted and premiums are amortized over the life of the respective securities. Most expenses of the Company can be directly attributed to a particular Fund. Expenses which cannot be directly attributed are apportioned among the Funds based upon relative net assets or other appropriate methods. Income, expenses (other than class specific expenses — distribution and shareholder services, transfer agency and sub transfer agency fees) and realized and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

First $500 million				Next $500 million				Over $1 billion
	0.75	%			0.70	%			0.65	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.00% of the Fund's average daily net assets.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

exceed 0.85% for Class I shares, 1.20% for Class A shares, 1.45% for Class L shares, 1.95% for Class C shares and 0.82% for Class IS shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $285,000 of advisory fees were waived and approximately $49,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

The Adviser has entered into Sub-Advisory Agreements with the Sub-Advisers, each a wholly-owned subsidiary of Morgan Stanley. The Sub-Advisers provide the Fund with advisory services subject to the overall supervision of the Adviser and the Company's Officers and Directors. The Adviser pays the Sub-Advisers on a monthly basis a portion of the net advisory fees the Adviser receives from the Fund.

monthly, at an annual rate of 0.25% of the Fund's average daily net assets attributable to Class L shares.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $22,505,000 and $23,284,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

approximately $1,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	1,781			$	17,032			$	18,520			$	—	@

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	293

@ Amount is less than $500.

Taxes may also be based on transactions in foreign currency and are accrued based on the value of investments denominated in such currency.

2021 Distributions Paid From:			2020 Distributions Paid From:
Ordinary Income (000)			Ordinary Income (000)		Paid-in Capital (000)
	$	1,769	$	1,106	$	1,248

The Fund had no permanent differences causing reclassifications among the components of net assets for the year ended December 31, 2021.

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	321			$	—

At December 31, 2021, the Fund had available for federal income tax purposes unused short-term and long-term capital

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

losses of approximately $1,671,000 and $4,266,000, respectively, that do not have an expiration date. These amounts include capital losses acquired from MSIF Emerging Markets Domestic Debt that may be subject to limitation under IRC Section 382 in future years.

To the extent that capital loss carryforwards are used to offset any future capital gains realized, no capital gains tax liability will be incurred by the Fund for gains realized and not distributed. To the extent that capital gains are offset, such gains will not be distributed to the shareholders. During the year ended December 31, 2021, the Fund utilized capital loss carryforwards for U.S. federal income tax purposes of approximately $281,000.

ciated conditions impact the Fund will also depend on future developments, which are highly uncertain, difficult to accurately predict and subject to change at any time. If the financial performance of the Fund's investments is impacted because of these factors for an extended period, the Fund's investment results may be adversely affected.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Emerging Markets Fixed Income Opportunities Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Emerging Markets Fixed Income Opportunities Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of Emerging Markets Fixed Income Opportunities Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, 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 its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021.

The Fund designated approximately $1,730,000 of its distributions paid as business interest income.

The Fund designated approximately $107,000 of its distributions paid as qualified interest income.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

President, Strategic Decisions, LLC (consulting) (since February 2009); Director or Trustee of various Morgan Stanley Funds (since August 2006); Chairperson of the Compliance and Insurance Committee (since October 2015); formerly, Chairperson of the Insurance Sub- Committee of the Compliance and Insurance Committee (2007-2015); served as President and Chief Executive Officer of the Nuclear Energy Institute (policy organization) (February 2005-November 2008); retired as Admiral, U.S. Navy after serving over 38 years on active duty including 8 years as Director of the Naval Nuclear Propulsion Program in the Department of the Navy and the U.S. Department of Energy (1996-2004); served as Chief of Naval Personnel (July 1994- September 1996) and on the Joint Staff as Director of Political Military Affairs (June 1992-July 1994); knighted as Honorary Knight Commander of the Most Excellent Order of the British Empire; awarded the Officier de l'Orde National du Mérite by the French Government; elected to the National Academy of Engineering (2009).

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE
Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Sub-Advisers

Morgan Stanley Investment Management Limited
25 Cabot Square, Canary Wharf
London, E14 4QA, England

Morgan Stanley Investment Management Company

23 Church Street
16-01 Capital Square, Singapore 049481

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIEMEDANN
3997414 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Emerging Markets Leaders Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					8
Statement of Assets and Liabilities					9
Statement of Operations					11
Statements of Changes in Net Assets					12
Financial Highlights					14
Notes to Financial Statements					19
Report of Independent Registered Public Accounting Firm					26
Liquidity Risk Management Program					27
Federal Tax Notice					28
U.S. Customer Privacy Notice					29
Director and Officer Information					32

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Emerging Markets Leaders Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

Emerging Markets Leaders Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Emerging Markets Leaders Portfolio Class I	$	1,000.00	$	928.50	$	1,019.16	$	5.83	$	6.11		1.20	%
Emerging Markets Leaders Portfolio Class A		1,000.00		927.60		1,017.54		7.39		7.73		1.52
Emerging Markets Leaders Portfolio Class C		1,000.00		923.50		1,013.61		11.15		11.67		2.30
Emerging Markets Leaders Portfolio Class IS		1,000.00		929.10		1,019.66		5.35		5.60		1.10
Emerging Markets Leaders Portfolio Class IR		1,000.00		929.10		1,019.66		5.35		5.60		1.10

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Emerging Markets Leaders Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 1.84%, net of fees. The Fund's Class I shares outperformed the Fund's benchmark, the MSCI Emerging Markets Net Index (the "Index"), which returned –2.54%.

Factors Affecting Performance

• The performance of emerging markets (EM) remained volatile throughout 2021 after peaking in February on inflation concerns, valuation worries, growth slowdowns and regulation issues. With the diversified exposure at both the country and thematic levels, the Fund delivered strong relative and absolute positive performance in the reporting period — as well as recording its fourth consecutive calendar year of relative outperformance — as we continue to focus on long-term structural beneficiaries of the growth in emerging markets. The bottom-up stock selection remained the main driver of performance as the stock selection in global companies that derive significant revenue or growth from emerging markets, Taiwan, Indonesia and India all delivered strongly. Brazil was the main source of detraction along with our zero exposures to commodity beneficiary countries such as Saudi Arabia and Russia.

• Many of our long-term thematic investment ideas such as our localization, domestic brands, health care and next-gen ecosystems continued to deliver in 2021. Similar to 2020, our North Asian analogic integrated circuit company, Chinese sportswear brand company, India health company and Southeast Asian next-gen ecosystem companies were the largest contributors to performance in 2021, along with our global artificial intelligence/semiconductor companies.

• Our fintech exposures in Brazil were the biggest source of drag during the year as the sharp increase in the Selic rate, the central bank's main policy interest rate, pressured both margins and revenue growth for these companies. Our stock selection in China was another detractor as the further tightening of the regulatory landscape had a significant impact across various sectors in addition

to the education and consumer internet sectors. We had proactively decided to lower our weighting to those industries that we believed would continue see further regulatory headwinds, and redeployed the capital to our other ideas in China and elsewhere.

Management Strategies

• Our investment philosophy and process remain unchanged. While there has been much written about the path of interest rates and inflation outlook, we remain focused on the bottom-up earnings drivers for our companies.

• While the calendar year performance remained positive, the Fund was also impacted by the growth to value rotation that occurred across the global equity markets during the last quarter of 2021. For a high conviction strategy such as the Emerging Markets Leaders Portfolio, such periods of underperformance, whether over months or quarters, is part of the return profile. In the last three years, there have been a number of quarters where the portfolio has shown significant divergence from index returns, and that will remain the likely scenario in the future as well. We firmly believe that the Emerging Market Leaders Portfolio performance over the longer term can converge with the earnings growth of the portfolio.

• The Fund remains an all-cap growth strategy investing in structural growth opportunities in emerging market equities. We believe that growth-oriented companies offer the best return prospects in the emerging markets and that these can be found at many different market caps; however, given the inherent volatility and liquidity constraints in these markets, the Emerging Market Leaders Portfolio will generally look to invest in companies with market capitalizations larger than $1 billion. We give ourselves the maximum flexibility to invest by region, sector and size, preferring not to limit ourselves to a particular factor or market-cap band. The investment universe for the Emerging Market Leaders strategy is not limited to only those companies listed in the emerging markets but can be listed anywhere, as long as a significant portion of revenue or growth is derived from emerging markets.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Emerging Markets Leaders Portfolio

• Our focus on "high quality" businesses: those with what we believe to be a high predictability/near certainty of earnings, alongside sustainable or improving return on invested capital above the cost of capital, have allowed the Fund to achieve returns that historically have been higher than the market. This focus has remained unchanged. We have continued to focus on companies with management integrity, a proven track record of great capital allocation and lean balance sheets. The businesses that we own in the portfolio are either industry leaders or emerging leaders, with dominant market share, pricing power and sustainable competitive advantages. A focus on quality and avoiding volatile business models helps us avoid downside risks in the portfolio.

• We believe our high conviction, thematic view of the emerging markets is, in our opinion, the best way to invest in emerging markets now. Our longer-term investment horizon and our unwavering focus on the quality of our invested companies has allowed us to deliver strong compounded returns over time by helping to preserve our investors' capital during periods of significant market pullbacks.

• As noted last year and once again this year, our performance benefited from having a diversified country and thematic exposure where no one country nor one theme will unduly impact the portfolio.

• We remain upbeat on the outlook for emerging markets, and we believe this large universe of companies offers us significant opportunities to generate potentially outsized returns in the years to come. Investing in emerging markets always comes with volatility and noise on political developments, industry regulations and currency movements, to name a few. As investors, we are focused on investing in companies that can deliver consistent growth over many years and generate capital returns substantially in excess of cost of capital across market cycles.

• The last 12 months have been especially volatile for emerging markets investors, with a number of unforeseen events such as increased regulation of China's internet and education industries, repeated COVID-19 breakouts across different markets, supply chain dislocations, multiple style rotations in markets, a burst of inflation, and political uncertainty in markets such as Brazil. While the shorter-term focus on monthly and quarterly trends in markets has added to overall volatility, we have used the elevated volatility in stock prices to our advantage given our long-term focus, by resizing positions when the opportunities arise.

• The Emerging Market Leaders strategy remains, at its core, a fundamental bottom-up strategy, and we expect our stock selection to drive almost all the excess return. At the same time, we cannot set aside the importance of market sentiment and macro issues (the path of inflation and interest rates) on short-term performance. We try to isolate as many known risks as possible, while building the portfolio and ensuring sufficient diversification across different themes and country exposure.ⁱ

• We look to minimize risks wherever possible (whether diversifying our country or theme exposures or lowering our liquidity risks). The normalization of economic activities from COVID-related restriction have been delayed, but we believe that our invested companies remain well positioned with the changing operating environment. Given the volatility of 2021, we are frequently asked about the drawdowns in some of our top performers over the last three years. The Emerging Markets Leaders Portfolio is a dynamic portfolio, and we size our investments relative to the return potential and valuation compared to growth expectations. But severe drawdowns in structural compounders are also part of the long journey, and there will be times when stock prices are mispriced in our view relative to underlying business performance. We urge our investors in the Fund to weather the short-term volatility to seek longer-term potential gains.

ⁱ Diversification neither assures a profit nor guarantees against loss in a declining market.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Emerging Markets Leaders Portfolio

* Minimum Investment for Class I shares

** Performance shown for the Fund's Class I shares reflects the performance of the Morgan Stanley Emerging Markets Leaders Fund (Cayman) LP, a private fund managed by the Adviser for periods prior to close of business on January 5, 2015, when the Fund acquired substantially all of the assets and liabilities of the Private Fund in exchange for shares of the Fund (the "Emerging Markets Leaders Reorganization").

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, C, IS and IR shares will vary from the performance of Class I shares based upon their different inception dates and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the MSCI Emerging Markets Net Index⁽¹⁾ and the Lipper Emerging Markets Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
				Average Annual
	One Year			Five Years			Ten Years			Since Inception⁽⁷⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		1.84	%		17.33	%		10.04	%		8.46	%
Fund — Class A Shares w/o sales charges⁽⁴⁾		1.56			16.91			9.75			8.19
Fund — Class A Shares with maximum 5.25% sales charges⁽⁴⁾		–3.79			15.64			9.16			7.64
Fund — Class C Shares w/o sales charges⁽⁵⁾		0.75			16.02			—			10.23
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁵⁾		–0.25			16.02			—			10.23
Fund — Class IS Shares w/o sales charges⁽⁴⁾		1.94			17.41			10.08			8.50
Fund — Class IR Shares w/o sales charges⁽⁶⁾		—			—			—			2.36
MSCI Emerging Markets Net Index		–2.54			9.87			5.49			3.11
Lipper Emerging Markets Funds Index		–1.56			10.52			6.20			3.83

Performance data quoted represents past performance, which is no guarantee of future results, and current performance may be lower or higher than the figures shown. Performance assumes that all dividends and distributions, if any, were reinvested. For the most recent month-end performance figures, please visit www.morganstanley.com/im/shareholderreports. Investment return and principal value will fluctuate so that Fund shares, when redeemed, may be worth more or less than their original cost. Returns for periods less than one year are not annualized. Total returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance of share classes will vary due to difference in sales charges and expenses.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Emerging Markets Leaders Portfolio

⁽⁴⁾ Pursuant to an agreement and plan of reorganization, between Morgan Stanley Institutional Fund, Inc., on behalf of the Fund, and Morgan Stanley Emerging Markets Leaders Fund (Cayman) LP, a private fund managed by the Adviser (the "Private Fund"), following close of business on January 5, 2015, the Fund acquired substantially all of the assets and liabilities of the Private Fund in exchange for shares of the Fund (the "Emerging Markets Leaders Reorganization"). The Private Fund commenced operations on June 30, 2011. The Fund adopted the performance history of the Private Fund. Performance shown for the Fund's Class I, Class A and Class IS shares reflects the performance of the limited partnership interests of the Private Fund, adjusted to reflect any applicable sales charge of the Class, but not adjusted for any other differences in expenses. If adjusted for other expenses, the historical returns would be different.

⁽⁵⁾ Commenced offering on April 30, 2015.

⁽⁶⁾ Commenced offering on April 12, 2021.

⁽⁷⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

Emerging Markets Leaders Portfolio

	Shares		Value (000)
Common Stocks (93.5%)
Argentina (3.7%)
Globant SA (a)		48,352	$	15,187
Brazil (2.6%)
Pagseguro Digital Ltd., Class A (a)		241,869		6,342
StoneCo Ltd., Class A (a)		256,929		4,332
				10,674
China (19.6%)
Kingdee International Software Group Co., Ltd. (a)(b)		3,849,000		11,847
Li Ning Co., Ltd. (b)		2,379,000		26,040
Meituan, Class B (a)(b)		757,600		21,899
Proya Cosmetics Co. Ltd., Class A		310,633		10,153
Wuliangye Yibin Co., Ltd., Class A		318,489		11,127
				81,066
Germany (4.0%)
Delivery Hero SE (a)		150,698		16,681
India (26.9%)
Aarti Industries Ltd.		1,273,192		17,206
Apollo Hospitals Enterprise Ltd.		162,804		10,980
AU Small Finance Bank Ltd. (a)		943,951		13,162
Bajaj Finance Ltd.		274,025		25,721
Dixon Technologies India Ltd.		39,815		2,951
Happiest Minds Technologies Ltd.		481,358		8,396
IIFL Wealth Management Ltd.		270,417		5,164
Kotak Mahindra Bank Ltd.		524,041		12,662
PI Industries Ltd.		163,808		6,686
SRF Ltd.		260,951		8,496
				111,424
Netherlands (0.1%)
ASM International N.V.		1,317		583
Singapore (5.9%)
Sea Ltd. ADR (a)		87,317		19,534
TDCX, Inc. ADR (a)		251,204		4,810
				24,344
Taiwan (13.1%)
Silergy Corp.		107,000		19,367
Taiwan Semiconductor Manufacturing Co., Ltd.		974,000		21,546
Voltronic Power Technology Corp.		242,334		13,519
				54,432
United States (17.6%)
Advanced Micro Devices, Inc. (a)		84,392		12,144
Freshworks, Inc., Class A (a)		42,605		1,119
MercadoLibre, Inc. (a)		17,142		23,114
NIKE, Inc., Class B		81,031		13,505
NVIDIA Corp.		41,217		12,122
Thoughtworks Holding, Inc. (a)		407,702		10,931
				72,935
Total Common Stocks (Cost $330,787)				387,326

	Shares		Value (000)
Short-Term Investment (7.3%)
Investment Company (7.3%)
Morgan Stanley Institutional Liquidity Funds — Government Portfolio — Institutional Class (See Note G) (Cost $30,172)		30,171,994	$	30,172
Total Investments (100.8%) (Cost $360,959) (c)(d)				417,498
Liabilities in Excess of Other Assets (–0.8%)				(3,409	)
Net Assets (100.0%)			$	414,089

(a) Non-income producing security.

(b) Security trades on the Hong Kong exchange.

(c) The approximate fair value and percentage of net assets, $71,113,000 and 17.2%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Financial Statements.

(d) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $361,912,000. The aggregate gross unrealized appreciation is approximately $86,947,000 and the aggregate gross unrealized depreciation is approximately $31,362,000, resulting in net unrealized appreciation of approximately $55,585,000.

ADR American Depositary Receipt.

Portfolio Composition

Classification	Percentage of Total Investments
Other*		20.5	%
Semiconductors & Semiconductor Equipment		15.8
Internet & Direct Marketing Retail		14.8
Information Technology Services		12.0
Textiles, Apparel & Luxury Goods		9.5
Chemicals		7.8
Short-Term Investments		7.2
Banks		6.2
Consumer Finance		6.2
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Emerging Markets Leaders Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $330,787)	$	387,326
Investment in Security of Affiliated Issuer, at Value (Cost $30,172)		30,172
Total Investments in Securities, at Value (Cost $360,959)		417,498
Foreign Currency, at Value (Cost —@)		—	@
Receivable for Fund Shares Sold		834
Dividends Receivable		77
Tax Reclaim Receivable		19
Receivable from Affiliate		1
Other Assets		107
Total Assets		418,536
Liabilities:
Deferred Capital Gain Country Tax		2,787
Payable for Advisory Fees		733
Payable for Fund Shares Redeemed		711
Payable for Custodian Fees		72
Payable for Professional Fees		36
Payable for Sub Transfer Agency Fees — Class I		29
Payable for Sub Transfer Agency Fees — Class A		3
Payable for Sub Transfer Agency Fees — Class C		1
Payable for Administration Fees		27
Payable for Shareholder Services Fees — Class A		5
Payable for Distribution and Shareholder Services Fees — Class C		7
Payable for Investments Purchased		12
Payable for Transfer Agency Fees — Class I		1
Payable for Transfer Agency Fees — Class A		1
Payable for Transfer Agency Fees — Class C		1
Payable for Transfer Agency Fees — Class IS		1
Payable for Transfer Agency Fees — Class IR		1
Payable to the Advisor		2
Other Liabilities		17
Total Liabilities		4,447
Net Assets	$	414,089
Net Assets Consist of:
Paid-in-Capital	$	378,429
Total Distributable Earnings		35,660
Net Assets	$	414,089

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Emerging Markets Leaders Portfolio

Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	339,152
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		17,154,395
Net Asset Value, Offering and Redemption Price Per Share	$	19.77
CLASS A:
Net Assets	$	25,015
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,291,766
Net Asset Value, Redemption Price Per Share	$	19.37
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	1.07
Maximum Offering Price Per Share	$	20.44
CLASS C:
Net Assets	$	8,220
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		444,612
Net Asset Value, Offering and Redemption Price Per Share	$	18.49
CLASS IS:
Net Assets	$	41,692
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		2,104,803
Net Asset Value, Offering and Redemption Price Per Share	$	19.81
CLASS IR:
Net Assets	$	10
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		517
Net Asset Value, Offering and Redemption Price Per Share	$	19.81

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Emerging Markets Leaders Portfolio

Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $123 of Foreign Taxes Withheld)	$	696
Dividends from Security of Affiliated Issuer (Note G)		3
Total Investment Income		699
Expenses:
Advisory Fees (Note B)		2,416
Administration Fees (Note C)		215
Sub Transfer Agency Fees — Class I		160
Sub Transfer Agency Fees — Class A		25
Sub Transfer Agency Fees — Class C		5
Professional Fees		185
Shareholder Services Fees — Class A (Note D)		57
Distribution and Shareholder Services Fees — Class C (Note D)		77
Custodian Fees (Note F)		126
Registration Fees		95
Shareholder Reporting Fees		31
Transfer Agency Fees — Class I (Note E)		3
Transfer Agency Fees — Class A (Note E)		3
Transfer Agency Fees — Class C (Note E)		5
Transfer Agency Fees — Class IS (Note E)		3
Transfer Agency Fees — Class IR (Note E)		1
Directors' Fees and Expenses		7
Pricing Fees		3
Interest Expenses		2
Other Expenses		14
Total Expenses		3,433
Waiver of Advisory Fees (Note B)		(139	)
Rebate from Morgan Stanley Affiliate (Note G)		(5	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(3	)
Reimbursement of Class Specific Expenses — Class IR (Note B)		(1	)
Net Expenses		3,285
Net Investment Loss		(2,586	)
Realized Loss:
Investments Sold (Net of $522 of Capital Gain Country Tax)		(17,635	)
Foreign Currency Translation		(144	)
Net Realized Loss		(17,779	)
Change in Unrealized Appreciation (Depreciation):
Investments (Net of Increase in Deferred Capital Gain Country Tax of $1,981)		10,557
Foreign Currency Translation		3
Net Change in Unrealized Appreciation (Depreciation)		10,560
Net Realized Loss and Change in Unrealized Appreciation (Depreciation)		(7,219	)
Net Decrease in Net Assets Resulting from Operations	$	(9,805	)

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Emerging Markets Leaders Portfolio

Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Loss	$	(2,586	)	$	(470	)
Net Realized Gain (Loss)	��	(17,779	)		4,251
Net Change in Unrealized Appreciation (Depreciation)		10,560			29,940
Net Increase (Decrease) in Net Assets Resulting from Operations		(9,805	)		33,721
Dividends and Distributions to Shareholders:
Class I		(264	)		(2,732	)
Class A		(22	)		(274	)
Class C		(7	)		(126	)
Class IS		(34	)		(1,054	)
Class IR		(—	@)(a)		—
Total Dividends and Distributions to Shareholders		(327	)		(4,186	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		380,088			52,338
Distributions Reinvested		260			2,728
Redeemed		(112,693	)		(25,342	)
Class A:
Subscribed		31,404			7,127
Distributions Reinvested		22			274
Redeemed		(13,039	)		(1,831	)
Class C:
Subscribed		7,286			1,756
Distributions Reinvested		7			125
Redeemed		(2,119	)		(143	)
Class IS:
Subscribed		13,947			5
Distributions Reinvested		34			1,054
Redeemed		(14	)		(3,300	)
Class IR:
Subscribed		10	(a)		—
Distributions Reinvested		—	@(a)		—
Net Increase in Net Assets Resulting from Capital Share Transactions		305,193			34,791
Redemption Fees		13			2
Total Increase in Net Assets		295,074			64,328
Net Assets:
Beginning of Period		119,015			54,687
End of Period	$	414,089		$	119,015

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Emerging Markets Leaders Portfolio

Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		18,584			3,072
Shares Issued on Distributions Reinvested		14			145
Shares Redeemed		(5,584	)		(1,647	)
Net Increase in Class I Shares Outstanding		13,014			1,570
Class A:
Shares Subscribed		1,530			422
Shares Issued on Distributions Reinvested		1			15
Shares Redeemed		(654	)		(117	)
Net Increase in Class A Shares Outstanding		877			320
Class C:
Shares Subscribed		372			107
Shares Issued on Distributions Reinvested		—	@@		7
Shares Redeemed		(112	)		(12	)
Net Increase in Class C Shares Outstanding		260			102
Class IS:
Shares Subscribed		704			—	@@
Shares Issued on Distributions Reinvested		2			56
Shares Redeemed		(1	)		(217	)
Net Increase (Decrease) in Class IS Shares Outstanding		705			(161	)
Class IR:
Shares Subscribed		1	(a)		—
Shares Issued on Distributions Reinvested		—	@@(a)		—
Net Increase in Class IR Shares Outstanding		1	(a)		—

(a) For the period April 12, 2021 to December 31, 2021.

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Emerging Markets Leaders Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	19.43		$	12.70		$	10.38		$	12.14		$	9.73
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.19	)		(0.11	)		(0.02	)		0.03			0.08
Net Realized and Unrealized Gain (Loss)		0.55			7.62			2.78			(1.74	)		2.45
Total from Investment Operations		0.36			7.51			2.76			(1.71	)		2.53
Distributions from and/or in Excess of:
Net Investment Income		—			—			—			(0.01	)		(0.08	)
Net Realized Gain		(0.02	)		(0.78	)		(0.44	)		(0.04	)		(0.04	)
Total Distributions		(0.02	)		(0.78	)		(0.44	)		(0.05	)		(0.12	)
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	19.77		$	19.43		$	12.70		$	10.38		$	12.14
Total Return⁽³⁾		1.84	%		59.36	%		26.63	%		(14.12	)%		26.01	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	339,152		$	80,465		$	32,651		$	39,206		$	73,273
Ratio of Expenses Before Expense Limitation		1.23	%		1.47	%		1.57	%		1.48	%		1.43	%
Ratio of Expenses After Expense Limitation		1.18	%⁽⁴⁾		1.15	%⁽⁴⁾		1.17	%⁽⁴⁾		1.17	%⁽⁴⁾		1.11	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.18	%⁽⁴⁾		N/A			1.16	%⁽⁴⁾		1.16	%⁽⁴⁾		N/A
Ratio of Net Investment Income (Loss)		(0.92	)%⁽⁴⁾		(0.73	)%⁽⁴⁾		(0.14	)%⁽⁴⁾		0.29	%⁽⁴⁾		0.67	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		27	%		57	%		58	%		47	%		79	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Emerging Markets Leaders Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	19.09		$	12.53		$	10.29		$	12.06		$	9.67
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.24	)		(0.17	)		(0.05	)		(0.00	)⁽²⁾		0.02
Net Realized and Unrealized Gain (Loss)		0.54			7.51			2.73			(1.73	)		2.44
Total from Investment Operations		0.30			7.34			2.68			(1.73	)		2.46
Distributions from and/or in Excess of:
Net Investment Income		—			—			—			—			(0.03	)
Net Realized Gain		(0.02	)		(0.78	)		(0.44	)		(0.04	)		(0.04	)
Total Distributions		(0.02	)		(0.78	)		(0.44	)		(0.04	)		(0.07	)
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	19.37		$	19.09		$	12.53		$	10.29		$	12.06
Total Return⁽³⁾		1.56	%		58.81	%		26.08	%		(14.41	)%		25.46	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	25,015		$	7,925		$	1,191		$	1,024		$	1,102
Ratio of Expenses Before Expense Limitation		1.52	%		1.82	%		2.04	%		1.93	%		2.01	%
Ratio of Expenses After Expense Limitation		1.47	%⁽⁴⁾		1.50	%⁽⁴⁾		1.55	%⁽⁴⁾		1.55	%⁽⁴⁾		1.54	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.47	%⁽⁴⁾		N/A			1.54	%⁽⁴⁾		1.54	%⁽⁴⁾		N/A
Ratio of Net Investment Income (Loss)		(1.21	)%⁽⁴⁾		(1.13	)%⁽⁴⁾		(0.45	)%⁽⁴⁾		(0.04	)%⁽⁴⁾		0.18	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		27	%		57	%		58	%		47	%		79	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Emerging Markets Leaders Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	18.37		$	12.17		$	10.08		$	11.90		$	9.59
Income (Loss) from Investment Operations:
Net Investment Loss⁽¹⁾		(0.38	)		(0.27	)		(0.13	)		(0.09	)		(0.06	)
Net Realized and Unrealized Gain (Loss)		0.52			7.25			2.66			(1.69	)		2.41
Total from Investment Operations		0.14			6.98			2.53			(1.78	)		2.35
Distributions from and/or in Excess of:
Net Realized Gain		(0.02	)		(0.78	)		(0.44	)		(0.04	)		(0.04	)
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	18.49		$	18.37		$	12.17		$	10.08		$	11.90
Total Return⁽³⁾		0.75	%		57.59	%		25.14	%		(15.02	)%		24.53	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	8,220		$	3,395		$	1,007		$	780		$	926
Ratio of Expenses Before Expense Limitation		2.29	%		2.63	%		2.82	%		2.75	%		2.80	%
Ratio of Expenses After Expense Limitation		2.24	%⁽⁴⁾		2.29	%⁽⁴⁾		2.30	%⁽⁴⁾		2.30	%⁽⁴⁾		2.29	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		2.24	%⁽⁴⁾		N/A			2.29	%⁽⁴⁾		2.29	%⁽⁴⁾		N/A
Ratio of Net Investment Loss		(1.98	)%⁽⁴⁾		(1.88	)%⁽⁴⁾		(1.18	)%⁽⁴⁾		(0.83	)%⁽⁴⁾		(0.49	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		27	%		57	%		58	%		47	%		79	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Emerging Markets Leaders Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	19.45		$	12.71		$	10.38		$	12.14		$	9.73
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.17	)		(0.09	)		0.00	⁽²⁾		0.04			0.08
Net Realized and Unrealized Gain (Loss)		0.55			7.61			2.77			(1.74	)		2.45
Total from Investment Operations		0.38			7.52			2.77			(1.70	)		2.53
Distributions from and/or in Excess of:
Net Investment Income		—			—			—			(0.02	)		(0.08	)
Net Realized Gain		(0.02	)		(0.78	)		(0.44	)		(0.04	)		(0.04	)
Total Distributions		(0.02	)		(0.78	)		(0.44	)		(0.06	)		(0.12	)
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	19.81		$	19.45		$	12.71		$	10.38		$	12.14
Total Return⁽³⁾		1.94	%		59.39	%		26.73	%		(14.03	)%		26.02	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	41,692		$	27,230		$	19,838		$	12,779		$	14,868
Ratio of Expenses Before Expense Limitation		1.16	%		1.42	%		1.53	%		1.44	%		1.42	%
Ratio of Expenses After Expense Limitation		1.10	%⁽⁴⁾		1.09	%⁽⁴⁾		1.10	%⁽⁴⁾		1.10	%⁽⁴⁾		1.09	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.10	%⁽⁴⁾		N/A			1.09	%⁽⁴⁾		1.09	%⁽⁴⁾		N/A
Ratio of Net Investment Income (Loss)		(0.84	)%⁽⁴⁾		(0.65	)%⁽⁴⁾		0.00	%⁽⁴⁾⁽⁵⁾		0.38	%⁽⁴⁾		0.72	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		27	%		57	%		58	%		47	%		79	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Emerging Markets Leaders Portfolio

	Class IR
Selected Per Share Data and Ratios	Period from April 12, 2021⁽¹⁾to December 31, 2021
Net Asset Value, Beginning of Period	$	19.37
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.12	)
Net Realized and Unrealized Gain		0.58
Total from Investment Operations		0.46
Distributions from and/or in Excess of:
Net Realized Gain		(0.02	)
Redemption Fees		0.00	⁽³⁾
Net Asset Value, End of Period	$	19.81
Total Return⁽⁴⁾		2.36	%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period, (Thousands)	$	10
Ratio of Expenses Before Expense Limitation		14.15	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		1.10	%⁽⁵⁾⁽⁸⁾
Ratios of Expenses After Expense Limitation Excluding Interest Expenses		1.10	%⁽⁵⁾⁽⁸⁾
Ratio of Net Investment Loss		(0.80	)%⁽⁵⁾⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾⁽⁸⁾
Portfolio Turnover Rate		27	%

(1) Commencement of Offering.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the financial statements.
18

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the Emerging Markets Leaders Portfolio. The Fund seeks long-term capital appreciation.

The Fund offers five classes of shares — Class I, Class A, Class C, Class IS and Class IR. On April 12, 2021, the Fund commenced offering Class IR shares.

mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser") or Morgan Stanley Investment Management Company ("MSIM Company") (the "Sub-Adviser"), each a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) when market quotations are not readily available, including circumstances under which the Adviser or the Sub-Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (5) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; and (6) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

value measurements for disclosure purposes. Various inputs are used in determining the value of the Fund's investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Banks	$	25,824	$	—	$	—	$	25,824
Beverages		11,127		—		—		11,127
Capital Markets		5,164		—		—		5,164
Chemicals		32,388		—		—		32,388
Consumer Finance		25,721		—		—		25,721
Electrical Equipment		—		13,519		—		13,519
Entertainment		19,534		—		—		19,534
Health Care Providers & Services		10,980		—		—		10,980
Household Durables		2,951		—		—		2,951
Information Technology Services		49,998		—		—		49,998

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Internet & Direct Marketing Retail	$	45,013	$	16,681	$	—	$	61,694
Personal Products		10,153		—		—		10,153
Semiconductors & Semiconductor Equipment		24,849		40,913		—		65,762
Software		12,966		—		—		12,966
Textiles, Apparel & Luxury Goods		39,545		—		—		39,545
Total Common Stocks		316,213		71,113		—		387,326
Short-Term Investment
Investment Company		30,172		—		—		30,172
Total Assets	$	346,385	$	71,113	$	—	$	417,498

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

treated as ordinary income for U.S. federal income tax purposes.

4. Redemption Fees: The Fund will assess a 2% redemption fee on Class I shares, Class A shares, Class C shares, Class IS shares and Class IR shares, which is paid directly to the Fund, for shares redeemed or exchanged within thirty days of purchase, subject to certain exceptions. The redemption fee is designed to protect the Fund and its remaining shareholders from the effects of short-term trading. These fees, if any, are included in the Statements of Changes in Net Assets.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

First $1 billion				Over $1 billion
	0.90	%			0.85	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.85% of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses,

excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 1.20% for Class I shares, 1.55% for Class A shares, 2.30% for Class C shares, 1.10% for Class IS shares and 1.10% for Class IR shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $139,000 of advisory fees were waived and approximately $4,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

The Company has adopted a Distribution and Shareholder Services Plan with respect to Class C shares pursuant to

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Rule 12b-1 under the Act. Under the Distribution and Shareholder Services Plan, the Fund pays the Distributor a distribution fee, accrued daily and paid monthly, at an annual rate of 0.75% and a shareholder services fee, accrued daily and paid monthly, at an annual rate of 0.25% of the Fund's average daily net assets attributable to Class C shares.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $344,876,000 and $69,291,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Government Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $5,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	5,488			$	239,802			$	215,118			$	3

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	30,172

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	204	$	123	$	1,256	$	2,930

Permanent differences, primarily due to a net operating loss, resulted in the following reclassifications among the compoents of net assets at December 31, 2021:

Total Distributable Earnings (000)				Paid-in- Capital (000)
$	3,151			$	(3,151	)

At December 31, 2021, the Fund had no distributable earnings on a tax basis.

At December 31, 2021, the Fund had available for federal income tax purposes unused short-term capital losses of approximately $16,929,000 that do not have an expiration date.

Qualified Late Year Ordinary Losses (000)				Post October Capital Losses (000)
$	76			$	—

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

as disruption to consumer demand, economic output and supply chains. The duration and extent of COVID-19 and associated economic and market conditions and uncertainty over the long term cannot be reasonably estimated at this time. The ultimate impact of COVID-19 and the extent to which the associated conditions impact the Fund will also depend on future developments, which are highly uncertain, difficult to accurately predict and subject to change at any time. If the financial performance of the Fund's investments is impacted because of these factors for an extended period, the Fund's investment results may be adversely affected.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Emerging Markets Leaders Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Emerging Markets Leaders Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period ended, the financial highlights for each of the five years in the period ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of Fund Emerging Markets Leaders Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the results of its operations for the year then ended and the changes in its net assets for each of the two years in the period ended and its financial highlights for each of the five years in the period ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021. For corporate shareholders 1.81% of the dividends qualified for the dividends received deduction.

The Fund designated and paid approximately $123,000 as a long-term capital gain distribution.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

President, Strategic Decisions, LLC (consulting) (since February 2009); Director or Trustee of various Morgan Stanley Funds (since August 2006); Chairperson of the Compliance and Insurance Committee (since October 2015); formerly, Chairperson of the Insurance Sub- Committee of the Compliance and Insurance Committee (2007-2015); served as President and Chief Executive Officer of the Nuclear Energy Institute (policy organization) (February 2005-November 2008); retired as Admiral, U.S. Navy after serving over 38 years on active duty including 8 years as Director of the Naval Nuclear Propulsion Program in the Department of the Navy and the U.S. Department of Energy (1996-2004); served as Chief of Naval Personnel (July 1994-September 1996) and on the Joint Staff as Director of Political Military Affairs (June 1992-July 1994); knighted as Honorary Knight Commander of the Most Excellent Order of the British Empire; awarded the Officier de l'Orde National du Mérite by the French Government; elected to the National Academy of Engineering (2009).

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE
Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Sub-Adviser

Morgan Stanley Investment Management Company
23 Church Street
16-01 Capital Square, Singapore 049481

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIEMLANN

3997416 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Emerging Markets Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					7
Statement of Assets and Liabilities					9
Statement of Operations					11
Statements of Changes in Net Assets					12
Financial Highlights					14
Notes to Financial Statements					20
Report of Independent Registered Public Accounting Firm					27
Liquidity Risk Management Program					28
Federal Tax Notice					29
U.S. Customer Privacy Notice					30
Director and Officer Information					33

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Emerging Markets Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

Emerging Markets Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Emerging Markets Portfolio Class I	$	1,000.00	$	948.60	$	1,019.91	$	5.16	$	5.35		1.05	%
Emerging Markets Portfolio Class A		1,000.00		947.10		1,018.30		6.72		6.97		1.37
Emerging Markets Portfolio Class L		1,000.00		944.30		1,015.63		9.31		9.65		1.90
Emerging Markets Portfolio Class C		1,000.00		943.40		1,014.37		10.53		10.92		2.15
Emerging Markets Portfolio Class IS		1,000.00		949.00		1,020.42		4.67		4.84		0.95
Emerging Markets Portfolio Class IR		1,000.00		949.00		1,020.42		4.67		4.84		0.95

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Emerging Markets Portfolio

The Fund seeks long-term capital appreciation by investing primarily in growth-oriented equity securities of issuers in emerging market countries.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 3.55%, net of fees. The Fund's Class I shares outperformed the Fund's benchmark, the MSCI Emerging Markets Index (the "Index"), which returned –2.54%.

Factors Affecting Performance

• In the volatility of 2021, our emerging markets (EM) portfolio helped preserve capital during some of the large downward market moves and delivered positive absolute returns. We achieved this by remaining disciplined in managing an active portfolio of quality growth stocks that are informed by our thematic research and assessment of macro drivers and risks. Some of the key drivers supporting our performance included identifying and allocating for: economic recovery and/or improving policy reform prospects in South Africa, Central Europe and Mexico; rising demand for the select materials needed in the green technology critical to carbon reduction; recovery in demand for transportation and select consumer staples and services as societies adjusted to the COVID-19 pandemic; greater demand for credit, particularly in countries that have avoided or cleaned up past debt problems, as in Poland and India.

• Our aggregate country allocation — which is informed by our thematic research, high conviction in select stocks and an assessment of macro drivers — contributed to excess returns, led by the underweight allocation to China. While we have been underweight China for several years, we increased our underweight in early 2021 primarily to reduce our exposure to the internet and e-commerce industries, where we assessed that earnings growth prospects were likely to slow down. As a risk consideration, we had also expressed concern about how dominant China's weight had become in the Index (peaking at 43%).

• From a sector perspective, our stock selection was also particularly well rewarded in information technology (IT) and materials — which we added to selectively over the year. We see robust future

growth likely being driven by specific sub-sectors of digitization and technology; while the pandemic accelerated certain consumer and business consumption patterns, many of these trends will likely remain permanent even after the pandemic wanes. The materials companies we have chosen meet our high-quality criteria with earnings that we believe can be sustained longer term by greater demand linked to the "green economy." In addition, we had strong stock selection among financials, which we steadily added later in the year, particularly in countries where central banks were raising rates.

• Allocations to an IT services company and two semiconductor equipment companies contributed. We believe there may be short-term volatility in the semiconductor space as chip supply normalizes. Longer term, the Fund is invested in companies that we believe are poised to benefit from a structural up-cycle.

• The overweight allocation to and stock selection in Russia contributed, through allocations to a digital consumer bank and two low-cost energy producers.

• Stock selection in South Africa contributed strongly to returns, led by allocations to a global metals and minerals mining company, a leading platinum group metals producer and a large retail bank.

• Stock selection in China, India and Brazil detracted. In China, the Fund's allocations to an internet platform company and two after-school tutoring companies detracted. However, changes we made to the China portfolio over the course of the year were constructive, as China stock selection contributed positively to returns in the second half of 2021.

• Zero allocations to Saudi Arabia, the United Arab Emirates, Qatar and Kuwait also detracted as these were among the best performing markets in EM during the year. We have not been invested in Saudi Arabia given concerns that growth in the non-oil economy has lagged, its fiscal deficit has widened and its pegged currency is likely unsustainable longer term.

Management Strategies

• The portfolio remains focused on the themes, stocks and countries that we believe can thrive, even if growth levels are lower than they were in the first decade of the 2000s, when EM boomed as an asset

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Emerging Markets Portfolio

class. We continue to be overweight secular growth winners in themes such as digitization and technology and media, consumer plays that are supported by economic recovery and rising disposable income, and select cyclical recovery plays in those energy and materials companies that meet our high quality criteria with earnings that can be sustained longer term by greater demand linked to the "green economy."

• In Russia, many of the quality names we own are supported by the country's conservative macro policies, which have built up a fairly strong resilience to external shocks, including years of economic sanctions by the U.S. and European Union. We remain constructive and overweight South Africa as President Ramaphosa appears to be wisely allowing the justice system to run its course with former President Zuma, and the economy is supported by tailwinds from demand for metals, such as platinum, that are linked to electric vehicles and other green-friendly production. We strongly believe that paper and packaging, as provided by a company the Fund is invested in, are part of the gradual but increasing move away from plastics, and that there will likely be long-term earnings benefits from this trend.

• Eastern Europe — and Poland in particular — remain an engine room of innovation and entrepreneurship in regard to tech companies providing solutions for cybersecurity and other IT services, as well as growing global demand for gaming, which remains robust across EM despite the blunt crackdown in China. In software and IT services, e-commerce platforms, and payments, some of the most innovative growth companies are located in Brazil, Russia and Indonesia, and we remain positive on earnings growth in this area.

• Select financials are beginning to benefit from the rise in interest rates in certain countries; banks with effective fintech strategies will likely be the beneficiaries of rising demand for credit at greater profitability. We remain positive not only on names we own in South Africa and India, but also select quality names we own in China.

• Overarching our high conviction in these individual names driven by these themes are broader macro factors that we believe can help shift investor

demand in favor of EM as an asset class. Key among the catalysts to trigger improved returns for EM equities are an eventual weakening of the U.S. dollar on the back of historic fiscal deficits and debt buildup; the sustainable earnings for select commodities (platinum, aluminum, copper) linked to carbon emissions reduction goals; the economic benefits from reforms in countries such as Indonesia and India; and continuing digital innovations emanating from many EM countries. We believe EM valuations overall are at compelling valuations relative to the U.S. equity market, which is likely to be helpful in catalyzing asset allocation shifts.

* Minimum Investment for Class I shares

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Emerging Markets Portfolio

Performance Compared to the MSCI Emerging Markets Index⁽¹⁾ and the Lipper Emerging Markets Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
				Average Annual
	One Year			Five Years			Ten Years			Since Inception⁽¹⁰⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		3.55	%		9.60	%		5.60	%		7.63	%
Fund — Class A Shares w/o sales charges⁽⁵⁾		3.23			9.26			5.27			6.63
Fund — Class A Shares with maximum 5.25% sales charges⁽⁵⁾		–2.20			8.08			4.71			6.41
Fund — Class L Shares w/o sales charges⁽⁶⁾		2.64			8.65			—			3.62
Fund — Class C Shares w/o sales charges⁽⁸⁾		2.43			8.39			—			3.95
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁸⁾		1.48			8.39			—			3.95
Fund — Class IS Shares w/o sales charges⁽⁷⁾		3.63			9.71			—			4.87
Fund — Class IR Shares w/o sales charges⁽⁹⁾		3.63			—			—			6.57
MSCI Emerging Markets Index		–2.54			9.87			5.49			7.43
Lipper Emerging Markets Funds Index		–1.56			10.52			6.20			N/A

⁽¹⁾ The MSCI Emerging Markets Index is a free float-adjusted market capitalization weighted index that is designed to measure equity market performance of emerging markets. The term "free float" represents the portion of shares outstanding that are deemed to be available for purchase in the public equity markets by investors. The MSCI Emerging Markets Index currently consists of 25 emerging market country indices. The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. Returns, including periods prior to January 1, 2001, are calculated using the return data of the MSCI Emerging Markets Index (gross dividends) through December 31, 2000 and the return data of the MSCI Emerging Markets Net Index (net dividends) after December 31, 2000. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. The Index is unmanaged and its 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 Lipper Emerging Markets Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Emerging Market 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. As of the date of this report, the Fund was in the Lipper Emerging Market Funds classification.

⁽⁴⁾ Commenced operations on September 25, 1992.

⁽⁵⁾ Commenced offering on January 2, 1996.

⁽⁶⁾ Commenced offering on April 27, 2012.

⁽⁷⁾ Commenced offering on September 13, 2013.

⁽⁸⁾ Commenced offering on April 30, 2015.

⁽⁹⁾ Commenced offering on June 15, 2018.

⁽¹⁰⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

Emerging Markets Portfolio

	Shares		Value (000)
Common Stocks (99.4%)
Argentina (1.6%)
Globant SA (a)		36,729	$	11,536
Brazil (0.8%)
Lojas Renner SA		1,278,068		5,531
China (16.4%)
China Construction Bank Corp. H Shares (b)		17,954,120		12,434
China Mengniu Dairy Co., Ltd. (b)		1,610,000		9,126
China Merchants Bank Co., Ltd. H Shares (b)		1,630,000		12,657
China Resources Beer Holdings Co., Ltd. (b)		1,230,000		10,072
China Tourism Group Duty Free Corp. Ltd., Class A		52,300		1,801
Jiangsu Hengrui Medicine Co., Ltd., Class A		452,059		3,597
Kweichow Moutai Co., Ltd., Class A		23,149		7,446
Li Ning Co., Ltd. (b)		393,500		4,307
Meituan, Class B (a)(b)		381,900		11,039
Proya Cosmetics Co. Ltd., Class A		73,300		2,396
Shenzhou International Group Holdings Ltd. (b)		538,600		10,354
Tencent Holdings Ltd. (b)		536,000		31,400
Wuxi Biologics Cayman, Inc. (a)(b)		158,000		1,875
				118,504
Czech Republic (0.9%)
Komercni Banka AS		152,665		6,527
Germany (1.2%)
Infineon Technologies AG		190,841		8,786
Hong Kong (1.1%)
Hong Kong Exchanges & Clearing Ltd.		131,400		7,674
India (13.4%)
Asian Paints Ltd.		121,334		5,522
Eicher Motors Ltd.		82,273		2,869
Gland Pharma Ltd. (a)		40,203		2,090
HDFC Bank Ltd. ADR		175,844		11,442
Hindalco Industries Ltd.		990,542		6,337
Housing Development Finance Corp., Ltd.		378,010		13,153
ICICI Bank Ltd.		1,317,854		13,122
ICICI Prudential Life Insurance Co., Ltd.		620,093		4,678
Infosys Ltd.		357,609		9,081
Infosys Ltd. ADR		112,779		2,854
Mahindra & Mahindra Financial Services Ltd.		1,297,488		2,600
Mahindra & Mahindra Ltd.		397,468		4,476
MakeMyTrip Ltd. (a)		73,058		2,024
Reliance Industries Ltd.		416,860		13,280
Shree Cement Ltd.		9,326		3,386
				96,914
Indonesia (1.9%)
Bank Central Asia Tbk PT		15,007,300		7,686
Bank Mandiri Persero Tbk PT		9,229,800		4,557
Bukalapak.com PT Tbk (a)		35,511,500		1,075
				13,318
Korea, Republic of (10.7%)
Hyundai Motor Co.		15,677		2,752
Kakao Corp. (a)		43,987		4,154

	Shares		Value (000)
KakaoBank Corp. (a)		10,314	$	510
KB Financial Group, Inc.		117,801		5,447
Kia Corp.		39,459		2,723
LG Chem Ltd.		7,602		3,930
NAVER Corp.		12,592		3,997
Samsung Electronics Co., Ltd.		661,887		43,469
Samsung SDI Co., Ltd. (a)		9,922		5,457
SK Hynix, Inc. (a)		42,819		4,703
				77,142
Mexico (4.7%)
Grupo Aeroportuario del Sureste SAB de CV, Class B		528,528		10,896
Grupo Financiero Banorte SAB de CV Series O		1,963,690		12,772
Wal-Mart de Mexico SAB de CV		2,794,098		10,401
				34,069
Netherlands (2.7%)
ASML Holding N.V.		24,324		19,365
Panama (1.5%)
Copa Holdings SA, Class A (a)(c)		127,398		10,531
Poland (3.1%)
Bank Polska Kasa Opieki SA		304,389		9,188
LPP SA		3,177		13,505
				22,693
Russia (8.0%)
Fix Price Group Ltd. GDR		310,119		2,341
Fix Price Group Ltd. GDR (Euroclear)		565,919		4,273
LUKOIL PJSC ADR		123,028		11,011
Novatek PJSC (Registered GDR)		51,656		12,098
Ozon Holdings PLC ADR (a)		100,042		2,962
Sberbank of Russia PJSC ADR		365,513		5,867
TCS Group Holding PLC GDR		110,940		9,355
Yandex N.V., Class A (a)		157,758		9,544
				57,451
Singapore (1.4%)
Sea Ltd. ADR (a)		46,611		10,428
South Africa (5.4%)
Anglo American Platinum Ltd.		58,462		6,665
Anglo American PLC		456,690		18,678
Capitec Bank Holdings Ltd.		76,438		9,785
Mr Price Group Ltd.		325,843		4,080
				39,208
Taiwan (16.5%)
Airtac International Group		273,448		10,041
ASE Technology Holding Co., Ltd.		2,878,626		11,124
Delta Electronics, Inc.		1,487,000		14,754
MediaTek, Inc.		64,000		2,746
Novatek Microelectronics Corp.		316,000		6,136
Silergy Corp.		53,000		9,593
Taiwan Semiconductor Manufacturing Co., Ltd.		2,937,205		64,974
				119,368

The accompanying notes are an integral part of the financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments (cont'd)

Emerging Markets Portfolio

	Shares		Value (000)
Thailand (0.5%)
Ngern Tid Lor PCL (a)		3,211,900	$	3,511
United Kingdom (1.8%)
Mondi PLC		532,517		13,205
United States (5.8%)
Applied Materials, Inc.		54,158		8,522
EPAM Systems, Inc. (a)		15,428		10,313
MercadoLibre, Inc. (a)		7,179		9,680
NIKE, Inc., Class B		48,351		8,059
NVIDIA Corp.		19,126		5,625
				42,199
Total Common Stocks (Cost $490,053)				717,960
Short-Term Investment (1.1%)
Investment Company (1.1%)
Morgan Stanley Institutional Liquidity Funds — Government Portfolio — Institutional Class (See Note G) (Cost $8,133)		8,133,090		8,133
Total Investments (100.5%) (Cost $498,186) Including $6,423 of Securities Loaned (d)(e)				726,093
Liabilities in Excess of Other Assets (–0.5%)				(3,959	)
Net Assets (100.0%)			$	722,134

(a) Non-income producing security.

(b) Security trades on the Hong Kong exchange.

(d) The approximate fair value and percentage of net assets, $256,876,000 and 35.6%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Financial Statements.

(e) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $502,374,000. The aggregate gross unrealized appreciation is approximately $253,924,000 and the aggregate gross unrealized depreciation is approximately $30,228,000, resulting in net unrealized appreciation of approximately $223,696,000.

ADR American Depositary Receipt.

GDR Global Depositary Receipt.

PJSC Public Joint Stock Company.

Portfolio Composition

Classification	Percentage of Total Investments
Other*		41.0	%
Semiconductors & Semiconductor Equipment		19.5
Banks		16.7
Interactive Media & Services		6.8
Tech Hardware, Storage & Peripherals		6.0
Oil, Gas & Consumable Fuels		5.0
Textiles, Apparel & Luxury Goods		5.0
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Emerging Markets Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value⁽¹⁾ (Cost $490,053)	$	717,960
Investment in Security of Affiliated Issuer, at Value (Cost $8,133)		8,133
Total Investments in Securities, at Value (Cost $498,186)		726,093
Foreign Currency, at Value (Cost $—@)		—	@
Dividends Receivable		843
Tax Reclaim Receivable		165
Receivable for Fund Shares Sold		123
Receivable from Securities Lending Income		2
Receivable for Investments Sold		1
Receivable from Affiliate		—	@
Other Assets		149
Total Assets		727,376
Liabilities:
Deferred Capital Gain Country Tax		3,032
Payable for Advisory Fees		1,447
Payable for Custodian Fees		238
Payable for Fund Shares Redeemed		137
Payable for Investments Purchased		106
Payable for Professional Fees		55
Payable for Sub Transfer Agency Fees — Class I		39
Payable for Sub Transfer Agency Fees — Class A		1
Payable for Sub Transfer Agency Fees — Class L		—	@
Payable for Sub Transfer Agency Fees — Class C		—	@
Payable for Administration Fees		36
Payable for Transfer Agency Fees		10
Payable for Transfer Agency Fees — Class I		7
Payable for Transfer Agency Fees — Class A		1
Payable for Transfer Agency Fees — Class L		—	@
Payable for Transfer Agency Fees — Class C		1
Payable for Transfer Agency Fees — Class IS		—	@
Payable for Transfer Agency Fees — Class IR		—	@
Payable for Shareholder Services Fees — Class A		2
Payable for Distribution and Shareholder Services Fees — Class L		—	@
Payable for Distribution and Shareholder Services Fees — Class C		—	@
Other Liabilities		130
Total Liabilities		5,242
Net Assets	$	722,134
Net Assets Consist of:
Paid-in-Capital	$	483,135
Total Distributable Earnings		238,999
Net Assets	$	722,134

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Emerging Markets Portfolio

Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	272,406
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		10,709,169
Net Asset Value, Offering and Redemption Price Per Share	$	25.44
CLASS A:
Net Assets	$	9,222
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		373,542
Net Asset Value, Redemption Price Per Share	$	24.69
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	1.37
Maximum Offering Price Per Share	$	26.06
CLASS L:
Net Assets	$	233
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		9,676
Net Asset Value, Offering and Redemption Price Per Share	$	24.05
CLASS C:
Net Assets	$	531
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		22,118
Net Asset Value, Offering and Redemption Price Per Share	$	24.01
CLASS IS:
Net Assets	$	439,730
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		17,294,442
Net Asset Value, Offering and Redemption Price Per Share	$	25.43
CLASS IR:
Net Assets	$	12
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		480
Net Asset Value, Offering and Redemption Price Per Share	$	25.43
⁽¹⁾ Including: Securities on Loan, at Value:	$	6,423

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Emerging Markets Portfolio

Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $1,751 of Foreign Taxes Withheld)	$	12,825
Income from Securities Loaned — Net		34
Dividends from Security of Affiliated Issuer (Note G)		2
Total Investment Income		12,861
Expenses:
Advisory Fees (Note B)		6,315
Administration Fees (Note C)		620
Custodian Fees (Note F)		340
Sub Transfer Agency Fees — Class I		288
Sub Transfer Agency Fees — Class A		10
Sub Transfer Agency Fees — Class L		—	@
Sub Transfer Agency Fees — Class C		1
Professional Fees		154
Registration Fees		94
Transfer Agency Fees — Class I (Note E)		41
Transfer Agency Fees — Class A (Note E)		4
Transfer Agency Fees — Class L (Note E)		2
Transfer Agency Fees — Class C (Note E)		3
Transfer Agency Fees — Class IS (Note E)		3
Transfer Agency Fees — Class IR (Note E)		2
Shareholder Services Fees — Class A (Note D)		22
Distribution and Shareholder Services Fees — Class L (Note D)		2
Distribution and Shareholder Services Fees — Class C (Note D)		8
Shareholder Reporting Fees		24
Directors' Fees and Expenses		13
Pricing Fees		6
Interest Expenses		3
Other Expenses		32
Total Expenses		7,987
Waiver of Advisory Fees (Note B)		(233	)
Reimbursement of Class Specific Expenses — Class I (Note B)		(19	)
Reimbursement of Class Specific Expenses — Class L (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class C (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(3	)
Reimbursement of Class Specific Expenses — Class IR (Note B)		(2	)
Rebate from Morgan Stanley Affiliate (Note G)		(5	)
Net Expenses		7,721
Net Investment Income		5,140
Realized Gain (Loss):
Investments Sold (Net of $485 of Capital Gain Country Tax)		109,479
Foreign Currency Translation		(871	)
Net Realized Gain		108,608
Change in Unrealized Appreciation (Depreciation):
Investments (Net of Increase in Deferred Capital Gain Country Tax of $1,089)		(86,449	)
Foreign Currency Translation		(1	)
Net Change in Unrealized Appreciation (Depreciation)		(86,450	)
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		22,158
Net Increase in Net Assets Resulting from Operations	$	27,298

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Emerging Markets Portfolio

Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Income	$	5,140		$	4,207
Net Realized Gain (Loss)		108,608			(28,725	)
Net Change in Unrealized Appreciation (Depreciation)		(86,450	)		128,241
Net Increase in Net Assets Resulting from Operations		27,298			103,723
Dividends and Distributions to Shareholders:
Class I		(22,807	)		(3,316	)
Class A		(742	)		(58	)
Class L		(18	)		(1	)
Class C		(33	)		(3	)
Class IS		(36,896	)		(5,074	)
Class IR		(1	)		(—	@)
Total Dividends and Distributions to Shareholders		(60,497	)		(8,452	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		44,505			61,286
Distributions Reinvested		22,052			3,187
Redeemed		(95,980	)		(73,298	)
Class A:
Subscribed		3,724			1,609
Distributions Reinvested		740			58
Redeemed		(2,711	)		(5,575	)
Class L:
Exchanged		38			50
Distributions Reinvested		18			1
Redeemed		(26	)		(54	)
Class C:
Subscribed		579			42
Distributions Reinvested		33			3
Redeemed		(589	)		(27	)
Class IS:
Subscribed		37,143			27,884
Distributions Reinvested		36,896			5,074
Redeemed		(52,934	)		(167,078	)
Class IR:
Distributions Reinvested		1			—	@
Net Decrease in Net Assets Resulting from Capital Share Transactions		(6,511	)		(146,838	)
Redemption Fees		—	@		12
Total Decrease in Net Assets		(39,710	)		(51,555	)
Net Assets:
Beginning of Period		761,844			813,399
End of Period	$	722,134		$	761,844

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Emerging Markets Portfolio

Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		1,578			3,098
Shares Issued on Distributions Reinvested		890			121
Shares Redeemed		(3,409	)		(3,267	)
Net Decrease in Class I Shares Outstanding		(941	)		(48	)
Class A:
Shares Subscribed		138			75
Shares Issued on Distributions Reinvested		31			2
Shares Redeemed		(98	)		(260	)
Net Increase (Decrease) in Class A Shares Outstanding		71			(183	)
Class L:
Shares Exchanged		1			2
Shares Issued on Distributions Reinvested		1			—	@@
Shares Redeemed		(1	)		(3	)
Net Increase (Decrease) in Class L Shares Outstanding		1			(1	)
Class C:
Shares Subscribed		22			2
Shares Issued on Distributions Reinvested		1			—	@@
Shares Redeemed		(22	)		(1	)
Net Increase in Class C Shares Outstanding		1			1
Class IS:
Shares Subscribed		1,306			1,282
Shares Issued on Distributions Reinvested		1,490			193
Shares Redeemed		(1,904	)		(7,218	)
Net Increase (Decrease) in Class IS Shares Outstanding		892			(5,743	)
Class IR:
Shares Issued on Distributions Reinvested		—	@@		—	@@

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Emerging Markets Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	26.85		$	23.69		$	22.53		$	27.95		$	20.83
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.17			0.13			0.41			0.28			0.19
Net Realized and Unrealized Gain (Loss)		0.73			3.32			3.92			(5.15	)		7.10
Total from Investment Operations		0.90			3.45			4.33			(4.87	)		7.29
Distributions from and/or in Excess of:
Net Investment Income		(0.46	)		(0.14	)		(0.18	)		(0.35	)		(0.17	)
Net Realized Gain		(1.85	)		(0.15	)		(2.99	)		(0.20	)		—
Total Distributions		(2.31	)		(0.29	)		(3.17	)		(0.55	)		(0.17	)
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	25.44		$	26.85		$	23.69		$	22.53		$	27.95
Total Return⁽³⁾		3.55	%		14.58	%		19.44	%		(17.32	)%		34.97	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	272,406		$	312,834		$	277,114		$	229,132		$	342,400
Ratio of Expenses Before Expense Limitation		1.09	%		1.10	%		1.16	%		N/A			1.07	%
Ratio of Expenses After Expense Limitation		1.05	%⁽⁴⁾		1.05	%⁽⁴⁾		1.05	%⁽⁴⁾		1.03	%⁽⁴⁾		1.04	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.05	%⁽⁴⁾		1.05	%⁽⁴⁾		1.05	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Income		0.61	%⁽⁴⁾		0.58	%⁽⁴⁾		1.69	%⁽⁴⁾		1.08	%⁽⁴⁾		0.75	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.01	%		0.00	%⁽⁵⁾
Portfolio Turnover Rate		39	%		57	%		58	%		56	%		35	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Emerging Markets Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	26.13		$	23.05		$	21.99		$	27.24		$	20.31
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.08			0.05			0.30			0.20			0.10
Net Realized and Unrealized Gain (Loss)		0.71			3.22			3.85			(5.01	)		6.92
Total from Investment Operations		0.79			3.27			4.15			(4.81	)		7.02
Distributions from and/or in Excess of:
Net Investment Income		(0.38	)		(0.04	)		(0.10	)		(0.24	)		(0.09	)
Net Realized Gain		(1.85	)		(0.15	)		(2.99	)		(0.20	)		—
Total Distributions		(2.23	)		(0.19	)		(3.09	)		(0.44	)		(0.09	)
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	24.69		$	26.13		$	23.05		$	21.99		$	27.24
Total Return⁽³⁾		3.23	%		14.21	%		19.08	%		(17.58	)%		34.54	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	9,222		$	7,907		$	11,195		$	13,605		$	23,952
Ratio of Expenses Before Expense Limitation		1.39	%		1.43	%		1.43	%		N/A			1.40	%
Ratio of Expenses After Expense Limitation		1.36	%⁽⁴⁾		1.38	%⁽⁴⁾		1.34	%⁽⁴⁾		1.34	%⁽⁴⁾		1.36	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.36	%⁽⁴⁾		1.38	%⁽⁴⁾		1.34	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Income		0.28	%⁽⁴⁾		0.24	%⁽⁴⁾		1.26	%⁽⁴⁾		0.78	%⁽⁴⁾		0.42	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.01	%		0.00	%⁽⁵⁾
Portfolio Turnover Rate		39	%		57	%		58	%		56	%		35	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Emerging Markets Portfolio

	Class L
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	25.51		$	22.59		$	21.64		$	26.85		$	20.08
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.06	)		(0.08	)		0.17			0.05			(0.01	)
Net Realized and Unrealized Gain (Loss)		0.68			3.15			3.77			(4.91	)		6.80
Total from Investment Operations		0.62			3.07			3.94			(4.86	)		6.79
Distributions from and/or in Excess of:
Net Investment Income		(0.23	)		—			—			(0.15	)		(0.02	)
Net Realized Gain		(1.85	)		(0.15	)		(2.99	)		(0.20	)		—
Total Distributions		(2.08	)		(0.15	)		(2.99	)		(0.35	)		(0.02	)
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	24.05		$	25.51		$	22.59		$	21.64		$	26.85
Total Return⁽³⁾		2.64	%		13.65	%		18.37	%		(18.03	)%		33.80	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	233		$	215		$	210		$	292		$	253
Ratio of Expenses Before Expense Limitation		2.69	%		3.06	%		2.47	%		2.55	%		2.54	%
Ratio of Expenses After Expense Limitation		1.90	%⁽⁴⁾		1.90	%⁽⁴⁾		1.90	%⁽⁴⁾		1.89	%⁽⁴⁾		1.90	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.90	%⁽⁴⁾		1.90	%⁽⁴⁾		1.90	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Income (Loss)		(0.23	)%⁽⁴⁾		(0.40	)%⁽⁴⁾		0.73	%⁽⁴⁾		0.20	%⁽⁴⁾		(0.03	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.01	%		0.00	%⁽⁵⁾
Portfolio Turnover Rate		39	%		57	%		58	%		56	%		35	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Emerging Markets Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	25.29		$	22.45		$	21.57		$	26.66		$	19.99
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.10	)		(0.11	)		0.11			0.04			(0.09	)
Net Realized and Unrealized Gain (Loss)		0.67			3.10			3.76			(4.93	)		6.78
Total from Investment Operations		0.57			2.99			3.87			(4.89	)		6.69
Distributions from and/or in Excess of:
Net Investment Income		—			—			—			(0.00	)⁽²⁾		(0.02	)
Net Realized Gain		(1.85	)		(0.15	)		(2.99	)		(0.20	)		—
Total Distributions		(1.85	)		(0.15	)		(2.99	)		(0.20	)		(0.02	)
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	24.01		$	25.29		$	22.45		$	21.57		$	26.66
Total Return⁽³⁾		2.43	%		13.32	%		18.16	%		(18.26	)%		33.45	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	531		$	530		$	454		$	309		$	817
Ratio of Expenses Before Expense Limitation		2.42	%		2.60	%		2.58	%		2.37	%		2.30	%
Ratio of Expenses After Expense Limitation		2.15	%⁽⁴⁾		2.15	%⁽⁴⁾		2.15	%⁽⁴⁾		2.14	%⁽⁴⁾		2.15	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		2.15	%⁽⁴⁾		2.15	%⁽⁴⁾		2.15	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Income (Loss)		(0.39	)%⁽⁴⁾		(0.53	)%⁽⁴⁾		0.47	%⁽⁴⁾		0.17	%⁽⁴⁾		(0.36	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.01	%		0.00	%⁽⁵⁾
Portfolio Turnover Rate		39	%		57	%		58	%		56	%		35	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Emerging Markets Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	26.85		$	23.68		$	22.52		$	27.96		$	20.83
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.20			0.15			0.36			0.31			0.21
Net Realized and Unrealized Gain (Loss)		0.72			3.33			4.00			(5.17	)		7.11
Total from Investment Operations		0.92			3.48			4.36			(4.86	)		7.32
Distributions from and/or in Excess of:
Net Investment Income		(0.49	)		(0.16	)		(0.21	)		(0.38	)		(0.19	)
Net Realized Gain		(1.85	)		(0.15	)		(2.99	)		(0.20	)		—
Total Distributions		(2.34	)		(0.31	)		(3.20	)		(0.58	)		(0.19	)
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	25.43		$	26.85		$	23.68		$	22.52		$	27.96
Total Return⁽³⁾		3.63	%		14.73	%		19.58	%		(17.25	)%		35.09	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	439,730		$	440,346		$	524,416		$	797,029		$	1,034,348
Ratio of Expenses Before Expense Limitation		0.98	%		1.00	%		1.04	%		N/A			0.98	%
Ratio of Expenses After Expense Limitation		0.95	%⁽⁴⁾		0.95	%⁽⁴⁾		0.95	%⁽⁴⁾		0.92	%⁽⁴⁾		0.95	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		0.95	%⁽⁴⁾		0.95	%⁽⁴⁾		0.95	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Income		0.71	%⁽⁴⁾		0.67	%⁽⁴⁾		1.47	%⁽⁴⁾		1.21	%⁽⁴⁾		0.82	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.01	%		0.00	%⁽⁵⁾
Portfolio Turnover Rate		39	%		57	%		58	%		56	%		35	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
18

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Emerging Markets Portfolio

	Class IR
	Year Ended December 31,									Period from June 15, 2018⁽¹⁾ to
Selected Per Share Data and Ratios	2021			2020			2019			December 31, 2018
Net Asset Value, Beginning of Period	$	26.85		$	23.68		$	22.54		$	26.23
Income (Loss) from Investment Operations:
Net Investment Income⁽²⁾		0.20			0.12			0.40			0.20
Net Realized and Unrealized Gain (Loss)		0.72			3.36			3.94			(3.31	)
Total from Investment Operations		0.92			3.48			4.34			(3.11	)
Distributions from and/or in Excess of:
Net Investment Income		(0.49	)		(0.16	)		(0.21	)		(0.38	)
Net Realized Gain		(1.85	)		(0.15	)		(2.99	)		(0.20	)
Total Distributions		(2.34	)		(0.31	)		(3.20	)		(0.58	)
Redemption Fees		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	25.43		$	26.85		$	23.68		$	22.54
Total Return⁽⁴⁾		3.63	%		14.73	%		19.53	%		(11.82	)%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period, (Thousands)	$	12		$	12		$	10		$	9
Ratio of Expenses Before Expense Limitation		16.98	%		21.21	%		21.52	%		19.46	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		0.95	%⁽⁵⁾		0.95	%⁽⁵⁾		0.95	%⁽⁵⁾		0.93	%⁽⁵⁾⁽⁸⁾
Ratios of Expenses After Expense Limitation Excluding Interest Expenses		0.95	%⁽⁵⁾		0.95	%⁽⁵⁾		0.95	%⁽⁵⁾		N/A
Ratio of Net Investment Income		0.71	%⁽⁵⁾		0.55	%⁽⁵⁾		1.62	%⁽⁵⁾		1.56	%⁽⁵⁾⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.01	%⁽⁸⁾
Portfolio Turnover Rate		39	%		57	%		58	%		56	%

(1) Commencement of Offering.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the financial statements.
19

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the Emerging Markets Portfolio. The Fund seeks long-term capital appreciation by investing primarily in growth-oriented equity securities of issuers in emerging market countries.

market official closing price if such market reports an official closing price), and if there was no trading in the security on a given day and if there is no official closing price from relevant markets for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser") or Morgan Stanley Investment Management Company ("MSIM Company") (the "Sub-Adviser"), each a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) when market quotations are not readily available, including circumstances under which the Adviser or the Sub-Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (5) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; and (6) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

and (2) inputs that reflect the reporting entity's own assumptions about the assumptions market participants would use in valuing an asset or liability developed based on the best information available in the circumstances (unobservable inputs) and to establish classification of fair value measurements for disclosure purposes. Various inputs are used in determining the value of the Fund's investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Airlines	$	10,531	$	—	$	—	$	10,531
Automobiles		7,345		5,475		—		12,820
Banks		87,434		33,915		—		121,349
Beverages		17,518		—		—		17,518
Capital Markets		7,674		—		—		7,674

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Chemicals	$	5,522	$	3,930	$	—	$	9,452
Construction Materials		3,386		—		—		3,386
Consumer Finance		2,600		3,511		—		6,111
Electronic Equipment, Instruments & Components		—		20,211		—		20,211
Entertainment		10,428		—		—		10,428
Food & Staples Retailing		10,401		—		—		10,401
Food Products		9,126		—		—		9,126
Hotels, Restaurants & Leisure		2,024		—		—		2,024
Information Technology Services		33,784		—		—		33,784
Insurance		4,678		—		—		4,678
Interactive Media & Services		40,944		8,151		—		49,095
Internet & Direct Marketing Retail		23,681		1,075		—		24,756
Life Sciences Tools & Services		1,875		—		—		1,875
Machinery		—		10,041		—		10,041
Metals & Mining		31,680		—		—		31,680
Multi-Line Retail		4,273		7,872		—		12,145
Oil, Gas & Consumable Fuels		36,389		—		—		36,389
Paper & Forest Products		13,205		—		—		13,205
Personal Products		2,396		—		—		2,396
Pharmaceuticals		5,687		—		—		5,687
Semiconductors & Semiconductor Equipment		33,512		108,062		—		141,574
Specialty Retail		5,881		—		—		5,881
Tech Hardware, Storage & Peripherals		—		43,469		—		43,469
Textiles, Apparel & Luxury Goods		22,720		13,505		—		36,225
Thrifts & Mortgage Finance		13,153		—		—		13,153
Transportation Infrastructure		10,896		—		—		10,896
Total Common Stocks		458,743		259,217		—		717,960
Short-Term Investment
Investment Company		8,133		—		—		8,133
Total Assets	$	466,876	$	259,217	$	—	$	726,093

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Governmental approval for foreign investments may be required in advance of making an investment under

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

certain circumstances in some countries, and the extent of foreign investments in domestic companies may be subject to limitation in other countries. Foreign ownership limitations also may be imposed by the charters of individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

4. Securities Lending: The Fund lends securities to qualified financial institutions, such as broker-dealers, to earn additional income. Any increase or decrease in the fair value of the securities loaned that might occur and any interest earned or dividends declared on those securities during the term of the loan would remain in the Fund. The Fund would receive cash or securities as collateral in an amount equal to or exceeding 100% of the current fair value of the loaned securities. The collateral is marked-to-market daily by State Street Bank and Trust Company ("State Street"), the securities lending agent, to ensure that a minimum of 100% collateral coverage is maintained.

The Fund has the right under the securities lending agreement to recover the securities from the borrower on demand.

The following table presents financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Statement of Assets and Liabilities
Gross Asset Amounts Presented in the Statement of Assets and Liabilities (000)			Financial Instrument (000)		Collateral Received (000)			Net Amount (not less than $0) (000)
$	6,423	(a)	$	—	$	(6,423	)(b)(c)	$	0

(a) Represents market value of loaned securities at year end.

(b) The Fund received non-cash collateral of approximately $6,527,000 in the form of U.S. Government obligations, which the Fund cannot sell or repledge, and accordingly are not reflected in the Portfolio of Investments.

5. Redemption Fees: The Fund will assess a 2% redemption fee, on Class I shares, Class A shares, Class L shares, Class C shares, Class IS shares and Class IR shares which is paid directly to the Fund, for shares redeemed or exchanged within thirty days of purchase, subject to certain exceptions. The redemption fee is designed to protect the Fund and its remaining shareholders from the effects of short-term trading. These fees, if any, are included in the Statements of Changes in Net Assets.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

withholding taxes except where collection is in doubt. Discounts are accreted and premiums are amortized over the life of the respective securities. Most expenses of the Company can be directly attributed to a particular Fund. Expenses which cannot be directly attributed are apportioned among the Funds based upon relative net assets or other appropriate methods. Income, expenses (other than class specific expenses — distribution and shareholder services, transfer agency and sub transfer agency fees) and realized and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

First $500 million				Next $500 million				Next $1.5 billion				Over $2.5 billion
	0.85	%			0.75	%			0.70	%			0.65	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.78% of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses, excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 1.05% for Class I shares, 1.40% for Class A shares, 1.90% for Class L shares, 2.15% for Class C shares, 0.95% for Class IS shares and 0.95% for Class IR shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $233,000 of advisory fees were waived and approximately $28,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $294,380,000 and $355,610,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Government Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser, both directly and as a portion of the securities held as collateral on loaned securities. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $5,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	8,941			$	175,503			$	176,311			$	2

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	8,133

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	11,076	$	49,421	$	4,274	$	4,178

The Fund had no permanent differences causing reclassifications among the components of net assets for the year ended December 31, 2021.

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	—			$	17,251

During the year ended December 31, 2021, the Fund utilized capital loss carryforwards for U.S. federal income tax purposes of approximately $36,438,000

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Emerging Markets Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Emerging Markets Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statement of operations for the year then ended and the statements of changes in net assets for each of the two years in the period ended, the financial highlights for each of the five years in the period ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of Emerging Markets Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the results of its operations for the year then ended and the changes in its net assets for each of the two years in the period ended and its financial highlights for each of the five years in the period ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021. For corporate shareholders 1.35% of the dividends qualified for the dividends received deduction.

The Fund designated and paid approximately $49,421,000 as a long-term capital gain distribution.

The Fund intends to pass through foreign tax credits of approximately $1,680,000 and has derived net income from sources within foreign countries amounting to approximately $14,775,000.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Sub-Adviser

Morgan Stanley Investment Management Company
23 Church Street
16-01 Capital Square, Singapore 049481

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIEMANN
3997419 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Global Concentrated Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					7
Statement of Assets and Liabilities					8
Statement of Operations					9
Statements of Changes in Net Assets					10
Financial Highlights					11
Notes to Financial Statements					15
Report of Independent Registered Public Accounting Firm					21
Liquidity Risk Management Program					22
Federal Tax Notice					23
U.S. Customer Privacy Notice					24
Director and Officer Information					27

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Global Concentrated Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

Global Concentrated Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Global Concentrated Portfolio Class I	$	1,000.00	$	1,061.10	$	1,020.11	$	5.25	$	5.14		1.01	%
Global Concentrated Portfolio Class A		1,000.00		1,059.00		1,018.50		6.90		6.77		1.33
Global Concentrated Portfolio Class C		1,000.00		1,055.50		1,014.77		10.72		10.51		2.07
Global Concentrated Portfolio Class IS		1,000.00		1,061.00		1,020.42		4.94		4.84		0.95

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Global Concentrated Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 17.83%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the MSCI World Net Index (the "Index"), which returned 21.82%.

Factors Affecting Performance

• The Fund underperformed its benchmark yet returned strong performance on an absolute basis in 2021.

• For the duration of 2021, the Fund held both growth and value stocks, with some exposure to more defensive bond proxy stocks in terms of utilities and real estate investment trusts (REITs) to help mitigate market volatility.

• As typical for post-recession recoveries, market strength remained through the one-year reporting period, the second year following the unprecedented, swift and strong COVID-19 induced recession and consequent market drawdown in early 2020.

• Throughout 2021, value stocks were historically inexpensive with strong balance sheets, providing potential for strong upside in the continued market recovery from the recessionary lows. These value cyclical stocks performed strongly for the period, contributing the most positively to performance for the full year. This was balanced with exposure to some growth stocks, while avoiding the uber-growth stocks which continue to be elevated in terms of their historic valuation levels, implying unreasonably high expectations. This positioning served the portfolio well and contributed positively to performance.

• From a geographic standpoint, regional positioning had mixed contribution to performance for the period.

• Being underweight and remaining more defensive in the European region and maintaining no weight

in Japan were decisions that positively contributed to performance.

• With valuations contrasting their U.S. technology peers at extreme lows, Asia technology was the largest overweight in the portfolio. The depreciation of the dollar versus Asia ex-Japan currencies provided added reason to hold Asia ex-Japan exposure entering 2021. However, actions by the Chinese government impacted these names and a stronger dollar later in the year resulted in Asia ex-Japan being the single largest detractor from performance for the period.

• The Fund's consistent lack of allocation to Japan for the period contributed positively to performance. Not only does the team struggle quantitatively to find market metrics that have long-term persistence in Japan, but they also struggle to find specific stocks that persistently outperform. This poses a longer-term risk, and the team remains negative on the region.

• Entering 2022, the portfolio holds about 45% growth and 55% value/core stocks in the U.S. region, including some exposure to more defensive bond proxy stocks in terms of utilities and REITs to help mitigate market volatility. From a geographic standpoint, the portfolio is underweight North America, overweight Asia ex-Japan, and underweight Europe versus the benchmark while maintaining no weighting in Japan.

• Within stock selection, the largest detractors were two Chinese technology companies negatively impacted by the actions of the Chinese Communist Party, in spite of company fundamentals not having changed, and an India-based bank.

• The Fund benefited from good overall stock selection, particularly in the U.S. region and positions in value stocks, specifically U.S. financials. Exposure to growth stocks positively contributed to performance, including a U.S. technology stock and a French luxury goods manufacturer with distribution into China. Defensive positioning and an underweight versus the benchmark in Europe also positively contributed to performance.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Concentrated Portfolio

Management Strategies

• There have been no changes to the investment process during the period. Applied Equity Advisors' investment process is comprised of two parts: a Style Positioning Engine and a Stock Selection Engine. The first step, the Style Positioning Engine, takes into account not only what market styles (growth, value, defensive) or areas of the market are in leadership, but also how much momentum a particular style has, whether that style is cheap or expensive, and whether the timing is right to be tilted toward that style. The timing decision comes down to the team's judgment and our combined decades of experience in factor investing. The team considers Style Positioning for each of four regions: U.S., Europe, Japan and Asia ex-Japan. With regard to the Style Positioning Engine, investing in a particular area of the market that shows cheap historical valuation levels may not appear to be advantageous at first, but if chosen correctly, sticking with that investment often proves to be successful over the longer term. The Stock Selection Engine begins its work once the desired style positioning is understood. There are three steps to the Stock Selection Engine: 1. determining which stocks are most correlated to the desired style and least correlated to other portfolio positions, 2. evaluation of the company fundamentals, and 3. Sustainability Analysis. The result is a highly active portfolio of fundamentally attractive stocks that the team believes could benefit from what we have identified to be investment styles likely to outperform in each region.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Concentrated Portfolio

* Minimum Investment for Class I shares

** Commenced Operations on May 27, 2016.

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, C and IS shares will vary from the performance of Class I shares and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the MSCI World Net Index⁽¹⁾ and the Lipper Global Large-Cap Growth Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
				Average Annual
	One Year			Five Years			Ten Years		Since Inception⁽⁵⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		17.83	%		15.20	%		—		13.92	%
Fund — Class A Shares w/o sales charges⁽⁴⁾		17.42			14.81			—		13.53
Fund — Class A Shares with maximum 5.25% sales charges⁽⁴⁾		11.27			13.58			—		12.45
Fund — Class C Shares w/o sales charges⁽⁴⁾		16.58			13.94			—		12.70
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁴⁾		15.58			13.94			—		12.70
Fund — Class IS Shares w/o sales charges⁽⁴⁾		17.86			15.26			—		13.98
MSCI World Net Index		21.82			15.03			—		14.42
Lipper Global Large-Cap Growth Funds Index		15.06			18.08			—		16.52

⁽¹⁾ The MSCI World Net Index is a free float-adjusted market capitalization weighted index designed to measure the equity market performance of developed markets. The term "free float" represents the portion of shares outstanding that are deemed to be available for purchase in the public equity markets by investors. The MSCI World Index currently consists of 23 developed market country indices. The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. The Index is unmanaged and its 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 Lipper Global Large-Cap Growth Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Global Large-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. As of the date of this report, the Fund was in the Lipper Global Large-Cap Growth Funds classification.

⁽⁴⁾ Commenced operations on May 27, 2016.

⁽⁵⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

Global Concentrated Portfolio

	Shares		Value (000)
Common Stocks (95.7%)
China (4.6%)
Alibaba Group Holding Ltd. (a)(b)		58,000	$	884
Tencent Holdings Ltd. ADR		74,810		4,362
				5,246
France (8.5%)
LVMH Moet Hennessy Louis Vuitton SE ADR		59,090		9,779
India (6.5%)
HDFC Bank Ltd. ADR		114,554		7,454
Italy (6.6%)
Ferrari N.V.		29,196		7,556
Taiwan (5.1%)
Taiwan Semiconductor Manufacturing Co., Ltd. ADR		48,240		5,804
United States (64.4%)
Ameriprise Financial, Inc.		14,197		4,283
Costco Wholesale Corp.		8,267		4,693
Danaher Corp.		21,189		6,971
Domino's Pizza, Inc.		8,823		4,979
Estee Lauder Cos., Inc. (The), Class A		8,969		3,320
JPMorgan Chase & Co.		26,514		4,199
Lululemon Athletica, Inc. (b)		4,041		1,582
Mastercard, Inc., Class A		8,755		3,146
Microsoft Corp.		28,652		9,636
NextEra Energy, Inc.		36,492		3,407
Planet Fitness, Inc., Class A (b)		22,597		2,047
STORE Capital Corp. REIT		204,699		7,042
SVB Financial Group (b)		14,548		9,867
United Rentals, Inc. (b)		15,333		5,095
Waste Management, Inc.		22,158		3,698
				73,965
Total Common Stocks (Cost $87,290)				109,804
Investment Companies (3.5%)
United States (3.5%)
Invesco China Technology ETF (b)		30,055		1,867
KraneShares CSI China Internet ETF		60,119		2,194
Total Investment Companies (Cost $5,073)				4,061
Short-Term Investment (1.0%)
Investment Company (1.0%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $1,205)		1,205,198		1,205
Total Investments (100.2%) (Cost $93,568) (c)				115,070
Liabilities in Excess of Other Assets (–0.2%)				(261	)
Net Assets (100.0%)			$	114,809

(a) Security trades on the Hong Kong exchange.

(b) Non-income producing security.

(c) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $94,370,000. The aggregate gross unrealized appreciation is approximately $24,032,000 and the aggregate gross unrealized depreciation is approximately $3,332,000, resulting in net unrealized appreciation of approximately $20,700,000.

ADR American Depositary Receipt.

ETF Exchange Traded Fund.

REIT Real Estate Investment Trust.

Portfolio Composition

Classification	Percentage of Total Investments
Other*		33.1	%
Banks		18.7
Textiles, Apparel & Luxury Goods		9.9
Software		8.4
Automobiles		6.6
Equity Real Estate Investment Trusts		6.1
Hotels, Restaurants & Leisure		6.1
Life Sciences Tools & Services		6.1
Semiconductors & Semiconductor Equipment		5.0
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Concentrated Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $92,363)	$	113,865
Investment in Security of Affiliated Issuer, at Value (Cost $1,205)		1,205
Total Investments in Securities, at Value (Cost $93,568)		115,070
Dividends Receivable		102
Receivable for Fund Shares Sold		57
Tax Reclaim Receivable		7
Receivable from Affiliate		—	@
Other Assets		31
Total Assets		115,267
Liabilities:
Payable for Fund Shares Redeemed		217
Payable for Advisory Fees		153
Payable for Professional Fees		38
Payable for Sub Transfer Agency Fees — Class I		11
Payable for Sub Transfer Agency Fees — Class A		1
Payable for Sub Transfer Agency Fees — Class C		1
Payable for Custodian Fees		10
Payable for Shareholder Services Fees — Class A		2
Payable for Distribution and Shareholder Services Fees — Class C		6
Payable for Administration Fees		8
Payable for Transfer Agency Fees — Class I		1
Payable for Transfer Agency Fees — Class A		—	@
Payable for Transfer Agency Fees — Class C		1
Payable for Transfer Agency Fees — Class IS		—	@
Other Liabilities		9
Total Liabilities		458
Net Assets	$	114,809
Net Assets Consist of:
Paid-in-Capital	$	94,668
Total Distributable Earnings		20,141
Net Assets	$	114,809
CLASS I:
Net Assets	$	98,522
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		5,076,161
Net Asset Value, Offering and Redemption Price Per Share	$	19.41
CLASS A:
Net Assets	$	8,245
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		429,364
Net Asset Value, Redemption Price Per Share	$	19.20
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	1.06
Maximum Offering Price Per Share	$	20.26
CLASS C:
Net Assets	$	7,969
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		427,121
Net Asset Value, Offering and Redemption Price Per Share	$	18.66
CLASS IS:
Net Assets	$	73
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		3,757
Net Asset Value, Offering and Redemption Price Per Share	$	19.44

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Concentrated Portfolio

Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $39 of Foreign Taxes Withheld)	$	983
Dividends from Security of Affiliated Issuer (Note G)		—	@
Total Investment Income		983
Expenses:
Advisory Fees (Note B)		710
Professional Fees		125
Shareholder Services Fees — Class A (Note D)		20
Distribution and Shareholder Services Fees — Class C (Note D)		59
Administration Fees (Note C)		76
Registration Fees		69
Sub Transfer Agency Fees — Class I		47
Sub Transfer Agency Fees — Class A		5
Sub Transfer Agency Fees — Class C		4
Shareholder Reporting Fees		31
Custodian Fees (Note F)		16
Transfer Agency Fees — Class I (Note E)		3
Transfer Agency Fees — Class A (Note E)		3
Transfer Agency Fees — Class C (Note E)		3
Transfer Agency Fees — Class IS (Note E)		2
Directors' Fees and Expenses		6
Pricing Fees		1
Other Expenses		11
Total Expenses		1,191
Waiver of Advisory Fees (Note B)		(146	)
Reimbursement of Class Specific Expenses — Class I (Note B)		(10	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(2	)
Rebate from Morgan Stanley Affiliate (Note G)		(—	@)
Net Expenses		1,033
Net Investment Loss		(50	)
Realized Gain:
Investments Sold		2,574
Foreign Currency Translation		(—	@)
Net Realized Gain		2,574
Change in Unrealized Appreciation (Depreciation):
Investments		11,483
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		14,057
Net Increase in Net Assets Resulting from Operations	$	14,007

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Concentrated Portfolio

Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Income (Loss)	$	(50	)	$	11
Net Realized Gain		2,574			394
Net Change in Unrealized Appreciation (Depreciation)		11,483			6,411
Net Increase in Net Assets Resulting from Operations		14,007			6,816
Dividends and Distributions to Shareholders:
Class I		(3,607	)		(1	)
Class A		(319	)		(—	@)
Class C		(283	)		(—	@)
Class IS		(4	)		(—	@)
Total Dividends and Distributions to Shareholders		(4,213	)		(1	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		52,949			28,607
Distributions Reinvested		3,606			1
Redeemed		(12,352	)		(2,846	)
Class A:
Subscribed		3,983			2,087
Distributions Reinvested		319			—	@
Redeemed		(3,049	)		(1,077	)
Class C:
Subscribed		3,953			1,818
Distributions Reinvested		283			—	@
Redeemed		(356	)		(1,387	)
Class IS:
Subscribed		86			18
Distributions Reinvested		4			—	@
Redeemed		(59	)		—
Net Increase in Net Assets Resulting from Capital Share Transactions		49,367			27,221
Total Increase in Net Assets		59,161			34,036
Net Assets:
Beginning of Period		55,648			21,612
End of Period	$	114,809		$	55,648
(1) Capital Share Transactions:
Class I:
Shares Subscribed		2,859			1,823
Shares Issued on Distributions Reinvested		192			—	@@
Shares Redeemed		(658	)		(214	)
Net Increase in Class I Shares Outstanding		2,393			1,609
Class A:
Shares Subscribed		214			150
Shares Issued on Distributions Reinvested		17			—	@@
Shares Redeemed		(160	)		(82	)
Net Increase in Class A Shares Outstanding		71			68
Class C:
Shares Subscribed		216			133
Shares Issued on Distributions Reinvested		16			—	@@
Shares Redeemed		(19	)		(117	)
Net Increase in Class C Shares Outstanding		213			16
Class IS:
Shares Subscribed		4			1
Shares Issued on Distributions Reinvested		—	@@		—	@@
Shares Redeemed		(3	)		—
Net Increase in Class IS Shares Outstanding		1			1

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Concentrated Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	17.12		$	13.86		$	10.53		$	12.42		$	10.16
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.01			0.03			0.08			0.14			0.02
Net Realized and Unrealized Gain (Loss)		3.02			3.23			3.40			(1.95	)		2.28
Total from Investment Operations		3.03			3.26			3.48			(1.81	)		2.30
Distributions from and/or in Excess of:
Net Investment Income		—			(0.00	)⁽²⁾		(0.15	)		(0.08	)		(0.03	)
Net Realized Gain		(0.74	)		—			—			—			—
Paid-in-Capital		—			—			—			—			(0.01	)
Total Distributions		(0.74	)		(0.00	)⁽²⁾		(0.15	)		(0.08	)		(0.04	)
Net Asset Value, End of Period	$	19.41		$	17.12		$	13.86		$	10.53		$	12.42
Total Return⁽³⁾		17.83	%		23.52	%		33.10	%		(14.61	)%		22.64	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	98,522		$	45,946		$	14,885		$	11,554		$	11,814
Ratio of Expenses Before Expense Limitation		1.17	%		1.81	%		1.96	%		1.90	%		3.13	%
Ratio of Expenses After Expense Limitation		1.00	%⁽⁴⁾		0.99	%⁽⁴⁾		1.00	%⁽⁴⁾		1.00	%⁽⁴⁾		0.98	%⁽⁴⁾
Ratio of Net Investment Income		0.04	%⁽⁴⁾		0.21	%⁽⁴⁾		0.64	%⁽⁴⁾		1.13	%⁽⁴⁾		0.15	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%(⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		33	%		54	%		123	%		94	%		68	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Concentrated Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	17.00		$	13.80		$	10.49		$	12.37		$	10.15
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.05	)		(0.02	)		0.04			0.11			(0.03	)
Net Realized and Unrealized Gain (Loss)		2.99			3.22			3.38			(1.95	)		2.28
Total from Investment Operations		2.94			3.20			3.42			(1.84	)		2.25
Distributions from and/or in Excess of:
Net Investment Income		—			(0.00	)⁽²⁾		(0.11	)		(0.04	)		(0.03	)
Net Realized Gain		(0.74	)		—			—			—			—
Total Distributions		(0.74	)		(0.00	)⁽²⁾		(0.11	)		(0.04	)		(0.03	)
Net Asset Value, End of Period	$	19.20		$	17.00		$	13.80		$	10.49		$	12.37
Total Return⁽³⁾		17.42	%		23.19	%		32.64	%		(14.91	)%		22.17	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	8,245		$	6,091		$	4,009		$	2,213		$	1,666
Ratio of Expenses Before Expense Limitation		1.45	%		2.13	%		2.29	%		2.24	%		3.61	%
Ratio of Expenses After Expense Limitation		1.30	%⁽⁴⁾		1.31	%⁽⁴⁾		1.34	%⁽⁴⁾		1.35	%⁽⁴⁾		1.35	%⁽⁴⁾
Ratio of Net Investment Income (Loss)		(0.29	)%⁽⁴⁾		(0.14	)%⁽⁴⁾		0.32	%⁽⁴⁾		0.91	%⁽⁴⁾		(0.25	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		33	%		54	%		123	%		94	%		68	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(4) The Ratio of Expenses After Expense Limitation and Ratio of Net Investment Income (Loss) reflect the rebate of certain Fund expenses in connection with the investments Morgan Stanley affiliates during the period. The effect of the rebate on the ratios is disclosed in the above table as "Ratio of Rebate from Morgan Stanley Affiliates."

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Concentrated Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	16.66		$	13.63		$	10.36		$	12.27		$	10.15
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.18	)		(0.12	)		(0.06	)		0.02			(0.11	)
Net Realized and Unrealized Gain (Loss)		2.92			3.15			3.34			(1.93	)		2.26
Total from Investment Operations		2.74			3.03			3.28			(1.91	)		2.15
Distributions from and/or in Excess of:
Net Investment Income		—			(0.00	)⁽²⁾		(0.01	)		—			(0.03	)
Net Realized Gain		(0.74	)		—			—			—			—
Total Distributions		(0.74	)		(0.00	)⁽²⁾		(0.01	)		—			(0.03	)
Net Asset Value, End of Period	$	18.66		$	16.66		$	13.63		$	10.36		$	12.27
Total Return⁽³⁾		16.58	%		22.23	%		31.69	%		(15.57	)%		21.18	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	7,969		$	3,568		$	2,704		$	2,263		$	1,728
Ratio of Expenses Before Expense Limitation		2.21	%		2.91	%		3.06	%		2.98	%		4.36	%
Ratio of Expenses After Expense Limitation		2.06	%⁽⁴⁾		2.09	%⁽⁴⁾		2.10	%⁽⁴⁾		2.09	%⁽⁴⁾		2.10	%⁽⁴⁾
Ratio of Net Investment Income (Loss)		(1.00	)%⁽⁴⁾		(0.91	)%⁽⁴⁾		(0.46	)%⁽⁴⁾		0.18	%⁽⁴⁾		(0.95	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		33	%		54	%		123	%		94	%		68	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Concentrated Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	17.14		$	13.86		$	10.53		$	12.42		$	10.16
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.04			0.03			0.09			0.16			0.02
Net Realized and Unrealized Gain (Loss)		3.00			3.25			3.40			(1.97	)		2.28
Total from Investment Operations		3.04			3.28			3.49			(1.81	)		2.30
Distributions from and/or in Excess of:
Net Investment Income		—			(0.00	)⁽²⁾		(0.16	)		(0.08	)		(0.03	)
Net Realized Gain		(0.74	)		—			—			—			—
Paid-in-Capital		—			—			—			—			(0.01	)
Total Distributions		(0.74	)		(0.00	)⁽²⁾		(0.16	)		(0.08	)		(0.04	)
Net Asset Value, End of Period	$	19.44		$	17.14		$	13.86		$	10.53		$	12.42
Total Return⁽³⁾		17.86	%		23.67	%		33.16	%		(14.55	)%		22.67	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	73		$	43		$	14		$	11		$	12
Ratio of Expenses Before Expense Limitation		7.26	%		9.20	%		17.68	%		17.97	%		18.61	%
Ratio of Expenses After Expense Limitation		0.95	%⁽⁴⁾		0.95	%⁽⁴⁾		0.95	%⁽⁴⁾		0.95	%⁽⁴⁾		0.95	%⁽⁴⁾
Ratio of Net Investment Income		0.21	%⁽⁴⁾		0.22	%⁽⁴⁾		0.68	%⁽⁴⁾		1.27	%⁽⁴⁾		0.22	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		33	%		54	%		123	%		94	%		68	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the Global Concentrated Portfolio. The Fund seeks long-term capital appreciation.

The Fund offers four classes of shares — Class I, Class A, Class C and Class IS.

such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser"), a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) when market quotations are not readily available, including circumstances under which the Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (5) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; and (6) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Automobiles	$	7,556	$	—	$	—	$	7,556
Banks		21,520		—		—		21,520
Capital Markets		4,283		—		—		4,283
Commercial Services & Supplies		3,698		—		—		3,698
Electric Utilities		3,407		—		—		3,407
Equity Real Estate Investment Trusts (REITs)		7,042		—		—		7,042
Food & Staples Retailing		4,693		—		—		4,693
Hotels, Restaurants & Leisure		7,026		—		—		7,026
Information Technology Services		3,146		—		—		3,146

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Interactive Media & Services	$	4,362	$	—	$	—	$	4,362
Internet & Direct Marketing Retail		884		—		—		884
Life Sciences Tools & Services		6,971		—		—		6,971
Personal Products		3,320		—		—		3,320
Semiconductors & Semiconductor Equipment		5,804		—		—		5,804
Software		9,636		—		—		9,636
Textiles, Apparel & Luxury Goods		11,361		—		—		11,361
Trading Companies & Distributors		5,095		—		—		5,095
Total Common Stocks		109,804		—		—		109,804
Investment Companies		4,061		—		—		4,061
Short-Term Investment
Investment Company		1,205		—		—		1,205
Total Assets	$	115,070	$	—	$	—	$	115,070

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

transactions and balances. However, pursuant to U.S. federal income tax regulations, gains and losses from certain foreign currency transactions and the foreign currency portion of gains and losses realized on sales and maturities of foreign denominated debt securities are treated as ordinary income for U.S. federal income tax purposes.

4. Indemnifications: The Company enters into contracts that contain a variety of indemnifications. The Company's maximum exposure under these arrangements is unknown. However, the Company has not had prior claims

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

or losses pursuant to these contracts and expects the risk of loss to be remote.

5. Dividends and Distributions to Shareholders: Dividends and distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income, if any, are declared and paid annually. Net realized capital gains, if any, are distributed at least annually.

6. Security Transactions, Income and Expenses: Security transactions are accounted for on the trade date (date the order to buy or sell is executed). Realized gains and losses on the sale of investment securities are determined on the specific identified cost method. Dividend income and other distributions are recorded on the ex-dividend date (except for certain foreign dividends which may be recorded as soon as the Fund is informed of such dividends) net of applicable withholding taxes. Interest income is recognized on the accrual basis net of applicable withholding taxes except where collection is in doubt. Discounts are accreted and premiums are amortized over the life of the respective securities. Most expenses of the Company can be directly attributed to a particular Fund. Expenses which cannot be directly attributed are apportioned among the Funds based upon relative net assets or other appropriate methods. Income, expenses (other than class specific expenses — distribution and shareholder services, transfer agency and sub transfer agency fees) and realized and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

First $750 million				Next $750 million				Over $1.5 billion
	0.75	%			0.70	%			0.65	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.60% of the Fund's average daily net assets.

at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $146,000 of advisory fees were waived and approximately $12,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

E. Dividend Disbursing and Transfer Agent: The Company's dividend disbursing and transfer agent is DST

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Asset Manager Solutions, Inc. ("DST"). Pursuant to a Transfer Agency Agreement, the Company pays DST a fee based on the number of classes, accounts and transactions relating to the Funds of the Company.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $75,186,000 and $30,213,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by less than $500 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	863			$	41,277			$	40,935			$	—	@

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	1,205

@ Amount is less than $500.

The Fund is permitted to purchase and sell securities ("cross-trade") from and to other Morgan Stanley funds as well as other funds and client accounts for which the Adviser or an

affiliate of the Adviser serves as investment adviser, pursuant to procedures approved by the Directors in compliance with Rule 17a-7 under the Act (the "Rule"). Each cross-trade is executed at the current market price in compliance with provisions of the Rule. For the year ended December 31, 2021, the Fund did not engage in any cross-trade transactions.

The tax character of distributions paid may differ from the character of distributions shown for GAAP purposes due to short-term capital gains being treated as ordinary income for

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

tax purposes. The tax character of distributions paid during fiscal years 2021 and 2020 was as follows:

2.021 Distributions Paid From:		2020 Distributions Paid From:
Long-Term Capital Gain (000)		Long-Term Capital Gain (000)
$	4,213	$	1

Permanent differences, primarily due to a net operating loss, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Distributable Earnings (000)				Paid-in- Capital (000)
$	123			$	(123	)

At December 31, 2021, the Fund had no distributable earnings on a tax basis.

Qualified Late Year Ordinary Losses (000)				Post-October Capital Losses (000)
$	—			$	522

the interest rate on borrowings is based on the federal funds effective rate or overnight bank funding rate plus a spread. The Facility also has a commitment fee of 0.25% per annum based on the unused portion of the Facility. During the year ended December 31, 2021, the Fund did not have any borrowings under the Facility.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Global Concentrated Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Global Concentrated Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of Global Concentrated Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, 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 its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021.

The Fund designated and paid approximately $4,213,000 as a long-term capital gain distribution.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds
in Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since August 2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since August 2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since January 2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds
in Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since January 2015

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since July 1991

Director of NVR, Inc. (home construction).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds
in Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since August 1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since August 2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since January 2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds
in Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and
Birth Year of Executive Officer

Position(s) Held
with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September 2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since June 1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since June 2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIGCNPANN
3997423 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Global Core Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					7
Statement of Assets and Liabilities					8
Statement of Operations					9
Statements of Changes in Net Assets					10
Financial Highlights					11
Notes to Financial Statements					15
Report of Independent Registered Public Accounting Firm					21
Liquidity Risk Management Program					22
Federal Tax Notice					23
U.S. Customer Privacy Notice					24
Director and Officer Information					27

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Global Core Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

Global Core Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Global Core Portfolio Class I	$	1,000.00	$	1,056.70	$	1,020.16	$	5.18	$	5.09		1.00	%
Global Core Portfolio Class A		1,000.00		1,054.80		1,018.40		6.99		6.87		1.35
Global Core Portfolio Class C		1,000.00		1,051.00		1,014.57		10.91		10.71		2.11
Global Core Portfolio Class IS		1,000.00		1,056.60		1,020.42		4.92		4.84		0.95

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Global Core Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 17.63%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the MSCI World Net Index (the "Index"), which returned 21.82%.

Factors Affecting Performance

• The Fund underperformed its benchmark yet returned strong performance on an absolute basis in 2021.

• From a geographic standpoint, regional positioning had mixed contribution to performance for the period.

• Being underweight and remaining more defensive in the European region and maintaining minimal

weight in Japan were decisions that positively contributed to performance.

• The Fund's consistent minimal allocation to Japan for the period contributed positively to performance. Not only does the team struggle quantitatively to find market metrics that have long-term persistence in Japan, but they also struggle to find specific stocks that persistently outperform. This poses a longer-term risk, and the team remains negative on the region.

• The Fund benefited from good overall stock selection, particularly in the U.S. region and positions in value stocks, specifically U.S. financials. Exposure to growth stocks positively contributed to performance, including a U.S. technology stock, a U.S.-based global computer and personal device manufacturer, and a U.S. health care company. Defensive positioning and an underweight versus the benchmark in Europe also positively contributed to performance.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Core Portfolio

Management Strategies

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Core Portfolio

* Minimum Investment for Class I shares

** Commenced Operations on May 27, 2016.

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, C and IS shares will vary from the performance of Class I shares and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the MSCI World Net Index⁽¹⁾ and the Lipper Global Large-Cap Growth Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
				Average Annual
	One Year			Five Years			Ten Years		Since Inception⁽⁵⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		17.63	%		13.87	%		—		12.52	%
Fund — Class A Shares w/o sales charges⁽⁴⁾		17.14			13.45			—		12.10
Fund — Class A Shares with maximum 5.25% sales charges⁽⁴⁾		11.00			12.22			—		11.03
Fund — Class C Shares w/o sales charges⁽⁴⁾		16.32			12.61			—		11.27
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁴⁾		15.32			12.61			—		11.27
Fund — Class IS Shares w/o sales charges⁽⁴⁾		17.55			13.90			—		12.55
MSCI World Net Index		21.82			15.03			—		14.42
Lipper Global Large-Cap Growth Funds Index		15.06			18.08			—		16.52

⁽¹⁾ The MSCI World Net Index is a free float-adjusted market capitalization weighted index designed to measure the equity market performance of developed markets. The term "free float" represents the portion of shares outstanding that are deemed to be available for purchase in the public equity markets by investors. The MSCI World Net Index currently consists of 23 developed market country indices. The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. The Index is unmanaged and its returns do not include any sales charges or fees. Such costs would lower performance. It is not possible to invest directly in an index.

⁽⁴⁾ Commenced operations on May 27, 2016.

⁽⁵⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

Global Core Portfolio

	Shares		Value (000)
Common Stocks (98.8%)
China (6.5%)
Alibaba Group Holding Ltd. ADR (a)		2,655	$	316
NetEase, Inc. ADR		3,598		366
Tencent Holdings Ltd. ADR		14,819		864
				1,546
France (4.6%)
LVMH Moet Hennessy Louis Vuitton SE		1,302		1,078
India (3.5%)
HDFC Bank Ltd. ADR		12,910		840
Ireland (3.5%)
CRH PLC ADR		12,663		668
Ryanair Holdings PLC ADR (a)		1,602		164
				832
Italy (4.3%)
Ferrari N.V.		3,890		1,007
Japan (1.4%)
Nippon Telegraph & Telephone Corp. ADR		11,797		323
Singapore (1.7%)
Sea Ltd. ADR (a)		1,790		400
Taiwan (4.1%)
Taiwan Semiconductor Manufacturing Co., Ltd. ADR		8,154		981
United Kingdom (5.8%)
Diageo PLC ADR		3,591		790
Experian PLC ADR		11,957		590
				1,380
United States (63.4%)
Ameriprise Financial, Inc.		2,326		702
Apple, Inc.		10,514		1,867
Chevron Corp.		8,590		1,008
Danaher Corp.		3,074		1,011
Edwards Lifesciences Corp. (a)		2,205		286
Estee Lauder Cos., Inc. (The), Class A		1,900		703
First Republic Bank		3,861		797
Fortune Brands Home & Security, Inc.		2,457		263
JPMorgan Chase & Co.		4,080		646
Lululemon Athletica, Inc. (a)		1,803		706
Mastercard, Inc., Class A		1,875		674
Match Group, Inc. (a)		523		69
McDonald's Corp.		2,010		539
MGM Resorts International		11,290		507
Microsoft Corp.		4,700		1,581
NextEra Energy, Inc.		6,757		631
Planet Fitness, Inc., Class A (a)		789		71
Progressive Corp. (The)		667		68
SBA Communications Corp. REIT		517		201
STORE Capital Corp. REIT		21,457		738
SVB Financial Group (a)		1,454		986
Target Corp.		1,744		404

	Shares		Value (000)
United Rentals, Inc. (a)		953	$	317
Valero Energy Corp.		767		57
Veeva Systems, Inc., Class A (a)		599		153
				14,985
Total Common Stocks (Cost $16,448)				23,372
Short-Term Investment (1.8%)
Investment Company (1.8%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $421)		420,652		421
Total Investments (100.6%) (Cost $16,869) (b)				23,793
Liabilities in Excess of Other Assets (–0.6%)				(152	)
Net Assets (100.0%)			$	23,641

(a) Non-income producing security.

(b) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $16,924,000. The aggregate gross unrealized appreciation is approximately $7,305,000 and the aggregate gross unrealized depreciation is approximately $436,000, resulting in net unrealized appreciation of approximately $6,869,000.

ADR American Depositary Receipt.

REIT Real Estate Investment Trust.

Portfolio Composition

Classification	Percentage of Total Investments
Other*		64.3	%
Banks		13.7
Tech Hardware, Storage & Peripherals		7.9
Textiles, Apparel & Luxury Goods		7.5
Software		6.6
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Core Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $16,448)	$	23,372
Investment in Security of Affiliated Issuer, at Value (Cost $421)		421
Total Investments in Securities, at Value (Cost $16,869)		23,793
Foreign Currency, at Value (Cost —@)		—	@
Receivable for Fund Shares Sold		47
Due from Adviser		24
Dividends Receivable		12
Tax Reclaim Receivable		1
Receivable from Affiliate		—	@
Other Assets		25
Total Assets		23,902
Liabilities:
Payable for Investments Purchased		182
Payable for Professional Fees		47
Payable for Fund Shares Redeemed		9
Payable for Custodian Fees		5
Payable for Shareholder Services Fees — Class A		1
Payable for Distribution and Shareholder Services Fees — Class C		2
Payable for Administration Fees		2
Payable for Sub Transfer Agency Fees — Class I		1
Payable for Sub Transfer Agency Fees — Class A		—	@
Payable for Sub Transfer Agency Fees — Class C		—	@
Payable for Transfer Agency Fees — Class I		—	@
Payable for Transfer Agency Fees — Class A		—	@
Payable for Transfer Agency Fees — Class C		—	@
Payable for Transfer Agency Fees — Class IS		—	@
Other Liabilities		12
Total Liabilities		261
Net Assets	$	23,641
Net Assets Consist of:
Paid-in-Capital	$	16,857
Total Distributable Earnings		6,784
Net Assets	$	23,641
CLASS I:
Net Assets	$	18,041
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,001,998
Net Asset Value, Offering and Redemption Price Per Share	$	18.01
CLASS A:
Net Assets	$	2,678
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		150,023
Net Asset Value, Redemption Price Per Share	$	17.85
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	0.99
Maximum Offering Price Per Share	$	18.84
CLASS C:
Net Assets	$	2,893
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		167,343
Net Asset Value, Offering and Redemption Price Per Share	$	17.29
CLASS IS:
Net Assets	$	29
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,590
Net Asset Value, Offering and Redemption Price Per Share	$	18.01

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Core Portfolio

Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $7 of Foreign Taxes Withheld)	$	194
Dividends from Security of Affiliated Issuer (Note G)		—	@
Total Investment Income		194
Expenses:
Advisory Fees (Note B)		139
Professional Fees		129
Registration Fees		57
Shareholder Services Fees — Class A (Note D)		6
Distribution and Shareholder Services Fees — Class C (Note D)		26
Shareholder Reporting Fees		19
Administration Fees (Note C)		15
Custodian Fees (Note F)		10
Transfer Agency Fees — Class I (Note E)		2
Transfer Agency Fees — Class A (Note E)		2
Transfer Agency Fees — Class C (Note E)		2
Transfer Agency Fees — Class IS (Note E)		2
Sub Transfer Agency Fees — Class I		3
Sub Transfer Agency Fees — Class A		1
Sub Transfer Agency Fees — Class C		2
Directors' Fees and Expenses		5
Pricing Fees		3
Other Expenses		10
Total Expenses		433
Waiver of Advisory Fees (Note B)		(139	)
Expenses Reimbursed by Adviser (Note B)		(72	)
Reimbursement of Class Specific Expenses — Class A (Note B)		(—	@)
Reimbursement of Class Specific Expenses — Class C (Note B)		(—	@)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(2	)
Rebate from Morgan Stanley Affiliate (Note G)		(—	@)
Net Expenses		220
Net Investment Loss		(26	)
Realized Gain:
Investments Sold		1,061
Foreign Currency Translation		1
Net Realized Gain		1,062
Change in Unrealized Appreciation (Depreciation):
Investments		1,764
Foreign Currency Translation		(—	@)
Net Change in Unrealized Appreciation (Depreciation)		1,764
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		2,826
Net Increase in Net Assets Resulting from Operations	$	2,800

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Core Portfolio

Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Loss	$	(26	)	$	(3	)
Net Realized Gain		1,062			68
Net Change in Unrealized Appreciation (Depreciation)		1,764			2,053
Net Increase in Net Assets Resulting from Operations		2,800			2,118
Dividends and Distributions to Shareholders:
Class I		(740	)		—
Class A		(107	)		—
Class C		(124	)		—
Class IS		(1	)		—
Total Dividends and Distributions to Shareholders		(972	)		—
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		8,785			989
Distributions Reinvested		740			—
Redeemed		(2,684	)		(793	)
Class A:
Subscribed		776			277
Distributions Reinvested		107			—
Redeemed		(303	)		(918	)
Class C:
Subscribed		575			371
Distributions Reinvested		124			—
Redeemed		(50	)		(116	)
Class IS:
Subscribed		10			—
Distributions Reinvested		1			—
Net Increase (Decrease) in Net Assets Resulting from Capital Share Transactions		8,081			(190	)
Total Increase in Net Assets		9,909			1,928
Net Assets:
Beginning of Period		13,732			11,804
End of Period	$	23,641		$	13,732
(1) Capital Share Transactions:
Class I:
Shares Subscribed		495			66
Shares Issued on Distributions Reinvested		43			—
Shares Redeemed		(152	)		(69	)
Net Increase (Decrease) in Class I Shares Outstanding		386			(3	)
Class A:
Shares Subscribed		44			21
Shares Issued on Distributions Reinvested		6			—
Shares Redeemed		(17	)		(69	)
Net Increase (Decrease) in Class A Shares Outstanding		33			(48	)
Class C:
Shares Subscribed		35			26
Shares Issued on Distributions Reinvested		7			—
Shares Redeemed		(3	)		(9	)
Net Increase in Class C Shares Outstanding		39			17
Class IS:
Shares Subscribed		1			—
Shares Issued on Distributions Reinvested		—	@@		—
Net Increase in Class IS Shares Outstanding		1			—

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Core Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	15.99		$	13.19		$	10.15		$	12.20		$	10.03
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.01			0.02			0.07			0.12			0.07
Net Realized and Unrealized Gain (Loss)		2.78			2.78			3.07			(2.09	)		2.16
Total from Investment Operations		2.79			2.80			3.14			(1.97	)		2.23
Distributions from and/or in Excess of:
Net Investment Income		—			—			(0.09	)		(0.08	)		(0.06	)
Net Realized Gain		(0.77	)		—			—			—			—
Paid-in-Capital		—			—			(0.01	)		—			(0.00	)⁽²⁾
Total Distributions		(0.77	)		—			(0.10	)		(0.08	)		(0.06	)
Net Asset Value, End of Period	$	18.01		$	15.99		$	13.19		$	10.15		$	12.20
Total Return⁽³⁾		17.63	%		21.23	%		30.96	%		(16.15	)%		22.27	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	18,041		$	9,849		$	8,157		$	6,738		$	10,398
Ratio of Expenses Before Expense Limitation		2.13	%		2.93	%		2.73	%		2.53	%		2.89	%
Ratio of Expenses After Expense Limitation		0.99	%⁽⁴⁾		0.99	%⁽⁴⁾		0.98	%⁽⁴⁾		1.00	%⁽⁴⁾		0.97	%⁽⁴⁾
Ratio of Net Investment Income		0.06	%⁽⁴⁾		0.18	%⁽⁴⁾		0.61	%⁽⁴⁾		0.97	%⁽⁴⁾		0.64	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		23	%		30	%		61	%		50	%		41	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Core Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	15.92		$	13.17		$	10.15		$	12.18		$	10.02
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.05	)		(0.02	)		0.03			0.07			0.03
Net Realized and Unrealized Gain (Loss)		2.75			2.77			3.05			(2.07	)		2.15
Total from Investment Operations		2.70			2.75			3.08			(2.00	)		2.18
Distributions from and/or in Excess of:
Net Investment Income		—			—			(0.05	)		(0.03	)		(0.02	)
Net Realized Gain		(0.77	)		—			—			—			—
Paid-in-Capital		—			—			(0.01	)		—			(0.00	)⁽²⁾
Total Distributions		(0.77	)		—			(0.06	)		(0.03	)		(0.02	)
Net Asset Value, End of Period	$	17.85		$	15.92		$	13.17		$	10.15		$	12.18
Total Return⁽³⁾		17.14	%		20.88	%		30.36	%		(16.41	)%		21.82	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	2,678		$	1,869		$	2,186		$	1,320		$	1,962
Ratio of Expenses Before Expense Limitation		2.51	%		3.32	%		3.12	%		2.89	%		3.36	%
Ratio of Expenses After Expense Limitation		1.35	%⁽⁴⁾		1.35	%⁽⁴⁾		1.35	%⁽⁴⁾		1.35	%⁽⁴⁾		1.35	%⁽⁴⁾
Ratio of Net Investment Income (Loss)		(0.31	)%⁽⁴⁾		(0.18	)%⁽⁴⁾		0.26	%⁽⁴⁾		0.62	%⁽⁴⁾		0.25	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		23	%		30	%		61	%		50	%		41	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Core Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	15.55		$	12.97		$	10.02		$	12.08		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽¹⁾		(0.18	)		(0.12	)		(0.05	)		(0.01	)		(0.06	)
Net Realized and Unrealized Gain (Loss)		2.69			2.70			3.00			(2.05	)		2.15
Total from Investment Operations		2.51			2.58			2.95			(2.06	)		2.09
Distributions from and/or in Excess of:
Net Investment Income		—			—			—			—			(0.01	)
Net Realized Gain		(0.77	)		—			—			—			—
Total Distributions		(0.77	)		—			—			—			(0.01	)
Net Asset Value, End of Period	$	17.29		$	15.55		$	12.97		$	10.02		$	12.08
Total Return⁽²⁾		16.32	%		19.89	%		29.44	%		(17.05	)%		20.92	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	2,893		$	1,998		$	1,448		$	1,311		$	1,246
Ratio of Expenses Before Expense Limitation		3.25	%		4.11	%		3.92	%		3.66	%		4.19	%
Ratio of Expenses After Expense Limitation		2.10	%⁽³⁾		2.10	%⁽³⁾		2.10	%⁽³⁾		2.10	%⁽³⁾		2.10	%⁽³⁾
Ratio of Net Investment Loss		(1.06	)%⁽³⁾		(0.94	)%⁽³⁾		(0.45	)%⁽³⁾		(0.05	)%⁽³⁾		(0.50	)%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾
Portfolio Turnover Rate		23	%		30	%		61	%		50	%		41	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(3) The Ratio of Expenses After Expense Limitation and Ratio of Net Investment Loss reflect the rebate of certain Fund expenses in connection with the investments in Morgan Stanley affiliates during the period. The effect of the rebate on the ratios is disclosed in the above table as "Ratio of Rebate from Morgan Stanley Affiliates."

(4) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Core Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	15.99		$	13.18		$	10.15		$	12.20		$	10.03
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.02			0.03			0.07			0.13			0.07
Net Realized and Unrealized Gain (Loss)		2.77			2.78			3.06			(2.09	)		2.17
Total from Investment Operations		2.79			2.81			3.13			(1.96	)		2.24
Distributions from and/or in Excess of:
Net Investment Income		—			—			(0.09	)		(0.09	)		(0.07	)
Net Realized Gain		(0.77	)		—			—			—			—
Paid-in-Capital		—			—			(0.01	)		—			(0.00	)⁽²⁾
Total Distributions		(0.77	)		—			(0.10	)		(0.09	)		(0.07	)
Net Asset Value, End of Period	$	18.01		$	15.99		$	13.18		$	10.15		$	12.20
Total Return⁽³⁾		17.55	%		21.40	%		30.90	%		(16.10	)%		22.29	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	29		$	16		$	13		$	10		$	12
Ratio of Expenses Before Expense Limitation		13.09	%		18.19	%		18.98	%		19.09	%		18.67	%
Ratio of Expenses After Expense Limitation		0.95	%⁽⁴⁾		0.95	%⁽⁴⁾		0.95	%⁽⁴⁾		0.95	%⁽⁴⁾		0.95	%⁽⁴⁾
Ratio of Net Investment Income		0.10	%⁽⁴⁾		0.22	%⁽⁴⁾		0.63	%⁽⁴⁾		1.06	%⁽⁴⁾		0.66	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		23	%		30	%		61	%		50	%		41	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the Global Core Portfolio. The Fund seeks long-term capital appreciation.

The Fund offers four classes of shares — Class I, Class A, Class C and Class IS.

markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser"), a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) when market quotations are not readily available, including circumstances under which the Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Airlines	$	164	$	—	$	—	$	164
Automobiles		1,007		—		—		1,007
Banks		3,269		—		—		3,269
Beverages		790		—		—		790
Building Products		263		—		—		263
Capital Markets		702		—		—		702
Construction Materials		668		—		—		668
Diversified Telecommunication Services		323		—		—		323
Electric Utilities		631		—		—		631
Entertainment		766		—		—		766
Equity Real Estate Investment Trusts (REITs)		939		—		—		939

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Health Care Equipment & Supplies	$	286	$	—	$	—	$	286
Health Care Technology		153		—		—		153
Hotels, Restaurants & Leisure		1,117		—		—		1,117
Information Technology Services		674		—		—		674
Insurance		68		—		—		68
Interactive Media & Services		933		—		—		933
Internet & Direct Marketing Retail		316		—		—		316
Life Sciences Tools & Services		1,011		—		—		1,011
Multi-Line Retail		404		—		—		404
Oil, Gas & Consumable Fuels		1,065		—		—		1,065
Personal Products		703		—		—		703
Professional Services		590		—		—		590
Semiconductors & Semiconductor Equipment		981		—		—		981
Software		1,581		—		—		1,581
Tech Hardware, Storage & Peripherals		1,867		—		—		1,867
Textiles, Apparel & Luxury Goods		1,784		—		—		1,784
Trading Companies & Distributors		317		—		—		317
Total Common Stocks		23,372		—		—		23,372
Short-Term Investment
Investment Company		421		—		—		421
Total Assets	$	23,793	$	—	$	—	$	23,793

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Although the net assets of the Fund are presented at the foreign exchange rates and market values at the close of the period, 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 fluctuations arising from changes in the market prices of securities held at period end. Similarly, the Fund does not isolate the effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of securities sold during the period. Accordingly, realized and unrealized foreign currency gains (losses) on investments in securities are included in the reported net realized and unrealized gains (losses) on investment transactions and balances. However, pursuant to U.S. federal income tax regulations, gains and losses from certain foreign currency transactions and the foreign currency portion of gains and losses realized on sales and maturities of foreign denominated debt securities are treated as ordinary income for U.S. federal income tax purposes.

Foreign security and currency transactions may involve certain considerations and risks not typically associated with those of U.S. dollar denominated transactions as a result of, among other factors, fluctuations of exchange rates in relation to the U.S. dollar, the possibility of lower levels of governmental supervision and regulation of foreign security markets and the possibility of political or economic instability.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

B. Advisory Fees: The Adviser, a wholly-owned subsidiary of Morgan Stanley, provides the Fund with advisory services under the terms of an Investment Advisory Agreement, paid

quarterly, at the annual rate based on the daily net assets as follows:

First $750 million				Next $750 million				Over $1.5 billion
	0.75	%			0.70	%			0.65	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.00 % of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses, excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 1.00% for Class I shares, 1.35% for Class A shares, 2.10% for Class C shares and 0.95% for Class IS shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $139,000 of advisory fees were waived and approximately $74,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $11,202,000 and $4,209,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by less than $500 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	229			$	8,060			$	7,868			$	—	@

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	421

@ Amount is less than $500.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

FASB ASC 740-10, "Income Taxes — Overall", sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Management has concluded there are no significant uncertain tax positions that would require recognition in the financial statements. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in "Interest Expense" and penalties in "Other Expenses" in the Statement of Operations. The Fund files tax returns with the U.S. Internal Revenue Service, New York and various states. Generally, each of the tax years in the four-year period ended December 31, 2021, remains subject to examination by taxing authorities.

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	—	$	972	$	—	$	—

Permanent differences, due to net operating loss, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Distributable Earnings (000)				Paid-in- Capital (000)
$	28			$	(28	)

At December 31, 2021, the Fund had no distributable earnings on a tax basis.

During the year ended December 31, 2021, the Fund utilized capital loss carryforwards for U.S. federal income tax purposes of approximately $169,000.

Qualified late year losses are capital losses and specified ordinary losses, including currency losses, incurred after October 31 but within the taxable year that, if elected, are

deemed to arise on the first day of the Fund's next taxable year. For the year ended December 31, 2021, the Fund intends to defer to January 1, 2022 for U.S. federal income tax purposes the following losses:

Qualified Late Year Ordinary Losses (000)				Post October Capital Losses (000)
$	—			$	54

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Global Core Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Global Core Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period ended and the financial highlights for each of the five years in the period ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of Global Core Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, 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 ended, and its financial highlights for each of the five years in the period ended in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021.

The Fund designated and paid approximately $972,000 as a long-term capital gain distribution.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

President, Strategic Decisions, LLC (consulting) (since February 2009); Director or Trustee of various Morgan Stanley Funds (since August 2006); Chairperson of the Compliance and Insurance Committee (since October 2015); formerly, Chairperson of the Insurance Sub- Committee of the Compliance and Insurance Committee (2007-2015); served as President and Chief Executive Officer of the Nuclear Energy Institute (policy organization) (February 2005-November 2008); retired as Admiral, U.S. Navy after serving over 38 years on active duty including 8 years as Director of the Naval Nuclear Propulsion Program in the Department of the Navy and the U.S. Department of Energy (1996-2004); served as Chief of Naval Personnel (July 1994-September 1996) and on the Joint Staff as Director of Political Military Affairs (June 1992-July 1994); knighted as Honorary Knight Commander of the Most Excellent Order of the British Empire; awarded the Officier de l'Orde National du Mérite by the French Government; elected to the National Academy of Engineering (2009).

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE
Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Director or Trustee of various Morgan Stanley Funds (since January 2017); Managing Director, JPMorgan Asset Management (2004-2016); Oversight and Control Head of Fiduciary and Conflicts of Interest Program (2015-2016); Chief Control Officer—Global Asset Management (2013-2015); President, JPMorgan Funds (2010-2013); Chief Administrative Officer (2004-2013); various other positions including Treasurer and Board Liaison (since 2001).

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIGCPANN
3997429 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Global Endurance Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					6
Statement of Assets and Liabilities					8
Statement of Operations					9
Statements of Changes in Net Assets					10
Financial Highlights					11
Notes to Financial Statements					15
Report of Independent Registered Public Accounting Firm					23
Liquidity Risk Management Program					24
Federal Tax Notice					25
U.S. Customer Privacy Notice					26
Director and Officer Information					29

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Global Endurance Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

Global Endurance Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Global Endurance Portfolio Class I	$	1,000.00	$	793.80	$	1,020.16	$	4.52	$	5.09		1.00	%
Global Endurance Portfolio Class A		1,000.00		792.30		1,018.35		6.14		6.92		1.36
Global Endurance Portfolio Class C		1,000.00		789.40		1,014.62		9.47		10.66		2.10
Global Endurance Portfolio Class IS		1,000.00		793.70		1,020.42		4.30		4.84		0.95

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Global Endurance Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 9.59%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the MSCI All Country World Net Index (the "Index"), which returned 18.54%.

Factors Affecting Performance

• The long-term investment horizon and conviction-weighted investment approach embraced by the team since 1998 can result in periods of performance deviation from the benchmark and

peers. The Fund underperformed the Index in this reporting period due to unfavorable stock selection and sector allocations.

• The main detractors from relative performance were the information technology and communication services sectors, driven by adverse stock selection across both sectors. The health care sector also dampened relative performance, as stock selection within the sector underperformed and holding a slight sector underweight on average during the period was also disadvantageous.

• Conversely, stock selection in consumer discretionary was a large positive contributor to relative performance. A sector overweight in information technology was modestly beneficial, although the negative impact of stock selection in the sector more than offset the relative gain.

Management Strategies

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Endurance Portfolio

* Minimum Investment for Class I shares

** Commenced Operations on December 31, 2018.

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, C and IS shares will vary from the performance of Class I shares and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the MSCI All Country World Net Index⁽¹⁾ and the Lipper Global Small-/Mid-Cap Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
				Average Annual
	One Year			Five Years		Ten Years		Since Inception⁽⁵⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		9.59	%		—		—		44.21	%
Fund — Class A Shares w/o sales charges⁽⁴⁾		9.20			—		—		43.68
Fund — Class A Shares with maximum 5.25% sales charges⁽⁴⁾		3.46			—		—		41.14
Fund — Class C Shares w/o sales charges⁽⁴⁾		8.41			—		—		42.62
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁴⁾		7.41			—		—		42.62
Fund — Class IS Shares w/o sales charges⁽⁴⁾		9.62			—		—		44.27
MSCI All Country World Net Index		18.54			—		—		20.38
Lipper Global Small-/Mid-Cap Funds Index		16.60			—		—		21.27

⁽²⁾ The Lipper Global Small-/Mid-Cap Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Global Small-/Mid-Cap 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. As of the date of this report, the Fund was in the Lipper Global Small-/Mid-Cap Funds classification.

⁽⁴⁾ Commenced operations on December 31, 2018.

⁽⁵⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

Global Endurance Portfolio

	Shares		Value (000)
Common Stocks (100.1%)
Canada (5.7%)
Colliers International Group, Inc.		11,894	$	1,771
Constellation Software, Inc.		846		1,570
Shopify, Inc., Class A (a)		776		1,069
				4,410
Finland (1.0%)
Revenio Group Oyj		12,223		773
Israel (5.8%)
Global-e Online Ltd. (a)		70,104		4,444
Netherlands (1.3%)
Basic-Fit N.V. (a)		21,453		1,026
Poland (3.0%)
Dino Polska SA (a)		25,477		2,316
Sweden (2.9%)
AddLife AB, Class B		52,417		2,203
Switzerland (0.3%)
Sportradar Holding AG, Class A (a)		13,600		239
United Kingdom (13.0%)
Angle PLC (a)		214,582		345
Aston Martin Lagonda Global Holdings PLC (a)		28,759		527
Babcock International Group PLC (a)		844,266		3,641
Victoria PLC (a)		342,041		5,556
				10,069
United States (67.1%)
Affirm Holdings, Inc. (a)		34,612		3,481
Appian Corp. (a)		36,730		2,395
AppLovin Corp., Class A (a)		20,316		1,915
Bill.Com Holdings, Inc. (a)		4,839		1,206
Cardlytics, Inc. (a)		40,541		2,679
Carvana Co. (a)		6,132		1,421
Cazoo Group Ltd. (a)		107,160		646
Coinbase Global, Inc., Class A (a)		3,376		852
Cricut, Inc., Class A (a)		334,418		7,387
DraftKings, Inc., Class A (a)		9,867		271
Fastly, Inc., Class A (a)		145,039		5,142
Floor & Decor Holdings, Inc., Class A (a)		31,847		4,140
Ginkgo Bioworks Holdings, Inc. (a)		27,406		228
GoodRx Holdings, Inc., Class A (a)		117,290		3,833
Latch, Inc. (a)		51,783		392
NerdWallet, Inc., Class A (a)		16,046		249
Party City Holdco, Inc. (a)		364,221		2,029
Peloton Interactive, Inc., Class A (a)		14,214		508
Royalty Pharma PLC, Class A		58,263		2,322
salesforce.com, Inc. (a)		14,921		3,792
Selectquote, Inc. (a)		176,151		1,596
Skillz, Inc. (a)		243,049		1,808
Spotify Technology SA (a)		6,308		1,476

	Shares		Value (000)
Stitch Fix, Inc., Class A (a)		78,432	$	1,484
Wayfair, Inc., Class A (a)		3,367		640
				51,892
Total Investments (100.1%) (Cost $84,217) (b)(c)			$	77,372
Liabilities in Excess of Other Assets (–0.1%)				(77	)
Net Assets (100.0%)			$	77,295

(a) Non-income producing security.

(b) The approximate fair value and percentage of net assets, $5,292,000 and 6.8%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Financial Statements.

(c) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $85,106,000. The aggregate gross unrealized appreciation is approximately $8,578,000 and the aggregate gross unrealized depreciation is approximately $16,312,000, resulting in net unrealized depreciation of approximately $7,734,000.

The accompanying notes are an integral part of the financial statements.
6

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments (cont'd)

Global Endurance Portfolio

Portfolio Composition

Classification	Percentage of Total Investments
Other*		32.1	%
Household Durables		16.7
Software		14.6
Information Technology Services		12.5
Specialty Retail		9.8
Internet & Direct Marketing Retail		9.3
Health Care Technology		5.0
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Endurance Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $84,217)	$	77,372
Foreign Currency, at Value (Cost $4)		4
Receivable for Investments Sold		622
Receivable for Fund Shares Sold		34
Dividends Receivable		2
Receivable from Affiliate		—	@
Other Assets		51
Total Assets		78,085
Liabilities:
Bank Overdraft		517
Payable for Advisory Fees		102
Payable for Fund Shares Redeemed		85
Payable for Professional Fees		46
Payable for Custodian Fees		14
Payable for Administration Fees		5
Payable for Shareholder Services Fees — Class A		1
Payable for Distribution and Shareholder Services Fees — Class C		1
Payable for Sub Transfer Agency Fees — Class I		2
Payable for Sub Transfer Agency Fees — Class A		1
Payable for Sub Transfer Agency Fees — Class C		—	@
Payable for Transfer Agency Fees — Class I		1
Payable for Transfer Agency Fees — Class A		1
Payable for Transfer Agency Fees — Class C		—	@
Payable for Transfer Agency Fees — Class IS		—	@
Other Liabilities		14
Total Liabilities		790
Net Assets	$	77,295
Net Assets Consist of:
Paid-in-Capital	$	87,339
Total Accumulated Loss		(10,044	)
Net Assets	$	77,295
CLASS I:
Net Assets	$	70,478
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		2,539,875
Net Asset Value, Offering and Redemption Price Per Share	$	27.75
CLASS A:
Net Assets	$	5,239
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		190,834
Net Asset Value, Redemption Price Per Share	$	27.45
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	1.52
Maximum Offering Price Per Share	$	28.97
CLASS C:
Net Assets	$	1,547
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		57,728
Net Asset Value, Offering and Redemption Price Per Share	$	26.81
CLASS IS:
Net Assets	$	31
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,123
Net Asset Value, Offering and Redemption Price Per Share	$	27.78

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Endurance Portfolio

Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $2 of Foreign Taxes Withheld)	$	66
Income from Securities Loaned — Net		23
Dividends from Security of Affiliated Issuer (Note G)		—	@
Total Investment Income		89
Expenses:
Advisory Fees (Note B)		498
Professional Fees		132
Registration Fees		59
Administration Fees (Note C)		50
Shareholder Services Fees — Class A (Note D)		11
Distribution and Shareholder Services Fees — Class C (Note D)		15
Sub Transfer Agency Fees — Class I		21
Sub Transfer Agency Fees — Class A		3
Sub Transfer Agency Fees — Class C		1
Custodian Fees (Note F)		23
Shareholder Reporting Fees		16
Transfer Agency Fees — Class I (Note E)		3
Transfer Agency Fees — Class A (Note E)		3
Transfer Agency Fees — Class C (Note E)		3
Transfer Agency Fees — Class IS (Note E)		2
Directors' Fees and Expenses		5
Pricing Fees		3
Other Expenses		18
Total Expenses		866
Waiver of Advisory Fees (Note B)		(215	)
Reimbursement of Class Specific Expenses — Class A (Note B)		(—	@)
Reimbursement of Class Specific Expenses — Class C (Note B)		(1	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(2	)
Rebate from Morgan Stanley Affiliate (Note G)		(1	)
Net Expenses		647
Net Investment Loss		(558	)
Realized Gain:
Investments Sold		867
Foreign Currency Translation		9
Net Realized Gain		876
Change in Unrealized Appreciation (Depreciation):
Investments		(11,333	)
Foreign Currency Translation		—	@
Net Change in Unrealized Appreciation (Depreciation)		(11,333	)
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		(10,457	)
Net Decrease in Net Assets Resulting from Operations	$	(11,015	)

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Endurance Portfolio

Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Loss	$	(558	)	$	(29	)
Net Realized Gain		876			430
Net Change in Unrealized Appreciation (Depreciation)		(11,333	)		3,833
Net Increase (Decrease) in Net Assets Resulting from Operations		(11,015	)		4,234
Dividends and Distributions to Shareholders:
Class I		(3,258	)		(235	)
Class A		(249	)		(73	)
Class C		(73	)		(14	)
Class IS		(1	)		(1	)
Total Dividends and Distributions to Shareholders		(3,581	)		(323	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		100,653			1,651
Distributions Reinvested		3,258			235
Redeemed		(27,595	)		(7	)
Class A:
Subscribed		8,642			2,453
Distributions Reinvested		249			73
Redeemed		(5,503	)		(630	)
Class C:
Subscribed		2,650			317
Distributions Reinvested		73			14
Redeemed		(1,320	)		(32	)
Class IS:
Subscribed		—			1
Distributions Reinvested		1			1
Net Increase in Net Assets Resulting from Capital Share Transactions		81,108			4,076
Total Increase in Net Assets		66,512			7,987
Net Assets:
Beginning of Period		10,783			2,796
End of Period	$	77,295		$	10,783
(1) Capital Share Transactions:
Class I:
Shares Subscribed		2,989			76
Shares Issued on Distributions Reinvested		118			9
Shares Redeemed		(863	)	��	(—	@@)
Net Increase in Class I Shares Outstanding		2,244			85
Class A:
Shares Subscribed		258			117
Shares Issued on Distributions Reinvested		9			3
Shares Redeemed		(170	)		(28	)
Net Increase in Class A Shares Outstanding		97			92
Class C:
Shares Subscribed		80			17
Shares Issued on Distributions Reinvested		3			1
Shares Redeemed		(42	)		(2	)
Net Increase in Class C Shares Outstanding		41			16
Class IS:
Shares Subscribed		—			—	@@
Shares Issued on Distributions Reinvested		—	@@		—	@@
Net Increase in Class IS Shares Outstanding		—	@@		—	@@

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Endurance Portfolio

	Class I
	Year Ended December 31,									Period Ended
Selected Per Share Data and Ratios	2021			2020			2019			December 31, 2018⁽¹⁾
Net Asset Value, Beginning of Period	$	26.51		$	13.03		$	9.98		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.28	)		(0.09	)		(0.05	)		(0.00	)⁽³⁾
Net Realized and Unrealized Gain (Loss)		2.82			14.41			3.10			(0.02	)
Total from Investment Operations		2.54			14.32			3.05			(0.02	)
Distributions from and/or in Excess of:
Net Investment Income		(0.02	)		(0.03	)		—			—
Net Realized Gain		(1.28	)		(0.81	)		—			—
Total Distributions		(1.30	)		(0.84	)		—			—
Net Asset Value, End of Period	$	27.75		$	26.51		$	13.03		$	9.98
Total Return⁽⁴⁾		9.59	%		110.03	%		30.30	%		0.00	%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	70,478		$	7,854		$	2,757		$	2,017
Ratio of Expenses Before Expense Limitation		1.34	%		5.12	%		14.17	%		913.94	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		0.99	%⁽⁵⁾		1.00	%⁽⁵⁾		1.00	%⁽⁵⁾		1.00	%⁽⁸⁾
Ratio of Net Investment Loss		(0.85	)%⁽⁵⁾		(0.52	)%⁽⁵⁾		(0.42	)%⁽⁵⁾		(1.00	)%⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾	��	0.00	%⁽⁶⁾		N/A
Portfolio Turnover Rate		75	%		46	%		74	%		0	%⁽⁷⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Endurance Portfolio

	Class A
	Year Ended December 31,									Period Ended
Selected Per Share Data and Ratios	2021			2020			2019			December 31, 2018⁽¹⁾
Net Asset Value, Beginning of Period	$	26.33		$	12.99		$	9.98		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.38	)		(0.19	)		(0.09	)		(0.00	)⁽³⁾
Net Realized and Unrealized Gain (Loss)		2.80			14.34			3.10			(0.02	)
Total from Investment Operations		2.42			14.15			3.01			(0.02	)
Distributions from and/or in Excess of:
Net Investment Income		(0.02	)		(0.00	)⁽³⁾		—			—
Net Realized Gain		(1.28	)		(0.81	)		—			—
Total Distributions		(1.30	)		(0.81	)		—			—
Net Asset Value, End of Period	$	27.45		$	26.33		$	12.99		$	9.98
Total Return⁽⁴⁾		9.20	%		109.10	%		29.90	%		0.00	%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	5,239		$	2,462		$	13		$	10
Ratio of Expenses Before Expense Limitation		1.70	%		5.67	%		29.52	%		927.90	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		1.35	%⁽⁵⁾		1.35	%⁽⁵⁾		1.35	%⁽⁵⁾		1.35	%⁽⁸⁾
Ratio of Net Investment Loss		(1.16	)%⁽⁵⁾		(0.86	)%⁽⁵⁾		(0.77	)%⁽⁵⁾		(1.35	)%⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		N/A
Portfolio Turnover Rate		75	%		46	%		74	%		0	%⁽⁷⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(6) Amount is less than 0.005%.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Endurance Portfolio

	Class C
	Year Ended December 31,									Period Ended
Selected Per Share Data and Ratios	2021			2020			2019			December 31, 2018⁽¹⁾
Net Asset Value, Beginning of Period	$	25.93		$	12.89		$	9.98		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.62	)		(0.33	)		(0.18	)		(0.00	)⁽³⁾
Net Realized and Unrealized Gain (Loss)		2.80			14.18			3.09			(0.02	)
Total from Investment Operations		2.18			13.85			2.91			(0.02	)
Distributions from and/or in Excess of:
Net Investment Income		(0.02	)		—			—			—
Net Realized Gain		(1.28	)		(0.81	)		—			—
Total Distributions		(1.30	)		(0.81	)		—			—
Net Asset Value, End of Period	$	26.81		$	25.93		$	12.89		$	9.98
Total Return⁽⁴⁾		8.41	%		107.59	%		28.90	%		0.00	%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	1,547		$	439		$	13		$	10
Ratio of Expenses Before Expense Limitation		2.53	%		7.61	%		30.23	%		928.63	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		2.10	%⁽⁵⁾		2.10	%⁽⁵⁾		2.10	%⁽⁵⁾		2.10	%⁽⁸⁾
Ratio of Net Investment Loss		(1.92	)%⁽⁵⁾		(1.62	)%⁽⁵⁾		(1.52	)%⁽⁵⁾		(2.10	)%⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		N/A
Portfolio Turnover Rate		75	%		46	%		74	%		0	%⁽⁷⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(6) Amount is less than 0.005%.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Endurance Portfolio

	Class IS
	Year Ended December 31,									Period Ended
Selected Per Share Data and Ratios	2021			2020			2019			December 31, 2018⁽¹⁾
Net Asset Value, Beginning of Period	$	26.53		$	13.04		$	9.98		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.24	)		(0.08	)		(0.04	)		(0.00	)⁽³⁾
Net Realized and Unrealized Gain (Loss)		2.79			14.41			3.10			(0.02	)
Total from Investment Operations		2.55			14.33			3.06			(0.02	)
Distributions from and/or in Excess of:
Net Investment Income		(0.02	)		(0.03	)		—			—
Net Realized Gain		(1.28	)		(0.81	)		—			—
Total Distributions		(1.30	)		(0.84	)		—			—
Net Asset Value, End of Period	$	27.78		$	26.53		$	13.04		$	9.98
Total Return⁽⁴⁾		9.62	%		110.08	%		30.40	%		0.00	%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	31		$	28		$	13		$	10
Ratio of Expenses Before Expense Limitation		7.59	%		16.93	%		29.13	%		927.65	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		0.95	%⁽⁵⁾		0.95	%⁽⁵⁾		0.95	%⁽⁵⁾		0.95	%⁽⁸⁾
Ratio of Net Investment Loss		(0.71	)%⁽⁵⁾		(0.47	)%⁽⁵⁾		(0.37	)%⁽⁵⁾		(0.95	)%⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		N/A
Portfolio Turnover Rate		75	%		46	%		74	%		0	%⁽⁷⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the Global Endurance Portfolio. The Fund seeks long-term capital appreciation.

The Fund offers four classes of shares — Class I, Class A, Class C and Class IS.

prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser"), a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) when market quotations are not readily available, including circumstances under which the Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

procedures approved by the Directors; (5) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; (6) Private Investment in Public Equity ("PIPE") investments may be valued based on the underlying stock price less a discount until the commitment is fulfilled and shares are registered; and (7) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

the Fund's investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Aerospace & Defense	$	3,641	$	—	$	—	$	3,641
Automobiles		527		—		—		527
Biotechnology		228		—		—		228
Capital Markets		852		—		—		852
Entertainment		3,284		—		—		3,284
Food & Staples Retailing		—		2,316		—		2,316
Health Care Equipment & Supplies		345		773		—		1,118
Health Care Technology		3,833		—		—		3,833
Hotels, Restaurants & Leisure		1,536		—		—		1,536
Household Durables		12,943		—		—		12,943

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Information Technology Services	$	9,692	$	—	$	—	$	9,692
Insurance		1,596		—		—		1,596
Interactive Media & Services		249		—		—		249
Internet & Direct Marketing Retail		7,214		—		—		7,214
Leisure Products		508		—		—		508
Life Sciences Tools & Services		—		2,203		—		2,203
Media		2,679		—		—		2,679
Pharmaceuticals		2,322		—		—		2,322
Real Estate Management & Development		1,771		—		—		1,771
Software		11,270		—		—		11,270
Specialty Retail		7,590		—		—		7,590
Total Assets	$	72,080	$	5,292	$	—	$	77,372

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

4. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Following is a description of the derivative instruments and techniques that the Fund used during the period and their associated risks:

As of December 31, 2021, the Fund did not have any open PIPE contract.

For the year ended December 31, 2021, the approximate average monthly amount outstanding for each derivative type is as follows:

Derivative Contract — PIPE:
Average monthly notional amount				$	567,000

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

The Fund would receive cash or securities as collateral in an amount equal to or exceeding 100% of the current fair value of the loaned securities. The collateral is marked-to-market daily by State Street Bank and Trust Company ("State Street"), the securities lending agent, to ensure that a minimum of 100% collateral coverage is maintained.

The Fund has the right under the securities lending agreement to recover the securities from the borrower on demand.

At December 31, 2021, the Fund did not have any outstanding securities on loan.

dividends) net of applicable withholding taxes. Interest income is recognized on the accrual basis net of applicable withholding taxes except where collection is in doubt. Discounts are accreted and premiums are amortized over the life of the respective securities. Most expenses of the Company can be directly attributed to a particular Fund. Expenses which cannot be directly attributed are apportioned among the Funds based upon relative net assets or other appropriate methods. Income, expenses (other than class specific expenses — distribution and shareholder services, transfer agency and sub transfer agency fees) and realized and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

First $1 billion				Over $1 billion
	0.80	%			0.75	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.45% of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses, excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 1.00% for Class I shares, 1.35% for Class A shares, 2.10% for Class C shares and 0.95% for Class IS shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $215,000 of advisory fees were waived and approximately $3,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

Under a Sub-Administration Agreement between the Administrator and State Street, State Street provides certain administrative services to the Company. For such services, the

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Administrator pays State Street a portion of the fee the Administrator receives from the Fund.

respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser, both directly and as a portion of the securities held as collateral on loaned securities. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $1,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	226			$	91,946			$	92,172			$	—	@

Affiliated
Investment
Company (cont'd)

Realized
Gain (Loss)
(000)

Change in
Unrealized
Appreciation
(Depreciation)
(000)

Value
December 31,
2021
(000)

Liquidity Funds

—

@ Amount is less than $500.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

with an offsetting increase/decrease in the deferred compensation obligation and do not affect the NAV of the Fund.

FASB ASC 740-10, "Income Taxes — Overall", sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Management has concluded there are no significant uncertain tax positions that would require recognition in the financial statements. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in "Interest Expense" and penalties in "Other Expenses" in the Statement of Operations. The Fund files tax returns with the U.S. Internal Revenue Service, New York and various states. Each of the tax years in the four-year period ended December 31, 2021 remains subject to examination by taxing authorities.

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	2,122	$	1,459	$	31	$	292

The Fund had no permanent differences causing reclassifications among the components of net assets for the year ended December 31, 2021.

At December 31, 2021, the Fund had no distributable earnings on a tax basis.

Qualified Late Year Ordinary Losses (000)				Post- October Capital Losses (000)
$	—			$	2,294

K. Market Risk and Risks Relating to Certain Financial Instruments:

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

consumer demand, economic output and supply chains. The duration and extent of COVID-19 and associated economic and market conditions and uncertainty over the long term cannot be reasonably estimated at this time. The ultimate impact of COVID-19 and the extent to which the associated conditions impact the Fund will also depend on future developments, which are highly uncertain, difficult to accurately predict and subject to change at any time. If the financial performance of the Fund's investments is impacted because of these factors for an extended period, the Fund's investment results may be adversely affected.

investment opportunities the Fund otherwise could have benefited from; a transaction once identified or effected may prove unsuccessful and an investment in the SPAC may lose value; the warrants or other rights with respect to the SPAC held by the Fund may expire worthless or may be repurchased or retired by the SPAC at an unfavorable price; and an investment in a SPAC may be diluted by additional later offerings of interests in the SPAC or by other investors exercising existing rights to purchase shares of the SPAC. In addition, a SPAC target company may have limited operating experience, a smaller size, limited product lines, markets, distribution channels and financial and managerial resources. Investing in the securities of smaller companies involves greater risk, and portfolio price volatility.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Global Endurance Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Global Endurance Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period ended and the financial highlights for each of the three years in the period ended and the period from December 31, 2018 (commencement of operations) through December 31, 2018 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of Global Endurance Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, 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 ended, and its financial highlights for each of the three years then ended and the period from December 31, 2018 (commencement of operations) through December 31, 2018, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021. For corporate shareholders 0.90% of the dividends qualified for the dividends received deduction.

The Fund designated and paid approximately $1,459,000 as a long-term capital gain distribution.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since August 2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since August 2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since January 2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since January 2015

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since July 1991

Director of NVR, Inc. (home construction).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since August 1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since August 2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since January 2017

Director or Trustee of various Morgan Stanley Funds (since January 2017); Managing Director, JPMorgan Asset Management (2004-2016); Oversight and Control Head of Fiduciary and Conflicts of Interest Program (2015-2016); Chief Control Officer — Global Asset Management (2013- 2015); President, JPMorgan Funds (2010-2013); Chief Administrative Officer (2004-2013); various other positions including Treasurer and Board Liaison (since 2001).

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and
Birth Year of Executive Officer

Position(s) Held
with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since June 1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since June 2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIGENDANN
3997430 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Global Focus Real Estate Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					7
Statement of Assets and Liabilities					9
Statement of Operations					10
Statement of Changes in Net Assets					11
Financial Highlights					12
Notes to Financial Statements					16
Report of Independent Registered Public Accounting Firm					22
Liquidity Risk Management Program					23
Federal Tax Notice					24
U.S. Customer Privacy Notice					25
Director and Officer Information					28

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Global Focus Real Estate Portfolio (the "Fund") performed during the period beginning July 30, 2021 (when the Fund commenced operations) and ended
December 31, 2021.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

Global Focus Real Estate Portfolio

This example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period 7/30/21 - 12/31/21.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/30/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Global Focus Real Estate Portfolio Class I^	$	1,000.00	$	1,053.80	$	1,017.13	$	4.07	$	4.00		0.94	%
Global Focus Real Estate Portfolio Class A^		1,000.00		1,052.30		1,015.65		5.63		5.53		1.30
Global Focus Real Estate Portfolio Class C^		1,000.00		1,049.20		1,012.45		8.86		8.70		2.05
Global Focus Real Estate Portfolio Class IS^		1,000.00		1,053.90		1,017.30		3.90		3.83		0.90

* Expenses are calculated using each Fund Class' annualized net expense ratio (as disclosed), multiplied by the average account value over the period and multiplied by 154/365 (to reflect the actual days accrued in the period).

** Annualized.

^ The Fund commenced operations on July 30, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Global Focus Real Estate Portfolio

The Fund seeks to provide current income and long term-capital appreciation.

Performance

For period from Fund inception on July 30, 2021, through December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 5.38%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the FTSE EPRA Nareit Developed Extended Net Total Return Index (the "Index"), which returned 5.94% for the same period.

Factors Affecting Performance

• Global real estate securities gained 27.5% during the one-year period ending December 31, 2021, as measured by the Index. This growth was supported by several macro and fundamental factors, including monetary and fiscal stimulus, continued vaccine distribution, and the lifting of restrictions in certain countries around the world. The real estate sector posted gains every quarter in 2021, except the third quarter when there were modest declines primarily due to the spread and impact of the Delta variant and potential contagion concerns from the Evergrandeⁱ situation in China.

• North American property stocks gained 42.6% for the year as measured by the FTSE EPRA Nareit North America Index.ⁱⁱ

such as storage, apartments, and industrial, outperformed and posted strong returns for the year. An exception to this sector leadership rotation was within retail, where regional malls posted the best returns for the year on continued strength in retail sales and robust discretionary spending. In contrast, health care and office companies underperformed.

• Since the Fund's inception, the Fund's overweight to and security selection within storage, the overweight shopping centers, and security selection in industrial and towers were top relative contributors for the period. Key detractors included the underweights to the regional malls, timber and industrial sectors, and security selection in shopping centers and NYC offices.

• Within Asia, property stocks returned 4.3% for the year, as measured by the FTSE EPRA Nareit Developed Asia Index.ⁱⁱ

o Asian real estate securities underperformed the broader real estate market amid a lagging vaccination rollout, lockdowns in the region from zero-COVID-19 policies and the surge in COVID-19 cases due to the Delta and Omicron variants. Monetary policy tightening, a slowdown in Chinese economic data and continued worries about credit availability to Chinese property developers alongside the Evergrandei debt crisis also weighed on investor sentiment. Within the Index, Australia storage, Singapore health care and Japan real estate investment trust industrial were top performers due to their defensive characteristics and stronger secular growth prospects, while retail and hotel companies across most markets underperformed due to COVID-19 concerns.

ⁱ Not held in the portfolio as of December 31, 2021.

ⁱⁱ The FTSE EPRA Nareit North America Index is a subset of the FTSE EPRA Nareit Developed Index and is a free float-adjusted market capitalization weighted index composed of listed real estate securities in the North American (U.S. and Canada) real estate market. The FTSE EPRA Nareit Developed Asia Index is a subset of the FTSE EPRA Nareit Developed Index and is a free float-adjusted market capitalization weighted index composed of listed real estate securities in the Asian real estate markets. The FTSE EPRA Nareit Developed Europe Index is a subset of the FTSE EPRA Nareit Developed Index and is a free float-adjusted market capitalization weighted index composed of listed real estate securities in the European real estate markets. The performance of the indexes are listed in U.S. dollars and assume reinvestment of dividends. The 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. Data as of December 31, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Focus Real Estate Portfolio

• The Fund's underweight to Hong Kong residential, overweight to Australia storage, and the out-of-Index position to Australia real estate services were relative contributors to the Fund's performance since the Fund's inception. This was offset by the out-of-Index positions in China and Hong Kong real estate services, and the underweight to Australia retail.

• European property stocks returned 10.0% for the year, as measured by the FTSE EPRA Nareit Developed Europe Index.ⁱⁱ

o The European market underperformed the broader real estate universe. Similar to the U.S market, after initial outperformance in more economically cyclical sectors and countries, the rising COVID-19 cases stemming from the Delta and Omicron variants led investors to question the sustainability of macroeconomic growth. As a result, those sectors with more defensive and secularly favored demand that generated higher cash flow growth ultimately outperformed. Companies within the storage and industrial sectors throughout Europe, as well as companies within Sweden outperformed. The most notable underperformance was concentrated in German residential due to merger and acquisition (M&A) activity and regulatory concerns.

• Since the Fund's inception period, the underweight to Continental residential was a relative contributor. This was offset by security selection in Continental office, Continental industrial and Continental residential companies, and security selection within and the overweight to U.K. retail.

Management Strategies

prospects of each security, with a top-down view that incorporates fundamental inflection points, macroeconomic considerations, and geopolitical and country risk, and actively selects positions in a limited number of equity securities. By incorporating both an equity market valuation and a more traditional real estate valuation with a top-down overlay, we believe the Fund will be better prepared to identify securities with the best expected total returns.

• Forecasted market strength in the asset class is supported by a number of macro and fundamental factors, including continued vaccine distribution, the continued recovery of economies around the world, and growing demand for real estate. We believe the relative valuation of real estate securities is attractive compared to investable alternatives, including the broader equity market, fixed income and direct property investment. Fundamental recovery and strength, coupled with attractive relative valuations, appear to be supportive of above-trend growth over the next several years. We believe continued M&A and privatizations are possible given discounts to private market valuations observed across sectors. Transaction volumes are expected to increase given the growing clarity on the recovery in fundamentals across most major sectors. However, an elevated risk premium should be expected for assets with operational, leasing or repositioning risk.

• Rising inflation and related rising interest rates could dampen value appreciation in the near term. However, we believe inflation pressures will likely moderate throughout the year and interest rates are likely to remain low versus history. More important is the expectation for continued economic expansion and strong gross domestic product growth, coupled with an expectation for limited new supply additions, strong credit availability and increasing investor interest in real estate investing, which could lead to above-trend levels of cash flow growth and value appreciation in the sector.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Focus Real Estate Portfolio

* Minimum Investment for Class I shares

** Commenced Operations on July 30, 2021.

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, C and IS shares will vary from the performance of Class I shares and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the FTSE EPRA Nareit Developed Extended Net Total Return Index⁽¹⁾ and the Lipper Global Real Estate Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
	One Year		Five Years		Ten Years		Since Inception⁽⁵⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		—		—		—		5.38	%
Fund — Class A Shares w/o sales charges⁽⁴⁾		—		—		—		5.23
Fund — Class A Shares with maximum 5.25% sales charges⁽⁴⁾		—		—		—		–0.26
Fund — Class C Shares w/o sales charges⁽⁴⁾		—		—		—		4.92
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁴⁾		—		—		—		3.92
Fund — Class IS Shares w/o sales charges⁽⁴⁾		—		—		—		5.39
FTSE EPRA Nareit Developed Extended Net Total Return Index		—		—		—		5.94
Lipper Global Real Estate Funds Index		—		—		—		5.68

Performance data quoted represents past performance, which is no guarantee of future results, and current performance may be lower or higher than the figures shown. Performance assumes that all dividends and distributions, if any, were reinvested. For the most recent month-end performance figures, please visit www.morganstanley.com/im/
shareholderreports. Investment return and principal value will fluctuate so that Fund shares, when redeemed, may be worth more or less than their original cost. Returns for periods less than one year are not annualized. Total returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance of share classes will vary due to difference in sales charges and expenses.

⁽¹⁾ The FTSE EPRA Nareit Developed Extended Net Total Return Index is a market capitalization weighted index designed to represent general trends in eligible real estate stocks worldwide. The FTSE EPRA Nareit Developed Extended Index represents the extension of real estate property sectors (e.g. Infrastructure and Timber) and additional securities beyond what is currently eligible for the FTSE EPRA Nareit Developed Index based on membership in the FTSE Nareit All Equity REITs Index. The Index is unmanaged and its 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 Lipper Global Real Estate Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Global Real Estate 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. As of the date of this report, the Fund was in the Lipper Global Real Estate Funds classification.

⁽⁴⁾ Commenced operations on July 30, 2021.

⁽⁵⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

Global Focus Real Estate Portfolio

	Shares		Value (000)
Common Stocks (100.2%)
Australia (4.1%)
Charter Hall Group REIT		5,806	$	87
Ingenia Communities Group REIT		16,725		76
National Storage REIT		28,578		55
				218
Belgium (0.9%)
Aedifica SA REIT		350		46
Canada (2.2%)
Tricon Residential, Inc.		7,781		119
China (0.6%)
GDS Holdings Ltd. ADR (a)		714		34
France (1.3%)
ICADE REIT		546		39
Mercialys SA REIT		2,990		29
				68
Germany (1.4%)
Vonovia SE		1,318		73
Hong Kong (2.6%)
ESR Cayman Ltd. (a)		21,600		73
Wharf Real Estate Investment Co., Ltd.		13,000		66
				139
Japan (7.0%)
Activia Properties, Inc. REIT		11		40
Mitsubishi Estate Logistics Real Estate Investment Corp.		16		73
Mitsui Fudosan Co., Ltd.		6,400		127
Nippon Building Fund, Inc. REIT		13		75
Nippon Prologis REIT Inc.		15		53
				368
Singapore (2.5%)
Digital Core REIT Management Pte Ltd. REIT (a)		34,700		40
Mapletree Industrial Trust REIT		19,600		39
Parkway Life REIT		14,300		55
				134
Spain (0.9%)
Merlin Properties Socimi SA REIT		4,466		48
Sweden (2.1%)
Catena AB		773		48
Hufvudstaden AB, Class A		4,113		62
				110
United Kingdom (5.6%)
Empiric Student Property PLC REIT		40,202		47
Grainger PLC		11,847		50
Hammerson PLC REIT		58,555		26
Helical PLC		12,166		75
LondonMetric Property PLC REIT		14,518		56
Tritax Big Box PLC REIT		12,348		41
				295

	Shares		Value (000)
United States (69.0%)
American Tower Corp. REIT		920	$	269
Boyd Gaming Corp. (a)		1,383		91
Caesars Entertainment, Inc. (a)		284		27
Digital Realty Trust, Inc. REIT		1,330		235
Equity Residential REIT		2,099		190
Extra Space Storage, Inc. REIT		1,185		269
Healthcare Trust of America, Inc., Class A REIT		1,620		54
Healthpeak Properties, Inc. REIT		3,569		129
Kilroy Realty Corp. REIT		753		50
Kite Realty Group Trust REIT		3,835		83
Life Storage, Inc. REIT		1,265		194
Mid-America Apartment Communities, Inc. REIT		840		193
NETSTREIT Corp. REIT		2,930		67
Outfront Media, Inc. REIT		2,369		64
ProLogis, Inc. REIT		2,800		471
Realty Income Corp. REIT		2,286		164
RPT Realty REIT		7,868		105
SBA Communications Corp. REIT		864		336
SITE Centers Corp. REIT		5,421		86
Sun Communities, Inc. REIT		863		181
Switch, Inc., Class A		1,885		54
Urban Edge Properties REIT		5,519		105
Welltower, Inc. REIT		2,802		240
				3,657
Total Common Stocks (Cost $4,998)				5,309
Short-Term Investment (0.1%)
Investment Company (0.1%)
Morgan Stanley Institutional Liquidity Funds — Treasury Portfolio — Institutional Class Institutional Class (See Note G) (Cost $6)		6,344		6
Total Investments (100.3%) (Cost $5,004) (b)(c)				5,315
Liabilities in Excess of Other Assets (–0.3%)				(16	)
Net Assets (100.0%)			$	5,299

(a) Non-income producing security.

(b) The approximate fair value and percentage of net assets, $599,000 and 11.3%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Financial Statements.

(c) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $5,058,000. The aggregate gross unrealized appreciation is approximately $445,000 and the aggregate gross unrealized depreciation is approximately $188,000, resulting in net unrealized appreciation of approximately $257,000.

ADR American Depositary Receipt.

REIT Real Estate Investment Trust.

The accompanying notes are an integral part of the financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments (cont'd)

Global Focus Real Estate Portfolio

Portfolio Composition

Classification	Percentage of Total Investments
Diversified		18.9	%
Residential		16.0
Industrial		14.3
Specialty		12.6
Retail		12.5
Health Care		9.9
Self Storage		9.7
Other*		6.1
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Focus Real Estate Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $4,998)	$	5,309
Investment in Security of Affiliated Issuer, at Value (Cost $6)		6
Total Investments in Securities, at Value (Cost $5,004)		5,315
Foreign Currency, at Value (Cost $9)		9
Prepaid Offering Costs		104
Due from Adviser		96
Dividends Receivable		12
Tax Reclaim Receivable		—	@
Receivable from Affiliate		—	@
Other Assets		3
Total Assets		5,539
Liabilities:
Payable for Offering Costs		163
Payable for Professional Fees		52
Payable for Custodian Fees		7
Payable for Transfer Agency Fees — Class I		—	@
Payable for Transfer Agency Fees — Class A		—	@
Payable for Transfer Agency Fees — Class C		—	@
Payable for Transfer Agency Fees — Class IS		—	@
Payable for Shareholder Services Fees — Class A		—	@
Payable for Distribution and Shareholder Services Fees — Class C		—	@
Payable for Sub Transfer Agency Fees — Class A		—	@
Payable for Administration Fees		—	@
Other Liabilities		18
Total Liabilities		240
Net Assets	$	5,299
Net Assets Consist of:
Paid-in-Capital	$	5,050
Total Distributable Earnings		249
Net Assets	$	5,299
CLASS I:
Net Assets	$	5,239
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		499,259
Net Asset Value, Offering and Redemption Price Per Share	$	10.49
CLASS A:
Net Assets	$	39
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		3,755
Net Asset Value, Redemption Price Per Share	$	10.49
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	0.58
Maximum Offering Price Per Share	$	11.07
CLASS C:
Net Assets	$	10
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,000
Net Asset Value, Offering and Redemption Price Per Share	$	10.49
CLASS IS:
Net Assets	$	11
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,005
Net Asset Value, Offering and Redemption Price Per Share	$	10.49

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Focus Real Estate Portfolio

Statement of Operations	Period from July 30, 2021^ to December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $2 of Foreign Taxes Withheld)	$	39
Dividends from Security of Affiliated Issuer (Note G)		—	@
Total Investment Income		39
Expenses:
Offering Costs		76
Professional Fees		68
Advisory Fees (Note B)		16
Shareholder Reporting Fees		13
Custodian Fees (Note F)		7
Transfer Agency Fees — Class I (Note E)		1
Transfer Agency Fees — Class A (Note E)		1
Transfer Agency Fees — Class C (Note E)		1
Transfer Agency Fees — Class IS (Note E)		1
Administration Fees (Note C)		2
Shareholder Services Fees — Class A (Note D)		—	@
Distribution and Shareholder Services Fees — Class C (Note D)		—	@
Sub Transfer Agency Fees — Class A		—	@
Pricing Fees		—	@
Registration Fees		—	@
Other Expenses		5
Total Expenses		191
Expenses Reimbursed by Adviser (Note B)		(152	)
Waiver of Advisory Fees (Note B)		(16	)
Reimbursement of Class Specific Expenses — Class A (Note B)		(1	)
Reimbursement of Class Specific Expenses — Class C (Note B)		(1	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(1	)
Rebate from Morgan Stanley Affiliate (Note G)		(—	@)
Net Expenses		20
Net Investment Income		19
Realized Loss:
Investments Sold		(57	)
Foreign Currency Translation		(2	)
Net Realized Loss		(59	)
Change in Unrealized Appreciation (Depreciation):
Investments		311
Foreign Currency Translation		—	@
Net Change in Unrealized Appreciation (Depreciation)		311
Net Realized Loss and Change in Unrealized Appreciation (Depreciation)		252
Net Increase in Net Assets Resulting from Operations	$	271

^ Commencement of Operations.

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Focus Real Estate Portfolio

Statement of Changes in Net Assets	Period from July 30, 2021^ to December 31, 2021 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Income	$	19
Net Realized Loss		(59	)
Net Change in Unrealized Appreciation (Depreciation)		311
Net Increase in Net Assets Resulting from Operations		271
Dividends and Distributions to Shareholders:
Class I		(22	)
Class A		(—	@)
Class C		(—	@)
Class IS		(—	@)
Total Dividends and Distributions to Shareholders		(22	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		4,971
Distributions Reinvested		22
Class A:
Subscribed		37
Distributions Reinvested		—	@
Class C:
Subscribed		10
Distributions Reinvested		—	@
Class IS:
Subscribed		10
Distributions Reinvested		—	@
Net Increase in Net Assets Resulting from Capital Share Transactions		5,050
Total Increase in Net Assets		5,299
Net Assets:
Beginning of Period		—
End of Period	$	5,299
(1) Capital Share Transactions:
Class I:
Shares Subscribed		497
Shares Issued on Distributions Reinvested		2
Net Increase in Class I Shares Outstanding		499
Class A:
Shares Subscribed		4
Shares Issued on Distributions Reinvested		—	@@
Net Increase in Class A Shares Outstanding		4
Class C:
Shares Subscribed		1
Shares Issued on Distributions Reinvested		—	@@
Net Increase in Class C Shares Outstanding		1
Class IS:
Shares Subscribed		1
Shares Issued on Distributions Reinvested		—	@@
Net Increase in Class IS Shares Outstanding		1

^ Commencement of Operations.

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Focus Real Estate Portfolio

	Class I
Selected Per Share Data and Ratios	Period from July 30, 2021⁽¹⁾to December 31, 2021
Net Asset Value, Beginning of Period	$	10.00
Income from Investment Operations:
Net Investment Income⁽²⁾		0.04
Net Realized and Unrealized Gain		0.50
Total from Investment Operations		0.54
Distributions from and/or in Excess of:
Net Investment Income		(0.05	)
Net Asset Value, End of Period	$	10.49
Total Return⁽³⁾		5.38	%⁽⁴⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	5,239
Ratio of Expenses Before Expense Limitation		8.85	%⁽⁵⁾
Ratio of Expenses After Expense Limitation		0.94	%⁽⁵⁾⁽⁶⁾
Ratio of Net Investment Income		0.89	%⁽⁵⁾⁽⁶⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾
Portfolio Turnover Rate		44	%⁽⁴⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(4) Not annualized.

(5) Annualized.

(6) The Ratio of Expenses After Expense Limitation and Ratio of Net Investment Income reflect the rebate of certain Fund expenses in connection with the investments in Morgan Stanley affiliates during the period. The effect of the rebate on the ratios is disclosed in the above table as "Ratio of Rebate from Morgan Stanley Affiliates."

(7) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Focus Real Estate Portfolio

	Class A
Selected Per Share Data and Ratios	Period from July 30, 2021⁽¹⁾to December 31, 2021
Net Asset Value, Beginning of Period	$	10.00
Income from Investment Operations:
Net Investment Income⁽²⁾		0.03
Net Realized and Unrealized Gain		0.49
Total from Investment Operations		0.52
Distributions from and/or in Excess of:
Net Investment Income		(0.03	)
Net Asset Value, End of Period	$	10.49
Total Return⁽³⁾		5.23	%⁽⁴⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	39
Ratio of Expenses Before Expense Limitation		14.76	%⁽⁵⁾
Ratio of Expenses After Expense Limitation		1.30	%⁽⁵⁾⁽⁶⁾
Ratio of Net Investment Income		0.63	%⁽⁵⁾⁽⁶⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾
Portfolio Turnover Rate		44	%⁽⁴⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(4) Not annualized.

(5) Annualized.

(7) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
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Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Focus Real Estate Portfolio

	Class C
Selected Per Share Data and Ratios	Period from July 30, 2021⁽¹⁾to December 31, 2021
Net Asset Value, Beginning of Period	$	10.00
Income from Investment Operations:
Net Investment Loss⁽²⁾		(0.01	)
Net Realized and Unrealized Gain		0.50
Total from Investment Operations		0.49
Distributions from and/or in Excess of:
Net Investment Income		(0.00	)⁽³⁾
Net Asset Value, End of Period	$	10.49
Total Return⁽⁴⁾		4.92	%⁽⁵⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	10
Ratio of Expenses Before Expense Limitation		27.58	%⁽⁶⁾
Ratio of Expenses After Expense Limitation		2.05	%⁽⁶⁾⁽⁷⁾
Ratio of Net Investment Loss		(0.23	)%⁽⁶⁾⁽⁷⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁸⁾
Portfolio Turnover Rate		44	%⁽⁵⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Not annualized.

(6) Annualized.

(7) The Ratio of Expenses After Expense Limitation and Ratio of Net Investment Loss reflect the rebate of certain Fund expenses in connection with the investments in Morgan Stanley affiliates during the period. The effect of the rebate on the ratios is disclosed in the above table as "Ratio of Rebate from Morgan Stanley Affiliates."

(8) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Focus Real Estate Portfolio

	Class IS
Selected Per Share Data and Ratios	Period from July 30, 2021⁽¹⁾to December 31, 2021
Net Asset Value, Beginning of Period	$	10.00
Income from Investment Operations:
Net Investment Income⁽²⁾		0.04
Net Realized and Unrealized Gain		0.50
Total from Investment Operations		0.54
Distributions from and/or in Excess of:
Net Investment Income		(0.05	)
Net Asset Value, End of Period	$	10.49
Total Return⁽³⁾		5.39	%⁽⁴⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	11
Ratio of Expenses Before Expense Limitation		26.54	%⁽⁵⁾
Ratio of Expenses After Expense Limitation		0.90	%⁽⁵⁾⁽⁶⁾
Ratio of Net Investment Income		0.93	%⁽⁵⁾⁽⁶⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾
Portfolio Turnover Rate		44	%⁽⁴⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(4) Not annualized.

(5) Annualized.

(7) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the Global Focus Real Estate Portfolio. The Fund seeks to provide current income and long-term capital appreciation.

The Fund commenced operations on July 30, 2021 and offers four classes of shares — Class I, Class A, Class C and Class IS.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

The Fund invests a significant portion of its assets in securities of real estate investment trusts ("REITs"). The market's perception of prospective declines in private real estate values and other financial assets may result in increased volatility of market prices that can negatively impact the valuation of certain issuers held by the Fund.

would use in valuing an asset or liability developed based on the best information available in the circumstances (unobservable inputs) and to establish classification of fair value measurements for disclosure purposes. Various inputs are used in determining the value of the Fund's investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Diversified	$	726	$	277	$	—	$	1,003
Health Care		524		—		—		524
Industrial		585		174		—		759
Lodging/Resorts		118		—		—		118
Office		125		75		—		200
Residential		780		73		—		853
Retail		665		—		—		665

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Self Storage	$	518	$	—	$	—	$	518
Specialty		669		—		—		669
Total Common Stocks		4,710		599		—		5,309
Short-Term Investment
Investment Company		6		—		—		6
Total Assets	$	4,716	$	599	$	—	$	5,315

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Net realized gains (losses) on foreign currency transactions represent net foreign exchange gains (losses) from

foreign currency forward exchange contracts, disposition of foreign currencies, currency gains (losses) realized between the trade and settlement dates on securities transactions, and the difference between the amount of investment income and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent amounts actually received or paid. The change in unrealized currency gains (losses) on foreign currency transactions for the period is reflected in the Statement of Operations.

5. Dividends and Distributions to Shareholders: Dividends and distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income, if any, are declared and paid quarterly. Net realized capital gains, if any, are distributed at least annually.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

The Fund owns shares of REITs which report information on the source of their distributions annually in the following calendar year. A portion of distributions received from REITs during the year is estimated to be a return of capital and is recorded as a reduction of their cost.

First $2 billion				Over $2 billion
	0.75	%			0.70	%

For the period ended December 31, 2021, the advisory fee rate (net of waiver) was equivalent to an annual effective rate of 0.00% of the Fund's average daily net assets.

least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the period ended December 31, 2021, approximately $16,000 of advisory fees were waived and approximately $155,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

E. Dividend Disbursing and Transfer Agent: The Company's dividend disbursing and transfer agent is DST

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

G. Security Transactions and Transactions with Affiliates: For the period ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $7,239,000 and $2,169,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the period ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by less than $500 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the period ended December 31, 2021 is as follows:

Affiliated Investment Company				Value July 30, 2021 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	—			$	5,363			$	5,357			$	—	@

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	6

@ Amount is less than $500.

The Fund is permitted to purchase and sell securities ("cross-trade") from and to other Morgan Stanley funds as well as other funds and client accounts for which the Adviser or an af-

filiate of the Adviser serves as investment adviser, pursuant to procedures approved by the Directors in compliance with Rule 17a-7 under the Act (the "Rule"). Each cross-trade is executed at the current market price in compliance with provisions of the Rule. For the period ended December 31, 2021, the Fund did not engage in any cross-trade transactions.

FASB ASC 740-10, "Income Taxes — Overall", sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Management has concluded there are no significant uncertain tax positions that would require recognition in the financial statements. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in "Interest Expense" and penalties in "Other Expenses" in the Statement of Operations. The Fund files tax returns with the U.S. Internal Revenue Service, New York and various states. The tax year ended December 31, 2021 remains subject to examination by taxing authorities.

The tax character of distributions paid may differ from the character of distributions shown for GAAP purposes due to short-term capital gains being treated as ordinary income for

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

tax purposes. The tax character of distributions paid during fiscal year 2021 was as follows:

2021 Distributions Paid From:
Ordinary Income (000)
$	22

Permanent differences, due to a nondeductible expense, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Distributable Earnings (000)				Paid-in- Capital (000)
$	—	@		$	(—	@)

@ Amount is less than $500.

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	58			$	—

At December 31, 2021, the Fund had available for federal income tax purposes unused short-term capital losses of approximately $58,000, that do not have an expiration date.

I. Other: At December 31, 2021, the Fund did not have record owners of 10% or greater.

restrictions and advisories, (iii) the effects on the financial markets, (iv) government and regulatory responses, and (v) the effects on the economy overall as a result of developments such as disruption to consumer demand, economic output and supply chains. The duration and extent of COVID-19 and associated economic and market conditions and uncertainty over the long term cannot be reasonably estimated at this time. The ultimate impact of COVID-19 and the extent to which the associated conditions impact the Fund will also depend on future developments, which are highly uncertain, difficult to accurately predict and subject to change at any time. If the financial performance of the Fund's investments is impacted because of these factors for an extended period, the Fund's investment results may be adversely affected.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Global Focus Real Estate Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Global Focus Real Estate Portfolio(the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statements of operations and changes in net assets and the financial highlights for the period from July 30, 2021 (commencement of operations) through December 31, 2021 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of Global Focus Real Estate Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the results of its operations and the changes in its net assets and its financial highlights for the period from July 30, 2021 (commencement of operations) through December 31, 2021, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Fund's financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities law and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of the Company's internal control over financial reporting. As part of our audit, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion.

Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our procedures included confirmation of securities owned as of December 31, 2021 by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021.

The Fund designated approximately $5,000 of its distributions paid as qualified business income.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIGFREANN
3997431 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Global Franchise Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					8
Statement of Assets and Liabilities					9
Statement of Operations					11
Statements of Changes in Net Assets					12
Financial Highlights					14
Notes to Financial Statements					19
Report of Independent Registered Public Accounting Firm					25
Liquidity Risk Management Program					26
Federal Tax Notice					27
U.S. Customer Privacy Notice					28
Director and Officer Information					31

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Global Franchise Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

Global Franchise Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Global Franchise Portfolio Class I	$	1,000.00	$	1,110.30	$	1,020.57	$	4.89	$	4.69		0.92	%
Global Franchise Portfolio Class A		1,000.00		1,109.00		1,019.31		6.22		5.96		1.17
Global Franchise Portfolio Class L		1,000.00		1,106.20		1,016.84		8.81		8.44		1.66
Global Franchise Portfolio Class C		1,000.00		1,105.00		1,015.63		10.08		9.65		1.90
Global Franchise Portfolio Class IS		1,000.00		1,110.90		1,021.07		4.36		4.18		0.82

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Global Franchise Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 21.92%, net of fees. The Fund's Class I shares outperformed the Fund's benchmark, the MSCI World Net Index (the "Index"), which returned 21.82%.

Factors Affecting Performance

• The Index delivered +21.8% in U.S. dollars (USD) for 2021 (+24.2% in local currency), on top of the +15.9% USD return in 2020. Cyclical sectors were among the leaders for the year, with energy returning +40%, information technology +30%, real estate +29% and financials +28%. As in the fourth quarter, the software & services subsector, important for the portfolio, was the weakest element of information technology, up only 20% versus +33% for hardware & equipment and +52% for semiconductors. The other key sectors, consumer staples (+13%) and health care (+20%), also lagged the overall index, making 2021 a tough environment for the Fund in relative terms. Utilities (+10%) and communication services (+14%) were also weak for the year. The U.S. (+26%) handily outperformed the Index, while Canada (+26% in USD, +25% in local) was the only other major market ahead. Asia was weak in 2021. Hong Kong was down 4% in USD (-3% local), while Japan was only up 2% (+13% local) and Singapore was +6% (+8% local). All were in the shadow of China, which fell 22% in USD and local currency. Within Europe, France (+20% USD, +29% local), Switzerland (+19%, +23%), the U.K. (+18%, +20%) and Italy (+15%, +24%) were far stronger than Spain (+1%, +9%) and Germany (+5%, +13%).

• For the Fund in 2021, positive stock selection outweighed the headwind from sector allocation, which was negative mainly due to the overweight in the lagging consumer staples sector. Outperformance in the health care, industrials and consumer staples sectors drove the positive stock selection.

• The largest absolute contributors for 2021 were Microsoft, Accenture, Danaher, PMI and Thermo

Fisher. The three absolute detractors in the year were Fidelity National Information Services, Reckitt Benckiser and Unilever, which was exited in the first quarter of 2021, while Becton Dickinson and the fourth quarter 2021 acquisition of Steris both contributed marginally.

Management Strategies

The Search for Better Outcomes

• What is a better outcome? As long-term investors, we seek to deliver better outcomes for our clients by producing attractive returns. In order to do that, we must invest with a conscious eye on whether companies can deliver better outcomes not just today, but five, 10 and even 20 years from now. We back companies that have the characteristics needed to lead in the long run, like recurring revenue, pricing power and strong management, and that importantly also have the awareness to invest in managing and improving their environmental, social and governance (ESG) impact.

• This logic is consistent with how humans have evolved. If we are to believe the latest neuroscience,ⁱ humans inherently seek "better outcomes" and, perhaps contrary to common belief, it is not the achievement that gives us satisfaction, but the journey itself. We do this because a "seeking system" gives us a feeling of reward and pleasure when we explore our surroundings and seek new information for survival. Similarly, companies seeking to deliver better outcomes and faced with a changing world must explore their surroundings and seek new information for survival.

A look back

ⁱ Source: Quartz, "Neuroscience confirms that to be truly happy, you will always need something more," Olivia Goodhill, May 16, 2016.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Franchise Portfolio

drive the market forward, seemingly unfazed by peak earnings and peak margins or persistent inflation taking hold. The dangers of earnings and multiple correction grew larger, but always seemed just beyond the horizon. Investors started the year leaning into the cyclical rally, but ended the year looking for more defensive positioning, which may bode well for quality investors.

• We also saw ESG momentum continue to build in 2021, with $141 billion of flowsⁱⁱ going into ESG funds globally. In Europe, the most mature sustainable investment market, this shift to ESG funds has been via active management. This is not a surprise. It's hard to remain passive in the face of challenges like climate change; if you believe the world is going to change significantly as sustainability externalities start to be priced in, there will be winners and losers, creating investment risks and opportunities. As long-term investors, being on the right side of that change is key.

• Underlying the shift toward ESG is evidence that more and more countries are taking steps to create a more sustainable society and economy. Most of the actions in 2021 were linked to COP26 (the 26th United Nations Climate Change "Conference of Parties") that took place in Glasgow in November. The pressing urgency of the climate challenge brought a series of new commitments to tighten carbon targets, "phase down" coal, remove fossil fuel subsidies, tackle methane emissions and stop deforestation. Countries representing 70% of global emissions and gross domestic product have now committed to reaching net zero by 2050 or 2060, with massive implications for many corporates. Regulators acted too, and some have come a long way. In Europe, new sustainable regulationsⁱⁱⁱ that aim to give clients more transparency around sustainable investment came into force, and the European Central Bank presented an action plan to include climate change considerations in its

monetary policy strategy.^iv The U.S. Securities and Exchange Commission has moved from throwing out investor proposals pushing companies like Exxon on climate change in 2019, to forcing companies to hold investor votes on emission targets in 2021.^v Whether one believes the pace of change is too fast or too slow, the direction of change is clear.

Three trends for the year ahead

• For the year ahead, the environment remains uncertain, whether one looks at it through the lens of economics, health, politics or sustainability; but we believe there are three trends that will shape outcomes for companies, economies and societies.

• First, after a pandemic that has so far seen 230 million cases and nearly 5 million deaths, we expect a stronger push on social challenges, from diversity to inequality, as economies get back on their feet. COVID-19 has not only hit companies and economies, but has put the world back two decades in the fight against poverty, as vulnerable countries and groups of people have shouldered the brunt of the burden.^vi The pressure on companies to play their part in tackling inequality is likely to continue, from eliminating race and gender inequities to protecting the human rights of workers in the supply chain. In 2021, we already saw the introduction of Nasdaq's new rules^vii requiring firms to disclose board-level diversity statistics and have, or explain why they do not have, at least two diverse directors. Similar diversity measures were also announced by the Hong Kong stock exchange, which made clear that "a single gender board is not considered to be a diverse board" and called on companies to appoint a director of a different gender.

• We are also seeing increased action from policymakers and investors. On human rights, the

ⁱⁱ Source: Morningstar. Data as of third quarter 2021.

ⁱⁱⁱ A legislative package that is part of the EU's sustainable finance action plan, including the Sustainable Finance Disclosure Regulation and changes to the Markets in Financial Instruments Directive II and Undertakings for the Collective Investment in Transferable Securities Directive.

^iv Source: European Central Bank press release, July 8, 2021.

^v Source: Financial Times, "SEC forces oil companies to hold investor votes on emission targets," Myles McCormick, March 20, 2021.

^vi Source: United Nations News, "More than half a billion pushed into extreme poverty due to health costs," December 12, 2021.

^vii Source: Nasdaq, October 1, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Franchise Portfolio

European Union (EU) is considering rules to make human rights due diligence mandatory, while the global responsible investor organization, the UN Principles for Responsible Investment, has announced a new worldwide collaborative platform to support investors in taking action on social issues.^viii Together, these pressures are likely to lead to greater action on the S in ESG.

• Second, we believe work will turn from climate commitments to policy reality, resulting in an emergence of more laws, fiscal incentives, investor pressure and a continuation of rising climate litigations as the transition to low carbon continues. This will not only impact the fossil fuel industry. For example, in the case of the car industry — whether it's proposals to effectively ban new fossil fuel cars from as early as 2035 like in the EU, or suggesting new incentives for electric vehicles like in the U.S. — the economic rules of the game are changing. Every sector will need to change, and companies who want to stay ahead will need to adapt now or risk ending up in the company graveyard.

• Third, 2022 could prove to be the year of nature, as countries meet for the much less talked about COP15 (the 15th UN Biodiversity Conference) to address the depletion of planetary resources.^ix Targets will be set in Kunming in China for the next decade, and commitments from both governments and the private sector have already emerged. A coalition of more than 50 countries has committed to protect almost a third of the planet by 2030.^x We're also seeing the emergence of voluntary disclosure frameworks for companies (as produced by the Taskforce on Nature-related Financial Disclosures) and investors promising to eliminate agricultural commodity-driven deforestation risks across their investment portfolios and invest in nature-based solutions. Although new targets are unlikely to lead to an immediate price on free resources such as water, air, forests and the ocean, it should speed up government action, business decisions and investment allocations. Companies looking to future-proof their businesses

will need to understand how dependent they are on planetary resources and how they are impacting nature through their products and services, so they can take action to manage the risks and explore opportunities. Long-term investors looking to future-proof their returns need to do the same.

• Whatever the pace of change in 2022, efforts to create a sustainable future is a game that's played out in decades, not months. Just like any journey, there will be bumps in the road; but as the transition takes place, we believe companies with a strong "seeking system" that helps them be alert to the world around them will help them stay on top of their game and deliver long-term returns for clients. As bottom-up stock pickers, and with the introduction of the new Head of Sustainable Outcomes for the International Equity team, we're determined to keep seeking better outcomes, to learn and improve our offering to you, and to keep pressing for progress from the world's best companies.

* Minimum Investment for Class I shares

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, L, C and IS shares will vary from the performance of Class I shares based upon their different inception dates and will be negatively impacted by additional fees assessed to those classes (if applicable).

^viii Source: United Nations Principles fro Responsible Investment.

^ix Source: Stockholm Resilience Centre.

^x Source: The Guardian, "More than 50 countries commit to protection of 30% of Earth's land and oceans," Patrick Greenfield and Fiona Harvey, January 11, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Franchise Portfolio

Performance Compared to the MSCI World Net Index⁽¹⁾, the Lipper Global Large-Cap Core Funds Index⁽²⁾ and the Lipper Global Large-Cap Growth Funds Index⁽³⁾

	Period Ended December 31, 2021 Total Returns⁽⁴⁾
				Average Annual
	One Year			Five Years			Ten Years			Since Inception⁽⁹⁾
Fund — Class I Shares w/o sales charges⁽⁵⁾		21.92	%		17.27	%		13.70	%		12.26	%
Fund — Class A Shares w/o sales charges⁽⁵⁾		21.61			16.97			13.41			11.97
Fund — Class A Shares with maximum 5.25% sales charges⁽⁵⁾		15.22			15.71			12.80			11.67
Fund — Class L Shares w/o sales charges⁽⁶⁾		21.02			16.39			—			11.88
Fund — Class C Shares w/o sales charges⁽⁸⁾		20.74			16.10			—			14.40
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁸⁾		19.74			16.10			—			14.40
Fund — Class IS Shares w/o sales charges⁽⁷⁾		22.05			17.37			—			13.95
MSCI World Net Index		21.82			15.03			12.70			8.12
Lipper Global Large-Cap Core Funds Index		21.13			14.46			12.22			7.74
Lipper Global Large-Cap Growth Funds Index		15.06			18.08			13.69			8.29

⁽¹⁾ The MSCI World Net Index is a free float-adjusted market capitalization weighted index that is designed to measure the global equity market performance of developed markets. The term "free float" represents the portion of shares outstanding that are deemed to be available for purchase in the public equity markets by investors. The MSCI World Net Index currently consists of 23 developed market country indices. The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. The Index is unmanaged and its 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 Lipper Global Large-Cap Core Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Global Large-Cap Core 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 10 funds represented in this Index. As of the date of this report, the Fund was in the Lipper Global Large-Cap Core Funds classification. The Funds' Lipper category changed from the Lipper Global Large-Cap Growth to the Lipper Global Large-Cap Core.

⁽³⁾ The Lipper Global Large-Cap Growth Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Global Large-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.

⁽⁵⁾ Commenced operations on November 28, 2001.

⁽⁶⁾ Commenced offering on April 27, 2012.

⁽⁷⁾ Commenced offering on May 29, 2015.

⁽⁸⁾ Commenced offering on September 30, 2015.

⁽⁹⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

Global Franchise Portfolio

	Shares		Value (000)
Common Stocks (98.4%)
France (5.8%)
L'Oreal SA		140,175	$	66,541
LVMH Moet Hennessy Louis Vuitton SE		80,847		66,916
Pernod Ricard SA		397,303		95,668
				229,125
Germany (4.8%)
SAP SE		1,341,651		188,823
Italy (0.6%)
Davide Campari-Milano N.V.		1,552,889		22,660
Netherlands (2.0%)
Heineken N.V.		708,990		79,798
United Kingdom (10.2%)
Experian PLC		934,578		45,945
Reckitt Benckiser Group PLC		2,990,071		256,674
RELX PLC (Euronext N.V.)		643,830		20,905
RELX PLC (LSE)		2,470,356		80,317
				403,841
United States (75.0%)
Abbott Laboratories		1,313,029		184,796
Accenture PLC, Class A		540,350		224,002
Automatic Data Processing, Inc.		647,524		159,667
Baxter International, Inc.		1,892,524		162,454
Becton Dickinson & Co.		597,469		150,252
Broadridge Financial Solutions, Inc.		209,453		38,292
Coca-Cola Co. (The)		1,170,016		69,277
Danaher Corp.		563,882		185,523
Estee Lauder Cos., Inc. (The), Class A		128,591		47,604
Factset Research Systems, Inc.		45,044		21,892
Fidelity National Information Services, Inc.		795,639		86,844
Intercontinental Exchange, Inc.		1,051,863		143,863
Microsoft Corp.		1,089,326		366,362
Moody's Corp.		121,102		47,300
NIKE, Inc., Class B		272,655		45,443
Philip Morris International, Inc.		3,157,815		299,993
Procter & Gamble Co. (The)		1,159,574		189,683
Roper Technologies, Inc.		166,731		82,008
Steris PLC		34,182		8,320
Thermo Fisher Scientific, Inc.		295,316		197,047
Visa, Inc., Class A		941,466		204,025
Zoetis, Inc.		219,613		53,592
				2,968,239
Total Common Stocks (Cost $2,529,986)				3,892,486

	Shares		Value (000)
Short-Term Investment (1.6%)
Investment Company (1.6%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $65,018)		65,018,362	$	65,018
Total Investments (100.0%) (Cost $2,595,004) (a)(b)				3,957,504
Other Assets in Excess of Liabilities (0.0%) (c)				1,125
Net Assets (100.0%)			$	3,958,629

(a) The approximate fair value and percentage of net assets, $211,483,000 and 5.3%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Financial Statements.

(b) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $2,617,804,000. The aggregate gross unrealized appreciation is approximately $1,376,906,000 and the aggregate gross unrealized depreciation is approximately $37,225,000, resulting in net unrealized appreciation of approximately $1,339,681,000.

Euronext N.V. Euronext Amsterdam Stock Market.

LSE London Stock Exchange.

Portfolio Composition

Classification	Percentage of Total Investments
Information Technology Services		18.0	%
Other*		14.5
Software		14.0
Health Care Equipment & Supplies		12.8
Household Products		11.3
Life Sciences Tools & Services		9.7
Tobacco		7.6
Beverages		6.7
Capital Markets		5.4
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Franchise Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $2,529,986)	$	3,892,486
Investment in Security of Affiliated Issuer, at Value (Cost $65,018)		65,018
Total Investments in Securities, at Value (Cost $2,595,004)		3,957,504
Foreign Currency, at Value (Cost $3)		3
Dividends Receivable		5,296
Receivable for Fund Shares Sold		3,176
Tax Reclaim Receivable		902
Receivable from Affiliate		1
Other Assets		163
Total Assets		3,967,045
Liabilities:
Payable for Advisory Fees		6,575
Payable for Fund Shares Redeemed		734
Payable for Sub Transfer Agency Fees — Class I		340
Payable for Sub Transfer Agency Fees — Class A		47
Payable for Sub Transfer Agency Fees — Class L		1
Payable for Sub Transfer Agency Fees — Class C		16
Payable for Administration Fees		255
Payable for Shareholder Services Fees — Class A		80
Payable for Distribution and Shareholder Services Fees — Class L		6
Payable for Distribution and Shareholder Services Fees — Class C		129
Payable for Custodian Fees		56
Payable for Professional Fees		43
Payable for Transfer Agency Fees — Class I		4
Payable for Transfer Agency Fees — Class A		1
Payable for Transfer Agency Fees — Class L		—	@
Payable for Transfer Agency Fees — Class C		1
Payable for Transfer Agency Fees — Class IS		1
Other Liabilities		127
Total Liabilities		8,416
Net Assets	$	3,958,629
Net Assets Consist of:
Paid-in-Capital	$	2,632,479
Total Distributable Earnings		1,326,150
Net Assets	$	3,958,629

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Franchise Portfolio

Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	2,790,499
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		75,433,331
Net Asset Value, Offering and Redemption Price Per Share	$	36.99
CLASS A:
Net Assets	$	395,450
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		10,969,767
Net Asset Value, Redemption Price Per Share	$	36.05
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	2.00
Maximum Offering Price Per Share	$	38.05
CLASS L:
Net Assets	$	9,473
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		263,068
Net Asset Value, Offering and Redemption Price Per Share	$	36.01
CLASS C:
Net Assets	$	157,721
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		4,483,240
Net Asset Value, Offering and Redemption Price Per Share	$	35.18
CLASS IS:
Net Assets	$	605,486
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		16,360,395
Net Asset Value, Offering and Redemption Price Per Share	$	37.01

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Franchise Portfolio

Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $961 of Foreign Taxes Withheld)	$	57,289
Dividends from Security of Affiliated Issuer (Note G)		7
Total Investment Income		57,296
Expenses:
Advisory Fees (Note B)		24,273
Administration Fees (Note C)		2,688
Sub Transfer Agency Fees — Class I		2,254
Sub Transfer Agency Fees — Class A		288
Sub Transfer Agency Fees — Class L		5
Sub Transfer Agency Fees — Class C		99
Shareholder Services Fees — Class A (Note D)		858
Distribution and Shareholder Services Fees — Class L (Note D)		65
Distribution and Shareholder Services Fees — Class C (Note D)		1,373
Registration Fees		241
Professional Fees		146
Custodian Fees (Note F)		91
Shareholder Reporting Fees		87
Transfer Agency Fees — Class I (Note E)		31
Transfer Agency Fees — Class A (Note E)		6
Transfer Agency Fees — Class L (Note E)		2
Transfer Agency Fees — Class C (Note E)		5
Transfer Agency Fees — Class IS (Note E)		5
Directors' Fees and Expenses		37
Pricing Fees		2
Other Expenses		63
Total Expenses		32,619
Rebate from Morgan Stanley Affiliate (Note G)		(26	)
Net Expenses		32,593
Net Investment Income		24,703
Realized Gain:
Investments Sold		59,391
Foreign Currency Translation		31
Net Realized Gain		59,422
Change in Unrealized Appreciation (Depreciation):
Investments		589,501
Foreign Currency Translation		(87	)
Net Change in Unrealized Appreciation (Depreciation)		589,414
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		648,836
Net Increase in Net Assets Resulting from Operations	$	673,539

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Franchise Portfolio

Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Income	$	24,703		$	24,600
Net Realized Gain		59,422			65,054
Net Change in Unrealized Appreciation (Depreciation)		589,414			262,233
Net Increase in Net Assets Resulting from Operations		673,539			351,887
Dividends and Distributions to Shareholders:
Class I		(74,018	)		(77,432	)
Class A		(9,816	)		(10,258	)
Class L		(195	)		(235	)
Class C		(3,249	)		(3,376	)
Class IS		(13,032	)		(10,185	)
Paid-in-Capital:
Class I		(1,104	)		—
Class A		(158	)		—
Class L		(4	)		—
Class C		(—	@)		—
Class IS		(189	)		—
Total Dividends and Distributions to Shareholders		(101,765	)		(101,486	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		666,814			925,113
Distributions Reinvested		72,622			74,251
Redeemed		(667,086	)		(495,524	)
Class A:
Subscribed		83,141			94,968
Distributions Reinvested		9,470			9,770
Redeemed		(72,864	)		(103,292	)
Class L:
Exchanged		16			20
Distributions Reinvested		199			234
Redeemed		(614	)		(881	)
Class C:
Subscribed		36,379			40,555
Distributions Reinvested		3,144			3,270
Redeemed		(30,778	)		(26,830	)
Class IS:
Subscribed		202,550			323,345
Distributions Reinvested		13,031			9,909
Redeemed		(51,726	)		(113,147	)
Net Increase in Net Assets Resulting from Capital Share Transactions		264,298			741,761
Total Increase in Net Assets		836,072			992,162
Net Assets:
Beginning of Period		3,122,557			2,130,395
End of Period	$	3,958,629		$	3,122,557

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Franchise Portfolio

Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		19,783			33,099
Shares Issued on Distributions Reinvested		2,025			2,414
Shares Redeemed		(20,099	)		(17,628	)
Net Increase in Class I Shares Outstanding		1,709			17,885
Class A:
Shares Subscribed		2,530			3,390
Shares Issued on Distributions Reinvested		271			326
Shares Redeemed		(2,268	)		(3,779	)
Net Increase (Decrease) in Class A Shares Outstanding		533			(63	)
Class L:
Shares Exchanged		1			1
Shares Issued on Distributions Reinvested		6			8
Shares Redeemed		(20	)		(34	)
Net Decrease in Class L Shares Outstanding		(13	)		(25	)
Class C:
Shares Subscribed		1,121			1,471
Shares Issued on Distributions Reinvested		92			111
Shares Redeemed		(959	)		(985	)
Net Increase in Class C Shares Outstanding		254			597
Class IS:
Shares Subscribed		5,739			10,853
Shares Issued on Distributions Reinvested		364			322
Shares Redeemed		(1,600	)		(4,129	)
Net Increase in Class IS Shares Outstanding		4,503			7,046

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Franchise Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	31.20		$	28.53		$	23.03		$	24.72		$	20.56
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.27			0.30			0.30			0.29			0.27
Net Realized and Unrealized Gain (Loss)		6.54			3.45			6.51			(0.63	)		5.05
Total from Investment Operations		6.81			3.75			6.81			(0.34	)		5.32
Distributions from and/or in Excess of:
Net Investment Income		(0.27	)		(0.28	)		(0.27	)		(0.27	)		(0.24	)
Net Realized Gain		(0.74	)		(0.80	)		(1.04	)		(1.08	)		(0.92	)
Paid-in-Capital		(0.01	)		—			—			—			—
Total Distributions		(1.02	)		(1.08	)		(1.31	)		(1.35	)		(1.16	)
Net Asset Value, End of Period	$	36.99		$	31.20		$	28.53		$	23.03		$	24.72
Total Return⁽²⁾		21.92	%		13.22	%		29.60	%		(1.50	)%		25.85	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	2,790,499		$	2,300,448		$	1,593,092		$	918,409		$	753,107
Ratio of Expenses Before Expense Limitation		0.91	%		N/A			N/A			N/A			N/A
Ratio of Expenses After Expense Limitation		0.91	%⁽³⁾		0.92	%⁽³⁾		0.93	%⁽³⁾		0.94	%⁽³⁾		0.98	%⁽³⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			0.92	%⁽³⁾		0.93	%⁽³⁾		N/A			N/A
Ratio of Net Investment Income		0.79	%⁽³⁾		1.04	%⁽³⁾		1.09	%⁽³⁾		1.14	%⁽³⁾		1.17	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾
Portfolio Turnover Rate		17	%		19	%		16	%		27	%		28	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value as of the last business day of the period.

(3) The Ratio of Expenses After Expense Limitation and Ratio of Net Investment Income reflect the rebate of certain Fund expenses in connection with the investments in Morgan Stanley affiliates during the period. The effect of the rebate on the ratios is disclosed in the above table as "Ratio of Rebate from Morgan Stanley Affiliates."

(4) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Franchise Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	30.44		$	27.86		$	22.53		$	24.21		$	20.16
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.18			0.22			0.23			0.21			0.22
Net Realized and Unrealized Gain (Loss)		6.37			3.37			6.35			(0.61	)		4.94
Total from Investment Operations		6.55			3.59			6.58			(0.40	)		5.16
Distributions from and/or in Excess of:
Net Investment Income		(0.19	)		(0.21	)		(0.21	)		(0.20	)		(0.19	)
Net Realized Gain		(0.74	)		(0.80	)		(1.04	)		(1.08	)		(0.92	)
Paid-in-Capital		(0.01	)		—			—			—			—
Total Distributions		(0.94	)		(1.01	)		(1.25	)		(1.28	)		(1.11	)
Net Asset Value, End of Period	$	36.05		$	30.44		$	27.86		$	22.53		$	24.21
Total Return⁽²⁾		21.61	%		12.95	%		29.24	%		(1.77	)%		25.58	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	395,450		$	317,673		$	292,491		$	150,936		$	146,722
Ratio of Expenses Before Expense Limitation		1.16	%		N/A			N/A			N/A			N/A
Ratio of Expenses After Expense Limitation		1.16	%⁽³⁾		1.16	%⁽³⁾		1.19	%⁽³⁾		1.23	%⁽³⁾		1.21	%⁽³⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			1.16	%⁽³⁾		1.19	%⁽³⁾		N/A			N/A
Ratio of Net Investment Income		0.54	%⁽³⁾		0.77	%⁽³⁾		0.83	%⁽³⁾		0.84	%⁽³⁾		0.94	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾
Portfolio Turnover Rate		17	%		19	%		16	%		27	%		28	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(4) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Franchise Portfolio

	Class L
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	30.41		$	27.84		$	22.51		$	24.18		$	20.13
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.01			0.07			0.09			0.09			0.10
Net Realized and Unrealized Gain (Loss)		6.36			3.36			6.35			(0.62	)		4.93
Total from Investment Operations		6.37			3.43			6.44			(0.53	)		5.03
Distributions from and/or in Excess of:
Net Investment Income		(0.02	)		(0.06	)		(0.07	)		(0.06	)		(0.06	)
Net Realized Gain		(0.74	)		(0.80	)		(1.04	)		(1.08	)		(0.92	)
Paid-in-Capital		(0.01	)		—			—			—			—
Total Distributions		(0.77	)		(0.86	)		(1.11	)		(1.14	)		(0.98	)
Net Asset Value, End of Period	$	36.01		$	30.41		$	27.84		$	22.51		$	24.18
Total Return⁽²⁾		21.02	%		12.38	%		28.62	%		(2.29	)%		24.98	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	9,473		$	8,390		$	8,388		$	7,312		$	7,993
Ratio of Expenses Before Expense Limitation		1.66	%		N/A			N/A			N/A			N/A
Ratio of Expenses After Expense Limitation		1.66	%⁽³⁾		1.66	%⁽³⁾		1.69	%⁽³⁾		1.73	%⁽³⁾		1.70	%⁽³⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			1.66	%⁽³⁾		1.69	%⁽³⁾		N/A			N/A
Ratio of Net Investment Income		0.05	%⁽³⁾		0.26	%⁽³⁾		0.31	%⁽³⁾		0.36	%⁽³⁾		0.44	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾
Portfolio Turnover Rate		17	%		19	%		16	%		27	%		28	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value as of the last business day of the period.

(4) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Franchise Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	29.77		$	27.30		$	22.13		$	23.82		$	19.88
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.06	)		0.01			0.02			0.03			0.04
Net Realized and Unrealized Gain (Loss)		6.21			3.27			6.23			(0.60	)		4.86
Total from Investment Operations		6.15			3.28			6.25			(0.57	)		4.90
Distributions from and/or in Excess of:
Net Investment Income		—			(0.01	)		(0.04	)		(0.04	)		(0.04	)
Net Realized Gain		(0.74	)		(0.80	)		(1.04	)		(1.08	)		(0.92	)
Paid-in-Capital		(0.00	)⁽²⁾		—			—			—			—
Total Distributions		(0.74	)		(0.81	)		(1.08	)		(1.12	)		(0.96	)
Net Asset Value, End of Period	$	35.18		$	29.77		$	27.30		$	22.13		$	23.82
Total Return⁽³⁾		20.74	%		12.09	%		28.27	%		(2.51	)%		24.63	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	157,721		$	125,919		$	99,141		$	55,271		$	47,726
Ratio of Expenses Before Expense Limitation		1.90	%		N/A			N/A			N/A			N/A
Ratio of Expenses After Expense Limitation		1.90	%⁽⁴⁾		1.91	%⁽⁴⁾		1.95	%⁽⁴⁾		1.96	%⁽⁴⁾		1.98	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			1.91	%⁽⁴⁾		1.95	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Income (Loss)		(0.20	)%⁽⁴⁾		0.03	%⁽⁴⁾		0.07	%⁽⁴⁾		0.12	%⁽⁴⁾		0.16	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		17	%		19	%		16	%		27	%		28	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Franchise Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	31.21		$	28.53		$	23.03		$	24.72		$	20.55
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.31			0.33			0.32			0.32			0.29
Net Realized and Unrealized Gain (Loss)		6.54			3.45			6.51			(0.65	)		5.05
Total from Investment Operations		6.85			3.78			6.83			(0.33	)		5.34
Distributions from and/or in Excess of:
Net Investment Income		(0.30	)		(0.30	)		(0.29	)		(0.28	)		(0.25	)
Net Realized Gain		(0.74	)		(0.80	)		(1.04	)		(1.08	)		(0.92	)
Paid-in-Capital		(0.01	)		—			—			—			—
Total Distributions		(1.05	)		(1.10	)		(1.33	)		(1.36	)		(1.17	)
Net Asset Value, End of Period	$	37.01		$	31.21		$	28.53		$	23.03		$	24.72
Total Return⁽²⁾		22.05	%		13.33	%		29.67	%		(1.45	)%		26.00	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	605,486		$	370,127		$	137,283		$	204,031		$	90,488
Ratio of Expenses Before Expense Limitation		0.82	%		N/A			N/A			N/A			N/A
Ratio of Expenses After Expense Limitation		0.82	%⁽³⁾		0.83	%⁽³⁾		0.86	%⁽³⁾		0.88	%⁽³⁾		0.91	%⁽³⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			0.83	%⁽³⁾		0.86	%⁽³⁾		N/A			N/A
Ratio of Net Investment Income		0.90	%⁽³⁾		1.14	%⁽³⁾		1.21	%⁽³⁾		1.30	%⁽³⁾		1.23	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾
Portfolio Turnover Rate		17	%		19	%		16	%		27	%		28	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value as of the last business day of the period.

(4) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
18

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the Global Franchise Portfolio. The Fund seeks long-term capital appreciation.

closing price), and if there was no trading in the security on a given day and if there is no official closing price from relevant markets for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser") or Morgan Stanley Investment Management Limited ("MSIM Limited") (the "Sub-Adviser"), each a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) when market quotations are not readily available, including circumstances under which the Adviser or the Sub-Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (5) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; and (6) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Beverages	$	244,743	$	22,660	$	—	$	267,403
Capital Markets		213,055		—		—		213,055
Health Care Equipment & Supplies		505,822		—		—		505,822
Household Products		446,357		—		—		446,357
Industrial Conglomerates		82,008		—		—		82,008

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Information Technology Services	$	712,830	$	—	$	—	$	712,830
Life Sciences Tools & Services		382,570		—		—		382,570
Personal Products		114,145		—		—		114,145
Pharmaceuticals		53,592		—		—		53,592
Professional Services		147,167		—		—		147,167
Software		366,362		188,823		—		555,185
Textiles, Apparel & Luxury Goods		112,359		—		—		112,359
Tobacco		299,993		—		—		299,993
Total Common Stocks		3,681,003		211,483		—		3,892,486
Short-Term Investment
Investment Company		65,018		—		—		65,018
Total Assets	$	3,746,021	$	211,483	$	—	$	3,957,504

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

certain foreign currency transactions and the foreign currency portion of gains and losses realized on sales and maturities of foreign denominated debt securities are treated as ordinary income for U.S. federal income tax purposes.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

First $500 million				Next $500 million				Over $1 billion
	0.80	%			0.75	%			0.70	%

For the year ended December 31, 2021, the advisory fee rate (net of rebate) was equivalent to an annual effective rate of 0.72% of the Fund's average daily net assets.

reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. This arrangement had no effect for the year ended December 31, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $745,997,000 and $555,299,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $26,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	65,563			$	796,055			$	796,600			$	7

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	65,018

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

2021 Distributions Paid From:						2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Paid-in- Capital (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	24,896	$	75,414	$	1,455	$	25,074	$	76,412

The Fund had no permanent differences causing reclassifications among the components of net assets for the year ended December 31 2021.

At December 31, 2021, The Fund had no distributable earning on a tax basis.

defer to January 1, 2022 for U.S. federal income tax purposes the following losses:

Qualified Late Year Ordinary Losses (000)				Post- October Capital Losses (000)
$	67			$	13,400

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Global Franchise Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Global Franchise Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of Global Franchise Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, 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 its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021. For corporate shareholders 100% of the dividends qualified for the dividends received deduction.

The Fund designated and paid approximately $75,414,000 as a long-term capital gain distribution.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since August 2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since August 2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since January 2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors (cont'd):

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since January 2015

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since July 1991

Director of NVR, Inc. (home construction).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors (cont'd):

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since August 1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since August 2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since January 2017

Director or Trustee of various Morgan Stanley Funds (since January 2017); Managing Director, JPMorgan Asset Management (2004-2016); Oversight and Control Head of Fiduciary and Conflicts of Interest Program (2015-2016); Chief Control Officer — Global Asset Management (2013- 2015); President, JPMorgan Funds (2010-2013); Chief Administrative Officer (2004-2013); various other positions including Treasurer and Board Liaison (since 2001).

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Boards since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors (cont'd):

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and
Birth Year of Executive Officer

Position(s) Held
with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since June 1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since June 2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Sub-Adviser

Morgan Stanley Investment Management Limited
25 Cabot Square, Canary Wharf
London, E14 4QA, England

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIGFANN

3997433 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Global Infrastructure Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					7
Statement of Assets and Liabilities					9
Statement of Operations					11
Statements of Changes in Net Assets					12
Financial Highlights					14
Notes to Financial Statements					20
Report of Independent Registered Public Accounting Firm					27
Liquidity Risk Management Program					28
Federal Tax Notice					29
U.S. Customer Privacy Notice					30
Director and Officer Information					33

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Global Infrastructure Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

Global Infrastructure Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Global Infrastructure Portfolio Class I	$	1,000.00	$	1,040.10	$	1,020.32	$	4.99	$	4.94		0.97	%
Global Infrastructure Portfolio Class A		1,000.00		1,038.90		1,019.11		6.22		6.16		1.21
Global Infrastructure Portfolio Class L		1,000.00		1,036.30		1,016.23		9.14		9.05		1.78
Global Infrastructure Portfolio Class C		1,000.00		1,034.50		1,014.77		10.62		10.51		2.07
Global Infrastructure Portfolio Class IS		1,000.00		1,039.90		1,020.47		4.83		4.79		0.94
Global Infrastructure Portfolio Class IR		1,000.00		1,040.40		1,020.47		4.83		4.79		0.94

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Global Infrastructure Portfolio

The Fund seeks to provide both capital appreciation and income.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 14.14%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the Dow Jones Brookfield Global Infrastructure Index^SM (the "Index"), which returned 19.87%, as well as the S&P Global BMI Index, a proxy for global equities, which returned 18.18%.

Factors Affecting Performance

• Infrastructure shares increased 19.87% in the year ending December 31, 2021, as measured by the Index. From a sector perspective, gas midstream, ports, communications, pipeline companies, European regulated utilities, and water & waste outperformed the Index, while airports, toll roads, gas distribution utilities, diversified, and electricity transmission & distribution underperformed. Despite the wide dispersion of performance across sectors, all sectors generated positive absolute returns on the year.

• Listed infrastructure's healthy 2021 performance, while welcomed, masked a turbulent and uneven year for the asset class beneath the surface. Return dispersion among subsectors ended 2021 at incredibly wide levels, with energy infrastructure and communications materially outpacing transportation and renewables. Even in areas with more stable fundamental operating environments like network utilities, we witnessed a wide dispersion of returns, with European (in particular U.K.) utilities meaningfully outperforming their U.S. and other regional counterparts.

• While some of this share price dispersion was warranted and can be attributed to very favorable fundamental recovery coming out of the pandemic — energy infrastructure's strong recovery off a difficult 2020 is a prime example — we view other discrepancies as unjustified. Most notably, we view the poor multi-year relative performance of U.S. utilities as purely thematic and not consistent with robust operating trends. Additionally, we view the poor performance of European tower operators relative to their U.S. peers as unwarranted and

largely a function of passive U.S. real estate fund flows, given that fundamentals in both regions are similar.

• For the full-year 2021, the Fund underperformed the Index. From a bottom-up perspective, the Fund benefited from favorable stock selection in the airports, gas midstream, and water & waste sectors, which was offset by adverse stock selection in the gas distribution utilities, communications, and toll roads sectors. From a top-down perspective, the Fund benefited from underweights to gas distribution utilities and electricity transmission & distribution, as well as a modest overweight to gas midstream, which was offset by out-of-benchmark positions in renewables, certain utilities not contained in the Index, and railroads, as well as overweights to toll roads and airports.

Management Strategies

• We remain committed to our core investment philosophy as an infrastructure value investor. As value-oriented, bottom-up driven investors, our investment perspective is that over the medium and long term, the key factor in determining the performance of infrastructure securities will be underlying infrastructure asset values. Given the large and growing private infrastructure market, we believe that there are limits as to the level of premium or discount at which the public sector should trade relative to its underlying private infrastructure value. These limits can be viewed as the point at which the arbitrage opportunity between owning infrastructure in the private versus public markets becomes compelling. In aiming to achieve core infrastructure exposure in a cost-effective manner, we invest in equity securities of publicly listed infrastructure companies we believe offer the best value relative to their underlying infrastructure value and Net Asset Value growth prospects.

• Our research currently leads us to an overweighting in the Fund to a group of companies in the toll roads, gas distribution utilities, and airports sectors, and an underweighting to companies in the electricity transmission & distribution, pipeline companies, European regulated utilities, diversified, gas midstream, water & waste, and ports sectors. Our positioning in communications is relatively in

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Infrastructure Portfolio

line with the index. Finally, we continue to retain out-of-benchmark positions in renewables, railroads, and certain other utilities that are not contained in the Index.

• Given the dispersion of returns in 2021 and the discrepancies at the regional/stock level mentioned, what does this imply for 2022 Perhaps unsurprisingly, we view the opportunity set for listed infrastructure in 2022 to be solid. On the one hand, we expect areas with favorable to improving fundamental backdrops to continue to broadly perform well, in particular energy infrastructure (already favorable) and transportation (improving), as the global recovery expands. On the other hand, in areas like communications that are more mixed, we view certain stock-specific opportunities as particularly attractive. Finally, while we acknowledge there is currently an acute focus on interest rate levels and inflation trends, we continue to believe there are many utility companies trading at attractive valuation levels, in particular in the context of above historical average growth trends. Certainly, should the financial markets become more concerned about valuation (i.e., multiple) levels, such companies are likely to hold up well.

* Minimum Investment for Class I shares

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Infrastructure Portfolio

Performance Compared to the Dow Jones Brookfield Global Infrastructure Index^SM(1), the S&P Global BMI Index⁽²⁾ and the Lipper Global Infrastructure Funds Index⁽³⁾

	Period Ended December 31, 2021 Total Returns⁽⁴⁾
				Average Annual
	One Year			Five Years			Ten Years			Since Inception⁽⁹⁾
Fund — Class I Shares w/o sales charges⁽⁵⁾		14.14	%		8.33	%		9.09	%		9.91	%
Fund — Class A Shares w/o sales charges⁽⁵⁾		13.89			8.06			8.81			9.64
Fund — Class A Shares with maximum 5.25% sales charges⁽⁵⁾		7.91			6.90			8.23			9.12
Fund — Class L Shares w/o sales charges⁽⁵⁾		13.28			7.46			8.20			9.03
Fund — Class C Shares w/o sales charges⁽⁷⁾		12.93			7.14			—			4.37
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁷⁾		11.93			7.14			—			4.37
Fund — Class IS Shares w/o sales charges⁽⁶⁾		14.17			8.26			—			7.84
Fund — Class IR Shares w/o sales charges⁽⁸⁾		14.18			—			—			9.40
Dow Jones Brookfield Global Infrastructure Index^SM		19.87			8.89			8.72			9.50
S&P Global BMI Index		18.18			14.53			12.34			11.09
Lipper Global Infrastructure Funds Index		15.76			9.58			9.55			N/A

⁽¹⁾ The Dow Jones Brookfield Global Infrastructure Index^SM is a float-adjusted market capitalization weighted index that measures the stock performance of companies that exhibit strong infrastructure characteristics. The Index intends to measure all sectors of the infrastructure market. The Index is unmanaged and its 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 Standard & Poor's Global BMI Index (S&P Global BMI Index) is a broad market index designed to capture exposure to equities in all countries in the world that meet minimum size and liquidity requirements. The index members represents developed and emerging market countries. The Index is unmanaged and its 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 Global Infrastructure Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Global Infrastructure 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 10 funds represented in this Index. As of the date of this report, the Fund was in the Lipper Global Infrastructure Funds classification. The history of this Index began in October 2011. Therefore, there is no "Since Inception" return data available.

⁽⁵⁾ Commenced operations on September 20, 2010.

⁽⁶⁾ Commenced offering on September 13, 2013.

⁽⁷⁾ Commenced offering on April 30, 2015.

⁽⁸⁾ Commenced offering on June 15. 2018.

⁽⁹⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

Global Infrastructure Portfolio

	Shares		Value (000)
Common Stocks (98.6%)
Australia (3.0%)
APA Group (Units) (a)		46,474	$	340
Atlas Arteria Ltd. (Units) (a)		329,791		1,661
Transurban Group (Units) (a)		748,240		7,523
				9,524
Canada (10.8%)
Enbridge, Inc.		255,648		9,986
GFL Environmental, Inc.		102,959		3,897
Gibson Energy, Inc.		507,483		8,995
Pembina Pipeline Corp.		136,541		4,142
TC Energy Corp.		171,619		7,981
				35,001
China (8.7%)
China Gas Holdings Ltd. (b)		11,081,000		23,021
Jiangsu Expressway Co., Ltd. H Shares (b)		1,624,000		1,664
Zhejiang Expressway Co., Ltd., Class H (b)		3,884,000		3,462
				28,147
Denmark (1.5%)
Orsted A/S		38,743		4,962
France (4.8%)
Getlink SE		184,677		3,061
Vinci SA		117,690		12,449
				15,510
Germany (1.0%)
Vantage Towers AG		89,034		3,260
Hong Kong (0.8%)
Power Assets Holdings Ltd.		416,000		2,593
Italy (5.3%)
Atlantia SpA (c)		112,115		2,224
Infrastrutture Wireless Italiane SpA		820,195		9,946
Terna SpA		603,003		4,878
				17,048
Japan (1.0%)
East Japan Railway Co.		52,700		3,240
Mexico (2.6%)
Grupo Aeroportuario del Pacifico SAB de CV, Class B		301,998		4,171
Grupo Aeroportuario del Sureste SAB de CV, Class B		204,545		4,217
				8,388
New Zealand (0.5%)
Auckland International Airport Ltd. (c)		285,502		1,506
Portugal (1.6%)
EDP Renovaveis SA		210,005		5,236
Spain (6.0%)
Aena SME SA (c)		12,154		1,914
Cellnex Telecom SA		102,268		5,924
Ferrovial SA		143,002		4,472
Iberdrola SA		601,232		7,119
				19,429

	Shares		Value (000)
Switzerland (0.8%)
Flughafen Zurich AG (Registered) (c)		13,401	$	2,406
United Kingdom (6.1%)
National Grid PLC		923,526		13,248
Pennon Group PLC		169,992		2,685
Severn Trent PLC		92,827		3,703
				19,636
United States (44.1%)
Ameren Corp.		34,659		3,085
American Electric Power Co., Inc.		99,621		8,863
American Tower Corp. REIT		76,675		22,427
American Water Works Co., Inc.		45,649		8,621
Atmos Energy Corp.		40,998		4,295
CenterPoint Energy, Inc.		110,457		3,083
Cheniere Energy, Inc.		72,274		7,330
Crown Castle International Corp. REIT		118,536		24,743
Edison International		96,152		6,562
Eversource Energy		71,238		6,481
NextEra Energy, Inc.		66,010		6,163
NiSource, Inc.		106,707		2,946
ONEOK, Inc.		82,025		4,820
PG&E Corp. (c)		52,033		632
SBA Communications Corp. REIT		31,171		12,126
Sempra Energy		71,270		9,428
Targa Resources Corp.		85,311		4,457
Williams Cos., Inc. (The)		243,379		6,338
				142,400
Total Common Stocks (Cost $248,825)				318,286
Short-Term Investment (1.5%)
Investment Company (1.5%)
Morgan Stanley Institutional Liquidity Funds — Treasury Portfolio — Institutional Class (See Note G) (Cost $4,985)		4,984,525		4,985
Total Investments (100.1%) (Cost $253,810) (d)(e)				323,271
Liabilities in Excess of Other Assets (–0.1%)				(389	)
Net Assets (100.0%)			$	322,882

(a) Consists of one or more classes of securities traded together as a unit; stocks with attached warrants.

(b) Security trades on the Hong Kong exchange.

(d) The approximate fair value and percentage of net assets, $50,345,000 and 15.6%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Financial Statements.

The accompanying notes are an integral part of the financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments (cont'd)

Global Infrastructure Portfolio

(e) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $261,047,000. The aggregate gross unrealized appreciation is approximately $78,280,000 and the aggregate gross unrealized depreciation is approximately $16,050,000, resulting in net unrealized appreciation of approximately $62,230,000.

REIT Real Estate Investment Trust.

Portfolio Composition

Classification	Percentage of Total Investments
Oil & Gas Storage & Transportation		29.1	%
Communications		24.2
Electricity Transmission & Distribution		17.5
Other*		16.9
Diversified		6.2
Toll Roads		6.1
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Infrastructure Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $248,825)	$	318,286
Investment in Security of Affiliated Issuer, at Value (Cost $4,985)		4,985
Total Investments in Securities, at Value (Cost $253,810)		323,271
Foreign Currency, at Value (Cost $32)		33
Dividends Receivable		819
Receivable for Fund Shares Sold		527
Receivable for Investments Sold		402
Tax Reclaim Receivable		53
Receivable from Affiliate		—	@
Receivable from Securities Lending Income		—	@
Other Assets		77
Total Assets		325,182
Liabilities:
Payable for Fund Shares Redeemed		1,497
Payable for Advisory Fees		493
Payable for Custodian Fees		54
Payable for Shareholder Services Fees — Class A		47
Payable for Distribution and Shareholder Services Fees — Class L		2
Payable for Distribution and Shareholder Services Fees — Class C		4
Payable for Sub Transfer Agency Fees — Class I		15
Payable for Sub Transfer Agency Fees — Class A		31
Payable for Sub Transfer Agency Fees — Class L		—	@
Payable for Sub Transfer Agency Fees — Class C		1
Payable for Professional Fees		46
Payable for Directors' Fees and Expenses		39
Payable for Administration Fees		21
Payable for Transfer Agency Fees — Class I		1
Payable for Transfer Agency Fees — Class A		7
Payable for Transfer Agency Fees — Class L		1
Payable for Transfer Agency Fees — Class C		—	@
Payable for Transfer Agency Fees — Class IS		—	@
Payable for Transfer Agency Fees — Class IR		—	@
Payable for Investments Purchased		—	@
Other Liabilities		41
Total Liabilities		2,300
Net Assets	$	322,882
Net Assets Consist of:
Paid-in-Capital	$	249,309
Total Distributable Earnings		73,573
Net Assets	$	322,882

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Infrastructure Portfolio

Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	91,045
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		5,966,009
Net Asset Value, Offering and Redemption Price Per Share	$	15.26
CLASS A:
Net Assets	$	224,318
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		14,738,625
Net Asset Value, Redemption Price Per Share	$	15.22
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	0.84
Maximum Offering Price Per Share	$	16.06
CLASS L:
Net Assets	$	3,275
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		215,782
Net Asset Value, Offering and Redemption Price Per Share	$	15.18
CLASS C:
Net Assets	$	4,218
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		283,164
Net Asset Value, Offering and Redemption Price Per Share	$	14.90
CLASS IS:
Net Assets	$	13
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		852
Net Asset Value, Offering and Redemption Price Per Share	$	15.18
CLASS IR:
Net Assets	$	13
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		829
Net Asset Value, Offering and Redemption Price Per Share	$	15.25

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Infrastructure Portfolio

Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $489 of Foreign Taxes Withheld)	$	8,929
Income from Securities Loaned — Net		20
Dividends from Security of Affiliated Issuer (Note G)		1
Total Investment Income		8,950
Expenses:
Advisory Fees (Note B)		2,584
Shareholder Services Fees — Class A (Note D)		560
Distribution and Shareholder Services Fees — Class L (Note D)		24
Distribution and Shareholder Services Fees — Class C (Note D)		36
Sub Transfer Agency Fees — Class I		92
Sub Transfer Agency Fees — Class A		160
Sub Transfer Agency Fees — Class L		2
Sub Transfer Agency Fees — Class C		3
Administration Fees (Note C)		243
Professional Fees		127
Registration Fees		87
Custodian Fees (Note F)		84
Transfer Agency Fees — Class I (Note E)		4
Transfer Agency Fees — Class A (Note E)		43
Transfer Agency Fees — Class L (Note E)		4
Transfer Agency Fees — Class C (Note E)		2
Transfer Agency Fees — Class IS (Note E)		2
Transfer Agency Fees — Class IR (Note E)		2
Shareholder Reporting Fees		34
Directors' Fees and Expenses		9
Pricing Fees		4
Other Expenses		21
Total Expenses		4,127
Waiver of Advisory Fees (Note B)		(334	)
Reimbursement of Class Specific Expenses — Class I (Note B)		(74	)
Reimbursement of Class Specific Expenses — Class A (Note B)		(158	)
Reimbursement of Class Specific Expenses — Class L (Note B)		(3	)
Reimbursement of Class Specific Expenses — Class C (Note B)		(—	@)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class IR (Note B)		(2	)
Rebate from Morgan Stanley Affiliate (Note G)		(4	)
Net Expenses		3,550
Net Investment Income		5,400
Realized Gain (Loss):
Investments Sold		23,936
Foreign Currency Translation		(10	)
Net Realized Gain		23,926
Change in Unrealized Appreciation (Depreciation):
Investments		9,356
Foreign Currency Translation		(1	)
Net Change in Unrealized Appreciation (Depreciation)		9,355
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		33,281
Net Increase in Net Assets Resulting from Operations	$	38,681

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Infrastructure Portfolio

Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Income	$	5,400		$	2,213
Net Realized Gain		23,926			11,309
Net Change in Unrealized Appreciation (Depreciation)		9,355			(20,251	)
Net Increase (Decrease) in Net Assets Resulting from Operations		38,681			(6,729	)
Dividends and Distributions to Shareholders:
Class I		(6,839	)		(3,110	)
Class A		(16,402	)		(9,011	)
Class L		(222	)		(116	)
Class C		(291	)		(101	)
Class IS		(1	)		(1	)
Class IR		(1	)		(—	@)
Total Dividends and Distributions to Shareholders		(23,756	)		(12,339	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		45,076			13,904
Distributions Reinvested		6,838			3,105
Redeemed		(31,226	)		(33,838	)
Class A:
Subscribed		13,114			4,503
Distributions Reinvested		15,967			8,847
Redeemed		(30,394	)		(26,201	)
Class L:
Exchanged		90			39
Distributions Reinvested		216			113
Redeemed		(374	)		(491	)
Class C:
Subscribed		1,605			417
Distributions Reinvested		290			100
Redeemed		(602	)		(438	)
Class IS:
Distributions Reinvested		1			1
Class IR:
Distributions Reinvested		1			—	@
Net Increase (Decrease) in Net Assets Resulting from Capital Share Transactions		20,602			(29,939	)
Total Increase (Decrease) in Net Assets		35,527			(49,007	)
Net Assets:
Beginning of Period		287,355			336,362
End of Period	$	322,882		$	287,355

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Infrastructure Portfolio

Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		2,882			963
Shares Issued on Distributions Reinvested		465			215
Shares Redeemed		(2,096	)		(2,279	)
Net Increase (Decrease) in Class I Shares Outstanding		1,251			(1,101	)
Class A:
Shares Subscribed		862			317
Shares Issued on Distributions Reinvested		1,089			614
Shares Redeemed		(1,974	)		(1,850	)
Net Decrease in Class A Shares Outstanding		(23	)		(919	)
Class L:
Shares Exchanged		6			2
Shares Issued on Distributions Reinvested		15			8
Shares Redeemed		(25	)		(34	)
Net Decrease in Class L Shares Outstanding		(4	)		(24	)
Class C:
Shares Subscribed		107			30
Shares Issued on Distributions Reinvested		20			7
Shares Redeemed		(40	)		(33	)
Net Increase in Class C Shares Outstanding		87			4
Class IS:
Shares Issued on Distributions Reinvested		—	@@		—	@@
Class IR:
Shares Issued on Distributions Reinvested		—	@@		—	@@

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Infrastructure Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	14.47		$	15.37		$	12.39		$	14.64		$	14.02
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.30			0.13			0.35			0.31			0.44
Net Realized and Unrealized Gain (Loss)		1.72			(0.36	)		3.11			(1.45	)		1.33
Total from Investment Operations		2.02			(0.23	)		3.46			(1.14	)		1.77
Distributions from and/or in Excess of:
Net Investment Income		(0.35	)		(0.40	)		(0.36	)		(0.37	)		(0.42	)
Net Realized Gain		(0.88	)		(0.27	)		(0.12	)		(0.74	)		(0.73	)
Total Distributions		(1.23	)		(0.67	)		(0.48	)		(1.11	)		(1.15	)
Net Asset Value, End of Period	$	15.26		$	14.47		$	15.37		$	12.39		$	14.64
Total Return⁽²⁾		14.14	%		(1.45	)%		27.94	%		(8.02	)%		12.70	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	91,045		$	68,255		$	89,371		$	65,311		$	95,219
Ratio of Expenses Before Expense Limitation		1.18	%		1.18	%		1.16	%		1.16	%		1.08	%
Ratio of Expenses After Expense Limitation		0.97	%⁽³⁾		0.97	%⁽³⁾		0.97	%⁽³⁾		0.97	%⁽³⁾		0.91	%⁽³⁾⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			0.97	%⁽³⁾		0.97	%⁽³⁾		N/A			N/A
Ratio of Net Investment Income		1.95	%⁽³⁾		0.94	%⁽³⁾		2.40	%⁽³⁾		2.21	%⁽³⁾		2.93	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.01	%
Portfolio Turnover Rate		61	%		62	%		30	%		43	%		45	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value as of the last business day of the period.

(4) Effective July 1, 2017, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 0.97% for Class I shares. Prior to July 1, 2017, the maximum ratio was 0.87% for Class I shares.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Infrastructure Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	14.44		$	15.33		$	12.36		$	14.60		$	13.99
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.27			0.11			0.31			0.28			0.39
Net Realized and Unrealized Gain (Loss)		1.70			(0.37	)		3.10			(1.45	)		1.33
Total from Investment Operations		1.97			(0.26	)		3.41			(1.17	)		1.72
Distributions from and/or in Excess of:
Net Investment Income		(0.31	)		(0.36	)		(0.32	)		(0.33	)		(0.38	)
Net Realized Gain		(0.88	)		(0.27	)		(0.12	)		(0.74	)		(0.73	)
Total Distributions		(1.19	)		(0.63	)		(0.44	)		(1.07	)		(1.11	)
Net Asset Value, End of Period	$	15.22		$	14.44		$	15.33		$	12.36		$	14.60
Total Return⁽²⁾		13.89	%		(1.69	)%		27.62	%		(8.22	)%		12.37	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	224,318		$	213,128		$	240,350		$	212,919		$	278,780
Ratio of Expenses Before Expense Limitation		1.39	%		1.38	%		1.37	%		1.37	%		1.38	%
Ratio of Expenses After Expense Limitation		1.21	%⁽³⁾		1.21	%⁽³⁾		1.21	%⁽³⁾		1.21	%⁽³⁾		1.15	%⁽³⁾⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			1.21	%⁽³⁾		1.21	%⁽³⁾		N/A			N/A
Ratio of Net Investment Income		1.74	%⁽³⁾		0.74	%⁽³⁾		2.16	%⁽³⁾		2.00	%⁽³⁾		2.63	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.01	%
Portfolio Turnover Rate		61	%		62	%		30	%		43	%		45	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(4) Effective July 1, 2017, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 1.21% for Class A shares. Prior to July 1, 2017, the maximum ratio was 1.11% for Class A shares.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Infrastructure Portfolio

	Class L
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	14.40		$	15.29		$	12.33		$	14.55		$	13.94
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.18			0.02			0.23			0.20			0.31
Net Realized and Unrealized Gain (Loss)		1.69			(0.36	)		3.08			(1.44	)		1.33
Total from Investment Operations		1.87			(0.34	)		3.31			(1.24	)		1.64
Distributions from and/or in Excess of:
Net Investment Income		(0.21	)		(0.28	)		(0.23	)		(0.24	)		(0.30	)
Net Realized Gain		(0.88	)		(0.27	)		(0.12	)		(0.74	)		(0.73	)
Total Distributions		(1.09	)		(0.55	)		(0.35	)		(0.98	)		(1.03	)
Net Asset Value, End of Period	$	15.18		$	14.40		$	15.29		$	12.33		$	14.55
Total Return⁽²⁾		13.28	%		(2.27	)%		26.87	%		(8.73	)%		11.80	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	3,275		$	3,163		$	3,718		$	3,805		$	5,634
Ratio of Expenses Before Expense Limitation		1.98	%		1.94	%		1.93	%		1.87	%		1.95	%
Ratio of Expenses After Expense Limitation		1.78	%⁽³⁾		1.78	%⁽³⁾		1.78	%⁽³⁾		1.78	%⁽³⁾		1.72	%⁽³⁾⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			1.78	%⁽³⁾		1.78	%⁽³⁾		N/A			N/A
Ratio of Net Investment Income		1.17	%⁽³⁾		0.17	%⁽³⁾		1.58	%⁽³⁾		1.41	%⁽³⁾		2.06	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.01	%
Portfolio Turnover Rate		61	%		62	%		30	%		43	%		45	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value as of the last business day of the period.

(4) Effective July 1, 2017, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 1.78% for Class L shares. Prior to July 1, 2017, the maximum ratio was 1.68% for Class L shares.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Infrastructure Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	14.18		$	15.08		$	12.17		$	14.36		$	13.81
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		0.14			(0.02	)		0.18			0.16			0.29
Net Realized and Unrealized Gain (Loss)		1.66			(0.36	)		3.05			(1.42	)		1.28
Total from Investment Operations		1.80			(0.38	)		3.23			(1.26	)		1.57
Distributions from and/or in Excess of:
Net Investment Income		(0.20	)		(0.25	)		(0.20	)		(0.19	)		(0.29	)
Net Realized Gain		(0.88	)		(0.27	)		(0.12	)		(0.74	)		(0.73	)
Total Distributions		(1.08	)		(0.52	)		(0.32	)		(0.93	)		(1.02	)
Net Asset Value, End of Period	$	14.90		$	14.18		$	15.08		$	12.17		$	14.36
Total Return⁽²⁾		12.93	%		(2.53	)%		26.55	%		(9.02	)%		11.42	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	4,218		$	2,787		$	2,901		$	2,580		$	3,601
Ratio of Expenses Before Expense Limitation		2.19	%		2.22	%		2.20	%		2.20	%		2.23	%
Ratio of Expenses After Expense Limitation		2.07	%⁽³⁾		2.07	%⁽³⁾		2.07	%⁽³⁾		2.07	%⁽³⁾		2.02	%⁽³⁾⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			2.07	%⁽³⁾		2.07	%⁽³⁾		N/A			N/A
Ratio of Net Investment Income (Loss)		0.92	%⁽³⁾		(0.12	)%⁽³⁾		1.30	%⁽³⁾		1.14	%⁽³⁾		1.96	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.01	%
Portfolio Turnover Rate		61	%		62	%		30	%		43	%		45	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(3) The Ratio of Expenses After Expense Limitation and Ratio of Net Investment Income (Loss) reflect the rebate of certain Fund expenses in connection with the investments in Morgan Stanley affiliates during the period. The effect of the rebate on the ratios is disclosed in the above table as "Ratio of Rebate from Morgan Stanley Affiliates."

(4) Effective July 1, 2017, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 2.07% for Class C shares. Prior to July 1, 2017, the maximum ratio was 1.97% for Class C shares.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Infrastructure Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	14.40		$	15.29		$	12.38		$	14.63		$	14.02
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.34			0.15			0.38			0.32			0.45
Net Realized and Unrealized Gain (Loss)		1.67			(0.37	)		3.01			(1.46	)		1.32
Total from Investment Operations		2.01			(0.22	)		3.39			(1.14	)		1.77
Distributions from and/or in Excess of:
Net Investment Income		(0.35	)		(0.40	)		(0.36	)		(0.37	)		(0.43	)
Net Realized Gain		(0.88	)		(0.27	)		(0.12	)		(0.74	)		(0.73	)
Total Distributions		(1.23	)		(0.67	)		(0.48	)		(1.11	)		(1.16	)
Net Asset Value, End of Period	$	15.18		$	14.40		$	15.29		$	12.38		$	14.63
Total Return⁽²⁾		14.17	%		(1.37	)%		27.31	%		(7.92	)%		12.65	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	13		$	11		$	11		$	24,462		$	9,516
Ratio of Expenses Before Expense Limitation		20.38	%		20.65	%		1.05	%		1.05	%		1.06	%
Ratio of Expenses After Expense Limitation		0.94	%⁽³⁾		0.94	%⁽³⁾		0.94	%⁽³⁾		0.94	%⁽³⁾		0.89	%⁽³⁾⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			0.94	%⁽³⁾		0.94	%⁽³⁾		N/A			N/A
Ratio of Net Investment Income		2.21	%⁽³⁾		1.03	%⁽³⁾		2.71	%⁽³⁾		2.26	%⁽³⁾		2.95	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.01	%
Portfolio Turnover Rate		61	%		62	%		30	%		43	%		45	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value as of the last business day of the period.

(4) Effective July 1, 2017, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 0.94% for Class IS shares. Prior to July 1, 2017, the maximum ratio was 0.84% for Class IS shares.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
18

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Infrastructure Portfolio

	Class IR
	Year Ended December 31,									Period from June 15, 2018⁽¹⁾to
Selected Per Share Data and Ratios	2021			2020			2019			December 31, 2018
Net Asset Value, Beginning of Period	$	14.47		$	15.36		$	12.38		$	14.10
Income (Loss) from Investment Operations:
Net Investment Income⁽²⁾		0.34			0.15			0.35			0.20
Net Realized and Unrealized Gain (Loss)		1.67			(0.37	)		3.11			(0.81	)
Total from Investment Operations		2.01			(0.22	)		3.46			(0.61	)
Distributions from and/or in Excess of:
Net Investment Income		(0.35	)		(0.40	)		(0.36	)		(0.37	)
Net Realized Gain		(0.88	)		(0.27	)		(0.12	)		(0.74	)
Total Distributions		(1.23	)		(0.67	)		(0.48	)		(1.11	)
Net Asset Value, End of Period	$	15.25		$	14.47		$	15.36		$	12.38
Total Return⁽³⁾		14.18	%		(1.43	)%		27.99	%		(4.54	)%⁽⁶⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period, (Thousands)	$	13		$	11		$	11		$	9
Ratio of Expenses Before Expense Limitation		17.82	%		19.68	%		19.62	%		18.47	%⁽⁷⁾
Ratio of Expenses After Expense Limitation		0.94	%⁽⁴⁾		0.94	%⁽⁴⁾		0.94	%⁽⁴⁾		0.94	%⁽⁴⁾⁽⁷⁾
Ratios of Expenses After Expense Limitation Excluding Interest Expenses		N/A			0.94	%⁽⁴⁾		0.94	%⁽⁴⁾		N/A
Ratio of Net Investment Income		2.20	%⁽⁴⁾		1.03	%⁽⁴⁾		2.65	%⁽⁴⁾		2.67	%⁽⁴⁾⁽⁷⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾⁽⁷⁾
Portfolio Turnover Rate		61	%		62	%		30	%		43	%

(1) Commencement of Offering.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

(6) Not annualized.

(7) Annualized.

The accompanying notes are an integral part of the financial statements.
19

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the Global Infrastructure Portfolio. The Fund seeks to provide both capital appreciation and income.

market official closing price if such market reports an official closing price), and if there was no trading in the security on a given day and if there is no official closing price from relevant markets for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser"), a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) when market quotations are not readily available, including circumstances under which the Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (5) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; and (6) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

on the best information available in the circumstances (unobservable inputs) and to establish classification of fair value measurements for disclosure purposes. Various inputs are used in determining the value of the Fund's investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Airports	$	9,894	$	4,320	$	—	$	14,214
Communications		59,296		19,130		—		78,426
Diversified		15,532		4,472		—		20,004
Electricity Transmission & Distribution		44,542		11,997		—		56,539
Oil & Gas Storage & Transportation		94,079		—		—		94,079
Railroads		—		3,240		—		3,240
Renewables		5,236		4,962		—		10,198
Toll Roads		17,371		2,224		—		19,595

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Utilities	$	6,982	$	—	$	—	$	6,982
Water		15,009		—		—		15,009
Total Common Stocks		267,941		50,345		—		318,286
Short-Term Investment
Investment Company		4,985		—		—		4,985
Total Assets	$	272,926	$	50,345	$	—	$	323,271

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

4. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

5. Securities Lending: The Fund lends securities to qualified financial institutions, such as broker-dealers, to earn additional income. Any increase or decrease in the fair value of the securities loaned that might occur and any interest earned or dividends declared on those securities during the term of the loan would remain in the Fund. The Fund would receive cash or securities as collateral in an amount equal to or exceeding 100% of the current fair value of the loaned securities. The collateral is marked-to-market daily by State Street Bank and Trust Company ("State Street"), the securities lending agent, to ensure that a minimum of 100% collateral coverage is maintained.

The Fund has the right under the securities lending agreement to recover the securities from the borrower on demand.

At December 31, 2021, the Fund did not have any outstanding securities on loan.

8. Security Transactions, Income and Expenses: Security transactions are accounted for on the trade date (date the order to buy or sell is executed). Realized gains and losses on the sale of investment securities are determined on the specific identified cost method. Dividend income and other distributions are recorded on the ex-dividend date (except for certain foreign dividends which may be recorded as soon as the Fund is informed of such dividends) net of applicable withholding taxes. Interest income is recognized on the accrual basis net of applicable withholding taxes except where collection is in doubt. Discounts are accreted and premiums are amortized over the life of the respective securities. Most expenses of the Company can be directly attributed to a particular Fund. Expenses which cannot be directly attributed are apportioned among the Funds based upon relative net assets or other appropriate methods. Income, expenses (other than class specific expenses — distribution and shareholder services, transfer agency and sub transfer agency fees) and realized and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses, excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 0.97% for Class I shares, 1.21% for Class A shares, 1.78% for Class L shares, 2.07% for Class C shares, 0.94% for Class IS shares and 0.94% for Class IR shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $334,000 of advisory fees were waived and approximately $239,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

E. Dividend Disbursing and Transfer Agent: The Company's dividend disbursing and transfer agent is DST Asset Manager Solutions, Inc. ("DST"). Pursuant to a Transfer

Agency Agreement, the Company pays DST a fee based on the number of classes, accounts and transactions relating to the Funds of the Company.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $186,347,000 and $180,502,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds (the "Liquidity Funds"), an open-end management investment company managed by the Adviser, both directly and as a portion of the securities held as collateral on loaned securities. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $4,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	3,349			$	102,818			$	101,182			$	1

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	4,985

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

procedures approved by the Directors in compliance with Rule 17a-7 under the Act (the "Rule"). Each cross-trade is executed at the current market price in compliance with provisions of the Rule. For the year ended December 31, 2021, the Fund did not engage in any cross-trade transactions.

The Fund has an unfunded noncontributory defined benefit pension plan covering certain independent Directors of the Fund who will have served as independent Directors for at least five years at the time of retirement. Benefits under this plan are based on factors which include years of service and compensation. The Directors voted to close the plan to new participants and eliminate the future benefits growth due to increases to compensation after July 31, 2003. Aggregate pension costs for the year ended December 31, 2021, included in "Directors' fees and expenses" in the Statement of Operations amounted to approximately $1,000. At December 31, 2021, the Fund had an accrued pension liability of approximately $39,000, which is reflected as "Directors' fees" in the Statement of Assets and Liabilities.

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	9,154	$	14,602	$	7,160	$	5,179

The Fund had no permanent differences causing reclassifications among the components of net assets for the year ended December 31, 2021.

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	3,284			$	8,120

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

interest rate on borrowings is based on the federal funds rate or 1 month LIBOR rate plus a spread. Effective April 19, 2021, the interest rate on borrowings is based on the federal funds effective rate or overnight bank funding rate plus a spread. The Facility also has a commitment fee of 0.25% per annum based on the unused portion of the Facility. During the year ended December 31, 2021, the Fund did not have any borrowings under the Facility.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Global Infrastructure Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Global Infrastructure Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of Global Infrastructure Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, 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 its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021. For corporate shareholders 16.92% of the dividends qualified for the dividends received deduction.

The Fund designated and paid approximately $14,602,000 as a long-term capital gain distribution.

The Fund designated approximately $510,000 of its distributions paid as qualified business income.

The Fund intends to pass through foreign tax credits of approximately $484,000 and has derived net income from sources within foreign countries amounting to approximately $6,498,000.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFISGIANN
3997437 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Global Insight Portfolio

(formerly Global Advantage Portfolio)

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Consolidated Expense Example					3
Investment Overview					4
Consolidated Portfolio of Investments					6
Consolidated Statement of Assets and Liabilities					8
Consolidated Statement of Operations					10
Consolidated Statements of Changes in Net Assets					11
Consolidated Financial Highlights					13
Notes to Consolidated Financial Statements					18
Report of Independent Registered Public Accounting Firm					30
Liquidity Risk Management Program					31
Federal Tax Notice					32
U.S. Customer Privacy Notice					33
Director and Officer Information					36

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Global Insight Portfolio (the "Fund") (formerly Global Advantage Portfolio) performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Expense Example (unaudited)

Global Insight Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Global Insight Portfolio Class I	$	1,000.00	$	836.20	$	1,020.16	$	4.63	$	5.09		1.00	%
Global Insight Portfolio Class A		1,000.00		834.80		1,018.55		6.10		6.72		1.32
Global Insight Portfolio Class L		1,000.00		832.80		1,015.88		8.55		9.40		1.85
Global Insight Portfolio Class C		1,000.00		831.50		1,014.87		9.46		10.41		2.05
Global Insight Portfolio Class IS		1,000.00		836.30		1,020.42		4.40		4.84		0.95

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Global Insight Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of –14.25%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the MSCI All Country World Net Index (the "Index"), which returned 18.54%.

Factors Affecting Performance

• The long-term investment horizon and conviction-weighted investment approach embraced by the team since 1998 can result in periods of

performance deviation from the benchmark and peers. The Fund underperformed the Index in this reporting period due to unfavorable stock selection with sector allocations detracting to a lesser extent.

• The consumer discretionary sector was the largest detractor, due to the adverse impact of stock selection and a sector overweight. Stock selection in information technology weighed on performance. The communication services sector detracted, with underperformance from both stock selection and a sector overweight.

• A sector overweight in information technology was a positive contributor to relative performance. However, the relative gain was offset by unfavorable stock selection, which detracted. There were no other meaningful positive relative contributors at the sector level in this period.

Management Strategies

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Insight Portfolio

* Minimum Investment for Class I shares

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, L, C and IS shares will vary from the performance of Class I shares based upon their different inception dates and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the MSCI All Country World Net Index⁽¹⁾ and the Lipper Global Multi-Cap Growth Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
				Average Annual
	One Year			Five Years			Ten Years			Since Inception⁽⁷⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		–14.25	%		24.01	%		17.23	%		15.59	%
Fund — Class A Shares w/o sales charges⁽⁴⁾		–14.49			23.62			16.86			15.22
Fund — Class A Shares with maximum 5.25% sales charges⁽⁴⁾		–18.99			22.29			16.23			14.66
Fund — Class L Shares w/o sales charges⁽⁴⁾		–14.96			22.97			16.26			14.63
Fund — Class C Shares w/o sales charges⁽⁵⁾		–15.14			22.67			—			15.87
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁵⁾		–15.64			22.67			—			15.87
Fund — Class IS Shares w/o sales charges⁽⁶⁾		—			—			—			–13.11
MSCI All Country World Net Index		18.54			14.40			11.85			10.01
Lipper Global Multi-Cap Growth Funds Index		12.93			18.39			13.73			11.18

Performance data quoted represents past performance, which is no guarantee of future results, and current performance may be lower or higher than the figures shown. Performance assumes that all dividends and distributions, if any, were reinvested. For the most recent month-end performance figures, please visit www.morganstanley.com/im/shareholderreports. Investment return and principal value will fluctuate so that Fund shares, when redeemed, may be worth more or less than their original cost. Returns for periods less than one year are not annualized. Total returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance of share classes will vary due to difference in sales charges and expenses.

⁽⁴⁾ Commenced operations on December 28, 2010.

⁽⁵⁾ Commenced offering on April 30, 2015.

⁽⁶⁾ Commenced offering on June 14, 2021.

⁽⁷⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments

Global Insight Portfolio

	Shares		Value (000)
Common Stocks (96.0%)
Australia (1.6%)
Redbubble Ltd. (a)		663,440	$	1,578
Xero Ltd. (a)		29,655		3,052
				4,630
Belgium (0.5%)
Argenx SE ADR (a)		4,396		1,539
Canada (7.5%)
Shopify, Inc., Class A (a)		15,875		21,866
Netherlands (6.3%)
Adyen N.V. (a)		7,029		18,498
Singapore (5.4%)
Sea Ltd. ADR (a)		69,965		15,652
Sweden (1.6%)
Kinnevik AB, Class B (a)		130,132		4,627
United Kingdom (2.4%)
Atlassian Corp., PLC, Class A (a)		8,301		3,165
Deliveroo PLC (a)		1,345,818		3,820
				6,985
United States (70.7%)
10X Genomics, Inc., Class A (a)		20,162		3,003
Agilon Health, Inc. (a)		189,575		5,119
Bill.Com Holdings, Inc. (a)		32,869		8,189
Block, Inc., Class A (a)		25,055		4,047
Cazoo Group Ltd. (a)(b)		648,498		3,910
Cloudflare, Inc., Class A (a)		105,702		13,900
Coinbase Global, Inc., Class A (a)		11,360		2,867
Coupang, Inc. (a)		515,583		15,148
Datadog, Inc., Class A (a)		46,007		8,194
Doximity, Inc., Class A (a)		25,104		1,258
Farfetch Ltd., Class A (a)		284,122		9,498
GoodRx Holdings, Inc., Class A (a)		43,475		1,421
Grab Holdings Ltd., Class A (a)(c)		358,845		2,456
Grab Holdings Ltd., Class A (a)		1,543,548		11,006
Guardant Health, Inc. (a)		28,645		2,865
Heliogen, Inc. (a)(c)		202,347		2,983
Intellia Therapeutics, Inc. (a)		12,463		1,474
Meli Kaszek Pioneer Corp., SPAC (a)		133,681		1,545
MercadoLibre, Inc. (a)		12,602		16,993
NU Holdings Ltd. (a)		157,486		1,477
ROBLOX Corp., Class A (a)		115,510		11,916
Royalty Pharma PLC, Class A		318,401		12,688
Snap, Inc., Class A (a)		169,407		7,967
Snowflake, Inc., Class A (a)		47,983		16,254
Trade Desk, Inc. (The), Class A (a)		83,684		7,669
Twilio, Inc., Class A (a)		24,803		6,532
Twitter, Inc. (a)		179,335		7,751
Unity Software, Inc. (a)		55,025		7,868
Veeva Systems, Inc., Class A (a)		17,850		4,560
Zoom Video Communications, Inc., Class A (a)		32,406		5,960
				206,518
Total Common Stocks (Cost $263,531)				280,315

	Shares		Value (000)
Preferred Stock (0.0%) (d)
United States (0.0%) (d)
Lookout, Inc. Series F (a)(c)(e) (acquisition cost — $73; acquired 6/17/14) (Cost $72)		6,374	$	30
Investment Company (1.1%)
United States (1.1%)
Grayscale Bitcoin Trust (a) (Cost $4,183)		93,657		3,208
Short-Term Investments (3.8%)
Securities held as Collateral on Loaned Securities (1.3%)
Investment Company (1.1%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G)		3,176,948		3,177
	Face Amount (000)
Repurchase Agreements (0.2%)
HSBC Securities USA, Inc. (0.05%, dated 12/31/21, due 1/3/22; proceeds $32; fully collateralized by U.S. Government obligations; 0.00% due 5/15/25 — 11/15/28; valued at $32)	$	32		32
Merrill Lynch & Co., Inc. (0.05%, dated 12/31/21, due 1/3/22; proceeds $572; fully collateralized by U.S. Government obligations; 0.13% — 2.88% due 7/31/23 — 7/31/25; valued at $583)		572		572
				604
Total Securities held as Collateral on Loaned Securities (Cost $3,781)				3,781
	Shares
Investment Company (2.5%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $7,176)		7,175,844		7,176
Total Short-Term Investments (Cost $10,957)				10,957
Total Investments Excluding Purchased Options (100.9%) (Cost $278,743)				294,510
Total Purchased Options Outstanding (0.2%) (Cost $2,185)				484
Total Investments (101.1%) (Cost $280,928) Including $3,858 of Securities Loaned (f)(g)(h)				294,994
Liabilities in Excess of Other Assets (–1.1%)				(3,108	)
Net Assets (100.0%)			$	291,886

The accompanying notes are an integral part of the consolidated financial statements.
6

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Global Insight Portfolio

(a) Non-income producing security.

(b) All or a portion of this security was on loan at December 31, 2021.

(d) Amount is less than 0.05%.

(e) At December 31, 2021, the Fund held a fair valued security valued at approximately $30,000, representing less than 0.05% of net assets. This security has been fair valued as determined in good faith under procedures established by and under the general supervision of the Company's (as defined herein) Directors.

(f) The approximate fair value and percentage of net assets, $4,627,000 and 1.6%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Consolidated Financial Statements.

(g) Securities are available for collateral in connection with purchased options.

(h) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $285,903,000. The aggregate gross unrealized appreciation is approximately $60,345,000 and the aggregate gross unrealized depreciation is approximately $51,261,000, resulting in net unrealized appreciation of approximately $9,084,000.

ADR American Depositary Receipt.

SPAC Special Purpose Acquisition Company.

Call Options Purchased:

The Fund had the following call options purchased open at December 31, 2021:

Counterparty	Description	Strike Price		Expiration Date	Number of Contracts		Notional Amount (000)		Value (000)			Premiums Paid (000)		Unrealized Depreciation (000)
BNP Paribas	USD/CNH	CNH	7.45	Jan-22		83,130,387		83,130	$	—	@	$	444	$	(444	)
Goldman Sachs International	USD/CNH	CNH	7.27	Nov-22		90,422,836		90,423		273			434		(161	)
Goldman Sachs International	USD/CNH	CNH	7.57	Mar-22		85,529,485		85,529		4			425		(421	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.28	Jul-22		94,669,594		94,670		118			441		(323	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.31	Aug-22		43,502,787		43,503		59			295		(236	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.38	Jul-22		27,456,366		27,456		30			146		(116	)
									$	484		$	2,185	$	(1,701	)

@ Value is less than $500.

CNH — Chinese Yuan Renminbi Offshore

USD — United States Dollar

Portfolio Composition*

Classification	Percentage of Total Investments
Information Technology Services		27.8	%
Internet & Direct Marketing Retail		22.1
Other**		20.1
Software		15.1
Entertainment		9.5
Interactive Media & Services		5.4
Total Investments		100.0	%

* Percentages indicated are based upon total investments (excluding Securities held as Collateral on Loaned Securities) as of December 31, 2021.

** Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the consolidated financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Insight Portfolio

Consolidated Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value⁽¹⁾ (Cost $270,575)	$	284,641
Investment in Security of Affiliated Issuer, at Value (Cost $10,353)		10,353
Total Investments in Securities, at Value (Cost $280,928)		294,994
Foreign Currency, at Value (Cost $5)		5
Cash from Securities Lending		4
Receivable for Investments Sold		2,372
Receivable for Fund Shares Sold		740
Tax Reclaim Receivable		45
Receivable from Securities Lending Income		11
Dividends Receivable		1
Receivable from Affiliate		—	@
Other Assets		79
Total Assets		298,251
Liabilities:
Collateral on Securities Loaned, at Value		3,785
Payable for Fund Shares Redeemed		1,266
Payable for Advisory Fees		661
Due to Broker		450
Payable for Sub Transfer Agency Fees — Class I		30
Payable for Sub Transfer Agency Fees — Class A		15
Payable for Sub Transfer Agency Fees — Class L		—	@
Payable for Sub Transfer Agency Fees — Class C		3
Payable for Shareholder Services Fees — Class A		17
Payable for Distribution and Shareholder Services Fees — Class L		—	@
Payable for Distribution and Shareholder Services Fees — Class C		16
Payable for Custodian Fees		31
Payable for Professional Fees		23
Payable for Administration Fees		22
Payable for Investments Purchased		7
Payable for Transfer Agency Fees — Class I		2
Payable for Transfer Agency Fees — Class A		1
Payable for Transfer Agency Fees — Class L		—	@
Payable for Transfer Agency Fees — Class C		1
Payable for Transfer Agency Fees — Class IS		—	@
Payable for Organization Costs for Subsidiary		2
Other Liabilities		33
Total Liabilities		6,365
Net Assets	$	291,886
Net Assets Consist of:
Paid-in-Capital	$	299,754
Total Accumulated Loss		(7,868	)
Net Assets	$	291,886

The accompanying notes are an integral part of the consolidated financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Insight Portfolio

Consolidated Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	201,294
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		10,985,864
Net Asset Value, Offering and Redemption Price Per Share	$	18.32
CLASS A:
Net Assets	$	72,157
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		4,118,531
Net Asset Value, Redemption Price Per Share	$	17.52
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	0.97
Maximum Offering Price Per Share	$	18.49
CLASS L:
Net Assets	$	602
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		37,718
Net Asset Value, Offering and Redemption Price Per Share	$	15.97
CLASS C:
Net Assets	$	17,824
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,157,122
Net Asset Value, Offering and Redemption Price Per Share	$	15.40
CLASS IS:
Net Assets	$	9
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		475
Net Asset Value, Offering and Redemption Price Per Share	$	18.30
⁽¹⁾ Including: Securities on Loan, at Value:	$	3,858

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Insight Portfolio

Consolidated Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $33 of Foreign Taxes Withheld)	$	3,004
Income from Securities Loaned — Net		802
Dividends from Security of Affiliated Issuer (Note G)		2
Total Investment Income		3,808
Expenses:
Advisory Fees (Note B)		3,439
Shareholder Services Fees — Class A (Note D)		270
Distribution and Shareholder Services Fees — Class L (Note D)		7
Distribution and Shareholder Services Fees — Class C (Note D)		227
Sub Transfer Agency Fees — Class I		279
Sub Transfer Agency Fees — Class A		133
Sub Transfer Agency Fees — Class L		1
Sub Transfer Agency Fees — Class C		18
Administration Fees (Note C)		344
Professional Fees		167
Registration Fees		126
Shareholder Reporting Fees		49
Custodian Fees (Note F)		47
Transfer Agency Fees — Class I (Note E)		14
Transfer Agency Fees — Class A (Note E)		4
Transfer Agency Fees — Class L (Note E)		2
Transfer Agency Fees — Class C (Note E)		3
Transfer Agency Fees — Class IS (Note E)		1
Directors' Fees and Expenses		9
Pricing Fees		4
Organization Costs for Subsidiary		3
Interest Expenses		2
Other Expenses		26
Total Expenses		5,175
Reimbursement of Class Specific Expenses — Class I (Note B)		(136	)
Reimbursement of Class Specific Expenses — Class A (Note B)		(26	)
Reimbursement of Class Specific Expenses — Class L (Note B)		(1	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(1	)
Waiver of Advisory Fees (Note B)		(125	)
Rebate from Morgan Stanley Affiliate (Note G)		(10	)
Net Expenses		4,876
Net Investment Loss		(1,068	)
Realized Gain:
Investments Sold		60,876
Foreign Currency Translation		118
Net Realized Gain		60,994
Change in Unrealized Appreciation (Depreciation):
Investments		(124,482	)
Foreign Currency Translation		(15	)
Net Change in Unrealized Appreciation (Depreciation)		(124,497	)
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		(63,503	)
Net Decrease in Net Assets Resulting from Operations	$	(64,571	)

The accompanying notes are an integral part of the consolidated financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Insight Portfolio

Consolidated Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Loss	$	(1,068	)	$	(2,524	)
Net Realized Gain		60,994			53,478
Net Change in Unrealized Appreciation (Depreciation)		(124,497	)		116,089
Net Increase (Decrease) in Net Assets Resulting from Operations		(64,571	)		167,043
Dividends and Distributions to Shareholders:
Class I		(80,779	)		(10,229	)
Class A		(30,632	)		(3,353	)
Class L		(299	)		(34	)
Class C		(7,647	)		(752	)
Class IS		(3	)(a)		—
Total Dividends and Distributions to Shareholders		(119,360	)		(14,368	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		175,739			178,652
Distributions Reinvested		80,514			10,225
Redeemed		(243,720	)		(70,645	)
Class A:
Subscribed		52,620			49,117
Distributions Reinvested		30,632			3,353
Redeemed		(67,717	)		(28,326	)
Class L:
Exchanged		20			6
Distributions Reinvested		299			34
Redeemed		(200	)		(112	)
Class C:
Subscribed		8,258			5,354
Distributions Reinvested		7,647			752
Redeemed		(7,432	)		(4,669	)
Class IS:
Subscribed		10	(a)		—
Distributions Reinvested		3	(a)		—
Net Increase in Net Assets Resulting from Capital Share Transactions		36,673			143,741
Total Increase (Decrease) in Net Assets		(147,258	)		296,416
Net Assets:
Beginning of Period		439,144			142,728
End of Period	$	291,886		$	439,144

The accompanying notes are an integral part of the consolidated financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Insight Portfolio

Consolidated Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		5,343			6,937
Shares Issued on Distributions Reinvested		4,511			305
Shares Redeemed		(8,150	)		(2,837	)
Net Increase in Class I Shares Outstanding		1,704			4,405
Class A:
Shares Subscribed		1,600			1,787
Shares Issued on Distributions Reinvested		1,795			102
Shares Redeemed		(2,416	)		(1,229	)
Net Increase in Class A Shares Outstanding		979			660
Class L:
Shares Exchanged		1			—	@@
Shares Issued on Distributions Reinvested		19			1
Shares Redeemed		(12	)		(6	)
Net Increase (Decrease) in Class L Shares Outstanding		8			(5	)
Class C:
Shares Subscribed		278			212
Shares Issued on Distributions Reinvested		509			25
Shares Redeemed		(301	)		(230	)
Net Increase in Class C Shares Outstanding		486			7
Class IS:
Shares Subscribed		—	@@(a)		—
Shares Issued on Distributions Reinvested		—	@@(a)		—
Net Increase in Class IS Shares Outstanding		—	@@(a)		—

* Not consolidated.

(a) For the period June 14, 2021 to December 31, 2021.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the consolidated financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Global Insight Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	33.83		$	17.96		$	13.96		$	15.43		$	12.12
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.04	)		(0.24	)		(0.02	)		(0.03	)		(0.03	)
Net Realized and Unrealized Gain (Loss)		(5.05	)		17.29			4.41			(0.80	)		5.07
Total from Investment Operations		(5.09	)		17.05			4.39			(0.83	)		5.04
Distributions from and/or in Excess of:
Net Investment Income		(0.01	)		—			—			—			—
Net Realized Gain		(10.41	)		(1.18	)		(0.39	)		(0.64	)		(1.73	)
Total Distributions		(10.42	)		(1.18	)		(0.39	)		(0.64	)		(1.73	)
Net Asset Value, End of Period	$	18.32		$	33.83		$	17.96		$	13.96		$	15.43
Total Return⁽³⁾		(14.25	)%		94.98	%		31.49	%		(5.75	)%		41.56	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	201,294		$	314,038		$	87,595		$	60,271		$	7,005
Ratio of Expenses Before Expense Limitation		1.08	%		N/A			1.21	%		1.82	%		3.67	%
Ratio of Expenses After Expense Limitation		1.00	%⁽⁴⁾⁽⁵⁾		1.09	%⁽⁴⁾		1.09	%⁽⁴⁾		1.09	%⁽⁴⁾		1.09	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.00	%⁽⁴⁾⁽⁵⁾		N/A			1.09	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Loss		(0.12	)%⁽⁴⁾		(0.94	)%⁽⁴⁾		(0.11	)%⁽⁴⁾		(0.19	)%⁽⁴⁾		(0.19	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		112	%		85	%		95	%		130	%		103	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Effective March 31, 2021, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 1.00% for Class I shares. Prior to March 31, 2021, the maximum ratio was 1.10% for Class I shares.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Global Insight Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	32.98		$	17.57		$	13.71		$	15.21		$	12.01
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.13	)		(0.29	)		(0.07	)		(0.08	)		(0.08	)
Net Realized and Unrealized Gain (Loss)		(4.92	)		16.88			4.32			(0.78	)		5.01
Total from Investment Operations		(5.05	)		16.59			4.25			(0.86	)		4.93
Distributions from and/or in Excess of:
Net Realized Gain		(10.41	)		(1.18	)		(0.39	)		(0.64	)		(1.73	)
Net Asset Value, End of Period	$	17.52		$	32.98		$	17.57		$	13.71		$	15.21
Total Return⁽³⁾		(14.49	)%		94.46	%		31.04	%		(6.03	)%		41.02	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	72,157		$	103,550		$	43,576		$	33,240		$	4,577
Ratio of Expenses Before Expense Limitation		1.36	%		N/A			1.48	%		1.95	%		3.88	%
Ratio of Expenses After Expense Limitation		1.30	%⁽⁴⁾⁽⁵⁾		1.35	%⁽⁴⁾		1.41	%⁽⁴⁾		1.41	%⁽⁴⁾⁽⁶⁾		1.41	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.30	%⁽⁴⁾⁽⁵⁾		N/A			1.41	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Loss		(0.41	)%⁽⁴⁾		(1.20	)%⁽⁴⁾		(0.43	)%⁽⁴⁾		(0.54	)%⁽⁴⁾		(0.52	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		112	%		85	%		95	%		130	%		103	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Effective March 31, 2021, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 1.32% for Class A shares. Prior to March 31, 2021, the maximum ratio was 1.42% for Class A shares.

(6) Effective November 19, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 1.42% for Class A shares. Prior to November 19, 2018, the maximum ratio was 1.45% for Class A shares.

(7) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Global Insight Portfolio

	Class L
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	31.34		$	16.82		$	13.21		$	14.75		$	11.74
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.30	)		(0.40	)		(0.16	)		(0.16	)		(0.15	)
Net Realized and Unrealized Gain (Loss)		(4.66	)		16.10			4.16			(0.74	)		4.89
Total from Investment Operations		(4.96	)		15.70			4.00			(0.90	)		4.74
Distributions from and/or in Excess of:
Net Realized Gain		(10.41	)		(1.18	)		(0.39	)		(0.64	)		(1.73	)
Net Asset Value, End of Period	$	15.97		$	31.34		$	16.82		$	13.21		$	14.75
Total Return⁽³⁾		(14.96	)%		93.38	%		30.32	%		(6.50	)%		40.34	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	602		$	923		$	573		$	462		$	327
Ratio of Expenses Before Expense Limitation		2.04	%		2.09	%		2.16	%		3.29	%		5.07	%
Ratio of Expenses After Expense Limitation		1.87	%⁽⁴⁾⁽⁵⁾		1.94	%⁽⁴⁾		1.94	%⁽⁴⁾		1.94	%⁽⁴⁾		1.94	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.87	%⁽⁴⁾⁽⁵⁾		N/A			1.94	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Loss		(0.98	)%⁽⁵⁾		(1.79	)%⁽⁴⁾		(0.96	)%⁽⁴⁾		(1.03	)%⁽⁴⁾		(1.05	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		112	%		85	%		95	%		130	%		103	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Effective March 31, 2021, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 1.85% for Class L shares. Prior to March 31, 2021, the maximum ratio was 1.95% for Class L shares.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Global Insight Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	30.73		$	16.54		$	13.03		$	14.60		$	11.66
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.34	)		(0.43	)		(0.19	)		(0.18	)		(0.19	)
Net Realized and Unrealized Gain (Loss)		(4.58	)		15.80			4.09			(0.75	)		4.86
Total from Investment Operations		(4.92	)		15.37			3.90			(0.93	)		4.67
Distributions from and/or in Excess of:
Net Realized Gain		(10.41	)		(1.18	)		(0.39	)		(0.64	)		(1.73	)
Net Asset Value, End of Period	$	15.40		$	30.73		$	16.54		$	13.03		$	14.60
Total Return⁽³⁾		(15.14	)%		92.97	%		29.97	%		(6.77	)%		40.02	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	17,824		$	20,633		$	10,984		$	9,272		$	549
Ratio of Expenses Before Expense Limitation		2.08	%		N/A			2.24	%		2.70	%		5.22	%
Ratio of Expenses After Expense Limitation		2.04	%⁽⁴⁾⁽⁵⁾		2.11	%⁽⁴⁾		2.19	%⁽⁴⁾		2.19	%⁽⁴⁾		2.19	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		2.04	%⁽⁴⁾⁽⁵⁾		N/A			2.19	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Loss		(1.14	)%⁽⁴⁾		(1.96	)%⁽⁴⁾		(1.21	)%⁽⁴⁾		(1.29	)%⁽⁴⁾		(1.30	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		112	%		85	%		95	%		130	%		103	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Effective March 31, 2021, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 2.10% for Class C shares. Prior to March 31, 2021, the maximum ratio was 2.20% for Class C shares.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Global Insight Portfolio

	Class IS
Selected Per Share Data and Ratios	Period from June 14, 2021⁽¹⁾ to December 31, 2021
Net Asset Value, Beginning of Period	$	33.39
Loss from Investment Operations:
Net Investment Loss⁽²⁾		(0.20	)
Net Realized and Unrealized Loss		(4.45	)
Total from Investment Operations		(4.65	)
Distributions from and/or in Excess of:
Net Investment Income		(0.03	)
Net Realized Gain		(10.41	)
Total Distributions		(10.44	)
Net Asset Value, End of Period	$	18.30
Total Return⁽³⁾		(13.11	)%⁽⁶⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	9
Ratio of Expenses Before Expense Limitation		17.00	%⁽⁷⁾
Ratio of Expenses After Expense Limitation		0.95	%⁽⁴⁾⁽⁷⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		0.95	%⁽⁴⁾⁽⁷⁾
Ratio of Net Investment Loss		(0.62	)%⁽⁴⁾⁽⁷⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾⁽⁷⁾
Portfolio Turnover Rate		112	%

(1) Commencement of Offering.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

(6) Not annualized.

(7) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements

The accompanying consolidated financial statements relate to the Global Insight Portfolio (name changed on March 31, 2021, formerly Global Advantage Portfolio). The Fund seeks long-term capital appreciation.

The Fund offers five classes of shares — Class I, Class A, Class L, Class C and Class IS. On April 30, 2015, the Fund suspended offering Class L shares. Existing Class L shareholders may invest through reinvestment of dividends and distributions. In addition, Class L shares of the Fund may be exchanged for Class L shares of any Morgan Stanley Multi-Class Fund, even though Class L shares are closed to investors. On June 14, 2021, the Fund commenced offering Class IS shares.

A. Significant Accounting Policies: The following significant accounting policies are in conformity with U.S. generally accepted accounting principles ("GAAP"). Such policies are consistently followed by the Company in the preparation of its consolidated financial statements. GAAP may require management to make estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results may differ from those estimates.

The Fund may, consistent with its principal investment strategies, invest up to 25% of its total assets in a wholly-owned subsidiary of the Fund organized as a company under the laws of the Cayman Islands, Global Insight Cayman Portfolio, Ltd. (the "Subsidiary"). The Subsidiary may invest in bitcoin indirectly through cash settled futures or indirectly through investments in Grayscale Bitcoin Trust (BTC) ("GBTC"), a privately offered investment vehicle that invests in bitcoin. The Fund is the sole shareholder of the Subsidiary, and it is not currently expected that shares of the Subsidiary will be sold or offered to other investors. The consolidated portfolio of investments and consolidated financial statements include the positions and accounts of the Fund and the Subsidiary. All intercompany accounts and transactions of the Fund and the Subsidiary have been eliminated in consolidation and all accounting policies of the Subsidiary are consistent with those of the Fund. As of December 31, 2021, the Subsidiary represented approximately

$3,408,000 or approximately 1.17% of the total net assets of the Fund.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

prices obtained from one or more reputable brokers or dealers; (3) listed options are valued at the last reported sales price on the exchange on which they are listed (or at the exchange official closing price if such exchange reports an official closing price). If an official closing price or last reported sales price is unavailable, the listed option should be fair valued at the mean between its latest bid and ask prices. Unlisted options are valued at the mean between their latest bid and ask prices from a broker/dealer or valued by a pricing service/vendor; (4) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser"), a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (5) when market quotations are not readily available, including circumstances under which the Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If

developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (6) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; (7) Private Investment in Public Equity ("PIPE") investments may be valued based on the underlying stock price less a discount until the commitment is fulfilled and shares are registered; and (8) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Banks	$	1,477	$	—	$	—	$	1,477
Biotechnology		3,013		—		—		3,013
Capital Markets		2,867		—		—		2,867
Diversified Financial Services		—		4,627		—		4,627

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Diversified Holding Companies	$	1,545	$	—	$	—	$	1,545
Entertainment		27,568		—		—		27,568
Health Care Providers & Services		7,984		—		—		7,984
Health Care Technology		7,239		—		—		7,239
Information Technology Services		81,097		—		—		81,097
Interactive Media & Services		15,718		—		—		15,718
Internet & Direct Marketing Retail		61,953		2,456		—		64,409
Life Sciences Tools & Services		3,003		—		—		3,003
Pharmaceuticals		12,688		—		—		12,688
Semiconductors & Semiconductor Equipment		—		2,983		—		2,983
Software		44,097		—		—		44,097
Total Common Stocks		270,249		10,066		—		280,315
Preferred Stock
Software		—		—		30		30
Investment Company		3,208		—		—		3,208
Call Options Purchased		—		484		—		484
Short-Term Investments
Investment Company		10,353		—		—		10,353
Repurchase Agreements		—		604		—		604
Total Short-Term Investments		10,353		604		—		10,957
Total Assets	$	283,810	$	11,154	$	30	$	294,994

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

Following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value:

	Preferred Stock (000)
Beginning Balance	$	20
Purchases		—
Sales		—
Amortization of discount		—
Transfers in		—
Transfers out		—
Corporate actions		—
Change in unrealized appreciation (depreciation)		10
Realized gains (losses)		—
Ending Balance	$	30
Net change in unrealized appreciation (depreciation) from investments still held as of December 31, 2021	$	10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Fair Value at
December 31, 2021
(000)

Valuation
Technique

Unobservable
Input

Amount*

Impact to
Valuation from an
Increase in Input**

Preferred Stock

Discounted Cash Flow

Weighted Average
Cost of Capital

12.5%

Decrease

Perpetual Growth Rate

3.5%

Increase

Market Comparable
Companies

Enterprise Value/
Revenue

8.5x

Increase

Discount for Lack
of Marketability

13.0%

Decrease

* Amount is indicative of the weighted average.

4. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

recorded on the Fund's books and the U.S. dollar equivalent amounts actually received or paid. The change in unrealized currency gains (losses) on foreign currency transactions for the period is reflected in the Consolidated Statement of Operations.

Governmental approval for foreign investments may be required in advance of making an investment under certain circumstances in some countries, and the extent of foreign investments in domestic companies may be subject to limitation in other countries. Foreign ownership limitations also may be imposed by the charters of individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Consolidated Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

than, the risks associated with other portfolio investments. Derivatives may involve the use of highly specialized instruments that require investment techniques and risk analyses different from those associated with other portfolio investments. All of the Fund's holdings, including derivative instruments, are marked-to-market each day with the change in value reflected in unrealized appreciation (depreciation). Upon disposition, a realized gain or loss is recognized.

Following is a description of the derivative instruments and techniques that the Fund used during the period and their associated risks:

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Investments in Securities" in the Consolidated Statement of Assets and Liabilities. Premiums paid for purchasing options which expired are treated as realized losses. If the Fund sells an option, it sells to another party the right to buy from or sell to the Fund a specific amount of the underlying instrument or foreign currency, or futures contract on the underlying instrument or foreign currency, at an agreed-upon price during a period of time or on a specified date typically in exchange for a premium received by the Fund. When options are purchased OTC, the Fund bears the risk that the counterparty that wrote the option will be unable or unwilling to perform its obligations under the option contract. Options may also be illiquid and the Fund may have difficulty closing out its position. A decision as to whether, when and how to use options involves the exercise of skill and judgment and even a well-conceived option transaction may be unsuccessful because of market behavior or unexpected events. The prices of options can be highly volatile and the use of options can lower total returns.

As of December 31, 2021, the Fund did not have any open PIPE contract.

The following table sets forth the fair value of the Fund's derivative contracts by primary risk exposure as of December 31, 2021:

Asset Derivatives
Consolidated Statement
of Assets and
Liabilities Location

Primary Risk
Exposure

Value
(000)

Purchased Options

Investments, at Value
(Purchased Options)

Currency Risk

484

(a)

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

Realized Gain (Loss)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(1,195	)(b)

(b) Amounts are included in Realized Gain (Loss) on Investments Sold in the Consolidated Statement of Operations.

Change in Unrealized Appreciation (Depreciation)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(760	)(c)

(c) Amounts are included in Change in Unrealized Appreciation (Depreciation) on Investments in the Consolidated Statement of Operations.

At December 31, 2021, the Fund's derivative assets and liabilities are as follows:

Gross Amounts of Assets and Liabilities Presented in the Consolidated Statement of Assets and Liabilities
Derivatives	Assets(d) (000)			Liabilities(d) (000)
Purchased Options	$	484	(a)	$	—

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(d) Absent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Consolidated Statement of Assets and Liabilities.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

derivative financial instruments' payables and/or receivables with collateral held and/or posted and create one single net payment (close-out netting) in the event of default, termination and/or potential deterioration in the credit quality of the counterparty. Various Master Agreements govern the terms of certain transactions with counterparties, including transactions such as swap, forward, repurchase and reverse repurchase agreements. These Master Agreements typically attempt to reduce the counterparty risk associated with such transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Cross-termination provisions under Master Agreements typically provide that a default in connection with one transaction between the Fund and a counterparty gives the non-defaulting party the right to terminate any other transactions in place with the defaulting party to create one single net payment due to/due from the defaulting party and may be a feature in certain Master Agreements. In the event the Fund exercises its right to terminate a Master Agreement after a counterparty experiences a termination event as defined in the Master Agreement, the return of collateral with market value in excess of the Fund's net liability may be delayed or denied.

The following table presents derivative financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Counterparty	Gross Asset Derivatives Presented in the Consolidated Statement of Assets and Liabilities(a) (000)			Financial Instrument (000)		Collateral Received(e) (000)			Net Amount (not less than $0) (000)
BNP Paribas	$	—	@	$	—	$	—		$	—	@
Goldman Sachs International		277			—		(70	)		(207	)
JP Morgan Chase Bank NA		207			—		(207	)		0
Total	$	484		$	—	$	(277	)	$	(207	)

@ Value is less than $500.

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(e) In some instances, the actual collateral received may be more than the amount shown here due to overcollateralization.

For the year ended December 31, 2021, the approximate average monthly amount outstanding for each derivative type is as follows:

Purchased Options:
Average monthly notional amount					369,742,000

Derivative Contracts — PIPE:
Average monthly notional amount				$	7,732,000

Based on pre-established guidelines, the securities lending agent invests any cash collateral that is received in an affiliated money market portfolio and repurchase agreements. Securities lending income is generated from the earnings on the invested collateral and borrowing fees, less any rebates owed to the borrowers and compensation to the lending agent, and is recorded as "Income from Securities Loaned — Net" in the Fund's Consolidated Statement of Operations. Risks in securities lending transactions are that a borrower may not provide additional collateral when required or return the securities when due, and that the value of the short-term investments will be less than the amount of cash collateral plus any rebate that is required to be returned to the borrower.

The Fund has the right under the securities lending agreement to recover the securities from the borrower on demand.

The following table presents financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Gross Asset Amounts Presented in the Consolidated Statement of Assets and Liabilities (000)			Financial Instrument (000)		Collateral Received (000)			Net Amount (not less than $0) (000)
$	3,858	(f)	$	—	$	(3,858	)(g)(h)	$	0

(f) Represents market value of loaned securities at year end.

(g) The Fund received cash collateral of approximately $3,785,000, of which approximately $3,781,000 was subsequently invested in Repurchase Agreements and Morgan Stanley Institutional Liquidity Funds as reported in the Consolidated Portfolio of

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Investments. As of December 31, 2021, there was uninvested cash of approximately $4,000, which is not reflected in the Consolidated Portfolio of Investments. In addition, the Fund received non-cash collateral of approximately $214,000 in the form of U.S. Government obligations, which the Fund cannot sell or repledge, and accordingly are not reflected in the Consolidated Portfolio of Investments.

(h) The actual collateral received is greater than the amount shown here due to overcollateralization.

Remaining Contractual Maturity of the Agreements
	Overnight and Continuous (000)		<30 days (000)		Between 30 & 90 days (000)		>90 days (000)		Total (000)
Securities Lending Transactions
Common Stock	$	3,785	$	—	$	—	$	—	$	3,785
Total Borrowings	$	3,785	$	—	$	—	$	—	$	3,785
Gross amount of recognized liabilities for securities lending transactions									$	3,785

Restricted securities are identified in the Consolidated Portfolio of Investments.

8. Indemnifications: The Company enters into contracts that contain a variety of indemnifications. The Company's maximum exposure under these arrangements is unknown. However, the Company has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

9. Dividends and Distributions to Shareholders: Dividends and distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income, if any, are declared and paid annually. Net realized capital gains, if any, are distributed at least annually.

10. Security Transactions, Income and Expenses: Security transactions are accounted for on the trade date (date the order to buy or sell is executed). Realized gains and losses on the sale of investment securities are determined on the specific identified cost method. Dividend income and other distributions are recorded on the ex-dividend date (except for certain foreign dividends which may be recorded as soon as the Fund is informed of such dividends) net of applicable withholding taxes. Interest income is recognized on the accrual basis net of applicable withholding taxes except where collection is in doubt. Discounts are accreted and premiums are amortized over the life of the respective securities. Most expenses of the Company can be directly attributed to a particular Fund. Expenses which cannot be directly attributed are apportioned among the Funds based upon relative net assets or other appropriate methods. Income, expenses (other than class specific expenses — distribution and shareholder services, transfer agency and sub transfer agency fees) and realized and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

First $1 billion				Over $1 billion
	0.80	%			0.75	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.77% of the Fund's average daily net assets.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses, excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 1.10% for Class I shares, 1.42% for Class A shares, 1.95% for Class L shares, 2.20% for Class C shares and 0.95% for Class IS shares. Effective March 31, 2021, the Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses will not exceed 1.00% for Class I shares, 1.32% for Class A shares, 1.85% for Class L shares and 2.10% for Class C shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $125,000 of advisory fees were waived and approximately $164,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

The Adviser has agreed to waive its advisory fees by the amount of advisory fees it receives from the Subsidiary.

pays the Distributor a shareholder services fee, accrued daily and paid monthly, at an annual rate of 0.25% of the Fund's average daily net assets attributable to Class A shares.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $450,424,000 and $490,855,000, respectively. There were no purchases and sales of long-term

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser, both directly and as a portion of the securities held as collateral on loaned securities. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $10,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	53,463			$	331,839			$	374,949			$	2

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	10,353

During the year ended December 31, 2021, the Fund incurred approximately $1,000 in brokerage commissions with Morgan Stanley & Co. LLC, an affiliate of the Adviser/Administrator and Distributor, for portfolio transactions executed on behalf of the Fund.

under the Compensation Plan. Appreciation/depreciation and distributions received from these investments are recorded with an offsetting increase/decrease in the deferred compensation obligation and do not affect the NAV of the Fund.

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	23,356	$	96,004	$	—	$	14,368

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Permanent differences, due to nondeductible offering costs related to the Subsidiary, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Accumulated Loss (000)				Paid-in- Capital (000)
$	3			$	(3	)

At December 31, 2021, the Fund had no distributable earnings on a tax basis.

Qualified Late Year Ordinary Losses (000)				Post- October Capital Losses (000)
$	391			$	16,555

K. Market Risk and Risks Relating to Certain Financial Instruments:

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

to purchase shares of the SPAC. In addition, a SPAC target company may have limited operating experience, a smaller size, limited product lines, markets, distribution channels and financial and managerial resources. Investing in the securities of smaller companies involves greater risk, and portfolio price volatility.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Global Insight Portfolio (formerly Global Advantage Portfolio)

Opinion on the Financial Statements

We have audited the accompanying consolidated statement of assets and liabilities of Global Insight Portfolio (formerly Global Advantage Portfolio) (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the consolidated portfolio of investments, as of December 31, 2021, and the related consolidated statements of operations and changes in net assets for the year then ended and the statement of changes in net assets for the year ended December 31, 2020, the consolidated financial highlights for the year ended December 31, 2021 and the financial highlights for each of the four years ended December 31, 2020 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the consolidated financial position of the Fund (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the consolidated results of its operations and the consolidated changes in its net assets for the year then ended and the changes in its net assets for the year ended December 31, 2020 and its consolidated financial highlights for the year ended December 31, 2021 and its financial highlights for each of the four years ended December 31, 2020, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021.

The Fund designated and paid approximately $96,004,000 as a long-term capital gain distribution.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds
in Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since August 2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since August 2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since January 2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds
in Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since January 2015

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since July 1991

Director of NVR, Inc. (home construction).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds
in Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since August 1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since August 2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since January 2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds
in Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and
Birth Year of Executive Officer

Position(s) Held
with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September 2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since June 1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since June 2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIGIANN
3997443 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Global Opportunity Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Consolidated Expense Example					3
Investment Overview					4
Consolidated Portfolio of Investments					7
Consolidated Statement of Assets and Liabilities					9
Consolidated Statement of Operations					11
Consolidated Statements of Changes in Net Assets					12
Consolidated Financial Highlights					14
Notes to Consolidated Financial Statements					20
Report of Independent Registered Public Accounting Firm					31
Liquidity Risk Management Program					32
Federal Tax Notice					33
U.S. Customer Privacy Notice					34
Director and Officer Information					37

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Global Opportunity Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Expense Example (unaudited)

Global Opportunity Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Global Opportunity Portfolio Class I	$	1,000.00	$	941.00	$	1,020.52	$	4.55	$	4.74		0.93	%
Global Opportunity Portfolio Class A		1,000.00		939.60		1,019.06		5.96		6.21		1.22
Global Opportunity Portfolio Class L		1,000.00		939.40		1,018.80		6.21		6.46		1.27
Global Opportunity Portfolio Class C		1,000.00		936.30		1,015.58		9.32		9.70		1.91
Global Opportunity Portfolio Class IS		1,000.00		941.60		1,021.02		4.06		4.23		0.83
Global Opportunity Portfolio Class IR		1,000.00		941.50		1,021.02		4.06		4.23		0.83

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Global Opportunity Portfolio

The Fund seeks long-term capital appreciation.

The Portfolio closed to new investors effective December 31, 2020, to preserve the ability of the investment team to manage the Portfolio effectively for current shareholders.ⁱ

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 0.22%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the MSCI All Country World Net Index (the "Index"), which returned 18.54%.

Factors Affecting Performance

• Global equities advanced during the 12-month period ended December 31, 2021. The move was a result of a general market recovery from the COVID-19-related decline in 2020, as well as optimism following successful COVID-19 vaccine rollouts and reopening efforts in various countries in the first half of the year. Uncertainty pertaining to the discovery of new COVID-19 variants, increasing case numbers, and reimposition of restrictions in various countries in the latter half of the year, as well as new regulatory action by the Chinese government additionally affected markets.

• Global equity markets advanced by 18.54% for the 12-month period ended December 31, 2021, as measured by the Index. Our team remained focused on assessing company prospects over a longer-term period of three to five years, and owning a portfolio of high quality companies with diverse business drivers not tied to a particular market environment.

• The main detractors from relative performance were stock selection in the consumer discretionary, information technology and industrials sectors.

• The primary contributors to the Fund's relative performance were the portfolio's overweight allocation to the information technology sector, along with stock selection in health care and a sector underweight position in the consumer staples sector.

Management Strategies

• There were no changes to our bottom-up investment process during the period. The Fund seeks long-term capital appreciation by investing globally in high quality established and emerging companies that the investment team believes are undervalued at the time of purchase. To achieve its objective, the investment team typically favors companies it believes have sustainable competitive advantages that can be monetized through growth. The investment process integrates analysis of sustainability with respect to disruptive change, financial strength, environmental and social externalities and governance (also referred to as ESG).

• At the close of the period, information technology represented the largest sector weight in the Fund, followed by consumer discretionary and communication services. Our bottom-up investment process resulted in sector overweight positions in consumer discretionary, information technology, communication services and industrials, and underweight positions in health care, financials, consumer staples, materials, energy, utilities and real estate. The Fund had no energy and utilities holdings at the end of the reporting period.

ⁱ For more details, please visit: https://www.morganstanley.com/im/publication/mutualfund/material/notice_mf_globalopportunity.pdf

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Opportunity Portfolio

* Minimum Investment for Class I shares

Performance Compared to the MSCI All Country World Net Index⁽¹⁾ and the Lipper Global Large-Cap Growth Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
				Average Annual
	One Year			Five Years			Ten Years			Since Inception⁽⁸⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		0.22	%		24.37	%		19.60	%		14.92	%
Fund — Class A Shares w/o sales charges⁽⁴⁾		–0.05			24.00			19.22			18.78
Fund — Class A Shares with maximum 5.25% sales charges⁽⁴⁾		–5.29			22.68			18.57			18.22
Fund — Class L Shares w/o sales charges⁽⁴⁾		–0.12			23.93			19.15			14.51
Fund — Class C Shares w/o sales charges⁽⁶⁾		–0.77			23.12			—			17.73
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁶⁾		–1.71			23.12			—			17.73
Fund — Class IS Shares w/o sales charges⁽⁵⁾		0.33			24.43			—			20.23
Fund — Class IR Shares w/o sales charges⁽⁷⁾		0.31			—			—			16.57
MSCI All Country World Net Index		18.54			14.40			11.85			7.16
Lipper Global Large-Cap Growth Funds Index		15.06			18.08			13.69			8.50

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Opportunity Portfolio

⁽⁴⁾ On May 21, 2010 Class C and Class I shares of Van Kampen Global Growth Fund (""the Predecessor Fund"") were reorganized into Class L and Class I shares of Morgan Stanley Global Growth Portfolio (""the Fund""), respectively. Class L and Class I shares' returns of the Fund will differ from the Predecessor Fund as they have different expenses. Performance shown for the Fund's Class I and Class L shares reflects the performance of the shares of the Predecessor Fund for periods prior to May 21, 2010. The Class C and I shares of the Predecessor Fund commenced operations on May 30, 2008. Class P shares, which were renamed Class A shares effective September 9, 2013, commenced operations on May 21, 2010. In October 2010, the Morgan Stanley Global Growth Portfolio changed its name to the Morgan Stanley Global Opportunity Portfolio.

⁽⁵⁾ Commenced offering on September 13, 2013.

⁽⁶⁾ Commenced offering on April 30, 2015.

⁽⁷⁾ Commenced offering on June 15, 2018.

⁽⁸⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments

Global Opportunity Portfolio

	Shares		Value (000)
Common Stocks (96.5%)
Argentina (0.8%)
Globant SA (a)		170,920	$	53,684
Canada (4.5%)
Shopify, Inc., Class A (a)		228,255		314,396
China (5.4%)
Foshan Haitian Flavouring & Food Co., Ltd., Class A		3,305,219		54,510
Meituan, Class B (a)(b)		6,772,900		195,781
Tencent Holdings Ltd. (b)		829,400		48,588
Trip.com Group Ltd. ADR (a)		3,288,768		80,970
				379,849
Denmark (5.5%)
DSV Panalpina A/S		1,654,396		385,521
France (3.2%)
Hermes International		127,195		222,431
India (6.3%)
HDFC Bank Ltd.		15,942,900		317,290
ICICI Bank Ltd. ADR		6,409,626		126,846
				444,136
Italy (3.1%)
Moncler SpA		3,058,946		221,065
Japan (2.0%)
Keyence Corp.		219,700		138,138
Korea, Republic of (1.2%)
NAVER Corp.		275,278		87,379
United Kingdom (0.5%)
Fevertree Drinks PLC		949,437		34,762
United States (64.0%)
Adobe, Inc. (a)		450,664		255,554
Affirm Holdings, Inc. (a)		182,988		18,401
Agilon health, Inc. (a)		3,008,300		81,224
Amazon.com, Inc. (a)		99,784		332,714
Block, Inc., Class A (a)		890,684		143,854
Coupang, Inc. (a)		7,932,849		233,067
DoorDash, Inc., Class A (a)		932,623		138,868
Endeavor Group Holdings, Inc., Class A (a)		1,519,480		53,015
EPAM Systems, Inc. (a)		444,459		297,099
Farfetch Ltd., Class A (a)		1,985,534		66,376
Grab Holdings Ltd., Class A (a)(c)		6,029,129		41,268
Grab Holdings Ltd., Class A (a)		2,384,291		17,000
Intuitive Surgical, Inc. (a)		225,326		80,960
Martin Marietta Materials, Inc.		81,983		36,115
Mastercard, Inc., Class A		1,365,716		490,729
MercadoLibre, Inc. (a)		56,752		76,524
Meta Platforms, Inc., Class A (a)		889,776		299,276
NU Holdings Ltd., Class A (a)		3,738,576		35,068
salesforce.com, Inc. (a)		757,047		192,388
ServiceNow, Inc. (a)		645,001		418,677

	Shares		Value (000)
Snowflake, Inc., Class A (a)		136,649	$	46,290
Spotify Technology SA (a)		737,685		172,640
Uber Technologies, Inc. (a)		8,310,919		348,477
Visa, Inc., Class A		1,389,298		301,075
Walt Disney Co. (The) (a)		1,678,077		259,917
Zillow Group, Inc., Class A (a)		438,194		27,265
Zoom Video Communications, Inc., Class A (a)		221,458		40,728
				4,504,569
Total Common Stocks (Cost $3,664,866)				6,785,930
Preferred Stock (0.0%) (e)
United States (0.0%) (e)
Magic Leap Series C (a)(c)(d) (acquisition cost — $3,175; acquired 12/22/15) (Cost $3,175)		137,829		—
Investment Company (0.8%)
United States (0.8%)
Grayscale Bitcoin Trust (a) (Cost $75,271)		1,690,985		57,916
Short-Term Investment (3.5%)
Investment Company (3.5%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $244,678)		244,678,429		244,678
Total Investments Excluding Purchased Options (100.8%) (Cost $3,987,990)				7,088,524
Total Purchased Options Outstanding (0.0%) (e) (Cost $7,716)				1,556
Total Investments (100.8%) (Cost $3,995,706) (f)(g)(h)				7,090,080
Liabilities in Excess of Other Assets (–0.8%)				(56,663	)
Net Assets (100.0%)			$	7,033,417

(a) Non-income producing security.

(b) Security trades on the Hong Kong exchange.

(c) Security cannot be offered for public resale without first being registered under the Securities Act of 1933 and related rules ("restricted security"). Acquisition date represents the day on which an enforceable right to acquire such security is obtained and is presented along with related cost in the security description. The Fund has registration rights for certain restricted securities. Any costs related to such registration are borne by the issuer. The aggregate value of restricted securities (excluding 144A holdings) at December 31, 2021 amounts approximately $41,268,000 and represents less than 0.6% of net assets.

(d) At December 31, 2021, the Fund held a fair valued security at $0, representing 0.0% of net assets. This security has been fair valued as determined in good faith under procedures established by and under the general supervision of the Company's (as defined herein) Directors.

(e) Amount is less than 0.05%.

The accompanying notes are an integral part of the consolidated financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Global Opportunity Portfolio

(f) The approximate fair value and percentage of net assets, $832,103,000 and 11.8%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Consolidated Financial Statements.

(g) Securities are available for collateral in connection with purchased options.

(h) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $4,011,361,000. The aggregate gross unrealized appreciation is approximately $3,265,881,000 and the aggregate gross unrealized depreciation is approximately $178,116,000, resulting in net unrealized appreciation of approximately $3,087,765,000.

ADR American Depositary Receipt.

Call Options Purchased:

The Fund had the following call options purchased open at December 31, 2021:

Counterparty	Description	Strike Price		Expiration Date	Number of Contracts		Notional Amount (000)		Value (000)		Premiums Paid (000)		Unrealized Depreciation (000)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.31	Aug-22		756,739,436		756,739	$	1,019	$	5,140	$	(4,121	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.38	Jul-22		485,510,983		485,511		537		2,576		(2,039	)
									$	1,556	$	7,716	$	(6,160	)

CNH — Chinese Yuan Renminbi Offshore

USD — United States Dollar

Portfolio Composition

Classification	Percentage of Total Investments
Information Technology Services		23.5	%
Other*		16.7
Internet & Direct Marketing Retail		15.5
Software		12.8
Entertainment		6.9
Banks		6.8
Textiles, Apparel & Luxury Goods		6.3
Interactive Media & Services		6.1
Air Freight & Logistics		5.4
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the consolidated financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Opportunity Portfolio

Consolidated Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $3,751,028)	$	6,845,402
Investment in Security of Affiliated Issuer, at Value (Cost $244,678)		244,678
Total Investments in Securities, at Value (Cost $3,995,706)		7,090,080
Foreign Currency, at Value (Cost $3,348)		3,348
Receivable for Investments Sold		53,811
Receivable for Fund Shares Sold		3,208
Tax Reclaim Receivable		510
Receivable from Affiliate		1
Other Assets		265
Total Assets		7,151,223
Liabilities:
Payable for Investments Purchased		65,631
Payable for Fund Shares Redeemed		25,005
Payable for Advisory Fees		13,520
Deferred Capital Gain Country Tax		9,169
Due to Broker		1,690
Payable for Sub Transfer Agency Fees — Class I		623
Payable for Sub Transfer Agency Fees — Class A		218
Payable for Sub Transfer Agency Fees — Class L		5
Payable for Sub Transfer Agency Fees — Class C		48
Payable for Shareholder Services Fees — Class A		329
Payable for Distribution and Shareholder Services Fees — Class L		12
Payable for Distribution and Shareholder Services Fees — Class C		352
Payable for Administration Fees		484
Payable for Custodian Fees		335
Payable for Transfer Agency Fees — Class I		30
Payable for Transfer Agency Fees — Class A		49
Payable for Transfer Agency Fees — Class L		7
Payable for Transfer Agency Fees — Class C		2
Payable for Transfer Agency Fees — Class IS		3
Payable for Transfer Agency Fees — Class IR		1
Payable for Organization Costs for Subsidiary		36
Payable for Professional Fees		16
Other Liabilities		241
Total Liabilities		117,806
Net Assets	$	7,033,417
Net Assets Consist of:
Paid-in-Capital	$	3,797,351
Total Distributable Earnings		3,236,066
Net Assets	$	7,033,417

The accompanying notes are an integral part of the consolidated financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Opportunity Portfolio

Consolidated Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	4,591,358
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		107,547,565
Net Asset Value, Offering and Redemption Price Per Share	$	42.69
CLASS A:
Net Assets	$	1,539,078
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		37,670,461
Net Asset Value, Redemption Price Per Share	$	40.86
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	2.26
Maximum Offering Price Per Share	$	43.12
CLASS L:
Net Assets	$	48,426
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,203,712
Net Asset Value, Offering and Redemption Price Per Share	$	40.23
CLASS C:
Net Assets	$	411,765
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		10,714,915
Net Asset Value, Offering and Redemption Price Per Share	$	38.43
CLASS IS:
Net Assets	$	287,811
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		6,710,923
Net Asset Value, Offering and Redemption Price Per Share	$	42.89
CLASS IR:
Net Assets	$	154,979
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		3,609,238
Net Asset Value, Offering and Redemption Price Per Share	$	42.94

The accompanying notes are an integral part of the consolidated financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Opportunity Portfolio

Consolidated Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $1,081 of Foreign Taxes Withheld)	$	10,646
Dividends from Security of Affiliated Issuer (Note G)		28
Total Investment Income		10,674
Expenses:
Advisory Fees (Note B)		54,562
Shareholder Services Fees — Class A (Note D)		4,244
Distribution and Shareholder Services Fees — Class L (Note D)		395
Distribution and Shareholder Services Fees — Class C (Note D)		4,498
Sub Transfer Agency Fees — Class I		4,684
Sub Transfer Agency Fees — Class A		1,972
Sub Transfer Agency Fees — Class L		26
Sub Transfer Agency Fees — Class C		360
Administration Fees (Note C)		6,107
Custodian Fees (Note F)		696
Registration Fees		539
Transfer Agency Fees — Class I (Note E)		100
Transfer Agency Fees — Class A (Note E)		223
Transfer Agency Fees — Class L (Note E)		38
Transfer Agency Fees — Class C (Note E)		12
Transfer Agency Fees — Class IS (Note E)		14
Transfer Agency Fees — Class IR (Note E)		3
Shareholder Reporting Fees		280
Professional Fees		137
Directors' Fees and Expenses		80
Organization Costs for Subsidiary		50
Pricing Fees		3
Other Expenses		133
Total Expenses		79,156
Distribution Fees — Class L Shares Waived (Note D)		(237	)
Rebate from Morgan Stanley Affiliate (Note G)		(134	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(2	)
Net Expenses		78,783
Net Investment Loss		(68,109	)
Realized Gain:
Investments Sold (Net of $440 of Capital Gain Country Tax)		453,686
Foreign Currency Translation		130
Net Realized Gain		453,816
Change in Unrealized Appreciation (Depreciation):
Investments (Net of Decrease in Deferred Capital Gain Country Tax of $2,014)		(394,057	)
Foreign Currency Translation		(44	)
Net Change in Unrealized Appreciation (Depreciation)		(394,101	)
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		59,715
Net Decrease in Net Assets Resulting from Operations	$	(8,394	)

The accompanying notes are an integral part of the consolidated financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Opportunity Portfolio

Consolidated Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Loss	$	(68,109	)	$	(46,557	)
Net Realized Gain		453,816			235,248
Net Change in Unrealized Appreciation (Depreciation)		(394,101	)		2,220,499
Net Increase (Decrease) in Net Assets Resulting from Operations		(8,394	)		2,409,190
Dividends and Distributions to Shareholders:
Class I		(220,970	)		(51,005	)
Class A		(76,362	)		(20,135	)
Class L		(2,423	)		(649	)
Class C		(21,570	)		(5,418	)
Class IS		(13,666	)		(3,763	)
Class IR		(7,221	)		(1,303	)
Total Dividends and Distributions to Shareholders		(342,212	)		(82,273	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		1,471,766			1,813,374
Distributions Reinvested		209,302			47,584
Redeemed		(1,354,837	)		(1,035,480	)
Class A:
Subscribed		204,306			401,046
Distributions Reinvested		75,061			19,788
Redeemed		(364,420	)		(362,101	)
Class L:
Exchanged		32			58
Distributions Reinvested		2,249			592
Redeemed		(5,193	)		(7,686	)
Class C:
Subscribed		58,062			97,594
Distributions Reinvested		21,141			5,330
Redeemed		(79,565	)		(58,835	)
Class IS:
Subscribed		99,877			232,725
Distributions Reinvested		11,343			3,729
Redeemed		(181,792	)		(97,484	)
Class IR:
Subscribed		40,935			—
Distributions Reinvested		7,221			1,303
Net Increase in Net Assets Resulting from Capital Share Transactions		215,488			1,061,537
Total Increase (Decrease) in Net Assets		(135,118	)		3,388,454
Net Assets:
Beginning of Period		7,168,535			3,780,081
End of Period	$	7,033,417		$	7,168,535

The accompanying notes are an integral part of the consolidated financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Opportunity Portfolio

Consolidated Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		31,671			54,601
Shares Issued on Distributions Reinvested		5,034			1,076
Shares Redeemed		(29,677	)		(31,412	)
Net Increase in Class I Shares Outstanding		7,028			24,265
Class A:
Shares Subscribed		4,623			12,366
Shares Issued on Distributions Reinvested		1,886			465
Shares Redeemed		(8,264	)		(11,494	)
Net Increase (Decrease) in Class A Shares Outstanding		(1,755	)		1,337
Class L:
Shares Exchanged		1			3
Shares Issued on Distributions Reinvested		57			14
Shares Redeemed		(119	)		(225	)
Net Decrease in Class L Shares Outstanding		(61	)		(208	)
Class C:
Shares Subscribed		1,381			3,145
Shares Issued on Distributions Reinvested		565			132
Shares Redeemed		(1,910	)		(1,933	)
Net Increase in Class C Shares Outstanding		36			1,344
Class IS:
Shares Subscribed		2,144			6,357
Shares Issued on Distributions Reinvested		272			84
Shares Redeemed		(3,899	)		(2,501	)
Net Increase (Decrease) in Class IS Shares Outstanding		(1,483	)		3,940
Class IR:
Shares Subscribed		890			—
Shares Issued on Distributions Reinvested		174			29
Net Increase in Class IR Shares Outstanding		1,062			29

* Not consolidated

The accompanying notes are an integral part of the consolidated financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Global Opportunity Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	44.75		$	29.12		$	21.50		$	22.94		$	15.41
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.36	)		(0.28	)		(0.12	)		(0.07	)		(0.06	)
Net Realized and Unrealized Gain (Loss)		0.40			16.43			7.74			(1.20	)		7.68
Total from Investment Operations		0.04			16.15			7.62			(1.27	)		7.62
Distributions from and/or in Excess of:
Net Realized Gain		(2.10	)		(0.52	)		—			(0.17	)		(0.09	)
Net Asset Value, End of Period	$	42.69		$	44.75		$	29.12		$	21.50		$	22.94
Total Return⁽³⁾		0.22	%		55.47	%		35.44	%		(5.66	)%		49.44	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	4,591,358		$	4,498,617		$	2,220,219		$	1,337,133		$	898,008
Ratio of Expenses Before Expense Limitation		0.92	%		N/A			N/A			N/A			0.99	%
Ratio of Expenses After Expense Limitation		0.92	%⁽⁴⁾		0.92	%⁽⁴⁾		0.94	%⁽⁴⁾		0.94	%⁽⁴⁾⁽⁵⁾		0.79	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			0.94	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Loss		(0.78	)%⁽⁴⁾		(0.79	)%⁽⁴⁾		(0.44	)%⁽⁴⁾		(0.30	)%⁽⁴⁾		(0.31	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		21	%		22	%		15	%		28	%		30	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Effective January 1, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 1.00% for Class I shares. Prior to January 1, 2018, the maximum ratio was 0.81% for Class I shares.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Global Opportunity Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	43.04		$	28.10		$	20.81		$	22.28		$	15.01
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.47	)		(0.35	)		(0.18	)		(0.14	)		(0.12	)
Net Realized and Unrealized Gain (Loss)		0.39			15.81			7.47			(1.16	)		7.48
Total from Investment Operations		(0.08	)		15.46			7.29			(1.30	)		7.36
Distributions from and/or in Excess of:
Net Realized Gain		(2.10	)		(0.52	)		—			(0.17	)		(0.09	)
Net Asset Value, End of Period	$	40.86		$	43.04		$	28.10		$	20.81		$	22.28
Total Return⁽³⁾		(0.05	)%		55.03	%		35.03	%		(5.96	)%		49.03	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	1,539,078		$	1,697,016		$	1,070,124		$	790,571		$	780,705
Ratio of Expenses Before Expense Limitation		1.20	%		N/A			N/A			N/A			1.32	%
Ratio of Expenses After Expense Limitation		1.20	%⁽⁴⁾		1.20	%⁽⁴⁾		1.22	%⁽⁴⁾		1.26	%⁽⁴⁾⁽⁵⁾		1.12	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			1.22	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Loss		(1.06	)%⁽⁴⁾		(1.06	)%⁽⁴⁾		(0.72	)%⁽⁴⁾		(0.59	)%⁽⁴⁾		(0.63	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		21	%		22	%		15	%		28	%		30	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Effective January 1, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 1.35% for Class A shares. Prior to January 1, 2018, the maximum ratio was 1.23% for Class A shares.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Global Opportunity Portfolio

	Class L
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	42.44		$	27.72		$	20.54		$	22.01		$	14.84
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.48	)		(0.36	)		(0.19	)		(0.15	)		(0.13	)
Net Realized and Unrealized Gain (Loss)		0.37			15.60			7.37			(1.15	)		7.39
Total from Investment Operations		(0.11	)		15.24			7.18			(1.30	)		7.26
Distributions from and/or in Excess of:
Net Realized Gain		(2.10	)		(0.52	)		—			(0.17	)		(0.09	)
Net Asset Value, End of Period	$	40.23		$	42.44		$	27.72		$	20.54		$	22.01
Total Return⁽³⁾		(0.12	)%		54.99	%		34.96	%		(6.04	)%		48.91	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	48,426		$	53,675		$	40,836		$	33,913		$	39,979
Ratio of Expenses Before Expense Limitation		1.69	%		1.71	%		1.74	%		1.78	%		1.86	%
Ratio of Expenses After Expense Limitation		1.24	%⁽⁴⁾		1.25	%⁽⁴⁾		1.28	%⁽⁴⁾		1.32	%⁽⁴⁾⁽⁵⁾		1.20	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			1.28	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Loss		(1.10	)%⁽⁴⁾		(1.10	)%⁽⁴⁾		(0.78	)%⁽⁴⁾		(0.65	)%⁽⁴⁾		(0.67	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		21	%		22	%		15	%		28	%		30	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Effective January 1, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 1.40% for Class L shares. Prior to January 1, 2018, the maximum ratio was 1.50% for Class L shares.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Global Opportunity Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	40.90		$	26.90		$	20.07		$	21.64		$	14.69
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.74	)		(0.57	)		(0.35	)		(0.30	)		(0.26	)
Net Realized and Unrealized Gain (Loss)		0.37			15.09			7.18			(1.10	)		7.30
Total from Investment Operations		(0.37	)		14.52			6.83			(1.40	)		7.04
Distributions from and/or in Excess of:
Net Realized Gain		(2.10	)		(0.52	)		—			(0.17	)		(0.09	)
Net Asset Value, End of Period	$	38.43		$	40.90		$	26.90		$	20.07		$	21.64
Total Return⁽³⁾		(0.77	)%		53.99	%		34.03	%		(6.61	)%		47.92	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	411,765		$	436,790		$	251,160		$	159,642		$	104,364
Ratio of Expenses Before Expense Limitation		1.90	%		N/A			N/A			N/A			2.01	%
Ratio of Expenses After Expense Limitation		1.90	%⁽⁴⁾		1.91	%⁽⁴⁾		1.94	%⁽⁴⁾		1.95	%⁽⁴⁾⁽⁵⁾		1.81	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			1.94	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Loss		(1.76	)%⁽⁴⁾		(1.77	)%⁽⁴⁾		(1.45	)%⁽⁴⁾		(1.30	)%⁽⁴⁾		(1.33	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		21	%		22	%		15	%		28	%		30	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Effective January 1, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 2.10% for Class C shares. Prior to January 1, 2018, the maximum ratio was 2.20% for Class C shares.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Global Opportunity Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	44.90		$	29.18		$	21.53		$	23.00		$	15.44
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.31	)		(0.25	)		(0.14	)		(0.00	)⁽⁷⁾		(0.05	)
Net Realized and Unrealized Gain (Loss)		0.40			16.49			7.79			(1.30	)		7.70
Total from Investment Operations		0.09			16.24			7.65			(1.30	)		7.65
Distributions from and/or in Excess of:
Net Realized Gain		(2.10	)		(0.52	)		—			(0.17	)		(0.09	)
Net Asset Value, End of Period	$	42.89		$	44.90		$	29.18		$	21.53		$	23.00
Total Return⁽³⁾		0.33	%		55.67	%		35.53	%		(5.78	)%		49.54	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	287,811		$	367,927		$	124,173		$	2,156		$	1,650
Ratio of Expenses Before Expense Limitation		0.82	%		N/A			0.86	%		N/A			1.24	%
Ratio of Expenses After Expense Limitation		0.82	%⁽⁴⁾		0.82	%⁽⁴⁾		0.84	%⁽⁴⁾		0.88	%⁽⁴⁾⁽⁵⁾		0.71	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			0.84	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Loss		(0.68	)%⁽⁴⁾		(0.70	)%⁽⁴⁾		(0.51	)%⁽⁴⁾		(0.02	)%⁽⁴⁾		(0.23	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		21	%		22	%		15	%		28	%		30	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Effective January 1, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 0.95% for Class IS shares. Prior to January 1, 2018, the maximum ratio was 0.72% for Class IS shares.

(6) Amount is less than 0.005%.

(7) Amount is less than $0.005 per share.

The accompanying notes are an integral part of the consolidated financial statements.
18

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Global Opportunity Portfolio

	Class IR
	Year Ended December 31,									Period from June 15, 2018⁽²⁾ to
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			December 31, 2018⁽¹⁾
Net Asset Value, Beginning of Period	$	44.96		$	29.22		$	21.56		$	26.67
Income (Loss) from Investment Operations:
Net Investment Loss⁽³⁾		(0.32	)		(0.24	)		(0.09	)		(0.06	)
Net Realized and Unrealized Gain (Loss)		0.40			16.50			7.75			(4.88	)
Total from Investment Operations		0.08			16.26			7.66			(4.94	)
Distributions from and/or in Excess of:
Net Realized Gain		(2.10	)		(0.52	)		—			(0.17	)
Net Asset Value, End of Period	$	42.94		$	44.96		$	29.22		$	21.56

Total Return⁽⁴⁾		0.31	%		55.66	%		35.53	%		(18.63	)%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period, (Thousands)	$	154,979		$	114,510		$	73,569		$	54,284
Ratio of Expenses Before Expense Limitation		0.82	%		N/A			N/A			N/A
Ratio of Expenses After Expense Limitation		0.82	%⁽⁵⁾		0.82	%⁽⁵⁾		0.84	%⁽⁵⁾		0.88	%⁽⁵⁾⁽⁸⁾
Ratios of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			0.84	%⁽⁵⁾		N/A
Ratio of Net Investment Loss		(0.68	)%⁽⁵⁾		(0.69	)%⁽⁵⁾		(0.35	)%⁽⁵⁾		(0.46	)%⁽⁵⁾⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%⁽⁸⁾
Portfolio Turnover Rate		21	%		22	%		15	%		28	%

(1) Not consolidated.

(2) Commencement of Offering.

(3) Per share amount is based on average shares outstanding.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
19

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements

The accompanying consolidated financial statements relate to the Global Opportunity Portfolio. The Fund seeks long-term capital appreciation.

A. Significant Accounting Policies: The following significant accounting policies are in conformity with U.S. generally accepted accounting principles ("GAAP"). Such policies are consistently followed by the Company in the preparation of its consolidated financial statements. GAAP may require management to make estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results may differ from those estimates.

The Fund may, consistent with its principal investment strategies, invest up to 25% of its total assets in a wholly-owned subsidiary of the Fund organized as a company under the laws of the Cayman Islands, Global Opportunity Cayman Portfolio, Ltd. (the "Subsidiary"). The Subsidiary may invest in bitcoin indirectly through cash settled futures or indirectly through investments in Grayscale Bitcoin Trust (BTC) ("GBTC"), a privately offered investment vehicle that invests in bitcoin. The Fund is the sole shareholder of the Subsidiary, and it is not currently expected that shares of the Subsidiary will be sold or offered to other investors. The consolidated portfolio of investments and consolidated financial statements include the positions and accounts of the Fund and the Subsidiary. All intercompany accounts and transactions of the Fund and the

Subsidiary have been eliminated in consolidation and all accounting policies of the Subsidiary are consistent with those of the Fund. As of December 31, 2021, the Subsidiary represented approximately $61,288,000 or approximately 0.87% of the total net assets of the Fund.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) listed options are valued at the last reported sales price on the exchange on which they are listed (or at the exchange official closing price if such exchange reports an official closing price). If an official closing price or last reported sales price is unavailable, the listed option should be fair valued at the mean between its latest bid and ask prices. Unlisted options are valued at the mean between their latest bid and ask prices from a broker/dealer or valued by a pricing service/vendor; (4) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser") or Morgan Stanley Investment Management Company ("MSIM Company") (the "Sub-Adviser"), each a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (5) when market quotations are not readily available, including circumstances under which the Adviser or the Sub-Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked

prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (6) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; (7) Private Investment in Public Equity ("PIPE") investments may be valued based on the underlying stock price less a discount until the commitment is fulfilled and shares are registered; and (8) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

2. Fair Value Measurement: Financial Accounting Standards Board ("FASB") Accounting Standards

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Codification^TM ("ASC") 820, "Fair Value Measurement" ("ASC 820"), defines fair value as the value that the Fund would receive to sell an investment or pay to transfer a liability in a timely transaction with an independent buyer in the principal market, or in the absence of a principal market, the most advantageous market for the investment or liability. ASC 820 establishes a three-tier hierarchy to distinguish between (1) inputs that reflect the assumptions market participants would use in valuing an asset or liability developed based on market data obtained from sources independent of the reporting entity (observable inputs) and (2) inputs that reflect the reporting entity's own assumptions about the assumptions market participants would use in valuing an asset or liability developed based on the best information available in the circumstances (unobservable inputs) and to establish classification of fair value measurements for disclosure purposes. Various inputs are used in determining the value of the Fund's investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)			Total (000)
Assets:
Common Stocks
Air Freight & Logistics	$	—	$	385,521	$	—		$	385,521
Banks		479,204		—		—			479,204
Beverages		34,762		—		—			34,762
Construction Materials		36,115		—		—			36,115
Electronic Equipment, Instruments & Components		—		138,138		—			138,138
Entertainment		485,572		—		—			485,572
Food Products		54,510		—		—			54,510
Health Care Equipment & Supplies		80,960		—		—			80,960
Health Care Providers & Services		81,224		—		—			81,224
Hotels, Restaurants & Leisure		80,970		—		—			80,970
Information Technology Services		1,665,528		—		—			1,665,528
Interactive Media & Services		347,864		87,379		—			435,243
Internet & Direct Marketing Retail		1,060,330		41,268		—			1,101,598
Real Estate Management & Development		27,265		—		—			27,265
Road & Rail		348,477		—		—			348,477
Software		907,347		—		—			907,347
Textiles, Apparel & Luxury Goods		222,431		221,065		—			443,496
Total Common Stocks		5,912,559		873,371		—			6,785,930
Preferred Stock
Electronic Equipment, Instruments & Components		—		—		—	†		—	†
Investment Company		57,916		—		—			57,916
Call Options Purchased		—		1,556		—			1,556
Short-Term Investment
Investment Company		244,678		—		—			244,678
Total Assets	$	6,215,153	$	874,927	$	—	†	$	7,090,080	†

† Includes a security valued at zero.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

Following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value:

	Common Stock (000)			Preferred Stock (000)
Beginning Balance	$	17,733		$	—	†
Purchases		—			—
Sales		—			—
Amortization of discount		—			—
Transfers in		—			—
Transfers out		(17,733	)††		—
Corporate actions		—			—
Change in unrealized appreciation (depreciation)		—			—
Realized gains (losses)		—			—
Ending Balance	$	—		$	—	†
Net change in unrealized appreciation (depreciation) from investments still held as of December 31, 2021	$	—		$	—

† Includes a security valued at zero.

†† A security transferred out of level 3 due to an Initial Public Offering.

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Governmental approval for foreign investments may be required in advance of making an investment under certain circumstances in some countries, and the extent of foreign investments in domestic companies may be subject to limitation in other countries. Foreign ownership limitations also may be imposed by the charters of individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Consolidated Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

interest rate, index or financial instrument. Prevailing interest rates and volatility levels, among other things, also affect the value of derivative instruments. A derivative instrument often has risks similar to its underlying asset and may have additional risks, including imperfect correlation between the value of the derivative and the underlying asset, risks of default by the counterparty to certain transactions, magnification of losses incurred due to changes in the market value of the securities, instruments, indices or interest rates to which the derivative instrument relates, risks that the transactions may not be liquid and risks arising from margin requirements. The use of derivatives involves risks that are different from, and possibly greater than, the risks associated with other portfolio investments. Derivatives may involve the use of highly specialized instruments that require investment techniques and risk analyses different from those associated with other portfolio investments. All of the Fund's holdings, including derivative instruments, are marked-to-market each day with the change in value reflected in unrealized appreciation (depreciation). Upon disposition, a realized gain or loss is recognized.

Following is a description of the derivative instruments and techniques that the Fund used during the period and their associated risks:

period of time or on a specified date typically in exchange for a premium paid by the Fund. The Fund may purchase and/or sell put and call options. Purchasing call options tends to increase the Fund's exposure to the underlying (or similar) instrument. Purchasing put options tends to decrease the Fund's exposure to the underlying (or similar) instrument. When entering into purchased option contracts, the Fund bears the risk of interest or exchange rates or securities prices moving unexpectedly, in which case, the Fund may not achieve the anticipated benefits of the purchased option contracts; however the risk of loss is limited to the premium paid. Purchased options are reported as part of "Total Investments in Securities" in the Consolidated Statement of Assets and Liabilities. Premiums paid for purchasing options which expired are treated as realized losses. If the Fund sells an option, it sells to another party the right to buy from or sell to the Fund a specific amount of the underlying instrument or foreign currency, or futures contract on the underlying instrument or foreign currency, at an agreed-upon price during a period of time or on a specified date typically in exchange for a premium received by the Fund. When options are purchased OTC, the Fund bears the risk that the counterparty that wrote the option will be unable or unwilling to perform its obligations under the option contract. Options may also be illiquid and the Fund may have difficulty closing out its position. A decision as to whether, when and how to use options involves the exercise of skill and judgment and even a well-conceived option transaction may be unsuccessful because of market behavior or unexpected events. The prices of options can be highly volatile and the use of options can lower total returns.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

which it will continually maintain cash or cash equivalents or other liquid portfolio securities equal in value to commitments to purchase securities on a forward commitment basis.

As of December 31, 2021, the Fund did not have any open PIPE contract.

The following table sets forth the fair value of the Fund's derivative contracts by primary risk exposure as of December 31, 2021:

Asset Derivatives
Consolidated
Statement of Assets and
Liabilities Location

Primary Risk
Exposure

Value
(000)

Purchased Options

Investments, at Value
(Purchased Options)

Currency Risk

1,556

(a)

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

The following table set forth by primary risk exposure the Fund's change in unrealized appreciation (depreciation) by type of derivative contract for the year ended December 31, 2021 in accordance with ASC 815:

Change in Unrealized Appreciation (Depreciation)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(6,160	)(b)

(b) Amounts are included in Change in Unrealized Appreciation (Depreciation) on Investments in the Consolidated Statement of Operations.

At December 31, 2021, the Fund's derivative assets and liabilities are as follows:

Gross Amounts of Assets and Liabilities Presented in the Consolidated Statement of Assets and Liabilities
Derivatives	Assets(c) (000)			Liabilities(c) (000)
Purchased Options	$	1,556	(a)	$	—

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(c) Absent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Consolidated Statement of Assets and Liabilities.

The Fund typically enters into International Swaps and Derivatives Association, Inc. Master Agreements ("ISDA

Master Agreements") or similar master agreements (collectively, "Master Agreements") with its contract counterparties for certain OTC derivatives in order to, among other things, reduce its credit risk to counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the counterparty certain OTC derivative financial instruments' payables and/or receivables with collateral held and/or posted and create one single net payment (close-out netting) in the event of default, termination and/or potential deterioration in the credit quality of the counterparty. Various Master Agreements govern the terms of certain transactions with counterparties, including transactions such as swap, forward, repurchase and reverse repurchase agreements. These Master Agreements typically attempt to reduce the counterparty risk associated with such transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Cross-termination provisions under Master Agreements typically provide that a default in connection with one transaction between the Fund and a counterparty gives the non-defaulting party the right to terminate any other transactions in place with the defaulting party to create one single net payment due to/due from the defaulting party and may be a feature in certain Master Agreements. In the event the Fund exercises its right to terminate a Master Agreement after a counterparty experiences a termination event as defined in the Master Agreement, the return of collateral with market value in excess of the Fund's net liability may be delayed or denied.

The following table presents derivative financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Counterparty	Gross Asset Derivatives Presented in the Consolidated Statement of Assets and Liabilities(a) (000)		Financial Instrument (000)		Collateral Received(d) (000)			Net Amount (not less than $0) (000)
JP Morgan Chase Bank NA	$	1,556	$	—	$	(1,556	)	$	0

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(d) In some instances, the actual collateral received may be more than the amount shown here due to overcollateralization.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

For the year ended December 31, 2021, the approximate average monthly amount outstanding for each derivative type is as follows:

Purchased Options:
Average monthly notional amount		558,064,000
Derivative Contract — PIPE:
Average monthly notional amount	$	53,592,000

7. Dividends and Distributions to Shareholders: Dividend income and distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income, if any, are declared and paid annually. Net realized capital gains, if any, are distributed at least annually.

ex-dividend date (except for certain foreign dividends which may be recorded as soon as the Fund is informed of such dividends) net of applicable withholding taxes. Interest income is recognized on the accrual basis net of applicable withholding taxes except where collection is in doubt. Discounts are accreted and premiums are amortized over the life of the respective securities. Most expenses of the Company can be directly attributed to a particular Fund. Expenses which cannot be directly attributed are apportioned among the Funds based upon relative net assets or other appropriate methods. Income, expenses (other than class specific expenses — distribution and shareholder services, transfer agency and sub transfer agency fees) and realized and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

First $750 million				Next $750 million				Over $1.5 billion
	0.80	%			0.75	%			0.70	%

For the year ended December 31, 2021, the advisory fee rate (net of rebate) was equivalent to an annual effective rate of 0.71% of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses, excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 1.00% for Class I shares, 1.35% for Class A shares, 1.40% for Class L shares, 2.10% for Class C shares, 0.95% for Class IS shares and 0.95% for Class IR shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $2,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Adviser pays the Sub-Adviser on a monthly basis a portion of the net advisory fees the Adviser receives from the Fund.

The Adviser has agreed to waive its advisory fees by the amount of advisory fees it receives from the Subsidiary.

The Company has adopted a Distribution and Shareholder Services Plan with respect to Class L shares pursuant to Rule 12b-1 under the Act. Under the Distribution and Shareholder Services Plan, the Fund pays the Distributor a distribution fee, accrued daily and paid monthly, at an annual rate of 0.50% and a shareholder services fee, accrued daily and paid monthly, at an annual rate of 0.25% of the Fund's average daily net assets attributable to Class L shares. The Distributor has agreed to waive for at least one year from the date of the Fund's prospectus or until such time that the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate, the

12b-1 fees on Class L shares of the Fund to the extent it exceeds 0.30% of the average daily net assets of such shares on an annualized basis. For the year ended December 31, 2021, this waiver amounted to approximately $237,000.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $1,615,409,000 and $1,557,450,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

pro-rata share of the advisory and administration fees paid by the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $134,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	528,671			$	1,379,310			$	1,663,303			$	28

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	244,678

unrealized appreciation as such income and/or gains are earned. Taxes may also be based on transactions in foreign currency and are accrued based on the value of investments denominated in such currency.

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	43,647	$	298,565	$	1,952	$	80,321

Permanent differences, primarily due to net operating loss, resulted in the following reclassifications among the compoents of net assets at December 31, 2021:

Total Distributable Earnings (000)				Paid-in- Capital (000)
$	66,950			$	(66,950	)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	—			$	166,554

K. Market Risk and Risks Relating to Certain Financial Instruments:

consists primarily of transactions on electronic exchanges. The price of bitcoin could drop precipitously (including to zero) for a variety of reasons, including, but not limited to, regulatory changes, a crisis of confidence, flaw or operational issue in the bitcoin network or a change in user preference to competing cryptocurrencies. The GBTC exposure to cryptocurrency could result in substantial losses to the Fund.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

acquisition or that any acquisitions that are completed will be profitable. Some SPACs may pursue acquisitions only within certain industries or regions, which may increase the volatility of their prices. In addition, these securities, which are typically traded in the over-the-counter market, may be considered illiquid and/or be subject to restrictions on resale.

restrictions cause the PIPEs to be illiquid during this time. PIPEs may contain provisions that the issuer will pay specified financial penalties to the holder if the issuer does not publicly register the restricted equity securities within a specified period of time, but there is no assurance that the restricted equity securities will be publicly registered, or that the registration will remain in effect.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Global Opportunity Portfolio

Opinion on the Financial Statements

We have audited the accompanying consolidated statement of assets and liabilities of Global Opportunity Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the consolidated portfolio of investments, as of December 31, 2021, and the related consolidated statements of operations and changes in net assets for the year then ended and the statement of changes in net assets for the year ended December 31, 2020, the consolidated financial highlights for the year ended December 31, 2021 and the financial highlights for each of the four years in the period ended December 31, 2020 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the consolidated financial position of Global Opportunity Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the consolidated results of its operations and the consolidated changes in its net assets for the year then ended and the changes in its net assets for the year ended December 31, 2020 and its consolidated financial highlights for the year ended December 31, 2021 and its financial highlights for each of the four years in the period ended December 31, 2020, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021. For corporate shareholders 6.50% of the dividends qualified for the dividends received deduction.

The Fund designated and paid approximately $298,565,000 as a long-term capital gain distribution.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

President, Strategic Decisions, LLC (consulting) (since February 2009); Director or Trustee of various Morgan Stanley Funds (since August 2006); Chairperson of the Compliance and Insurance Committee (since October 2015); formerly, Chairperson of the Insurance Sub-Committee of the Compliance and Insurance Committee (2007-2015); served as President and Chief Executive Officer of the Nuclear Energy Institute (policy organization) (February 2005-November 2008); retired as Admiral, U.S. Navy after serving over 38 years on active duty including 8 years as Director of the Naval Nuclear Propulsion Program in the Department of the Navy and the U.S. Department of Energy (1996-2004); served as Chief of Naval Personnel (July 1994-September 1996) and on the Joint Staff as Director of Political Military Affairs (June 1992-July 1994); knighted as Honorary Knight Commander of the Most Excellent Order of the British Empire; awarded the Officier de l'Orde National du Mèrite by the French Government; elected to the National Academy of Engineering (2009).

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Sub-Adviser

Morgan Stanley Investment Management Company
23 Church Street
16-01 Capital Square, Singapore 049481

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIGOANN
3997447 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Global Permanence Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Consolidated Expense Example					3
Investment Overview					4
Consolidated Portfolio of Investments					7
Consolidated Statement of Assets and Liabilities					9
Consolidated Statement of Operations					10
Consolidated Statements of Changes in Net Assets					11
Consolidated Financial Highlights					12
Notes to Consolidated Financial Statements					16
Report of Independent Registered Public Accounting Firm					25
Liquidity Risk Management Program					26
Federal Tax Notice					27
U.S. Customer Privacy Notice					28
Director and Officer Information					31

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Global Permanence Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Expense Example (unaudited)

Global Permanence Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Global Permanence Portfolio Class I	$	1,000.00	$	1,060.40	$	1,020.16	$	5.19	$	5.09		1.00	%
Global Permanence Portfolio Class A		1,000.00		1,058.80		1,018.40		7.01		6.87		1.35
Global Permanence Portfolio Class C		1,000.00		1,054.80		1,014.62		10.88		10.66		2.10
Global Permanence Portfolio Class IS		1,000.00		1,060.40		1,020.42		4.93		4.84		0.95

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Global Permanence Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 19.73%, net of fees. The Fund's Class I shares outperformed the Fund's benchmark, the MSCI All Country World Net Index (the "Index"), which returned 18.54%.

Factors Affecting Performance

• The long-term investment horizon and conviction-weighted investment approach embraced by the team since 1998 can result in periods of performance deviation from the benchmark and

peers. The Fund outperformed the Index in this reporting period due to favorable stock selection, which more than offset a modest drag from sector allocations.

• Greater volatility and a rotational market environment were headwinds to portfolio performance in the fourth quarter and throughout 2021. However, company-specific fundamentals, across most of the portfolio, remained largely robust. The portfolio's lack of exposure to some of the largest benchmark holdings also weighed on relative performance. Overall, we tried to take advantage of the volatility and opportunistically added to some positions and initiated new positions, in holdings where we believe the fundamentals remained intact and the valuation became more attractive.

• The largest contributors to relative performance were the consumer discretionary, information technology and energy sectors, where stock selection was favorable. Stock selection in consumer staples and real estate also contributed positively, to a lesser extent.

• Conversely, stock selection in health care and materials, along with stock selection and a sector underweight in financials, were the main detractors from relative performance. Stock selection in communication services also weighed on relative results, although it was partially mitigated by a beneficial sector underweight. Industrials was another relative underperformer, primarily due to adverse stock selection.

Management Strategies

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Permanence Portfolio

* Minimum Investment for Class I shares

** Commenced Operations on April 30, 2019.

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, C and IS shares will vary from the performance of Class I shares and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the MSCI All Country World Net Index⁽¹⁾, the Lipper Global Multi-Cap Growth Funds Index⁽²⁾ and the Lipper Global Multi-Cap Core Funds Index⁽³⁾

	Period Ended December 31, 2021 Total Returns⁽⁴⁾
				Average Annual
	One Year			Five Years		Ten Years		Since Inception⁽⁶⁾
Fund — Class I Shares w/o sales charges⁽⁵⁾		19.73	%		—		—		19.71	%
Fund — Class A Shares w/o sales charges⁽⁵⁾		19.27			—		—		19.29
Fund — Class A Shares with maximum 5.25% sales charges⁽⁵⁾		13.01			—		—		16.92
Fund — Class C Shares w/o sales charges⁽⁵⁾		18.39			—		—		18.40
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁵⁾		17.39			—		—		18.40
Fund — Class IS Shares w/o sales charges⁽⁵⁾		19.71			—		—		19.76
MSCI All Country World Net Index		18.54			—		—		16.53
Lipper Global Multi-Cap Growth Funds Index		12.93			—		—		21.33
Lipper Global Multi-Cap Core Funds Index		18.11			—		—		15.50

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Permanence Portfolio

⁽³⁾ The Lipper Global Multi-Cap Core Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Global Multi-Cap Core 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.

⁽⁵⁾ Commenced operations on April 30, 2019.

⁽⁶⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments

Global Permanence Portfolio

	Shares		Value (000)
Common Stocks (96.5%)
Brazil (0.9%)
Vale SA		2,562	$	36
Canada (17.9%)
Canadian National Railway Co.		1,521		187
Colliers International Group, Inc.		421		63
Constellation Software, Inc.		120		223
FirstService Corp.		501		98
Topicus.com, Inc. (a)		1,593		146
				717
Denmark (0.5%)
Chr Hansen Holding A/S		254		20
France (16.9%)
Christian Dior SE		173		144
EssilorLuxottica SA		670		143
Hermes International		76		133
L'Oreal SA		292		138
Remy Cointreau SA		494		120
				678
India (3.3%)
HDFC Bank Ltd. ADR		2,011		131
Italy (1.6%)
Brunello Cucinelli SpA (a)		917		63
Japan (1.2%)
Nintendo Co., Ltd.		100		47
Netherlands (8.2%)
ASML Holding N.V.		412		328
Spain (0.8%)
Aena SME SA (a)		209		33
United Kingdom (4.2%)
Rentokil Initial PLC		13,910		110
Victoria PLC (a)		3,697		60
				170
United States (41.0%)
Amazon.com, Inc. (a)		40		133
Axon Enterprise, Inc. (a)		985		155
Costco Wholesale Corp.		182		103
Danaher Corp.		123		41
Domino's Pizza, Inc.		192		108
HEICO Corp., Class A		781		100
Intercontinental Exchange, Inc.		308		42
Intuitive Surgical, Inc. (a)		301		108
Linde PLC		58		20
Progressive Corp. (The)		627		64
Royal Gold, Inc.		388		41
Royalty Pharma PLC, Class A		4,906		196
S&P Global, Inc.		131		62
salesforce.com, Inc. (a)		347		88
ServiceNow, Inc. (a)		63		41
Texas Pacific Land Corp.		45		56
Tyler Technologies, Inc. (a)		78		42

	Shares		Value (000)
Veeva Systems, Inc., Class A (a)		384	$	98
Waste Connections, Inc.		1,075		147
				1,645
Total Common Stocks (Cost $2,975)				3,868
Investment Companies (1.6%)
United Kingdom (0.9%)
Hipgnosis Songs Fund Ltd.		20,696		35
United States (0.7%)
Grayscale Bitcoin Trust (a)		848		29
Total Investment Companies (Cost $74)				64
Short-Term Investment (1.3%)
Investment Company (1.3%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $52)		51,669		52
Total Investments Excluding Purchased Options (99.4%) (Cost $3,101)				3,984
Total Purchased Options Outstanding (0.1%) (Cost $18)				4
Total Investments (99.5%) (Cost $3,119) (b)(c)(d)				3,988
Other Assets in Excess of Liabilities (0.5%)				20
Net Assets (100.0%)			$	4,008

(a) Non-income producing security.

(b) The approximate fair value and percentage of net assets, $199,000 and 5.0%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Consolidated Financial Statements.

(d) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $3,154,000. The aggregate gross unrealized appreciation is approximately $966,000 and the aggregate gross unrealized depreciation is approximately $155,000, resulting in net unrealized appreciation of approximately $811,000.

ADR American Depositary Receipt.

The accompanying notes are an integral part of the consolidated financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Global Permanence Portfolio

Call Options Purchased:

The had the following call options purchased open at December 31, 2021:

Counterparty	Description	Strike Price		Expiration Date	Number of Contracts		Notional Amount (000)		Value (000)			Premiums Paid (000)		Unrealized Depreciation (000)
BNP Paribas	USD/CNH	CNH	7.45	Jan-22		595,628		596	$	—	@	$	3	$	(3	)
Goldman Sachs International	USD/CNH	CNH	7.27	Nov-22		864,568		865		2			4		(2	)
Goldman Sachs International	USD/CNH	CNH	7.57	Mar-22		655,158		655		—	@		3		(3	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.28	Jul-22		792,926		793		1			4		(3	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.31	Aug-22		372,201		372		1			3		(2	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.38	Jul-22		230,682		231		—	@		1		(1	)
									$	4		$	18	$	(14	)

@ Value is less than $500.

CNH — Chinese Yuan Renminbi Offshore

USD — United States Dollar

Portfolio Composition

Classification	Percentage of Total Investments
Other*		53.2	%
Software		13.6
Textiles, Apparel & Luxury Goods		12.1
Semiconductors & Semiconductor Equipment		8.2
Commercial Services & Supplies		6.5
Aerospace & Defense		6.4
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the consolidated financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Permanence Portfolio

Consolidated Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $3,067)	$	3,936
Investment in Security of Affiliated Issuer, at Value (Cost $52)		52
Total Investments in Securities, at Value (Cost $3,119)		3,988
Foreign Currency, at Value (Cost $10)		10
Due from Adviser		72
Dividends Receivable		—	@
Tax Reclaim Receivable		—	@
Receivable from Affiliate		—	@
Other Assets		22
Total Assets		4,092
Liabilities:
Payable for Professional Fees		54
Payable for Custodian Fees		9
Payable for Investments Purchased		4
Payable for Transfer Agency Fees — Class I		1
Payable for Transfer Agency Fees — Class A		1
Payable for Transfer Agency Fees — Class C		1
Payable for Transfer Agency Fees — Class IS		—	@
Payable for Sub Transfer Agency Fees — Class I		—	@
Payable for Shareholder Services Fees — Class A		—	@
Payable for Distribution and Shareholder Services Fees — Class C		—	@
Payable for Administration Fees		—	@
Payable for Organization Costs for Subsidiary		—	@
Other Liabilities		14
Total Liabilities		84
Net Assets	$	4,008
Net Assets Consist of:
Paid-in-Capital	$	3,110
Total Distributable Earnings		898
Net Assets	$	4,008
CLASS I:
Net Assets	$	3,947
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		287,761
Net Asset Value, Offering and Redemption Price Per Share	$	13.72
CLASS A:
Net Assets	$	29
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		2,180
Net Asset Value, Redemption Price Per Share	$	13.61
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	0.75
Maximum Offering Price Per Share	$	14.36
CLASS C:
Net Assets	$	16
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,177
Net Asset Value, Offering and Redemption Price Per Share	$	13.34
CLASS IS:
Net Assets	$	16
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,179
Net Asset Value, Offering and Redemption Price Per Share	$	13.73

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Permanence Portfolio

Consolidated Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $2 of Foreign Taxes Withheld)	$	35
Dividends from Security of Affiliated Issuer (Note G)		—	@
Total Investment Income		35
Expenses:
Professional Fees		142
Registration Fees		54
Advisory Fees (Note B)		29
Shareholder Reporting Fees		13
Custodian Fees (Note F)		12
Transfer Agency Fees — Class I (Note E)		3
Transfer Agency Fees — Class A (Note E)		2
Transfer Agency Fees — Class C (Note E)		2
Transfer Agency Fees — Class IS (Note E)		2
Directors' Fees and Expenses		5
Pricing Fees		4
Administration Fees (Note C)		3
Sub Transfer Agency Fees — Class I		—	@
Sub Transfer Agency Fees — Class A		—	@
Shareholder Services Fees — Class A (Note D)		—	@
Distribution and Shareholder Services Fees — Class C (Note D)		—	@
Organization Costs for Subsidiary		—	@
Other Expenses		19
Total Expenses		290
Expenses Reimbursed by Adviser (Note B)		(217	)
Waiver of Advisory Fees (Note B)		(29	)
Reimbursement of Class Specific Expenses — Class I (Note B)		(1	)
Reimbursement of Class Specific Expenses — Class A (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class C (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(2	)
Rebate from Morgan Stanley Affiliate (Note G)		(—	@)
Net Expenses		37
Net Investment Loss		(2	)
Realized Gain:
Investments Sold		475
Foreign Currency Translation		(—	@)
Net Realized Gain		475
Change in Unrealized Appreciation (Depreciation):
Investments		167
Foreign Currency Translation		(—	@)
Net Change in Unrealized Appreciation (Depreciation)		167
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		642
Net Increase in Net Assets Resulting from Operations	$	640

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Permanence Portfolio

Consolidated Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Loss	$	(2	)	$	(8	)
Net Realized Gain		475			130
Net Change in Unrealized Appreciation (Depreciation)		167			576
Net Increase in Net Assets Resulting from Operations		640			698
Dividends and Distributions to Shareholders:
Class I		(551	)		(22	)
Class A		(4	)		(—	@)
Class C		(2	)		(—	@)
Class IS		(2	)		(—	@)
Total Dividends and Distributions to Shareholders		(559	)		(22	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		284			43
Distributions Reinvested		551			19
Redeemed		(171	)		—
Class A:
Subscribed		27			6
Distributions Reinvested		4			—	@
Redeemed		(20	)		(—	@)
Class C:
Distributions Reinvested		2			—	@
Class IS:
Distributions Reinvested		2			—	@
Net Increase in Net Assets Resulting from Capital Share Transactions		679			68
Total Increase in Net Assets		760			744
Net Assets:
Beginning of Period		3,248			2,504
End of Period	$	4,008		$	3,248
(1) Capital Share Transactions:
Class I:
Shares Subscribed		18			5
Shares Issued on Distributions Reinvested		42			1
Shares Redeemed		(11	)		—
Net Increase in Class I Shares Outstanding		49			6
Class A:
Shares Subscribed		2			—	@@
Shares Issued on Distributions Reinvested		—	@@		—	@@
Shares Redeemed		(1	)		(—	@@)
Net Increase in Class A Shares Outstanding		1			—	@@
Class C:
Shares Issued on Distributions Reinvested		—	@@		—	@@
Class IS:
Shares Issued on Distributions Reinvested		—	@@		—	@@

* Not consolidated.

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the consolidated financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Global Permanence Portfolio

	Class I
	Year Ended December 31,						Period from April 30, 2019⁽²⁾ to
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			December 31, 2019⁽¹⁾
Net Asset Value, Beginning of Period	$	13.41		$	10.63		$	10.00
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽³⁾		(0.01	)		(0.03	)		0.04
Net Realized and Unrealized Gain		2.56			2.90			0.59
Total from Investment Operations		2.55			2.87			0.63
Distributions from and/or in Excess of:
Net Investment Income		(0.05	)		(0.07	)		—
Net Realized Gain		(2.19	)		(0.02	)		—
Total Distributions		(2.24	)		(0.09	)		—
Net Asset Value, End of Period	$	13.72		$	13.41		$	10.63
Total Return⁽⁴⁾		19.73	%		27.06	%		6.30	%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	3,947		$	3,202		$	2,471
Ratio of Expenses Before Expense Limitation		7.77	%		8.62	%		12.79	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		1.00	%⁽⁵⁾		1.00	%⁽⁵⁾		0.99	%⁽⁵⁾⁽⁸⁾
Ratio of Net Investment Income (Loss)		(0.04	)%⁽⁵⁾		(0.30	)%⁽⁵⁾		0.53	%⁽⁵⁾⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.01	%⁽⁸⁾
Portfolio Turnover Rate		57	%		113	%		35	%⁽⁷⁾

(1) Not consolidated.

(2) Commencement of Operations.

(3) Per share amount is based on average shares outstanding.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Global Permanence Portfolio

	Class A
	Year Ended December 31,						Period from April 30, 2019⁽²⁾ to
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			December 31, 2019⁽¹⁾
Net Asset Value, Beginning of Period	$	13.37		$	10.61		$	10.00
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽³⁾		(0.06	)		(0.07	)		0.01
Net Realized and Unrealized Gain		2.54			2.89			0.60
Total from Investment Operations		2.48			2.82			0.61
Distributions from and/or in Excess of:
Net Investment Income		(0.05	)		(0.04	)		—
Net Realized Gain		(2.19	)		(0.02	)		—
Total Distributions		(2.24	)		(0.06	)		—
Net Asset Value, End of Period	$	13.61		$	13.37		$	10.61
Total Return⁽⁴⁾		19.27	%		26.57	%		6.10	%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	29		$	19		$	11
Ratio of Expenses Before Expense Limitation		17.77	%		26.08	%		30.61	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		1.35	%⁽⁵⁾		1.35	%⁽⁵⁾		1.34	%⁽⁵⁾⁽⁸⁾
Ratio of Net Investment Income (Loss)		(0.42	)%⁽⁵⁾		(0.65	)%⁽⁵⁾		0.17	%⁽⁵⁾⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.01	%⁽⁸⁾
Portfolio Turnover Rate		57	%		113	%		35	%⁽⁷⁾

(1) Not consolidated.

(2) Commencement of Operations.

(3) Per share amount is based on average shares outstanding.

(4) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(6) Amount is less than 0.005%.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Global Permanence Portfolio

	Class C
	Year Ended December 31,						Period from April 30, 2019⁽²⁾ to
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			December 31, 2019⁽¹⁾
Net Asset Value, Beginning of Period	$	13.24		$	10.56		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽³⁾		(0.16	)		(0.15	)		(0.04	)
Net Realized and Unrealized Gain		2.50			2.85			0.60
Total from Investment Operations		2.34			2.70			0.56
Distributions from and/or in Excess of:
Net Investment Income		(0.05	)		—			—
Net Realized Gain		(2.19	)		(0.02	)		—
Total Distributions		(2.24	)		(0.02	)		—
Net Asset Value, End of Period	$	13.34		$	13.24		$	10.56
Total Return⁽⁴⁾		18.39	%		25.60	%		5.60	%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	16		$	13		$	11
Ratio of Expenses Before Expense Limitation		24.91	%		28.45	%		31.59	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		2.10	%⁽⁵⁾		2.10	%⁽⁵⁾		2.09	%⁽⁵⁾⁽⁸⁾
Ratio of Net Investment Loss		(1.13	)%⁽⁵⁾		(1.40	)%⁽⁵⁾		(0.57	)%⁽⁵⁾⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.01	%⁽⁸⁾
Portfolio Turnover Rate		57	%		113	%		35	%⁽⁷⁾

(1) Not consolidated.

(2) Commencement of Operations.

(3) Per share amount is based on average shares outstanding.

(4) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(6) Amount is less than 0.005%.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Global Permanence Portfolio

	Class IS
	Year Ended December 31,						Period from April 30, 2019⁽²⁾ to
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			December 31, 2019⁽¹⁾
Net Asset Value, Beginning of Period	$	13.42		$	10.64		$	10.00
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽³⁾		0.00	⁽⁴⁾		(0.03	)		0.04
Net Realized and Unrealized Gain		2.55			2.91			0.60
Total from Investment Operations		2.55			2.88			0.64
Distributions from and/or in Excess of:
Net Investment Income		(0.05	)		(0.08	)		—
Net Realized Gain		(2.19	)		(0.02	)		—
Total Distributions		(2.24	)		(0.10	)		—
Net Asset Value, End of Period	$	13.73		$	13.42		$	10.64
Total Return⁽⁵⁾		19.71	%		27.09	%		6.40	%⁽⁸⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	16		$	14		$	11
Ratio of Expenses Before Expense Limitation		22.49	%		26.62	%		30.53	%⁽⁹⁾
Ratio of Expenses After Expense Limitation		0.95	%⁽⁶⁾		0.95	%⁽⁶⁾		0.94	%⁽⁶⁾⁽⁹⁾
Ratio of Net Investment Income (Loss)		0.01	%⁽⁶⁾		(0.24	)%⁽⁶⁾		0.59	%⁽⁶⁾⁽⁹⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾		0.00	%⁽⁷⁾		0.01	%⁽⁹⁾
Portfolio Turnover Rate		57	%		113	%		35	%⁽⁸⁾

(1) Not consolidated.

(2) Commencement of Operations.

(3) Per share amount is based on average shares outstanding.

(4) Amount is less than $0.005 per share.

(5) Calculated based on the net asset value as of the last business day of the period.

(6) The Ratio of Expenses After Expense Limitation and Ratio of Net Investment Income (Loss) reflect the rebate of certain Fund expenses in connection with the investments in Morgan Stanley affiliates during the period. The effect of the rebate on the ratios is disclosed in the above table as "Ratio of Rebate from Morgan Stanley Affiliates."

(7) Amount is less than 0.005%.

(8) Not annualized.

(9) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements

The accompanying consolidated financial statements relate to the Global Permanence Portfolio. The Fund seeks long-term capital appreciation.

The Fund offers four classes of shares — Class I, Class A, Class C and Class IS.

A. Significant Accounting Policies: The following significant accounting policies are in conformity with U.S. generally accepted accounting principles ("GAAP"). Such policies are consistently followed by the Company in the preparation of its consolidated financial statements. GAAP may require management to make estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results may differ from those estimates.

The Fund may, consistent with its principal investment strategies, invest up to 25% of its total assets in a wholly-owned subsidiary of the Fund organized as a company under the laws of the Cayman Islands, Global Permanence Cayman Portfolio, Ltd. (the "Subsidiary"). The Subsidiary may invest in bitcoin indirectly through cash settled futures or indirectly through investments in Grayscale Bitcoin Trust (BTC) ("GBTC"), a privately offered investment vehicle that invests in bitcoin. The Fund is the sole shareholder of the Subsidiary, and it is not currently expected that shares of the Subsidiary will be sold or offered to other investors. The consolidated portfolio of investments and consolidated financial statements include the positions and accounts of the Fund and the Subsidiary. All intercompany accounts and transactions of the Fund and the Subsidiary have been eliminated in consolidation and all accounting policies of the Subsidiary are consistent with those of the Fund. As of December 31, 2021, the Subsidiary represented approximately $24,000 or approximately 0.60% of the total net assets of the Fund.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

options are valued at the mean between their latest bid and ask prices from a broker/dealer or valued by a pricing service/vendor; (4) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser"), a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (5) when market quotations are not readily available, including circumstances under which the Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service

and/or procedures approved by the Directors; (6) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; and (7) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

2. Fair Value Measurement: Financial Accounting Standards Board ("FASB") Accounting Standards Codification^TM ("ASC") 820, "Fair Value Measurement" ("ASC-820"), defines fair value as the value that the Fund would receive to sell an investment or pay to transfer a liability in a timely transaction with an independent buyer in the principal market, or in the absence of a principal market, the most advantageous market for the investment or liability. ASC 820 establishes a three-tier hierarchy to distinguish between (1) inputs that reflect the assumptions market participants would use in valuing an asset or liability developed based on market data obtained from sources independent of the reporting entity (observable inputs) and (2) inputs that reflect the reporting entity's own assumptions about the assumptions market participants would use in valuing an asset or liability developed based on the best information available in the circumstances (unobservable inputs) and to establish classification of fair value measurements for disclosure purposes. Various inputs are used in determining the value of the Fund's

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Aerospace & Defense	$	255	$	—	$	—	$	255
Banks		131		—		—		131
Beverages		120		—		—		120
Capital Markets		104		—		—		104
Chemicals		20		20		—		40
Commercial Services & Supplies		257		—		—		257
Entertainment		—		47		—		47
Food & Staples Retailing		103		—		—		103
Health Care Equipment & Supplies		108		—		—		108
Health Care Technology		98		—		—		98
Hotels, Restaurants & Leisure		108		—		—		108
Household Durables		60		—		—		60
Insurance		64		—		—		64

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Internet & Direct Marketing Retail	$	133	$	—	$	—	$	133
Life Sciences Tools & Services		41		—		—		41
Metals & Mining		41		36		—		77
Oil, Gas & Consumable Fuels		56		—		—		56
Personal Products		138		—		—		138
Pharmaceuticals		196		—		—		196
Real Estate Management & Development		161		—		—		161
Road & Rail		187		—		—		187
Semiconductors & Semiconductor Equipment		328		—		—		328
Software		540		—		—		540
Textiles, Apparel & Luxury Goods		420		63		—		483
Transportation Infrastructure		—		33		—		33
Total Common Stocks		3,669		199		—		3,868
Call Options Purchased		—		4		—		4
Investment Companies		64		—		—		64
Short-Term Investment
Investment Company		52		—		—		52
Total Assets	$	3,785	$	203	$	—	$	3,988

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

securities sold during the period. Accordingly, realized and unrealized foreign currency gains (losses) on investments in securities are included in the reported net realized and unrealized gains (losses) on investment transactions and balances. However, pursuant to U.S. federal income tax regulations, gains and losses from certain foreign currency transactions and the foreign currency portion of gains and losses realized on sales and maturities of foreign denominated debt securities are treated as ordinary income for U.S. federal income tax purposes.

Governmental approval for foreign investments may be required in advance of making an investment under certain circumstances in some countries, and the extent of foreign investments in domestic companies may be subject to limitation in other countries. Foreign ownership limitations also may be imposed by the charters of individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Consolidated Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

Following is a description of the derivative instruments and techniques that the Fund used during the period and their associated risks:

Options: With respect to options, the Fund is subject to equity risk, interest rate risk and foreign currency exchange risk in the normal course of pursuing its

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

investment objectives. If the Fund buys an option, it buys a legal contract giving it the right to buy or sell a specific amount of the underlying instrument or foreign currency, or futures contract on the underlying instrument or foreign currency, at an agreed-upon price during a period of time or on a specified date typically in exchange for a premium paid by the Fund. The Fund may purchase and/or sell put and call options. Purchasing call options tends to increase the Fund's exposure to the underlying (or similar) instrument. Purchasing put options tends to decrease the Fund's exposure to the underlying (or similar) instrument. When entering into purchased option contracts, the Fund bears the risk of interest or exchange rates or securities prices moving unexpectedly, in which case, the Fund may not achieve the anticipated benefits of the purchased option contracts; however the risk of loss is limited to the premium paid. Purchased options are reported as part of "Total Investments in Securities" in the Consolidated Statement of Assets and Liabilities. Premiums paid for purchasing options which expired are treated as realized losses. If the Fund sells an option, it sells to another party the right to buy from or sell to the Fund a specific amount of the underlying instrument or foreign currency, or futures contract on the underlying instrument or foreign currency, at an agreed-upon price during a period of time or on a specified date typically in exchange for a premium received by the Fund. When options are purchased OTC, the Fund bears the risk that the counterparty that wrote the option will be unable or unwilling to perform its obligations under the option contract. Options may also be illiquid and the Fund may have difficulty closing out its position. A decision as to whether, when and how to use options involves the exercise of skill and judgment and even a well-conceived option transaction may be unsuccessful because of market behavior or unexpected events. The prices of options can be highly volatile and the use of options can lower total returns.

The following table sets forth the fair value of the Fund's derivative contracts by primary risk exposure as of December 31, 2021:

Asset Derivatives
Consolidated
Statement of Assets and
Liabilities Location

Primary Risk
Exposure

Value
(000)

Purchased Options

Investments, at Value
(Purchased Options)

Currency Risk

(a)

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

Realized Gain (Loss)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(14	)(b)

(b) Amounts are included in Realized Gain (Loss) on Investments Sold in the Consolidated Statement of Operations.

Change in Unrealized Appreciation (Depreciation)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(3	)(c)

(c) Amounts are included in Change in Unrealized Appreciation (Depreciation) on Investments in the Consolidated Statement of Operations.

At December 31, 2021, the Fund's derivative assets and liabilities are as follows:

Gross Amounts of Assets and Liabilities Presented in the Consolidated Statement of Assets and Liabilities
Derivatives	Assets(d) (000)			Liabilities(d) (000)
Purchased Options	$	4	(a)	$	—

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(d) Absent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Consolidated Statement of Assets and Liabilities.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Agreement, the Fund typically may offset with the counterparty certain OTC derivative financial instruments' payables and/or receivables with collateral held and/or posted and create one single net payment (close-out netting) in the event of default, termination and/or potential deterioration in the credit quality of the counterparty. Various Master Agreements govern the terms of certain transactions with counterparties, including transactions such as swap, forward, repurchase and reverse repurchase agreements. These Master Agreements typically attempt to reduce the counterparty risk associated with such transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Cross-termination provisions under Master Agreements typically provide that a default in connection with one transaction between the Fund and a counterparty gives the non-defaulting party the right to terminate any other transactions in place with the defaulting party to create one single net payment due to/due from the defaulting party and may be a feature in certain Master Agreements. In the event the Fund exercises its right to terminate a Master Agreement after a counterparty experiences a termination event as defined in the Master Agreement, the return of collateral with market value in excess of the Fund's net liability may be delayed or denied.

The following table presents derivative financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Counterparty	Gross Asset Derivatives Presented in the Consolidated Statement of Assets and Liabilities(a) (000)			Financial Instrument (000)		Collateral Received (000)		Net Amount (not less than $0) (000)
BNP Paribas	$	—	@	$	—	$	—	$	—	@
Goldman Sachs International		2			—		—		2
JP Morgan Chase Bank NA		2			—		—		2
Total	$	4		$	—	$	—	$	4

@ Value is less than $500.

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

For the year ended December 31, 2021, the approximate average monthly amount outstanding for each derivative type is as follows:

Purchased Options:
Average monthly notional amount					3,133,000

First $1 billion				Over $1 billion
	0.80	%			0.75	%

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.00% of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses, excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 1.00% for Class I shares, 1.35% for Class A shares, 2.10% for Class C shares and 0.95% for Class IS shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $29,000 of advisory fees were waived and approximately $224,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

The Adviser has agreed to waive its advisory fees by the amount of advisory fees it receives from the Subsidiary.

monthly, at an annual rate of 0.25% of the Fund's average daily net assets attributable to Class A shares.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $2,176,000 and $1,995,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

reduced by less than $500 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	62			$	1,169			$	1,179			$	—	@

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	52

@ Amount is less than $500.

FASB ASC 740-10, "Income Taxes — Overall", sets forth a minimum threshold for consolidated financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Management has concluded there are no significant uncertain tax positions that would require recognition in the consolidated financial statements. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in "Interest Expense" and penalties in "Other Expenses" in the Consolidated Statement of Operations. The Fund files tax returns with the U.S. Internal Revenue Service, New York and various states. Each of the tax years in the three-year period ended December 31, 2021 remains subject to examination by taxing authorities.

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	63	$	496	$	22	$	—

Permanent differences, due to a net operating loss, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Distributable Earnings (000)				Paid-in- Capital (000)
$	3			$	(3	)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	—			$	80

Qualified Late Year Ordinary Losses (000)				Post-October Capital Losses (000)
$	1			$	1

K. Market Risk and Risks Relating to Certain Financial Instruments:

the oversight of a central authority or banks. The value of cryptocurrency is not backed by any government, corporation, or other identified body. Similar to fiat currencies (i.e., a currency that is backed by a central bank or a national, supra-national or quasi-national organization), cryptocurrencies are susceptible to theft, loss and destruction. For example, the bitcoin held by GBTC (and the Fund's indirect exposure to such bitcoin) is also susceptible to these risks. The value of the GBTC investments in cryptocurrency is subject to fluctuations in the value of the cryptocurrency, which have been and may in the future be highly volatile. The value of cryptocurrencies is determined by the supply and demand for cryptocurrency in the global market for the trading of cryptocurrency, which consists primarily of transactions on electronic exchanges. The price of bitcoin could drop precipitously (including to zero) for a variety of reasons, including, but not limited to, regulatory changes, a crisis of confidence, flaw or operational issue in the bitcoin network or a change in user preference to competing cryptocurrencies. The GBTC exposure to cryptocurrency could result in substantial losses to the Fund.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Global Permanence Portfolio

Opinion on the Financial Statements

We have audited the accompanying consolidated statement of assets and liabilities of Global Permanence Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the consolidated portfolio of investments, as of December 31, 2021, and the related consolidated statements of operations and changes in net assets for the year then ended and the statement of changes in net assets for the year ended December 31, 2020, the consolidated financial highlights for the year ended December 31, 2021 and the financial highlights for the year ended December 31, 2020 and the period from April 30, 2019 (commencement of operations) through December 31, 2019 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the consolidated financial position of Global Permanence Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the consolidated results of its operations for the and the consolidated changes in its net assets for the year ended then ended and the changes in net assets for the year ended December 31, 2020 and its consolidated financial highlights for the year ended December 31, 2021 and its financial highlights for the year ended December 31, 2020 and the period from April 30, 2019 (commencement of operations) through December 31, 2019, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021. For corporate shareholders 16.63% of the dividends qualified for the dividends received deduction.

The Fund designated and paid approximately $496,000 as a long-term capital gain distribution.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIGPERMANN
3997450 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Global Real Estate Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					8
Statement of Assets and Liabilities					11
Statement of Operations					13
Statements of Changes in Net Assets					14
Financial Highlights					16
Notes to Financial Statements					22
Report of Independent Registered Public Accounting Firm					31
Liquidity Risk Management Program					32
Federal Tax Notice					33
U.S. Customer Privacy Notice					34
Director and Officer Information					37

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Global Real Estate Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

Global Real Estate Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Global Real Estate Portfolio Class I	$	1,000.00	$	1,070.20	$	1,020.62	$	4.75	$	4.63		0.91	%
Global Real Estate Portfolio Class A		1,000.00		1,067.80		1,018.40		7.04		6.87		1.35
Global Real Estate Portfolio Class L		1,000.00		1,065.30		1,015.88		9.63		9.40		1.85
Global Real Estate Portfolio Class C		1,000.00		1,064.60		1,014.62		10.93		10.66		2.10
Global Real Estate Portfolio Class IS		1,000.00		1,070.30		1,020.47		4.91		4.79		0.94
Global Real Estate Portfolio Class IR		1,000.00		1,070.70		1,020.47		4.91		4.79		0.94

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Global Real Estate Portfolio

The Fund seeks to provide current income and capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 23.99%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the FTSE EPRA Nareit Developed Real Estate Index — Net Total Return to U.S. Investors (the "Index"), which returned 26.90%, and outperformed the MSCI World Net Index, which returned 21.82%.

Factors Affecting Performance

• Global real estate securities gained 26.9% during the 12-month period ending December 31, 2021, as measured by the Index. This growth was supported by several macro and fundamental factors, including monetary and fiscal stimulus, continued vaccine distribution, and the lifting of restrictions in certain countries around the world. The real estate sector posted gains every quarter in 2021, except the third quarter when there were modest declines primarily due to the spread and impact of the Delta variant and potential contagion concerns from the Evergrande⁽ⁱ⁾ situation in China.

• North American property stocks gained 42.6% for the year as measured by the FTSE EPRA Nareit North America Index.⁽ⁱⁱ⁾

o The U.S. market outperformed the broader real estate universe. After a strong start to the year in more economically sensitive sectors such as office, lodging and retail, rising concerns of COVID-19 and the Delta and Omicron variants led investors to question the sustainability of economic growth and resulted in sector leadership rotation. Ultimately the more defensive and secularly favored sectors, such as storage, apartments, and industrial, outperformed and posted strong returns for the year. An exception to this sector leadership rotation was within retail, where regional malls posted the best returns for the year on continued strength in retail sales and robust discretionary spending. In contrast, health care and office companies underperformed.

o The Fund's overweights to storage and shopping centers, underweight to skilled nursing health care, and security selection in industrial and data centers were top relative contributors for the year. Key detractors included the underweights to industrial, regional malls and data centers, security selection within and the underweight to apartments, and security selection in NYC offices and shopping centers.

• Within Asia, property stocks returned 4.3% for the year, as measured by the FTSE EPRA Nareit Developed Asia Index.⁽ⁱⁱ⁾

o Asian real estate securities underperformed the broader real estate market amid a lagging vaccination rollout, lockdowns in certain countries in the region from zero-COVID-19 policies and the surge in COVID-19 cases due to the Delta and Omicron variants. Monetary policy tightening, a slowdown in Chinese economic data and continued worries about credit availability to Chinese property developers alongside the Evergrandeⁱ debt crisis also weighed on investor sentiment. Within the Index, Australia storage, Singapore health care and Japan real estate investment trust industrial were top performers due to their defensive characteristics and stronger secular growth prospects, while retail and hotel companies across most markets underperformed due to COVID-19 concerns.

⁽ⁱ⁾ Not held in the portfolio as of December 31, 2021.

⁽ⁱⁱ⁾ The FTSE EPRA Nareit North America Index is a subset of the FTSE EPRA Nareit Developed Index and is a free float-adjusted market capitalization weighted index composed of listed real estate securities in the North American (U.S. and Canada) real estate market. The FTSE EPRA Nareit Developed Asia Index is a subset of the FTSE EPRA Nareit Developed Index and is a free float-adjusted market capitalization weighted index composed of listed real estate securities in the Asian real estate markets. The FTSE EPRA Nareit Developed Europe Index is a subset of the FTSE EPRA Nareit Developed Index and is a free float-adjusted market capitalization weighted index composed of listed real estate securities in the European real estate markets. The performance of the indexes are listed in U.S. dollars and assume reinvestment of dividends. The 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. Data as of December 31, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Real Estate Portfolio

o The Fund's underweights to Hong Kong residential and Australia and Singapore retail, and the out-of-Index position to Australia real estate services were relative contributors to the Fund's performance. This was offset by the out-of-Index positions in China and Hong Kong real estate services, and the overweight to Singapore data centers.

• European property stocks returned 10.0% for the year, as measured by the FTSE EPRA Nareit Developed Europe Index.⁽ⁱⁱ⁾

o The European market underperformed the broader real estate universe. Similar to the U.S market, after initial outperformance in more economically cyclical sectors and countries, the rising COVID-19 cases stemming from the delta and omicron variants led investors to question the sustainability of macroeconomic growth. As a result, those sectors with more defensive and secularly favored demand that generated higher cash flow growth ultimately outperformed. Companies within the storage and industrial sectors throughout Europe as well as companies within Sweden outperformed. The most notable underperformance was concentrated in German residential due to merger and acquisition (M&A) activity and regulatory concerns.

o An out-of-Index position in a U.K. homebuilder, the underweights to German residential and Switzerland, and security selection within Netherlands retail were top relative contributors to the Fund. This was offset by the underweight to and security selection within Sweden and the overweights to both U.K. and Continental office companies.

Management Strategies

• The team uses internal proprietary research to invest in public real estate companies that we believe offer the best value relative to their underlying assets and growth prospects. The team combines a bottom-up approach, assessing the intrinsic value, equity multiples and growth prospects of each security, with a top-down view that incorporates fundamental inflection points, macroeconomic considerations, and geopolitical and country risk. By incorporating both an equity

market valuation and a more traditional real estate valuation with a top-down overlay, we believe the Fund will be better prepared to identify securities with the best expected total returns.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Real Estate Portfolio

* Minimum Investment for Class I shares

Performance Compared to the FTSE EPRA Nareit Developed Real Estate Index — Net Total Return to U.S. Investors⁽¹⁾, the MSCI World Net Index⁽²⁾ and the Lipper Global Real Estate Funds Index⁽³⁾

	Period Ended December 31, 2021 Total Returns⁽⁴⁾
				Average Annual
	One Year			Five Years			Ten Years			Since Inception⁽¹⁰⁾
Fund — Class I Shares w/o sales charges⁽⁵⁾		23.99	%		4.90	%		7.19	%		3.98	%
Fund — Class A Shares w/o sales charges⁽⁵⁾		23.47			4.54			6.86			3.68
Fund — Class A Shares with maximum 5.25% sales charges⁽⁵⁾		16.95			3.42			6.28			3.31
Fund — Class L Shares w/o sales charges⁽⁶⁾		22.94			4.00			6.33			3.49
Fund — Class C Shares w/o sales charges⁽⁸⁾		22.54			3.73			—			2.39
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁸⁾		21.68			3.73			—			2.39
Fund — Class IS Shares w/o sales charges⁽⁷⁾		24.02			4.95			—			5.08
Fund — Class IR Shares w/o sales charges⁽⁹⁾		24.08			—			—			4.38
FTSE EPRA Nareit Developed Real Estate Index — Net Total Return to U.S. Investors		26.90			8.50			9.30			5.06
MSCI World Net Index		21.82			15.03			12.70			7.91
Lipper Global Real Estate Funds Index		27.11			9.52			9.58			N/A

⁽¹⁾ The FTSE EPRA Nareit Developed Real Estate Index — Net Total Return to U.S. Investors is a market capitalization weighted index designed to reflect the stock performance of companies engaged in the North American, European and Asian real estate markets. The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. "Net Total Return to U.S. investors" reflects a reduction in total returns after taking into account the withholding tax on dividends by certain foreign countries represented in the Index for periods after 1/31/05 (gross returns used prior to 1/31/05). The Index is unmanaged and its returns do not include any sales charges or fees. Such costs would lower performance. It is not possible to invest directly in an index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Real Estate Portfolio

⁽²⁾ The MSCI World Net Index is a free float-adjusted market capitalization weighted index that is designed to measure the global equity market performance of developed markets. The term "free float" represents the portion of shares outstanding that are deemed to be available for purchase in the public equity markets by investors. The MSCI World Net Index currently consists of 23 developed market country indices. The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. The Index is unmanaged and its 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 Global Real Estate Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Global Real Estate 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. As of the date of this report, the Fund was in the Lipper Global Real Estate Funds classification.

⁽⁵⁾ Commenced operations on August 30, 2006.

⁽⁶⁾ Commenced offering on June 16, 2008.

⁽⁷⁾ Commenced offering September 13, 2013.

⁽⁸⁾ Commenced offering on April 30, 2015.

⁽⁹⁾ Commenced offering on June 15, 2018

⁽¹⁰⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

Global Real Estate Portfolio

	Shares		Value (000)
Common Stocks (100.4%)
Australia (4.0%)
Charter Hall Group REIT		70,160	$	1,050
Goodman Group REIT		15,446		298
GPT Group (The) REIT		160,272		632
Mirvac Group REIT		88,564		188
National Storage REIT		291,663		564
Stockland REIT		223,558		690
				3,422
Austria (0.4%)
CA Immobilien Anlagen AG		8,354		312
Canada (2.2%)
Dream Industrial REIT		78,452		1,068
Tricon Residential, Inc.		55,764		853
				1,921
China (1.0%)
China Resources Mixc Lifestyle Services Ltd. (a)		68,600		320
GDS Holdings Ltd. ADR (b)		4,817		227
Longfor Group Holdings Ltd. (a)		75,500		355
				902
Finland (0.3%)
Kojamo Oyj		10,844		262
France (2.4%)
Gecina SA REIT		6,023		843
ICADE REIT		6,249		449
Klepierre SA REIT (b)		4,901		116
Mercialys SA REIT		64,237		627
				2,035
Germany (2.7%)
Deutsche EuroShop AG		15,801		263
Deutsche Wohnen SE		3,266		137
LEG Immobilien SE		2,539		354
Vonovia SE		28,911		1,593
				2,347
Hong Kong (4.9%)
ESR Cayman Ltd. (b)		316,800		1,070
Hongkong Land Holdings Ltd.		119,900		623
Link REIT		101,974		898
Sun Hung Kai Properties Ltd.		78,367		951
Wharf Real Estate Investment Co., Ltd.		144,075		732
				4,274
Ireland (0.6%)
Hibernia REIT PLC		359,077		532
Japan (8.2%)
Activia Properties, Inc. REIT		67		242
Daiwa Office Investment Corp. REIT		44		268
Daiwa Securities Living Investments Corp. REIT		248		255
GLP J-REIT		342		591
Hoshino Resorts, Inc. REIT		59		335
Hulic Co., Ltd.		16,600		158
Japan Metropolitan Fund Investment Corp. REIT		440		379

	Shares		Value (000)
Japan Real Estate Investment Corp. REIT		132	$	749
Mitsubishi Estate Co., Ltd.		34,400		477
Mitsui Fudosan Co., Ltd.		66,400		1,316
Nippon Building Fund, Inc. REIT		142		827
Nippon Prologis Inc. REIT		212		750
Orix, Inc. J-REIT		233		364
Sumitomo Realty & Development Co., Ltd.		14,500		428
				7,139
Malta (0.1%)
BGP Holdings PLC (c)		12,867,024		44
Netherlands (1.2%)
Eurocommercial Properties N,V. REIT		27,313		593
NSI N.V. REIT		11,510		459
				1,052
Norway (0.1%)
Entra ASA		2,972		67
Singapore (2.1%)
Digital Core REIT		287,300		333
Digital Core Management Pte Ltd. REIT (b)(d)		159,800		186
Frasers Logistics & Commercial Trust REIT		379,400		428
Keppel DC REIT		357,500		655
Mapletree Industrial Trust REIT		118,912		239
				1,841
Spain (1.3%)
Inmobiliaria Colonial Socimi SA REIT		32,852		308
Merlin Properties Socimi SA REIT		77,174		836
				1,144
Sweden (1.0%)
Castellum AB		1,277		35
Fabege AB		27,083		453
Hufvudstaden AB, Class A		27,767		415
				903
Switzerland (0.5%)
PSP Swiss Property AG (Registered)		3,128		390
United Kingdom (4.8%)
British Land Co., PLC (The) REIT		114,355		822
Derwent London PLC REIT		7,656		354
Empiric Student Property PLC REIT		245,272		286
Grainger PLC		32,192		137
Great Portland Estates PLC REIT		30,486		300
Hammerson PLC REIT (d)		674,457		299
Helical PLC		38,589		237
Land Securities Group PLC REIT		81,129		853
Segro PLC REIT		28,859		561
Workspace Group PLC REIT		25,327		277
				4,126
United States (62.6%)
Agree Realty Corp. REIT		21,621		1,543
Alexandria Real Estate Equities, Inc. REIT		8,214		1,831
Boyd Gaming Corp. (b)		14,228		933
Brixmor Property Group, Inc. REIT		64,473		1,638

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments (cont'd)

Global Real Estate Portfolio

	Shares		Value (000)
United States (cont'd)
Caesars Entertainment, Inc. (b)		4,534	$	424
Digital Realty Trust, Inc. REIT		18,319		3,240
Equity Residential REIT		30,838		2,791
Exeter Industrial Value Fund, LP (b)(c)(e)		1,860,000		123
Extra Space Storage, Inc. REIT		9,059		2,054
Healthcare Trust of America, Inc., Class A REIT		20,141		672
Healthpeak Properties, Inc. REIT		46,955		1,695
Invitation Homes, Inc. REIT		31,648		1,435
Kilroy Realty Corp. REIT		15,672		1,042
Kite Realty Group Trust REIT		59,251		1,290
Life Storage, Inc. REIT		9,399		1,440
Medical Properties Trust, Inc. REIT		42,875		1,013
Mid-America Apartment Communities, Inc. REIT		11,087		2,544
NETSTREIT Corp. REIT		51,395		1,177
Outfront Media, Inc. REIT		35,882		962
ProLogis, Inc. REIT		41,994		7,070
Public Storage REIT		11,019		4,127
Rexford Industrial Realty, Inc. REIT		17,826		1,446
RPT Realty REIT		59,932		802
SBA Communications Corp. REIT		1,470		572
Simon Property Group, Inc. REIT		8,631		1,379
SITE Centers Corp. REIT		91,011		1,441
Sun Communities, Inc. REIT		13,081		2,747
UDR, Inc. REIT		34,647		2,078
VICI Properties, Inc. REIT		33,632		1,013
Welltower, Inc. REIT		42,956		3,684
				54,206
Total Common Stocks (Cost $60,569)				86,919
Short-Term Investments (0.3%)
Securities held as Collateral on Loaned Securities (0.1%)
Investment Company (0.1%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G)		120,411		120
	Face Amount (000)
Repurchase Agreements (0.0%) (f)
HSBC Securities USA, Inc. (0.05%, dated 12/31/21, due 1/3/22; proceeds $1; fully collateralized by U.S. Government obligations; 0.00% due 5/15/25 - 11/15/28; valued at $1)	$	1		1
Merrill Lynch & Co., Inc. (0.05%, dated 12/31/21, due 1/3/22; proceeds $22; fully collateralized by U.S. Government obligations; 0.13% - 2.88% due 7/31/23 - 7/31/25; valued at $22)		22		22
				23
Total Securities held as Collateral on Loaned Securities (Cost $143)				143

	Shares		Value (000)
Investment Company (0.2%)
Morgan Stanley Institutional Liquidity Funds — Treasury Portfolio — Institutional Class (See Note G) (Cost $139)		138,788	$	139
Total Short-Term Investments (Cost $282)				282
Total Investments (100.7%) (Cost $60,851) Including $273 of Securities Loaned (g)(h)				87,201
Liabilities in Excess of Other Assets (–0.7%)				(640	)
Net Assets (100.0%)			$	86,561

(a) Security trades on the Hong Kong exchange.

(b) Non-income producing security.

(c) At December 31, 2021, the Fund held fair valued securities at approximately $167,000, representing 0.2% of net assets. These securities have been fair valued as determined in good faith under procedures established by and under the general supervision of the Company's (as defined herein) Directors.

(d) All or a portion of this security was on loan at December 31, 2021.

(e) Restricted security valued at fair value and not registered under the Securities Act of 1933. Exeter Industrial Value Fund, LP was acquired between 11/07 - 4/11 and has a current cost basis of $0. At December 31, 2021, this security had an aggregate market value of approximately $123,000, representing 0.1% of net assets.

(f) Amount is less than 0.05%.

(g) The approximate fair value and percentage of net assets, $12,564,000 and 14.5%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Financial Statements.

(h) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $65,481,000. The aggregate gross unrealized appreciation is approximately $27,054,000 and the aggregate gross unrealized depreciation is approximately $5,373,000, resulting in net unrealized appreciation of approximately $21,681,000.

ADR American Depositary Receipt.

REIT Real Estate Investment Trust.

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments (cont'd)

Global Real Estate Portfolio

Portfolio Composition*

Classification	Percentage of Total Investments
Diversified		20.8	%
Residential		17.5
Industrial		14.9
Retail		12.8
Office		10.9
Self Storage		9.4
Health Care		8.1
Other**		5.6
Total Investments		100.0	%

* Percentages indicated are based upon total investments (excluding Securities held as Collateral on Loaned Securities) as of December 31, 2021.

** Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Real Estate Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value⁽¹⁾ (Cost $60,592)	$	86,942
Investment in Security of Affiliated Issuer, at Value (Cost $259)		259
Total Investments in Securities, at Value (Cost $60,851)		87,201
Foreign Currency, at Value (Cost $347)		349
Cash from Securities Lending		—	@
Dividends Receivable		245
Tax Reclaim Receivable		100
Receivable for Fund Shares Sold		82
Receivable for Investments Sold		76
Receivable from Affiliate		—	@
Receivable from Securities Lending Income		—	@
Other Assets		119
Total Assets		88,172
Liabilities:
Payable for Fund Shares Redeemed		851
Deferred Capital Gain Country Tax		252
Collateral on Securities Loaned, at Value		143
Payable for Advisory Fees		92
Payable for Custodian Fees		81
Payable for Professional Fees		45
Payable for Transfer Agency Fees — Class I		2
Payable for Transfer Agency Fees — Class A		9
Payable for Transfer Agency Fees — Class L		—	@
Payable for Transfer Agency Fees — Class C		1
Payable for Transfer Agency Fees — Class IS		1
Payable for Transfer Agency Fees — Class IR		—	@
Payable for Sub Transfer Agency Fees — Class I		10
Payable for Sub Transfer Agency Fees — Class A		1
Payable for Sub Transfer Agency Fees — Class L		—	@
Payable for Sub Transfer Agency Fees — Class C		—	@
Payable for Investments Purchased		9
Payable for Administration Fees		6
Payable for Shareholder Services Fees — Class A		1
Payable for Distribution and Shareholder Services Fees — Class L		—	@
Payable for Distribution and Shareholder Services Fees — Class C		—	@
Other Liabilities		107
Total Liabilities		1,611
Net Assets	$	86,561
Net Assets Consist of:
Paid-in-Capital	$	54,235
Total Distributable Earnings		32,326
Net Assets	$	86,561

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Real Estate Portfolio

Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	59,614
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		8,231,983
Net Asset Value, Offering and Redemption Price Per Share	$	7.24
CLASS A:
Net Assets	$	3,368
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		466,389
Net Asset Value, Redemption Price Per Share	$	7.22
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	0.40
Maximum Offering Price Per Share	$	7.62
CLASS L:
Net Assets	$	521
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		73,012
Net Asset Value, Offering and Redemption Price Per Share	$	7.14
CLASS C:
Net Assets	$	569
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		82,445
Net Asset Value, Offering and Redemption Price Per Share	$	6.90
CLASS IS:
Net Assets	$	22,479
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		3,108,258
Net Asset Value, Offering and Redemption Price Per Share	$	7.23
CLASS IR:
Net Assets	$	10
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,443
Net Asset Value, Offering and Redemption Price Per Share	$	7.23
⁽¹⁾ Including: Securities on Loan, at Value:	$	273

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Real Estate Portfolio

Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $142 of Foreign Taxes Withheld)	$	2,430
Non-Cash Dividends from Securities of Unaffiliated Issuers		523
Income from Securities Loaned — Net		9
Dividends from Security of Affiliated Issuer (Note G)		—	@
Total Investment Income		2,962
Expenses:
Advisory Fees (Note B)		1,226
Administration Fees (Note C)		123
Professional Fees		120
Custodian Fees (Note F)		112
Registration Fees		89
Transfer Agency Fees — Class I (Note E)		8
Transfer Agency Fees — Class A (Note E)		24
Transfer Agency Fees — Class L (Note E)		2
Transfer Agency Fees — Class C (Note E)		4
Transfer Agency Fees — Class IS (Note E)		3
Transfer Agency Fees — Class IR (Note E)		2
Shareholder Reporting Fees		19
Shareholder Services Fees — Class A (Note D)		10
Distribution and Shareholder Services Fees — Class L (Note D)		4
Distribution and Shareholder Services Fees — Class C (Note D)		5
Pricing Fees		8
Directors' Fees and Expenses		7
Sub Transfer Agency Fees — Class A		2
Sub Transfer Agency Fees — Class L		—	@
Sub Transfer Agency Fees — Class C		—	@
Interest Expenses		13
Other Expenses		3
Total Expenses		1,784
Waiver of Advisory Fees (Note B)		(280	)
Reimbursement of Class Specific Expenses — Class A (Note B)		(20	)
Reimbursement of Class Specific Expenses — Class L (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class C (Note B)		(3	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(3	)
Reimbursement of Class Specific Expenses — Class IR (Note B)		(2	)
Rebate from Morgan Stanley Affiliate (Note G)		(1	)
Net Expenses		1,473
Net Investment Income		1,489
Realized Gain (Loss):
Investments Sold (Net of $62 of Capital Gain Country Tax)		86,332
Foreign Currency Translation		(54	)
Net Realized Gain		86,278
Change in Unrealized Appreciation (Depreciation):
Investments (Net of Decrease in Deferred Capital Gain Country Tax of $43)		(50,856	)
Foreign Currency Translation		(10	)
Net Change in Unrealized Appreciation (Depreciation)		(50,866	)
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		35,412
Net Increase in Net Assets Resulting from Operations	$	36,901

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Real Estate Portfolio

Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Income	$	1,489		$	7,773
Net Realized Gain (Loss)		86,278			(9,935	)
Net Change in Unrealized Appreciation (Depreciation)		(50,866	)		(97,678	)
Net Increase (Decrease) in Net Assets Resulting from Operations		36,901			(99,840	)
Dividends and Distributions to Shareholders:
Class I		(17,738	)		(2,017	)
Class A		(1,311	)		(84	)
Class L		(180	)		(7	)
Class C		(178	)		(2	)
Class IS		(6,402	)		(5,319	)
Class IR		(3	)		(—	@)
Total Dividends and Distributions to Shareholders		(25,812	)		(7,429	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		3,078			32,011
Distributions Reinvested		16,727			1,893
Redeemed		(44,152	)		(227,702	)
Class A:
Subscribed		2,216			340
Distributions Reinvested		1,311			84
Redeemed		(3,945	)		(4,343	)
Class L:
Exchanged		—			101
Distributions Reinvested		179			7
Redeemed		(118	)		(723	)
Class C:
Subscribed		505			—
Distributions Reinvested		178			2
Redeemed		(259	)		(99	)
Class IS:
Subscribed		3,687			44,467
Distributions Reinvested		6,360			5,311
Redeemed		(218,343	)		(122,338	)
Class IR:
Distributions Reinvested		3			—	@
Net Decrease in Net Assets Resulting from Capital Share Transactions		(232,573	)		(270,989	)
Total Decrease in Net Assets		(221,484	)		(378,258	)
Net Assets:
Beginning of Period		308,045			686,303
End of Period	$	86,561		$	308,045

The accompanying notes are an integral part of the financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Real Estate Portfolio

Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		346			4,347
Shares Issued on Distributions Reinvested		2,393			229
Shares Redeemed		(4,786	)		(27,050	)
Net Decrease in Class I Shares Outstanding		(2,047	)		(22,474	)
Class A:
Shares Subscribed		258			43
Shares Issued on Distributions Reinvested		188			10
Shares Redeemed		(503	)		(619	)
Net Decrease in Class A Shares Outstanding		(57	)		(566	)
Class L:
Shares Exchanged		—			15
Shares Issued on Distributions Reinvested		26			1
Shares Redeemed		(17	)		(98	)
Net Increase (Decrease) in Class L Shares Outstanding		9			(82	)
Class C:
Shares Subscribed		57			—
Shares Issued on Distributions Reinvested		27			—	@@
Shares Redeemed		(30	)		(13	)
Net Increase (Decrease) in Class C Shares Outstanding		54			(13	)
Class IS:
Shares Subscribed		425			6,252
Shares Issued on Distributions Reinvested		911			643
Shares Redeemed		(24,663	)		(15,958	)
Net Decrease in Class IS Shares Outstanding		(23,327	)		(9,063	)
Class IR:
Shares Issued on Distributions Reinvested		—	@@		—	@@

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Real Estate Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	8.26		$	9.87		$	9.19		$	11.13		$	10.76
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.09			0.15			0.24			0.27			0.25
Net Realized and Unrealized Gain (Loss)		1.79			(1.57	)		1.43			(1.11	)		0.80
Total from Investment Operations		1.88			(1.42	)		1.67			(0.84	)		1.05
Distributions from and/or in Excess of:
Net Investment Income		(1.57	)		(0.11	)		(0.54	)		(0.51	)		(0.15	)
Net Realized Gain		(1.33	)		(0.08	)		(0.45	)		(0.59	)		(0.53	)
Total Distributions		(2.90	)		(0.19	)		(0.99	)		(1.10	)		(0.68	)
Net Asset Value, End of Period	$	7.24		$	8.26		$	9.87		$	9.19		$	11.13
Total Return⁽²⁾		23.99	%		(14.33	)%		18.35	%		(7.92	)%		9.73	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	59,614		$	84,874		$	323,386		$	361,680		$	553,319
Ratio of Expenses Before Expense Limitation		1.12	%		1.20	%		1.05	%		1.10	%		1.07	%
Ratio of Expenses After Expense Limitation		0.94	%⁽³⁾⁽⁵⁾		1.01	%⁽³⁾⁽⁵⁾		1.00	%⁽³⁾		1.03	%⁽³⁾⁽⁴⁾		1.05	%⁽³⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		0.93	%⁽³⁾		1.00	%⁽³⁾		1.00	%⁽³⁾		1.03	%⁽³⁾		1.05	%⁽³⁾
Ratio of Net Investment Income		1.03	%⁽³⁾		1.86	%⁽³⁾		2.36	%⁽³⁾		2.54	%⁽³⁾		2.20	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾
Portfolio Turnover Rate		135	%		51	%		24	%		38	%		39	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value as of the last business day of the period.

(4) Effective July 1, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 1.00% for Class I shares. Prior to July 1,2018, the maximum ratio was 1.05% for Class I shares.

(5) Ratio is above the expense limitation due to interest expenses, which are not included in the determination of the expense limitation. Refer to Footnote B in the Notes to the Financial Statements.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Real Estate Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	8.25		$	9.85		$	9.17		$	11.10		$	10.71
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.05			0.13			0.21			0.23			0.17
Net Realized and Unrealized Gain (Loss)		1.79			(1.58	)		1.41			(1.10	)		0.84
Total from Investment Operations		1.84			(1.45	)		1.62			(0.87	)		1.01
Distributions from and/or in Excess of:
Net Investment Income		(1.54	)		(0.07	)		(0.49	)		(0.47	)		(0.09	)
Net Realized Gain		(1.33	)		(0.08	)		(0.45	)		(0.59	)		(0.53	)
Total Distributions		(2.87	)		(0.15	)		(0.94	)		(1.06	)		(0.62	)
Net Asset Value, End of Period	$	7.22		$	8.25		$	9.85		$	9.17		$	11.10
Total Return⁽²⁾		23.47	%		(14.65	)%		17.90	%		(8.19	)%		9.44	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	3,368		$	4,316		$	10,728		$	12,775		$	17,701
Ratio of Expenses Before Expense Limitation		2.05	%		1.90	%		1.37	%		1.39	%		N/A
Ratio of Expenses After Expense Limitation		1.36	%⁽³⁾⁽⁵⁾		1.36	%⁽³⁾⁽⁵⁾		1.35	%⁽³⁾		1.38	%⁽³⁾⁽⁴⁾		1.35	%⁽³⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.35	%⁽³⁾		1.35	%⁽³⁾		1.35	%⁽³⁾		1.38	%⁽³⁾		1.35	%⁽³⁾
Ratio of Net Investment Income		0.57	%⁽³⁾		1.63	%⁽³⁾		2.00	%⁽³⁾		2.18	%⁽³⁾		1.55	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾
Portfolio Turnover Rate		135	%		51	%		24	%		38	%		39	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(4) Effective July 1, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 1.35% for Class A shares. Prior to July 1,2018, the maximum ratio was 1.40% for Class A shares.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Real Estate Portfolio

	Class L
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	8.18		$	9.75		$	9.09		$	11.01		$	10.64
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.01			0.08			0.16			0.17			0.14
Net Realized and Unrealized Gain (Loss)		1.77			(1.56	)		1.40			(1.09	)		0.81
Total from Investment Operations		1.78			(1.48	)		1.56			(0.92	)		0.95
Distributions from and/or in Excess of:
Net Investment Income		(1.49	)		(0.01	)		(0.45	)		(0.41	)		(0.05	)
Net Realized Gain		(1.33	)		(0.08	)		(0.45	)		(0.59	)		(0.53	)
Total Distributions		(2.82	)		(0.09	)		(0.90	)		(1.00	)		(0.58	)
Net Asset Value, End of Period	$	7.14		$	8.18		$	9.75		$	9.09		$	11.01
Total Return⁽²⁾		22.94	%		(15.17	)%		17.37	%		(8.74	)%		8.89	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	521		$	522		$	1,419		$	1,220		$	1,344
Ratio of Expenses Before Expense Limitation		2.30	%		2.08	%		1.91	%		2.02	%		1.93	%
Ratio of Expenses After Expense Limitation		1.86	%⁽³⁾⁽⁵⁾		1.86	%⁽³⁾⁽⁵⁾		1.85	%⁽³⁾		1.88	%⁽³⁾⁽⁴⁾		1.90	%⁽³⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.85	%⁽³⁾		1.85	%⁽³⁾		1.85	%⁽³⁾		1.88	%⁽³⁾		1.90	%⁽³⁾
Ratio of Net Investment Income		0.12	%⁽³⁾		1.07	%⁽³⁾		1.54	%⁽³⁾		1.64	%⁽³⁾		1.32	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾
Portfolio Turnover Rate		135	%		51	%		24	%		38	%		39	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value as of the last business day of the period.

(4) Effective July 1, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 1.85% for Class L shares. Prior to July 1,2018, the maximum ratio was 1.90% for Class L shares.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
18

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Real Estate Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	8.01		$	9.56		$	8.92		$	10.83		$	10.49
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.00	)⁽²⁾		0.08			0.13			0.16			0.12
Net Realized and Unrealized Gain (Loss)		1.71			(1.54	)		1.37			(1.09	)		0.78
Total from Investment Operations		1.71			(1.46	)		1.50			(0.93	)		0.90
Distributions from and/or in Excess of:
Net Investment Income		(1.49	)		(0.01	)		(0.41	)		(0.39	)		(0.03	)
Net Realized Gain		(1.33	)		(0.08	)		(0.45	)		(0.59	)		(0.53	)
Total Distributions		(2.82	)		(0.09	)		(0.86	)		(0.98	)		(0.56	)
Net Asset Value, End of Period	$	6.90		$	8.01		$	9.56		$	8.92		$	10.83
Total Return⁽³⁾		22.54	%		(15.26	)%		16.98	%		(8.93	)%		8.54	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	569		$	225		$	397		$	428		$	327
Ratio of Expenses Before Expense Limitation		2.94	%		2.96	%		2.51	%		2.47	%		2.69	%
Ratio of Expenses After Expense Limitation		2.11	%⁽⁴⁾⁽⁶⁾		2.11	%⁽⁴⁾⁽⁶⁾		2.10	%⁽⁴⁾		2.12	%⁽⁴⁾⁽⁵⁾		2.15	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		2.10	%⁽⁴⁾		2.10	%⁽⁴⁾		2.10	%⁽⁴⁾		2.12	%⁽⁴⁾		2.15	%⁽⁴⁾
Ratio of Net Investment Income (Loss)		(0.03	)%⁽⁴⁾		1.00	%⁽⁴⁾		1.26	%⁽⁴⁾		1.53	%⁽⁴⁾		1.11	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾		0.00	%⁽⁷⁾		0.00	%⁽⁷⁾		0.00	%⁽⁷⁾		0.00	%⁽⁷⁾
Portfolio Turnover Rate		135	%		51	%		24	%		38	%		39	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Effective July 1, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 2.10% for Class C shares. Prior to July 1, 2018, the maximum ratio was 2.15% for Class C shares.

(6) Ratio is above the expense limitation due to interest expenses, which are not included in the determination of the expense limitation. Refer to Footnote B in the Notes to the Financial Statements.

(7) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
19

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Real Estate Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	8.25		$	9.87		$	9.19		$	11.13		$	10.76
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.08			0.17			0.25			0.28			0.25
Net Realized and Unrealized Gain (Loss)		1.80			(1.59	)		1.43			(1.11	)		0.81
Total from Investment Operations		1.88			(1.42	)		1.68			(0.83	)		1.06
Distributions from and/or in Excess of:
Net Investment Income		(1.57	)		(0.12	)		(0.55	)		(0.52	)		(0.16	)
Net Realized Gain		(1.33	)		(0.08	)		(0.45	)		(0.59	)		(0.53	)
Total Distributions		(2.90	)		(0.20	)		(1.00	)		(1.11	)		(0.69	)
Net Asset Value, End of Period	$	7.23		$	8.25		$	9.87		$	9.19		$	11.13
Total Return⁽²⁾		24.02	%		(14.36	)%		18.43	%		(7.83	)%		9.80	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	22,479		$	218,100		$	350,363		$	517,658		$	1,049,646
Ratio of Expenses Before Expense Limitation		1.13	%		1.01	%		0.94	%		N/A			N/A
Ratio of Expenses After Expense Limitation		0.95	%⁽³⁾⁽⁵⁾		0.95	%⁽³⁾⁽⁵⁾		0.94	%⁽³⁾		0.95	%⁽³⁾⁽⁴⁾		0.97	%⁽³⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		0.94	%⁽³⁾		0.94	%⁽³⁾		0.94	%⁽³⁾		0.95	%⁽³⁾		0.97	%⁽³⁾
Ratio of Net Investment Income		0.93	%⁽³⁾		2.21	%⁽³⁾		2.41	%⁽³⁾		2.58	%⁽³⁾		2.26	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾
Portfolio Turnover Rate		135	%		51	%		24	%		38	%		39	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value as of the last business day of the period.

(4) Effective July 1, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 0.94% for Class IS shares. Prior to July 1, 2018, the maximum ratio was 0.99% for Class IS shares.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
20

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Real Estate Portfolio

	Class IR
	Year Ended December 31,									Period from June 15, 2018⁽¹⁾ to
Selected Per Share Data and Ratios	2021			2020			2019			December 31, 2018
Net Asset Value, Beginning of Period	$	8.25		$	9.87		$	9.19		$	11.09
Income (Loss) from Investment Operations:
Net Investment Income⁽²⁾		0.04			0.18			0.25			0.23
Net Realized and Unrealized Gain (Loss)		1.84			(1.60	)		1.43			(1.02	)
Total from Investment Operations		1.88			(1.42	)		1.68			(0.79	)
Distributions from and/or in Excess of:
Net Investment Income		(1.57	)		(0.12	)		(0.55	)		(0.52	)
Net Realized Gain		(1.33	)		(0.08	)		(0.45	)		(0.59	)
Total Distributions		(2.90	)		(0.20	)		(1.00	)		(1.11	)
Net Asset Value, End of Period	$	7.23		$	8.25		$	9.87		$	9.19
Total Return⁽³⁾		24.08	%		(14.36	)%		18.44	%		(7.49	)%⁽⁸⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period, (Thousands)	$	10		$	8		$	10		$	8
Ratio of Expenses Before Expense Limitation		23.02	%		26.07	%		21.38	%		18.72	%⁽⁹⁾
Ratio of Expenses After Expense Limitation		0.95	%⁽⁴⁾⁽⁶⁾		0.95	%⁽⁴⁾⁽⁶⁾		0.94	%⁽⁴⁾		0.94	%^(4)(5)(9)
Ratios of Expenses After Expense Limitation Excluding Interest Expenses		0.94	%⁽⁴⁾		0.94	%⁽⁴⁾		0.94	%⁽⁴⁾		N/A
Ratio of Net Investment Income		0.46	%⁽⁴⁾		2.37	%⁽⁴⁾		2.45	%⁽⁴⁾		3.94	%⁽⁴⁾⁽⁹⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾		0.00	%⁽⁷⁾		0.00	%⁽⁷⁾		0.00	%⁽⁷⁾⁽⁹⁾
Portfolio Turnover Rate		135	%		51	%		24	%		38	%

(1) Commencement of Offering.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(4) Effective July 1, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 0.94% for Class IR shares. Prior to July 1, 2018, the maximum ratio was 0.99% for Class IR shares.

(7) Amount is less than 0.005%.

(8) Not annualized.

(9) Annualized.

The accompanying notes are an integral part of the financial statements.
21

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the Global Real Estate Portfolio. The Fund seeks to provide current income and capital appreciation. The Fund has capital subscription commitments to an investee company for this same purpose, the details of which are disclosed in the Unfunded Commitments note.

(2) all other equity portfolio securities for which over-the-counter ("OTC") market quotations are readily available are valued at the latest reported sales price (or at the market official closing price if such market reports an official closing price), and if there was no trading in the security on a given day and if there is no official closing price from relevant markets for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser") or Morgan Stanley Investment Management Limited ("MSIM Limited") and Morgan Stanley Investment Management Company ("MSIM Company") (together, the "Sub-Advisers"), each a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) when market quotations are not readily available, including circumstances under which the Adviser or Sub-Advisers determine that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of a security's market value, portfolio securities are valued at

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

their fair value as determined in good faith under procedures established by and under the general supervision of the Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (5) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; and (6) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

2. Fair Value Measurement: Financial Accounting Standards Board ("FASB") Accounting Standards Codification^TM ("ASC") 820, "Fair Value Measurement"

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Diversified	$	12,820	$	5,260	$	—	$	18,080
Health Care		7,064		—		—		7,064
Industrial		11,513		1,341		123		12,977
Industrial/Office Mixed		428		35		—		463
Lodging/Resorts		1,357		335		—		1,692
Office		6,498		2,984		—		9,482
Residential		12,871		2,346		44		15,261
Retail		10,905		263		—		11,168
Self Storage		8,185		—		—		8,185
Specialty		2,547		—		—		2,547
Total Common Stocks		74,188		12,564		167		86,919
Short-Term Investments
Investment Company		259		—		—		259
Repurchase Agreements		—		23		—		23
Total Short-Term Investments		259		23		—		282
Total Assets	$	74,447	$	12,587	$	167	$	87,201

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

Following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value:

	Common Stocks (000)
Beginning Balance	$	144
Purchases		—
Sales		—
Amortization of discount		—
Transfers in		—
Transfers out		—
Corporate actions		—
Change in unrealized appreciation (depreciation)		23
Realized gains (losses)		—
Ending Balance	$	167
Net change in unrealized appreciation (depreciation) from investments still held as of December 31, 2021	$	23

Fair Value at
December 31, 2021
(000)

Valuation
Technique

Unobservable
Input

Amount*

Impact to
Valuation from an
Increase in Input**

Common Stocks

167

Reported Capital balance,
adjustments for NAV practical
expedient; including adjustments
for subsequent Capital Calls,
Return of Capital and Significant
Market Changes between last
Capital Statement and
Valuation Date

Adjusted
Capital Balance

Market Transaction Method

Transaction
Valuation

0.003

Increase

* Amount is indicative of the weighted average.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

4. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

realized and unrealized gains (losses) on investment transactions and balances. However, pursuant to U.S. federal income tax regulations, gains and losses from certain foreign currency transactions and the foreign currency portion of gains and losses realized on sales and maturities of foreign denominated debt securities are treated as ordinary income for U.S. federal income tax purposes.

5. Securities Lending: The Fund lends securities to qualified financial institutions, such as broker-dealers, to earn additional income. Any increase or decrease in the fair

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

value of the securities loaned that might occur and any interest earned or dividends declared on those securities during the term of the loan would remain in the Fund. The Fund would receive cash or securities as collateral in an amount equal to or exceeding 100% of the current fair value of the loaned securities. The collateral is marked-to-market daily by State Street Bank and Trust Company ("State Street"), the securities lending agent, to ensure that a minimum of 100% collateral coverage is maintained.

The Fund has the right under the securities lending agreement to recover the securities from the borrower on demand.

The following table presents financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Statement of Assets and Liabilities
Gross Asset Amounts Presented in the Statement of Assets and Liabilities (000)			Financial Instrument (000)		Collateral Received (000)			Net Amount (not less than $0) (000)
$	273	(a)	$	—	$	(273	)(b)(c)	$	0

(a) Represents market value of loaned securities at year end.

(b) The Fund received cash collateral of approximately $143,000, of which approximately $143,000 was subsequently invested in Repurchase Agreements and Morgan Stanley Institutional Liquidity Funds as reported in the Portfolio of Investments. As of December 31, 2021, there was uninvested cash of less than $500, which is not reflected in the Portfolio of Investments. In addition, the Fund received non-cash collateral of approximately $163,000 in the form of U.S. Government obligations, which the Fund cannot sell or repledge, and accordingly are not reflected in the Portfolio of Investments.

Remaining Contractual Maturity of the Agreements
	Overnight and Continuous (000)		<30 days (000)		Between 30 & 90 days (000)		>90 days (000)		Total (000)
Securities Lending Transactions
Common Stocks	$	143	$	—	$	—	$	—	$	143
Total Borrowings	$	143	$	—	$	—	$	—	$	143
Gross amount of recognized liabilities for securities lending transactions									$	143

6. Unfunded Commitments: Subject to the terms of a Subscription Agreement between the Fund and Exeter Industrial Value Fund LP, the Fund has made a subscription commitment of $2,000,000 for which it will receive 2,000,000 shares of common stock. As of December 31, 2021, Exeter Industrial Value Fund LP has drawn down approximately $1,860,000, which represents 93.0% of the commitment.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

risks during that period. Restricted securities are identified in the Portfolio of Investments.

10. Security Transactions, Income and Expenses: Security transactions are accounted for on the trade date (date the order to buy or sell is executed). Realized gains and losses on the sale of investment securities are determined on the specific identified cost method. Dividend income and other distributions are recorded on the ex-dividend date (except for certain foreign dividends which may be recorded as soon as the Fund is informed of such dividends) net of applicable withholding taxes. Non-cash dividends received in the form of stock, if any, are recognized on the ex-dividend date and recorded as non-cash dividend income at fair value. Interest income is recognized on the accrual basis net of applicable withholding taxes except where collection is in doubt. Discounts are accreted and premiums are amortized over the life of the respective securities. Most expenses of the Company can be directly attributed to a particular Fund. Expenses which cannot be directly attributed are apportioned among the Funds based upon relative net assets or other appropriate methods. Income, expenses (other than class specific expenses — distribution and shareholder services, transfer agency and sub transfer agency fees) and realized and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

B. Advisory/Sub-Advisory Fees: The Adviser, a wholly-owned subsidiary of Morgan Stanley, provides the Fund with advisory services under the terms of an Investment Advisory

Agreement, paid quarterly, at the annual rate based on the daily net assets as follows:

First $2 billion				Over $2 billion
	0.80	%			0.75	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.62% of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses, excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 1.00% for Class I shares, 1.35% for Class A shares, 1.85% for Class L shares, 2.10% for Class C shares, 0.94% for Class IS shares and 0.94% for Class IR shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time that the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $280,000 of advisory fees were waived and approximately $30,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Distributor of Fund shares pursuant to a Distribution Agreement. The Company has adopted a Shareholder Services Plan with respect to Class A shares pursuant to Rule 12b-1 under the Act. Under the Shareholder Services Plan, the Fund pays the Distributor a shareholder services fee, accrued daily and paid monthly, at an annual rate of 0.25% of the Fund's average daily net assets attributable to Class A shares.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than

long-term U.S. Government securities and short-term investments were approximately $211,212,000 and $461,765,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser, both directly and as a portion of the securities held as collateral on loaned securities. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $1,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	5,325			$	42,488			$	47,554			$	—	@

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	259

@ Amount is less than $500.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	18,710	$	7,102	$	4,300	$	3,129

Permanent differences, due to equalization debits, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Distributable Earnings (000)				Paid-in- Capital (000)
$	(11,586	)		$	11,586

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	6,923			$	3,795

During the year ended December 31, 2021, the Fund utilized capital loss carryforwards for U.S. federal income taxes purposes of approximately $25,926,000.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Global Real Estate Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Global Real Estate Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period ended, the financial highlights for each of the five years in the period ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of Global Real Estate Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the results of its operations for the year then ended and the changes in its net assets for each of the two years in the period ended and its financial highlights for each of the five years in the period ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021.

The Fund designated and paid approximately $16,816,000 as a long-term capital gain distribution.

The Fund designated approximately $3,318,000 of its distributions paid as qualified business income.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since August 2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since August 2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since January 2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors (cont'd):

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since January 2015

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since July 1991

Director of NVR, Inc. (home construction).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors (cont'd):

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since August 1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since August 2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since January 2017

Director or Trustee of various Morgan Stanley Funds (since January 2017); Managing Director, JPMorgan Asset Management (2004-2016); Oversight and Control Head of Fiduciary and Conflicts of Interest Program (2015-2016); Chief Control Officer — Global Asset Management (2013- 2015); President, JPMorgan Funds (2010-2013); Chief Administrative Officer (2004-2013); various other positions including Treasurer and Board Liaison (since 2001).

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors (cont'd):

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and
Birth Year of Executive Officer

Position(s) Held
with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since June 1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since June 2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Sub-Advisers

Morgan Stanley Investment Management Limited
25 Cabot Square, Canary Wharf
London, E14 4QA, England

Morgan Stanley Investment Management Company
23 Church Street
16-01 Capital Square, Singapore 049481

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIGREANN
3997455 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Global Sustain Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					8
Statement of Assets and Liabilities					9
Statement of Operations					11
Statements of Changes in Net Assets					12
Financial Highlights					14
Notes to Financial Statements					19
Report of Independent Registered Public Accounting Firm					25
Liquidity Risk Management Program					26
Federal Tax Notice					27
U.S. Customer Privacy Notice					28
Director and Officer Information					31

This report is authorized for distribution only when preceded or accompanied by a prospectus or summary prospectus of the applicable Fund of Morgan Stanley Institutional Fund, Inc. To receive a prospectus and/or statement of additional information ("SAI"), which contains more complete information such as investment objectives, charges, expenses, policies for voting proxies, risk considerations and describes in detail each of the Fund's investment policies to the prospective investor, please call toll free 1-(800) 548-7786. Please read the prospectuses carefully before you invest or send money.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholder,

We are pleased to provide this Annual Report, in which you will learn how your investment in Global Sustain Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

Global Sustain Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Global Sustain Portfolio Class I	$	1,000.00	$	1,091.40	$	1,020.67	$	4.74	$	4.58		0.90	%
Global Sustain Portfolio Class A		1,000.00		1,089.00		1,018.95		6.53		6.31		1.24
Global Sustain Portfolio Class L		1,000.00		1,086.40		1,016.38		9.20		8.89		1.75
Global Sustain Portfolio Class C		1,000.00		1,084.80		1,015.17		10.46		10.11		1.99
Global Sustain Portfolio Class IS		1,000.00		1,090.60		1,020.92		4.48		4.33		0.85

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Global Sustain Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 18.62%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the MSCI World Net Index (the "Index"), which returned 21.82%.

Factors Affecting Performance

• The Index delivered +21.8% in U.S. dollars (USD) for 2021 (+24.2% in local currency), on top of the +15.9% USD return in 2020. Cyclical sectors were among the leaders for the year, with energy returning +40%, information technology +30%, real estate +29% and financials +28%. As in the fourth quarter, the software & services subsector, important for the portfolio, was the weakest element of information technology, up only 20% versus +33% for hardware & equipment and +52% for semiconductors. The other key sectors, consumer staples (+13%) and health care (+20%), also lagged the overall index, making 2021 a tough environment for the Fund in relative terms. Utilities (+10%) and communication services (+14%) were also weak for the year. The U.S. (+26%) handily outperformed the Index, while Canada (+26% in USD, +25% in local) was the only other major market ahead. Asia was weak in 2021. Hong Kong was down 4% in USD (–3% local), while Japan was only up 2% (+13% local) and Singapore was +6% (+8% local). All were in the shadow of China, which fell 22% in USD and local currency. Within Europe, France (+20% USD, +29% local), Switzerland (+19%, +23%), the U.K. (+18%, +20%) and Italy (+15%, +24%) were far stronger than Spain (+1%, +9%) and Germany (+5%, +13%).

• The Fund's 2021 underperformance was driven by stock selection, as the drag from underperformance in consumer staples and financials was greater than the benefit of communication services outperformance. Sector allocation was neutral, as the overweight in the lagging consumer staples sector was offset by the overweight in the strongly performing information technology sector.

• The largest absolute contributors for 2021 were Microsoft, Accenture, Alphabet, Danaher and Automatic Data Processing. The largest absolute detractors in the year were Henkel, Fidelity National Information Services, Medtronic, AIA and Reckitt Benckiser.

Management Strategies

The Search for Better Outcomes

• This logic is consistent with how humans have evolved. If we are to believe the latest neuroscience,⁽ⁱ⁾ humans inherently seek "better outcomes" and, perhaps contrary to common belief, it is not the achievement that gives us satisfaction, but the journey itself. We do this because a "seeking system" gives us a feeling of reward and pleasure when we explore our surroundings and seek new information for survival. Similarly, companies seeking to deliver better outcomes and faced with a changing world must explore their surroundings and seek new information for survival.

A look back

⁽ⁱ⁾ Source: Quartz, "Neuroscience confirms that to be truly happy, you will always need something more," Olivia Goodhill, May 16, 2016.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Sustain Portfolio

growth stocks and more cyclical value stocks taking turns to drive the market forward, seemingly unfazed by peak earnings and peak margins or persistent inflation taking hold. The dangers of earnings and multiple correction grew larger, but always seemed just beyond the horizon. Investors started the year leaning into the cyclical rally, but ended the year looking for more defensive positioning, which may bode well for quality investors.

• We also saw ESG momentum continue to build in 2021, with $141 billion of flows⁽ⁱⁱ⁾ going into ESG funds globally. In Europe, the most mature sustainable investment market, this shift to ESG funds has been via active management. This is not a surprise. It's hard to remain passive in the face of challenges like climate change; if you believe the world is going to change significantly as sustainability externalities start to be priced in, there will be winners and losers, creating investment risks and opportunities. As long-term investors, being on the right side of that change is key.

• Underlying the shift toward ESG is evidence that more and more countries are taking steps to create a more sustainable society and economy. Most of the actions in 2021 were linked to COP26 (the 26th United Nations Climate Change "Conference of Parties") that took place in Glasgow in November. The pressing urgency of the climate challenge brought a series of new commitments to tighten carbon targets, "phase down" coal, remove fossil fuel subsidies, tackle methane emissions and stop deforestation. Countries representing 70% of global emissions and gross domestic product have now committed to reaching net zero by 2050 or 2060, with massive implications for many corporates. Regulators acted too, and some have come a long way. In Europe, new sustainable regulations⁽ⁱⁱⁱ⁾ that aim to give clients more transparency around

sustainable investment came into force, and the European Central Bank presented an action plan to include climate change considerations in its monetary policy strategy.^(iv) The U.S. Securities and Exchange Commission has moved from throwing out investor proposals pushing companies like Exxon on climate change in 2019, to forcing companies to hold investor votes on emission targets in 2021.^(v) Whether one believes the pace of change is too fast or too slow, the direction of change is clear.

Three trends for the year ahead

• First, after a pandemic that has so far seen 230 million cases and nearly 5 million deaths, we expect a stronger push on social challenges, from diversity to inequality, as economies get back on their feet. COVID-19 has not only hit companies and economies, but has put the world back two decades in the fight against poverty, as vulnerable countries and groups of people have shouldered the brunt of the burden.^(vi) The pressure on companies to play their part in tackling inequality is likely to continue, from eliminating race and gender inequities to protecting the human rights of workers in the supply chain. In 2021, we already saw the introduction of Nasdaq's new rules^(vii) requiring firms to disclose board-level diversity statistics and have, or explain why they do not have, at least two diverse directors. Similar diversity measures were also announced by the Hong Kong stock exchange, which made clear that "a single gender board is not considered to be a diverse board" and called on companies to appoint a director of a different gender.

⁽ⁱⁱ⁾ Source: Morningstar. Data as of third quarter 2021.

⁽ⁱⁱⁱ⁾ A legislative package that is part of the EU's sustainable finance action plan, including the Sustainable Finance Disclosure Regulation and changes to the Markets in Financial Instruments Directive II and Undertakings for the Collective Investment in Transferable Securities Directive.

^(iv) Source: European Central Bank press release, July 8, 2021.

^(v) Source: Financial Times, "SEC forces oil companies to hold investor votes on emission targets," Myles McCormick, March 20, 2021.

^(vi) Source: United Nations News, "More than half a billion pushed into extreme poverty due to health costs," December 12, 2021.

^(vii) Source: Nasdaq, October 1, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Sustain Portfolio

• We are also seeing increased action from policymakers and investors. On human rights, the European Union (EU) is considering rules to make human rights due diligence mandatory, while the global responsible investor organization, the UN Principles for Responsible Investment, has announced a new worldwide collaborative platform to support investors in taking action on social issues.^(viii) Together, these pressures are likely to lead to greater action on the S in ESG.

• Third, 2022 could prove to be the year of nature, as countries meet for the much less talked about COP15 (the 15th UN Biodiversity Conference) to address the depletion of planetary resources.^(ix) Targets will be set in Kunming in China for the next decade, and commitments from both governments and the private sector have already emerged. A coalition of more than 50 countries has committed to protect almost a third of the planet by 2030.^(x) We're also seeing the emergence of voluntary disclosure frameworks for companies (as produced by the Taskforce on Nature-related Financial Disclosures) and investors promising to eliminate agricultural commodity-driven deforestation risks across their investment portfolios and invest in nature-based solutions. Although new targets are unlikely to lead to an immediate price on free resources such as water, air, forests and the ocean, it should speed up government action, business decisions and investment allocations.

Companies looking to future-proof their businesses will need to understand how dependent they are on planetary resources and how they are impacting nature through their products and services, so they can take action to manage the risks and explore opportunities. Long-term investors looking to future-proof their returns need to do the same.

* Minimum Investment for Class I shares

** Commenced Operations on August 30, 2013.

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, L, C and IS shares will vary from the performance of Class I shares based upon their different inception dates and will be negatively impacted by additional fees assessed to those classes (if applicable).

^(viii) Source: United Nations Principles for Responsible Investment.

^(ix) Source: Stockholm Resilience Centre.

^(x) Source: The Guardian, "More than 50 countries commit to protection of 30% of Earth's land and oceans," Patrick Greenfield and Fiona Harvey, January 11, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Global Sustain Portfolio

Performance Compared to the MSCI World Net Index⁽¹⁾ and the Lipper Global Large-Cap Growth Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
				Average Annual
	One Year			Five Years			Ten Years		Since Inception⁽⁷⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		18.62	%		17.19	%		—		13.18	%
Fund — Class A Shares w/o sales charges⁽⁴⁾		18.20			16.78			—		12.79
Fund — Class A Shares with maximum 5.25% sales charges⁽⁴⁾		12.03			15.52			—		12.07
Fund — Class L Shares w/o sales charges⁽⁴⁾		17.58			16.18			—		12.22
Fund — Class C Shares w/o sales charges⁽⁶⁾		17.33			15.90			—		12.18
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁶⁾		16.33			15.90			—		12.18
Fund — Class IS Shares w/o sales charges⁽⁵⁾		18.60			17.23			—		12.91
MSCI World Net Index		21.82			15.03			—		11.91
Lipper Global Large-Cap Growth Funds Index		15.06			18.08			—		13.26

Performance data quoted represents past performance, which is no guarantee of future results, and current performance may be lower or higher than the figures shown. Performance assumes that all dividends and distributions, if any, were reinvested. For the most recent month-end performance figures, please visit www.morganstanley.com/im/
shareholderreports. Investment return and principal value will fluctuate so that Fund shares, when redeemed, may be worth more or less than their original cost. Total returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance of share classes will vary due to difference in sales charges and expenses.

⁽¹⁾ The MSCI World Net Index is a free float-adjusted market capitalization weighted index designed to measure the equity market performance of developed markets. The term "free float" represents the portion of shares outstanding that are deemed to be available for purchase in the public equity markets by investors. The MSCI World Net Index currently consists of 23 developed market country indices. The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. The Index is unmanaged and its returns do not include any sales charges or fees. Such costs would lower performance. It is not possible to invest directly in an index.

⁽⁴⁾ Commenced operations on August 30, 2013.

⁽⁵⁾ Commenced offering on September 13, 2013.

⁽⁶⁾ Commenced offering on April 30, 2015.

⁽⁷⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

Global Sustain Portfolio

	Shares		Value (000)
Common Stocks (97.9%)
Canada (3.6%)
Constellation Software, Inc.		2,193	$	4,069
France (1.3%)
L'Oreal SA		3,166		1,503
Germany (9.1%)
Deutsche Boerse AG		9,228		1,541
Henkel AG & Co., KGaA (Preference)		40,449		3,264
SAP SE		38,623		5,436
				10,241
Hong Kong (1.2%)
AIA Group Ltd.		140,000		1,411
Taiwan (2.4%)
Taiwan Semiconductor Manufacturing Co., Ltd. ADR		22,206		2,672
United Kingdom (8.3%)
Experian PLC		15,305		752
Prudential PLC		75,831		1,308
Reckitt Benckiser Group PLC		64,148		5,507
RELX PLC (LSE)		55,367		1,800
				9,367
United States (72.0%)
Abbott Laboratories		32,962		4,639
Accenture PLC, Class A		14,889		6,172
Alphabet, Inc., Class A (a)		1,304		3,778
Amphenol Corp., Class A		24,534		2,146
Automatic Data Processing, Inc.		15,961		3,936
Baxter International, Inc.		53,236		4,570
Becton Dickinson & Co.		17,425		4,382
Broadridge Financial Solutions, Inc.		6,011		1,099
Cerner Corp.		22,799		2,117
Coca-Cola Co. (The)		18,123		1,073
Danaher Corp.		13,502		4,442
Estee Lauder Cos., Inc. (The), Class A		3,365		1,246
Factset Research Systems, Inc.		1,068		519
Fidelity National Information Services, Inc.		17,454		1,905
Intercontinental Exchange, Inc.		26,094		3,569
Medtronic PLC		32,296		3,341
Microsoft Corp.		24,666		8,296
Moody's Corp.		1,754		685
NIKE, Inc., Class B		7,017		1,170
Procter & Gamble Co. (The)		24,895		4,072
Roper Technologies, Inc.		4,543		2,234
Stanley Black & Decker, Inc.		11,882		2,241
Steris PLC		1,113		271
Texas Instruments, Inc.		8,546		1,611
Thermo Fisher Scientific, Inc.		6,898		4,603
Visa, Inc., Class A		26,175		5,672
Zoetis, Inc.		5,526		1,348
				81,137
Total Common Stocks (Cost $87,134)				110,400

	Shares		Value (000)
Short-Term Investment (4.0%)
Investment Company (4.0%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $4,494)		4,494,138	$	4,494
Total Investments (101.9%) (Cost $91,628) (b)(c)				114,894
Liabilities in Excess of Other Assets (–1.9%)				(2,187	)
Net Assets (100.0%)			$	112,707

(a) Non-income producing security.

(b) The approximate fair value and percentage of net assets, $10,241,000 and 9.1%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Financial Statements.

(c) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $91,918,000. The aggregate gross unrealized appreciation is approximately $25,338,000 and the aggregate gross unrealized depreciation is approximately $2,363,000, resulting in net unrealized appreciation of approximately $22,975,000.

ADR American Depositary Receipt.

LSE London Stock Exchange.

Portfolio Composition

Classification	Percentage of Total Investments
Other*		28.6	%
Information Technology Services		16.3
Software		15.5
Health Care Equipment & Supplies		15.0
Household Products		11.2
Life Sciences Tools & Services		7.9
Capital Markets		5.5
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Sustain Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $87,134)	$	110,400
Investment in Security of Affiliated Issuer, at Value (Cost $4,494)		4,494
Total Investments in Securities, at Value (Cost $91,628)		114,894
Foreign Currency, at Value (Cost $1)		1
Dividends Receivable		80
Tax Reclaim Receivable		37
Receivable for Fund Shares Sold		35
Receivable for Investments Sold		—	@
Receivable from Affiliate		—	@
Other Assets		39
Total Assets		115,086
Liabilities:
Payable for Investments Purchased		2,140
Payable for Advisory Fees		104
Payable for Fund Shares Redeemed		46
Payable for Professional Fees		35
Payable for Custodian Fees		25
Payable for Shareholder Services Fees — Class A		2
Payable for Distribution and Shareholder Services Fees — Class L		1
Payable for Distribution and Shareholder Services Fees — Class C		4
Payable for Administration Fees		7
Payable for Sub Transfer Agency Fees — Class I		3
Payable for Sub Transfer Agency Fees — Class A		—	@
Payable for Sub Transfer Agency Fees — Class L		—	@
Payable for Sub Transfer Agency Fees — Class C		1
Payable for Transfer Agency Fees — Class I		1
Payable for Transfer Agency Fees — Class A		1
Payable for Transfer Agency Fees — Class L		1
Payable for Transfer Agency Fees — Class C		1
Payable for Transfer Agency Fees — Class IS		1
Other Liabilities		6
Total Liabilities		2,379
Net Assets	$	112,707
Net Assets Consist of:
Paid-in-Capital	$	89,375
Total Distributable Earnings		23,332
Net Assets	$	112,707

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Sustain Portfolio

Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	80,097
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		4,151,115
Net Asset Value, Offering and Redemption Price Per Share	$	19.30
CLASS A:
Net Assets	$	10,812
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		562,824
Net Asset Value, Redemption Price Per Share	$	19.21
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	1.06
Maximum Offering Price Per Share	$	20.27
CLASS L:
Net Assets	$	1,684
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		89,286
Net Asset Value, Offering and Redemption Price Per Share	$	18.86
CLASS C:
Net Assets	$	5,551
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		301,441
Net Asset Value, Offering and Redemption Price Per Share	$	18.41
CLASS IS:
Net Assets	$	14,563
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		754,910
Net Asset Value, Offering and Redemption Price Per Share	$	19.29

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Sustain Portfolio

Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $33 of Foreign Taxes Withheld)	$	1,163
Dividends from Security of Affiliated Issuer (Note G)		—	@
Total Investment Income		1,163
Expenses:
Advisory Fees (Note B)		573
Professional Fees		115
Shareholder Services Fees — Class A (Note D)		21
Distribution and Shareholder Services Fees — Class L (Note D)		12
Distribution and Shareholder Services Fees — Class C (Note D)		46
Registration Fees		71
Administration Fees (Note C)		65
Sub Transfer Agency Fees — Class I		40
Sub Transfer Agency Fees — Class A		7
Sub Transfer Agency Fees — Class L		1
Sub Transfer Agency Fees — Class C		3
Custodian Fees (Note F)		36
Transfer Agency Fees — Class I (Note E)		4
Transfer Agency Fees — Class A (Note E)		3
Transfer Agency Fees — Class L (Note E)		3
Transfer Agency Fees — Class C (Note E)		3
Transfer Agency Fees — Class IS (Note E)		3
Shareholder Reporting Fees		13
Directors' Fees and Expenses		5
Pricing Fees		3
Other Expenses		11
Total Expenses		1,038
Waiver of Advisory Fees (Note B)		(199	)
Reimbursement of Class Specific Expenses — Class I (Note B)		(16	)
Reimbursement of Class Specific Expenses — Class L (Note B)		(1	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(3	)
Rebate from Morgan Stanley Affiliate (Note G)		(1	)
Net Expenses		818
Net Investment Income		345
Realized Gain:
Investments Sold		1,723
Foreign Currency Translation		8
Net Realized Gain		1,731
Change in Unrealized Appreciation (Depreciation):
Investments		11,947
Foreign Currency Translation		(3	)
Net Change in Unrealized Appreciation (Depreciation)		11,944
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		13,675
Net Increase in Net Assets Resulting from Operations	$	14,020

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Sustain Portfolio

Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Income	$	345		$	153
Net Realized Gain		1,731			1,121
Net Change in Unrealized Appreciation (Depreciation)		11,944			5,686
Net Increase in Net Assets Resulting from Operations		14,020			6,960
Dividends and Distributions to Shareholders:
Class I		(1,373	)		(849	)
Class A		(165	)		(94	)
Class L		(24	)		(32	)
Class C		(76	)		(81	)
Class IS		(260	)		(234	)
Total Dividends and Distributions to Shareholders		(1,898	)		(1,290	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		42,992			22,492
Distributions Reinvested		1,257			849
Redeemed		(6,199	)		(7,634	)
Class A:
Subscribed		6,053			2,257
Distributions Reinvested		165			94
Redeemed		(1,476	)		(857	)
Class L:
Exchanged		91			34
Distributions Reinvested		24			32
Redeemed		(108	)		(220	)
Class C:
Subscribed		2,279			776
Distributions Reinvested		76			81
Redeemed		(1,062	)		(540	)
Class IS:
Subscribed		3,000			501
Distributions Reinvested		260			234
Redeemed		(—	@)		(—	@)
Net Increase in Net Assets Resulting from Capital Share Transactions		47,352			18,099
Total Increase in Net Assets		59,474			23,769
Net Assets:
Beginning of Period		53,233			29,464
End of Period	$	112,707		$	53,233

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Global Sustain Portfolio

Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		2,374			1,528
Shares Issued on Distributions Reinvested		67			52
Shares Redeemed		(344	)		(532	)
Net Increase in Class I Shares Outstanding		2,097			1,048
Class A:
Shares Subscribed		342			148
Shares Issued on Distributions Reinvested		9			6
Shares Redeemed		(81	)		(63	)
Net Increase in Class A Shares Outstanding		270			91
Class L:
Shares Exchanged		6			2
Shares Issued on Distributions Reinvested		1			2
Shares Redeemed		(6	)		(15	)
Net Increase (Decrease) in Class L Shares Outstanding		1			(11	)
Class C:
Shares Subscribed		133			54
Shares Issued on Distributions Reinvested		4			5
Shares Redeemed		(61	)		(36	)
Net Increase in Class C Shares Outstanding		76			23
Class IS:
Shares Subscribed		179			40
Shares Issued on Distributions Reinvested		14			14
Shares Redeemed		(—	@@)		(—	@@)
Net Increase in Class IS Shares Outstanding		193			54

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Sustain Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	16.57		$	14.66		$	11.58		$	12.47		$	10.81
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.09			0.08			0.09			0.12			0.13
Net Realized and Unrealized Gain (Loss)		2.98			2.25			3.38			(0.04	)		2.35
Total from Investment Operations		3.07			2.33			3.47			0.08			2.48
Distributions from and/or in Excess of:
Net Investment Income		(0.07	)		(0.06	)		(0.08	)		(0.07	)		(0.13	)
Net Realized Gain		(0.27	)		(0.36	)		(0.31	)		(0.90	)		(0.69	)
Total Distributions		(0.34	)		(0.42	)		(0.39	)		(0.97	)		(0.82	)
Net Asset Value, End of Period	$	19.30		$	16.57		$	14.66		$	11.58		$	12.47
Total Return⁽²⁾		18.62	%		15.96	%		30.03	%		0.60	%		22.86	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	80,097		$	34,042		$	14,756		$	5,891		$	5,334
Ratio of Expenses Before Expense Limitation		1.17	%		1.45	%		1.92	%		2.86	%		3.54	%
Ratio of Expenses After Expense Limitation		0.90	%⁽³⁾		0.90	%⁽³⁾		0.90	%⁽³⁾		0.93	%⁽³⁾⁽⁴⁾		1.00	%⁽³⁾
Ratio of Net Investment Income		0.51	%⁽³⁾		0.52	%⁽³⁾		0.68	%⁽³⁾		0.97	%⁽³⁾		1.10	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		11	%		20	%		14	%		76	%		39	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value as of the last business day of the period.

(4) Effective April 30, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 0.90% for Class I shares. Prior to April 30, 2018, the maximum ratio was 1.00% for Class I shares.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Sustain Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	16.51		$	14.62		$	11.56		$	12.44		$	10.79
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.03			0.03			0.05			0.07			0.08
Net Realized and Unrealized Gain (Loss)		2.96			2.23			3.36			(0.03	)		2.35
Total from Investment Operations		2.99			2.26			3.41			0.04			2.43
Distributions from and/or in Excess of:
Net Investment Income		(0.02	)		(0.01	)		(0.04	)		(0.02	)		(0.09	)
Net Realized Gain		(0.27	)		(0.36	)		(0.31	)		(0.90	)		(0.69	)
Total Distributions		(0.29	)		(0.37	)		(0.35	)		(0.92	)		(0.78	)
Net Asset Value, End of Period	$	19.21		$	16.51		$	14.62		$	11.56		$	12.44
Total Return⁽²⁾		18.20	%		15.53	%		29.53	%		0.26	%		22.45	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	10,812		$	4,839		$	2,949		$	1,872		$	2,243
Ratio of Expenses Before Expense Limitation		1.46	%		1.76	%		2.25	%		3.21	%		3.90	%
Ratio of Expenses After Expense Limitation		1.22	%⁽³⁾		1.24	%⁽³⁾		1.25	%⁽³⁾		1.28	%⁽³⁾⁽⁴⁾		1.35	%⁽³⁾
Ratio of Net Investment Income		0.18	%⁽³⁾		0.17	%⁽³⁾		0.35	%⁽³⁾		0.57	%⁽³⁾		0.66	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		11	%		20	%		14	%		76	%		39	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(4) Effective April 30, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 1.25% for Class A shares. Prior to April 30, 2018, the maximum ratio was 1.35% for Class A shares.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Sustain Portfolio

	Class L
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	16.28		$	14.48		$	11.47		$	12.41		$	10.76
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.05	)		(0.05	)		(0.01	)		0.01			0.03
Net Realized and Unrealized Gain (Loss)		2.90			2.21			3.33			(0.04	)		2.32
Total from Investment Operations		2.85			2.16			3.32			(0.03	)		2.35
Distributions from and/or in Excess of:
Net Investment Income		—			—			—			(0.01	)		(0.01	)
Net Realized Gain		(0.27	)		(0.36	)		(0.31	)		(0.90	)		(0.69	)
Total Distributions		(0.27	)		(0.36	)		(0.31	)		(0.91	)		(0.70	)
Net Asset Value, End of Period	$	18.86		$	16.28		$	14.48		$	11.47		$	12.41
Total Return⁽²⁾		17.58	%		14.97	%		28.87	%		(0.25	)%		21.80	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	1,684		$	1,441		$	1,437		$	1,365		$	1,611
Ratio of Expenses Before Expense Limitation		2.08	%		2.32	%		2.77	%		3.73	%		4.39	%
Ratio of Expenses After Expense Limitation		1.75	%⁽³⁾		1.75	%⁽³⁾		1.75	%⁽³⁾		1.78	%⁽³⁾⁽⁴⁾		1.85	%⁽³⁾
Ratio of Net Investment Income (Loss)		(0.27	)%⁽³⁾		(0.33	)%⁽³⁾		(0.09	)%⁽³⁾		0.04	%⁽³⁾		0.24	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		11	%		20	%		14	%		76	%		39	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value as of the last business day of the period.

(4) Effective April 30, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 1.75% for Class L shares. Prior to April 30, 2018, the maximum ratio was 1.85% for Class L shares.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Sustain Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	15.94		$	14.22		$	11.30		$	12.26		$	10.67
Income (Loss) from Investment Operations:
Net Investment Loss⁽¹⁾		(0.09	)		(0.08	)		(0.05	)		(0.03	)		(0.01	)
Net Realized and Unrealized Gain (Loss)		2.83			2.16			3.28			(0.02	)		2.30
Total from Investment Operations		2.74			2.08			3.23			(0.05	)		2.29
Distributions from and/or in Excess of:
Net Investment Income		—			—			—			(0.01	)		(0.01	)
Net Realized Gain		(0.27	)		(0.36	)		(0.31	)		(0.90	)		(0.69	)
Total Distributions		(0.27	)		(0.36	)		(0.31	)		(0.91	)		(0.70	)
Net Asset Value, End of Period	$	18.41		$	15.94		$	14.22		$	11.30		$	12.26
Total Return⁽²⁾		17.33	%		14.68	%		28.63	%		(0.50	)%		21.46	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	5,551		$	3,594		$	2,872		$	1,846		$	1,430
Ratio of Expenses Before Expense Limitation		2.22	%		2.51	%		2.97	%		4.00	%		4.71	%
Ratio of Expenses After Expense Limitation		1.97	%⁽³⁾		1.99	%⁽³⁾		1.98	%⁽³⁾		2.02	%⁽³⁾⁽⁴⁾		2.10	%⁽³⁾
Ratio of Net Investment Loss		(0.52	)%⁽³⁾		(0.56	)%⁽³⁾		(0.38	)%⁽³⁾		(0.24	)%⁽³⁾		(0.06	)%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		11	%		20	%		14	%		76	%		39	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(4) Effective April 30, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 2.00% for Class C shares. Prior to April 30, 2018, the maximum ratio was 2.10% for Class C shares.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Global Sustain Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	16.57		$	14.66		$	11.58		$	12.47		$	10.81
Income from Investment Operations:
Net Investment Income⁽¹⁾		0.11			0.09			0.11			0.05			0.14
Net Realized and Unrealized Gain		2.96			2.25			3.37			0.04			2.34
Total from Investment Operations		3.07			2.34			3.48			0.09			2.48
Distributions from and/or in Excess of:
Net Investment Income		(0.08	)		(0.07	)		(0.09	)		(0.08	)		(0.13	)
Net Realized Gain		(0.27	)		(0.36	)		(0.31	)		(0.90	)		(0.69	)
Total Distributions		(0.35	)		(0.43	)		(0.40	)		(0.98	)		(0.82	)
Net Asset Value, End of Period	$	19.29		$	16.57		$	14.66		$	11.58		$	12.47
Total Return⁽²⁾		18.60	%		16.00	%		30.08	%		0.66	%		22.91	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	14,563		$	9,317		$	7,450		$	4,847		$	12
Ratio of Expenses Before Expense Limitation		1.12	%		1.41	%		1.88	%		3.12	%		19.10	%
Ratio of Expenses After Expense Limitation		0.85	%⁽³⁾		0.85	%⁽³⁾		0.85	%⁽³⁾		0.85	%⁽³⁾⁽⁴⁾		0.95	%⁽³⁾
Ratio of Net Investment Income		0.60	%⁽³⁾		0.58	%⁽³⁾		0.79	%⁽³⁾		0.41	%⁽³⁾		1.15	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		11	%		20	%		14	%		76	%		39	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value as of the last business day of the period.

(4) Effective April 30, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 0.85% for Class IS shares. Prior to April 30, 2018, the maximum ratio was 0.95% for Class IS shares.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
18

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the Global Sustain Portfolio. The Fund seeks long-term capital appreciation.

market official closing price if such market reports an official closing price), and if there was no trading in the security on a given day and if there is no official closing price from relevant markets for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser") or Morgan Stanley Investment Management Limited ("MSIM Limited") (the "Sub-Adviser"), each a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) when market quotations are not readily available, including circumstances under which the Adviser or the Sub-Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

assumptions about the assumptions market participants would use in valuing an asset or liability developed based on the best information available in the circumstances (unobservable inputs) and to establish classification of fair value measurements for disclosure purposes. Various inputs are used in determining the value of the Fund's investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Beverages	$	1,073	$	—	$	—	$	1,073
Capital Markets		4,773		1,541		—		6,314
Electronic Equipment, Instruments & Components		2,146		—		—		2,146
Health Care Equipment & Supplies		17,203		—		—		17,203

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Health Care Technology	$	2,117	$	—	$	—	$	2,117
Household Products		9,579		3,264		—		12,843
Industrial Conglomerates		2,234		—		—		2,234
Information Technology Services		18,784		—		—		18,784
Insurance		2,719		—		—		2,719
Interactive Media & Services		3,778		—		—		3,778
Life Sciences Tools & Services		9,045		—		—		9,045
Machinery		2,241		—		—		2,241
Personal Products		2,749		—		—		2,749
Pharmaceuticals		1,348		—		—		1,348
Professional Services		2,552		—		—		2,552
Semiconductors & Semiconductor Equipment		4,283		—		—		4,283
Software		12,365		5,436		—		17,801
Textiles, Apparel & Luxury Goods		1,170		—		—		1,170
Total Common Stocks		100,159		10,241		—		110,400
Short-Term Investment
Investment Company		4,494		—		—		4,494
Total Assets	$	104,653	$	10,241	$	—	$	114,894

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

investments in securities are included in the reported net realized and unrealized gains (losses) on investment transactions and balances. However, pursuant to U.S. federal income tax regulations, gains and losses from certain foreign currency transactions and the foreign currency portion of gains and losses realized on sales and maturities of foreign denominated debt securities are treated as ordinary income for U.S. federal income tax purposes.

4. Indemnifications: The Company enters into contracts that contain a variety of indemnifications. The Company's

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

maximum exposure under these arrangements is unknown. However, the Company has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

First $500 million				Over $500 million
	0.70	%			0.65	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.46% of the Fund's average daily net assets.

1.75% for Class L shares, 2.00% for Class C shares and 0.85% for Class IS shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $199,000 of advisory fees were waived and approximately $20,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

monthly, at an annual rate of 0.25% of the Fund's average daily net assets attributable to Class L shares.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $53,736,000 and $8,908,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

reduced by approximately $1,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	1,423			$	48,143			$	45,072			$	—	@

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	4,494

@ Amount is less than $500.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

currency and are accrued based on the value of investments denominated in such currency.

FASB ASC 740-10, "Income Taxes — Overall", sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Management has concluded there are no significant uncertain tax positions that would require recognition in the financial statements. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in "Interest Expense" and penalties in "Other Expenses" in the Statement of Operations. The Fund files tax returns with the U.S. Internal Revenue Service, New York and various states. Generally, each of the tax years in the four-year period ended December 31, 2021, remains subject to examination by taxing authorities.

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	351	$	1,547	$	161	$	1,129

The Fund had no permanent differences causing reclassifications among the components of net assets for the year ended December 31, 2021.

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	2			$	356

I. Credit Facility: The Company and other Morgan Stanley funds participated in a $300,000,000 committed, unsecured

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Global Sustain Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Global Sustain Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period ended, the financial highlights for each of the five years in the period ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of Global Sustain Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the results of its operations for the year then ended and the changes in its net assets for each of the two years in the period ended and its financial highlights for each of the five years in the period ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021. For corporate shareholders 100% of the dividends qualified for the dividends received deduction.

The Fund designated and paid approximately $1,547,000 as a long-term capital gain distribution.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

President, Strategic Decisions, LLC (consulting) (since February 2009); Director or Trustee of various Morgan Stanley Funds (since August 2006); Chairperson of the Compliance and Insurance Committee (since October 2015); formerly, Chairperson of the Insurance Sub-Committee of the Compliance and Insurance Committee (2007-2015); served as President and Chief Executive Officer of the Nuclear Energy Institute (policy organization) (February 2005-November 2008); retired as Admiral, U.S. Navy after serving over 38 years on active duty including 8 years as Director of the Naval Nuclear Propulsion Program in the Department of the Navy and the U.S. Department of Energy (1996-2004); served as Chief of Naval Personnel (July 1994-September 1996) and on the Joint Staff as Director of Political Military Affairs (June 1992-July 1994); knighted as Honorary Knight Commander of the Most Excellent Order of the British Empire; awarded the Officier de l'Orde National du Mèrite by the French Government; elected to the National Academy of Engineering (2009).

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Sub-Adviser

Morgan Stanley Investment Management Limited
25 Cabot Square, Canary Wharf
London, E14 4QA, England

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIGQANN
3997460 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Growth Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Consolidated Expense Example					3
Investment Overview					4
Consolidated Portfolio of Investments					6
Consolidated Statement of Assets and Liabilities					8
Consolidated Statement of Operations					10
Consolidated Statements of Changes in Net Assets					11
Consolidated Financial Highlights					13
Notes to Consolidated Financial Statements					19
Report of Independent Registered Public Accounting Firm					31
Liquidity Risk Management Program					32
Federal Tax Notice					33
U.S. Customer Privacy Notice					34
Director and Officer Information					37

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Growth Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Expense Example (unaudited)

Growth Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Growth Portfolio Class I	$	1,000.00	$	888.70	$	1,022.28	$	2.76	$	2.96		0.58	%
Growth Portfolio Class A		1,000.00		887.50		1,020.92		4.04		4.33		0.85
Growth Portfolio Class L		1,000.00		885.50		1,018.65		6.18		6.61		1.30
Growth Portfolio Class C		1,000.00		884.30		1,017.34		7.41		7.93		1.56
Growth Portfolio Class IS		1,000.00		889.20		1,022.89		2.19		2.35		0.46
Growth Portfolio Class IR		1,000.00		889.20		1,022.89		2.19		2.35		0.46

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Growth Portfolio

The Fund seeks long-term capital appreciation by investing primarily in growth-oriented equity securities of large capitalization companies.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 0.43%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the Russell 1000® Growth Index (the "Index"), which returned 27.60%.

Factors Affecting Performance

• The long-term investment horizon and conviction-weighted investment approach embraced by the team since 1998 can result in periods of

performance deviation from the benchmark and peers. The Fund underperformed the Index in this reporting period due to unfavorable stock selection and, to a lesser extent, sector allocations.

• The information technology, communication services and consumer discretionary sectors were the main detractors from relative performance due to mixed stock selection.

• An overweight in communication services, an average market neutral weight in information technology and an underweight in industrials were modestly positive contributors, although the gains were outweighed by adverse stock selection in these sectors.

Management Strategies

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Growth Portfolio

* Minimum Investment for Class I shares

Performance Compared to the Russell 1000^® Growth Index⁽¹⁾ and the Lipper Multi-Cap Growth Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
				Average Annual
	One Year			Five Years			Ten Years			Since Inception⁽¹⁰⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		0.43	%		32.79	%		23.55	%		13.35	%
Fund — Class A Shares w/o sales charges⁽⁵⁾		0.16			32.45			23.23			12.86
Fund — Class A Shares with maximum 5.25% sales charges⁽⁵⁾		–5.10			31.03			22.57			12.63
Fund — Class L Shares w/o sales charges⁽⁶⁾		–0.30			31.80			—			21.16
Fund — Class C Shares w/o sales charges⁽⁸⁾		–0.55			31.47			—			22.71
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁸⁾		–1.32			31.47			—			22.71
Fund — Class IS Shares w/o sales charges⁽⁷⁾		0.51			32.90			—			23.19
Fund — Class IR Shares w/o sales charges⁽⁹⁾		0.52			—			—			26.68
Russell 1000^® Growth Index		27.60			25.32			19.79			11.14
Lipper Multi-Cap Growth Funds Index		16.77			22.58			17.85			10.75

⁽²⁾ The Lipper Multi-Cap Growth Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Multi-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. As of the date of this report, the Fund was in the Lipper Multi-Cap Growth Funds classification.

⁽⁴⁾ Commenced operations on April 2, 1991.

⁽⁵⁾ Commenced offering on January 2, 1996.

⁽⁶⁾ Commenced offering on April 27, 2012.

⁽⁷⁾ Commenced offering on September 13, 2013.

⁽⁸⁾ Commenced offering on April 30, 2015.

⁽⁹⁾ Commenced offering on June 15, 2018.

⁽¹⁰⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments

Growth Portfolio

	Shares		Value (000)
Common Stocks (96.3%)
Automobiles (0.6%)
Rivian Automotive, Inc., Class A (a)		990,858	$	102,742
Biotechnology (0.8%)
Alnylam Pharmaceuticals, Inc. (a)		211,078		35,795
Ginkgo Bioworks Holdings, Inc. (a)(b)		4,251,576		35,331
Moderna, Inc. (a)		225,579		57,292
				128,418
Capital Markets (1.0%)
Coinbase Global, Inc., Class A (a)		628,890		158,713
Entertainment (8.5%)
ROBLOX Corp., Class A (a)		8,554,836		882,517
Sea Ltd. ADR (Singapore) (a)		1,119,980		250,551
Spotify Technology SA (a)		1,008,770		236,082
				1,369,150
Health Care Equipment & Supplies (0.5%)
DexCom, Inc. (a)		145,978		78,383
Health Care Providers & Services (2.2%)
Agilon health, Inc. (a)		7,237,646		195,416
Guardant Health, Inc. (a)		1,594,026		159,435
				354,851
Health Care Technology (3.5%)
Doximity, Inc., Class A (a)		1,496,560		75,022
GoodRx Holdings, Inc., Class A (a)		2,275,975		74,379
Veeva Systems, Inc., Class A (a)		1,630,726		416,618
				566,019
Hotels, Restaurants & Leisure (2.5%)
Airbnb, Inc., Class A (a)		2,396,473		398,989
Information Technology Services (32.4%)
Adyen N.V. (Netherlands) (a)		108,829		286,399
Block, Inc., Class A (a)		3,920,736		633,238
Cloudflare, Inc., Class A (a)		7,821,601		1,028,541
Fastly, Inc., Class A (a)		1,745,072		61,863
MongoDB, Inc. (a)		523,258		276,987
Okta, Inc. (a)		772,139		173,090
Shopify, Inc., Class A (Canada) (a)		792,197		1,091,164
Snowflake, Inc., Class A (a)		3,512,228		1,189,768
Twilio, Inc., Class A (a)		1,846,460		486,247
				5,227,297
Interactive Media & Services (9.0%)
Pinterest, Inc., Class A (a)		6,582,961		239,291
Snap, Inc., Class A (a)		12,948,161		608,952
Twitter, Inc. (a)		13,903,387		600,904
				1,449,147
Internet & Direct Marketing Retail (9.7%)
Chewy, Inc., Class A (a)		1,487,233		87,702
DoorDash, Inc., Class A (a)		5,127,742		763,521
Grab Holdings Ltd., Class A (a)		16,777,332		119,623
MercadoLibre, Inc. (a)		204,392		275,602
Wayfair, Inc., Class A (a)		1,714,977		325,794
				1,572,242

	Shares		Value (000)
Life Sciences Tools & Services (1.1%)
10X Genomics, Inc., Class A (a)		1,158,958	$	172,638
Pharmaceuticals (3.0%)
Royalty Pharma PLC, Class A		12,131,505		483,440
Real Estate Management & Development (1.7%)
Zillow Group, Inc., Class C (a)		4,190,538		267,566
Software (17.6%)
Aurora Innovation, Inc. (a)(c)		6,082,706		64,724
Bill.Com Holdings, Inc. (a)		1,772,527		441,625
Datadog, Inc., Class A (a)		3,714,500		661,590
Trade Desk, Inc. (The), Class A (a)		6,612,582		605,977
Unity Software, Inc. (a)		4,420,903		632,145
Zoom Video Communications, Inc., Class A (a)		2,399,145		441,227
				2,847,288
Specialty Retail (2.2%)
Carvana Co. (a)		1,538,196		356,538
Total Common Stocks (Cost $10,836,323)				15,533,421
Preferred Stocks (0.9%)
Electronic Equipment, Instruments & Components (0.0%)
Magic Leap Series C (a)(c)(e) (acquisition cost — $18,812; acquired 12/22/15)		816,725		—
Software (0.9%)
Databricks, Inc. (a)(c)(e) (acquisition cost — $136,746; acquired 8/31/2021)		620,296		139,951
Total Preferred Stocks (Cost $155,558)				139,951
Investment Company (0.9%)
Grayscale Bitcoin Trust (a) (Cost $188,578)		4,293,502		147,052
Short-Term Investments (2.2%)
Securities held as Collateral on Loaned Securities (0.2%)
Investment Company (0.2%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G)		30,498,584		30,499
	Face Amount (000)
Repurchase Agreements (0.0%) (d)
HSBC Securities USA, Inc., (0.05%, dated 12/31/21, due 1/3/22; proceeds $305; fully collateralized by U.S. Government obligations; 0.00% due 5/15/25 - 11/15/28; valued at $311)	$	305		305
Merrill Lynch & Co., Inc., (0.05%, dated 12/31/21, due 1/3/22; proceeds $5,489; fully collateralized by U.S. Government obligations; 0.13% - 2.88% due 7/31/23 - 7/31/25; valued at $5,600)		5,489		5,489
				5,794
Total Securities held as Collateral on Loaned Securities (Cost $36,293)				36,293

The accompanying notes are an integral part of the consolidated financial statements.
6

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Growth Portfolio

	Shares		Value (000)
Investment Company (2.0%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $314,985)		314,985,149	$	314,985
Total Short-Term Investments (Cost $351,278)				351,278
Total Investments Excluding Purchased Options (100.3%) (Cost $11,531,737)				16,171,702
Total Purchased Options Outstanding (0.1%) (Cost $92,369)				21,914
Total Investments (100.4%) (Cost $11,624,106) Including $32,687 of Securities Loaned (f)(g)				16,193,616
Liabilities in Excess of Other Assets (–0.4%)				(69,053	)
Net Assets (100.0%)			$	16,124,563

(a) Non-income producing security.

(b) All or a portion of this security was on loan at December 31, 2021.

(d) Amount is less than 0.05%.

(e) At December 31, 2021, the Fund held fair valued securities valued at approximately $139,951,000, representing 0.9% of net assets. These securities have been fair valued as determined in good faith under procedures established by and under the general supervision of the Company's (as defined herein) Directors.

(f) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $11,624,107,000. The aggregate gross unrealized appreciation is approximately $5,793,546,000 and the aggregate gross unrealized depreciation is approximately $1,251,048,000, resulting in net unrealized appreciation of approximately $4,542,498,000.

(g) Securities are available for collateral in connection with purchased options.

ADR American Depositary Receipt.

Call Options Purchased:

The Fund had the following call options purchased open at December 31, 2021:

Counterparty	Description	Strike Price		Expiration Date	Number of Contracts		Notional Amount (000)		Value (000)		Premiums Paid (000)		Unrealized Depreciation (000)
BNP Paribas	USD/CNH	CNH	7.45	Jan-22		3,240,675,472	$	3,240,675	$	3	$	17,298	$	(17,295	)
Goldman Sachs International	USD/CNH	CNH	7.27	Nov-22		4,217,855,933		4,217,856		12,742		20,248		(7,506	)
Goldman Sachs International	USD/CNH	CNH	7.57	Mar-22		3,297,576,823		3,297,577		162		16,380		(16,218	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.28	Jul-22		4,097,984,739		4,097,985		5,106		19,092		(13,986	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.31	Aug-22		1,916,631,520		1,916,632		2,582		13,018		(10,436	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.38	Jul-22		1,193,724,935		1,193,725		1,319		6,333		(5,014	)
									$	21,914	$	92,369	$	(70,455	)

CNH — Chinese Yuan Renminbi Offshore

USD — United States Dollar

Portfolio Composition*

Classification	Percentage of Total Investments
Information Technology Services		32.4	%
Other**		21.9
Software		18.5
Internet & Direct Marketing Retail		9.7
Interactive Media & Services		9.0
Entertainment		8.5
Total Investments		100.0	%

* Percentages indicated are based upon total investments (excluding Securities held as Collateral on Loaned Securities) as of December 31, 2021.

** Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the consolidated financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Growth Portfolio

Consolidated Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value⁽¹⁾ (Cost $11,278,622)	$	15,848,132
Investment in Security of Affiliated Issuer, at Value (Cost $345,484)		345,484
Total Investments in Securities, at Value (Cost $11,624,106)		16,193,616
Foreign Currency, at Value (Cost —@)		—	@
Cash from Securities Lending		44
Receivable for Investments Sold		40,216
Receivable for Fund Shares Sold		21,581
Receivable from Securities Lending Income		246
Dividends Receivable		85
Receivable from Affiliate		4
Other Assets		363
Total Assets		16,256,155
Liabilities:
Payable for Fund Shares Redeemed		46,644
Collateral on Securities Loaned, at Value		36,337
Due to Broker		23,328
Payable for Advisory Fees		17,224
Payable for Investments Purchased		2,944
Payable for Shareholder Services Fees — Class A		1,192
Payable for Distribution and Shareholder Services Fees — Class L		101
Payable for Distribution and Shareholder Services Fees — Class C		473
Payable for Sub Transfer Agency Fees — Class I		699
Payable for Sub Transfer Agency Fees — Class A		781
Payable for Sub Transfer Agency Fees — Class L		22
Payable for Sub Transfer Agency Fees — Class C		64
Payable for Administration Fees		1,155
Payable for Custodian Fees		226
Payable for Organization Costs for Subsidiary		85
Payable for Transfer Agency Fees — Class I		16
Payable for Transfer Agency Fees — Class A		31
Payable for Transfer Agency Fees — Class L		3
Payable for Transfer Agency Fees — Class C		3
Payable for Transfer Agency Fees — Class IS		2
Payable for Transfer Agency Fees — Class IR		1
Payable for Professional Fees		45
Payable for Directors' Fees and Expenses		39
Other Liabilities		177
Total Liabilities		131,592
Net Assets	$	16,124,563
Net Assets Consist of:
Paid-in-Capital	$	10,857,653
Total Distributable Earnings		5,266,910
Net Assets	$	16,124,563

The accompanying notes are an integral part of the consolidated financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Growth Portfolio

Consolidated Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	6,234,787
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		83,927,472
Net Asset Value, Offering and Redemption Price Per Share	$	74.29
CLASS A:
Net Assets	$	5,307,929
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		78,199,342
Net Asset Value, Redemption Price Per Share	$	67.88
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	3.76
Maximum Offering Price Per Share	$	71.64
CLASS L:
Net Assets	$	151,668
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		2,484,433
Net Asset Value, Offering and Redemption Price Per Share	$	61.05
CLASS C:
Net Assets	$	524,748
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		8,821,212
Net Asset Value, Offering and Redemption Price Per Share	$	59.49
CLASS IS:
Net Assets	$	3,585,865
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		47,606,383
Net Asset Value, Offering and Redemption Price Per Share	$	75.32
CLASS IR:
Net Assets	$	319,566
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		4,243,007
Net Asset Value, Offering and Redemption Price Per Share	$	75.32
⁽¹⁾ Including: Securities on Loan, at Value:	$	32,687

The accompanying notes are an integral part of the consolidated financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Growth Portfolio

Consolidated Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers	$	8,248
Income from Securities Loaned — Net		430
Dividends from Security of Affiliated Issuer (Note G)		67
Total Investment Income		8,745
Expenses:
Advisory Fees (Note B)		67,330
Shareholder Services Fees — Class A (Note D)		15,142
Distribution and Shareholder Services Fees — Class L (Note D)		1,322
Distribution and Shareholder Services Fees — Class C (Note D)		5,869
Administration Fees (Note C)		14,704
Sub Transfer Agency Fees — Class I		6,897
Sub Transfer Agency Fees — Class A		6,317
Sub Transfer Agency Fees — Class L		111
Sub Transfer Agency Fees — Class C		477
Registration Fees		1,168
Shareholder Reporting Fees		502
Transfer Agency Fees — Class I (Note E)		109
Transfer Agency Fees — Class A (Note E)		217
Transfer Agency Fees — Class L (Note E)		18
Transfer Agency Fees — Class C (Note E)		19
Transfer Agency Fees — Class IS (Note E)		14
Transfer Agency Fees — Class IR (Note E)		3
Custodian Fees (Note F)		346
Directors' Fees and Expenses		186
Organization Costs for Subsidiary		120
Professional Fees		92
Pricing Fees		4
Other Expenses		286
Total Expenses		121,253
Rebate from Morgan Stanley Affiliate (Note G)		(290	)
Net Expenses		120,963
Net Investment Loss		(112,218	)
Realized Gain:
Investments Sold		3,557,609
Foreign Currency Translation		2
Net Realized Gain		3,557,611
Change in Unrealized Appreciation (Depreciation):
Investments		(3,430,341	)
Foreign Currency Translation		(1	)
Net Change in Unrealized Appreciation (Depreciation)		(3,430,342	)
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		127,269
Net Increase in Net Assets Resulting from Operations	$	15,051

The accompanying notes are an integral part of the consolidated financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Growth Portfolio

Consolidated Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Loss	$	(112,218	)	$	(70,702	)
Net Realized Gain		3,557,611			2,508,141
Net Change in Unrealized Appreciation (Depreciation)		(3,430,342	)		6,284,985
Net Increase in Net Assets Resulting from Operations		15,051			8,722,424
Dividends and Distributions to Shareholders:
Class I		(1,288,168	)		(587,891	)
Class A		(1,170,586	)		(492,476	)
Class L		(35,712	)		(17,295	)
Class C		(128,990	)		(50,352	)
Class IS		(702,313	)		(318,382	)
Class IR		(61,993	)		(33,066	)
Total Dividends and Distributions to Shareholders		(3,387,762	)		(1,499,462	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		2,891,895			3,068,441
Distributions Reinvested		1,085,803			494,117
Redeemed		(3,287,298	)		(2,048,941	)
Class A:
Subscribed		1,691,828			1,320,428
Distributions Reinvested		1,133,414			474,626
Redeemed		(1,799,343	)		(987,191	)
Class L:
Exchanged		315			149
Distributions Reinvested		35,154			16,955
Redeemed		(22,201	)		(18,219	)
Class C:
Subscribed		158,102			192,797
Distributions Reinvested		115,585			44,778
Redeemed		(127,437	)		(71,959	)
Class IS:
Subscribed		510,697			701,960
Distributions Reinvested		681,196			315,802
Redeemed		(664,133	)		(456,386	)
Class IR:
Subscribed		65,967			27,158
Distributions Reinvested		61,945			33,066
Redeemed		(137,888	)		(155,705	)
Net Increase in Net Assets Resulting from Capital Share Transactions		2,393,601			2,951,876
Total Increase (Decrease) in Net Assets		(979,110	)		10,174,838
Net Assets:
Beginning of Period		17,103,673			6,928,835
End of Period	$	16,124,563		$	17,103,673

The accompanying notes are an integral part of the consolidated financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Growth Portfolio

Consolidated Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		30,517			45,741
Shares Issued on Distributions Reinvested		14,262			5,306
Shares Redeemed		(35,372	)		(29,210	)
Net Increase in Class I Shares Outstanding		9,407			21,837
Class A:
Shares Subscribed		18,774			18,846
Shares Issued on Distributions Reinvested		16,292			5,465
Shares Redeemed		(20,936	)		(15,307	)
Net Increase in Class A Shares Outstanding		14,130			9,004
Class L:
Shares Exchanged		5			2
Shares Issued on Distributions Reinvested		562			211
Shares Redeemed		(280	)		(297	)
Net Increase (Decrease) in Class L Shares Outstanding		287			(84	)
Class C:
Shares Subscribed		1,988			3,122
Shares Issued on Distributions Reinvested		1,895			567
Shares Redeemed		(1,698	)		(1,187	)
Net Increase in Class C Shares Outstanding		2,185			2,502
Class IS:
Shares Subscribed		5,170			10,266
Shares Issued on Distributions Reinvested		8,826			3,357
Shares Redeemed		(6,897	)		(6,504	)
Net Increase in Class IS Shares Outstanding		7,099			7,119
Class IR:
Shares Subscribed		674			502
Shares Issued on Distributions Reinvested		803			352
Shares Redeemed		(1,454	)		(2,396	)
Net Increase (Decrease) in Class IR Shares Outstanding		23			(1,542	)

* Not consolidated.

The accompanying notes are an integral part of the consolidated financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Growth Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	91.47		$	46.33		$	41.75		$	41.65		$	35.19
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.50	)		(0.38	)		(0.19	)		(0.08	)		(0.11	)
Net Realized and Unrealized Gain		1.32			54.08			9.73			3.50			15.39
Total from Investment Operations		0.82			53.70			9.54			3.42			15.28
Distributions from and/or in Excess of:
Net Realized Gain		(18.00	)		(8.56	)		(4.96	)		(3.32	)		(8.82	)
Net Asset Value, End of Period	$	74.29		$	91.47		$	46.33		$	41.75		$	41.65
Total Return⁽³⁾		0.43	%		115.57	%		23.16	%		7.66	%		43.83	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	6,234,787		$	6,816,690		$	2,440,640		$	1,785,893		$	991,362
Ratio of Expenses Before Expense Limitation		0.56	%		N/A			0.59	%		N/A			N/A
Ratio of Expenses After Expense Limitation		0.56	%⁽⁴⁾		0.54	%⁽⁴⁾		0.58	%⁽⁴⁾		0.58	%⁽⁴⁾		0.61	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			0.58	%⁽⁵⁾		N/A			0.61	%⁽⁴⁾
Ratio of Net Investment Loss		(0.51	)%⁽⁴⁾		(0.53	)%⁽⁴⁾		(0.38	)%⁽⁴⁾		(0.17	)%⁽⁴⁾		(0.25	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		59	%		60	%		87	%		41	%		55	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Growth Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	85.31		$	43.57		$	39.61		$	39.77		$	33.97
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.70	)		(0.51	)		(0.30	)		(0.19	)		(0.22	)
Net Realized and Unrealized Gain		1.27			50.81			9.22			3.35			14.84
Total from Investment Operations		0.57			50.30			8.92			3.16			14.62
Distributions from and/or in Excess of:
Net Realized Gain		(18.00	)		(8.56	)		(4.96	)		(3.32	)		(8.82	)
Net Asset Value, End of Period	$	67.88		$	85.31		$	43.57		$	39.61		$	39.77
Total Return⁽³⁾		0.16	%		115.09	%		22.81	%		7.39	%		43.45	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	5,307,929		$	5,465,808		$	2,399,450		$	2,043,706		$	1,827,833
Ratio of Expenses Before Expense Limitation		0.82	%		N/A			0.84	%		N/A			N/A
Ratio of Expenses After Expense Limitation		0.82	%⁽⁴⁾		0.79	%⁽⁴⁾		0.83	%⁽⁴⁾		0.84	%⁽⁴⁾		0.88	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			0.83	%⁽⁴⁾		N/A			0.88	%⁽⁴⁾
Ratio of Net Investment Loss		(0.77	)%⁽⁴⁾		(0.77	)%⁽⁴⁾		(0.64	)%⁽⁴⁾		(0.43	)%⁽⁴⁾		(0.52	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		59	%		60	%		87	%		41	%		55	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Growth Portfolio

	Class L
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	78.85		$	40.77		$	37.51		$	37.99		$	32.90
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(1.03	)		(0.76	)		(0.50	)		(0.39	)		(0.43	)
Net Realized and Unrealized Gain		1.23			47.40			8.72			3.23			14.34
Total from Investment Operations		0.20			46.64			8.22			2.84			13.91
Distributions from and/or in Excess of:
Net Realized Gain		(18.00	)		(8.56	)		(4.96	)		(3.32	)		(8.82	)
Net Asset Value, End of Period	$	61.05		$	78.85		$	40.77		$	37.51		$	37.99
Total Return⁽³⁾		(0.30	)%		114.01	%		22.22	%		6.89	%		42.69	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	151,668		$	173,317		$	93,053		$	83,818		$	90,177
Ratio of Expenses Before Expense Limitation		1.28	%		N/A			1.33	%		N/A			N/A
Ratio of Expenses After Expense Limitation		1.28	%⁽⁴⁾		1.29	%⁽⁴⁾		1.32	%⁽⁴⁾		1.31	%⁽⁴⁾		1.42	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			1.32	%⁽⁴⁾		N/A			1.42	%⁽⁴⁾
Ratio of Net Investment Loss		(1.24	)%⁽⁴⁾		(1.27	)%⁽⁴⁾		(1.12	)%⁽⁴⁾		(0.90	)%⁽⁴⁾		(1.05	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		59	%		60	%		87	%		41	%		55	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Growth Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	77.49		$	40.23		$	37.17		$	37.76		$	32.81
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(1.23	)		(0.93	)		(0.61	)		(0.51	)		(0.51	)
Net Realized and Unrealized Gain		1.23			46.75			8.63			3.24			14.28
Total from Investment Operations		0.00	⁽³⁾		45.82			8.02			2.73			13.77
Distributions from and/or in Excess of:
Net Realized Gain		(18.00	)		(8.56	)		(4.96	)		(3.32	)		(8.82	)
Net Asset Value, End of Period	$	59.49		$	77.49		$	40.23		$	37.17		$	37.76
Total Return⁽⁴⁾		(0.55	)%		113.48	%		21.91	%		6.61	%		42.37	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	524,748		$	514,190		$	166,303		$	92,431		$	37,524
Ratio of Expenses Before Expense Limitation		1.55	%		N/A			1.59	%		N/A			N/A
Ratio of Expenses After Expense Limitation		1.55	%⁽⁵⁾		1.53	%⁽⁵⁾		1.58	%⁽⁵⁾		1.57	%⁽⁵⁾		1.63	%⁽⁵⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			1.58	%⁽⁵⁾		N/A			1.63	%
Ratio of Net Investment Loss		(1.50	)%⁽⁵⁾		(1.51	)%⁽⁵⁾		(1.38	)%⁽⁵⁾		(1.17	)%⁽⁵⁾		(1.26	)%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		59	%		60	%		87	%		41	%		55	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005.

(4) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Growth Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018(¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	92.42		$	46.73		$	42.04		$	41.89		$	35.32
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.41	)		(0.32	)		(0.15	)		(0.04	)		(0.07	)
Net Realized and Unrealized Gain		1.31			54.57			9.80			3.51			15.46
Total from Investment Operations		0.90			54.25			9.65			3.47			15.39
Distributions from and/or in Excess of:
Net Realized Gain		(18.00	)		(8.56	)		(4.96	)		(3.32	)		(8.82	)
Net Asset Value, End of Period	$	75.32		$	92.42		$	46.73		$	42.04		$	41.89
Total Return⁽³⁾		0.51	%		115.76	%		23.26	%		7.74	%		43.98	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	3,585,865		$	3,743,697		$	1,560,148		$	1,202,659		$	1,131,543
Ratio of Expenses Before Expense Limitation		0.46	%		N/A			0.50	%		N/A			N/A
Ratio of Expenses After Expense Limitation		0.46	%⁽⁴⁾		0.47	%⁽⁴⁾		0.49	%⁽⁴⁾		0.50	%⁽⁴⁾		0.53	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			0.49	%⁽⁴⁾		N/A			0.53	%⁽⁴⁾
Ratio of Net Investment Loss		(0.41	)%⁽⁴⁾		(0.45	)%⁽⁴⁾		(0.29	)%⁽⁴⁾		(0.09	)%⁽⁴⁾		(0.16	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		59	%		60	%		87	%		41	%		55	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Growth Portfolio

	Class IR
	Year Ended December 31,									Period from June 15, 2018⁽²⁾ to
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			December 31, 2018⁽¹⁾
Net Asset Value, Beginning of Period	$	92.41		$	46.73		$	42.04		$	52.16
Income (Loss) from Investment Operations:
Net Investment Loss⁽³⁾		(0.41	)		(0.31	)		(0.15	)		(0.04	)
Net Realized and Unrealized Gain (Loss)		1.32			54.55			9.80			(6.76	)
Total from Investment Operations		0.91			54.24			9.65			(6.80	)
Distributions from and/or in Excess of:
Net Realized Gain		(18.00	)		(8.56	)		(4.96	)		(3.32	)
Net Asset Value, End of Period	$	75.32		$	92.41		$	46.73		$	42.04
Total Return⁽⁴⁾		0.52	%		115.74	%		23.26	%		(13.48	)%⁽⁶⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period, (Thousands)	$	319,566		$	389,971		$	269,241		$	149,578
Ratio of Expenses Before Expense Limitation		0.46	%		N/A			0.50	%		N/A
Ratio of Expenses After Expense Limitation		0.46	%⁽⁵⁾		0.47	%⁽⁵⁾		0.49	%⁽⁵⁾		0.49	%⁽⁵⁾⁽⁸⁾
Ratios of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			0.49	%⁽⁵⁾		N/A
Ratio of Net Investment Loss		(0.41	)%⁽⁵⁾		(0.45	)%⁽⁵⁾		(0.30	)%⁽⁵⁾		(0.14	)%⁽⁵⁾⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾		0.01	%		0.01	%		0.01	%⁽⁸⁾
Portfolio Turnover Rate		59	%		60	%		87	%		41	%

(1) Not consolidated.

(2) Commencement of Offering.

(3) Per share amount is based on average shares outstanding.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Not annualized.

(7) Amount is less than 0.005%.

(8) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
18

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements

The accompanying consolidated financial statements relate to the Growth Portfolio. The Fund seeks long-term capital appreciation by investing primarily in growth-oriented equity securities of large capitalization companies.

The Fund offers six classes of shares — Class I, Class A, Class L, Class C, Class IS and Class IR. On April 30, 2015, the Fund suspended offering of Class L shares. Existing Class L shareholders may invest through reinvestment of dividends and distributions. In addition, Class L shares of the Fund may be exchanged for Class L shares of any Morgan Stanley Multi- Class Fund, even though Class L shares are closed to investors. Effective May 21, 2021, the Fund suspended offering of Class I, Class A, Class C, Class IS and Class IR shares to new investors.

A. Significant Accounting Policies: The following significant accounting policies are in conformity with U.S. generally accepted accounting principles ("GAAP"). Such policies are consistently followed by the Company in the preparation of its consolidated financial statements. GAAP may require management to make estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results may differ from those estimates.

The Fund may, consistent with its principal investment strategies, invest up to 25% of its total assets in a wholly-owned subsidiary of the Fund organized as a company under the laws of the Cayman Islands, Growth Cayman Portfolio, Ltd. (the "Subsidiary"). The Subsidiary may invest in bitcoin indirectly through cash settled futures or indirectly through investments in Grayscale Bitcoin Trust (BTC) ("GBTC"), a privately offered investment vehicle that invests in bitcoin. The Fund is the sole shareholder of the Subsidiary, and it is not currently expected that shares of the Subsidiary will be sold or offered to other investors. The consolidated portfolio of investments and consolidated financial statements include the positions and accounts of the Fund and the Subsidiary. All intercompany accounts and transactions of the Fund and the Subsidiary have been eliminated in consolidation and all accounting policies of the Subsidiary are consistent with those of the Fund. As of December 31, 2021, the Subsidiary represented approximately $153,204,000 or approximately 0.95% of the total net assets of the Fund.

1. Security Valuation: (1) An equity portfolio security listed or traded on an exchange is valued at its latest reported sales price (or at the exchange official closing price if such exchange reports an official closing price), and if there were no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant exchanges. If only bid prices are available then the latest bid price may be used. Listed equity securities not traded on the valuation date with no reported bid and asked prices available on the exchange are valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers. In cases where a security is traded on more than one exchange, the security is valued on the exchange designated as the primary market; (2) all other equity portfolio securities for which over-the-counter ("OTC") market quotations are readily available are valued at the latest reported sales price (or at the market official closing price if such market reports an official closing price), and if there was no trading in the security on a given day and if there is no official closing price from relevant markets for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids,

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser"), a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) listed options are valued at the last reported sales price on the exchange on which they are listed (or at the exchange official closing price if such exchange reports an official closing price). If an official closing price or last reported sales price is unavailable, the listed option should be fair valued at the mean between its latest bid and ask prices. Unlisted options are valued at the mean between their latest bid and ask prices from a broker/dealer or valued by a pricing service/vendor; (5) when market quotations are not readily available, including circumstances under which the Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (6) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar

equivalents at the prevailing market rates prior to the close of the NYSE; (7) Private Investment in Public Equity ("PIPE") investments may be valued based on the underlying stock price less a discount until the commitment is fulfilled and shares are registered; and (8) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

• Level 1 – unadjusted quoted prices in active markets for identical investments

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Automobiles	$	102,742	$	—	$	—	$	102,742
Biotechnology		128,418		—		—		128,418
Capital Markets		158,713		—		—		158,713
Entertainment		1,369,150		—		—		1,369,150
Health Care Equipment & Supplies		78,383		—		—		78,383
Health Care Providers & Services		354,851		—		—		354,851
Health Care Technology		566,019		—		—		566,019
Hotels, Restaurants & Leisure		398,989		—		—		398,989
Information Technology Services		5,227,297		—		—		5,227,297
Interactive Media & Services		1,449,147		—		—		1,449,147
Internet & Direct Marketing Retail		1,572,242		—		—		1,572,242
Life Sciences Tools & Services		172,638		—		—		172,638
Pharmaceuticals		483,440		—		—		483,440
Real Estate Management & Development		267,566		—		—		267,566

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)			Total (000)
Common Stocks (cont'd)
Software	$	2,782,564	$	64,724	$	—		$	2,847,288
Specialty Retail		356,538		—		—			356,538
Total Common Stocks		15,468,697		64,724		—			15,533,421
Preferred Stocks
Electronic Equipment, Instruments & Components		—		—		—	†		—	†
Software		—		—		139,951			139,951
Total Preferred Stocks		—		—		139,951	†		139,951	†
Investment Company		147,052		—		—			147,052
Call Options Purchased		—		21,914		—			21,914
Short-Term Investments
Investment Company		345,484		—		—			345,484
Repurchase Agreements		—		5,794		—			5,794
Total Short-Term Investments		345,484		5,794		—			351,278
Total Assets	$	15,961,233	$	92,432	$	139,951	†	$	16,193,616	†

† Includes a security valued at zero.

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

Following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value:

Growth	Common Stock (000)			Preferred Stocks (000)
Beginning Balance	$	39,017		$	—	†
Purchases		—			136,746
Sales		—			—
Amortization of discount		—			—
Transfers in		—			—
Transfers out		(39,017	)††		—
Corporate actions		—			—
Change in unrealized appreciation (depreciation)		—			3,205
Realized gains (losses)		—			—
Ending Balance	$	—		$	139,951	†
Net change in unrealized appreciation (depreciation) from investments still held as of December 31, 2021	$	—		$	3,205

† Includes a security valued at zero.

†† A security transferred out of level 3 due to an Initial Public Offering.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Fair Value at
December 31, 2021
(000)

Valuation
Technique

Unobservable
Input

Amount*

Impact to
Valuation from an
Increase in Input**

Preferred Stock

139,951

Market Transaction
Method

Precedent
Transaction

$220.45

Increase

Discounted Cash Flow

Weighted Average
Cost of Capital

11.0%

Decrease

Perpetual Growth Rate

3.5%

Increase

Market Comparable
Companies

Enterprise Value/
Revenue

38.5x

Increase

Discount for Lack
of Marketability

12.0%

Decrease

* Amount is indicative of the weighted average.

4. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are

maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Governmental approval for foreign investments may be required in advance of making an investment under certain circumstances in some countries, and the extent of foreign investments in domestic companies may be subject to limitation in other countries. Foreign ownership limitations also may be imposed by the charters of individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Consolidated Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

Following is a description of the derivative instruments and techniques that the Fund used during the period and their associated risks:

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

As of December 31, 2021, the Fund did not have any open PIPE contract.

The following table sets forth the fair value of the Fund's derivative contracts by primary risk exposure as of December 31, 2021:

Asset Derivatives
Consolidated Statement
of Assets and
Liabilities Location

Primary Risk
Exposure

Value
(000)

Purchased Options

Investments, at Value
(Purchased Options)

Currency Risk

21,914

(a)

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

Realized Gain (Loss)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(57,401	)(b)

(b) Amounts are included in Realized Gain (Loss) on Investments Sold in the Consolidated Statement of Operations.

Change in Unrealized Appreciation (Depreciation)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(23,975	)(c)

(c) Amounts are included in Change in Unrealized Appreciation (Depreciation) on Investments in the Consolidated Statement of Operations.

At December 31, 2021, the Fund's derivative assets and liabilities are as follows:

Gross Amounts of Assets and Liabilities Presented in the Consolidated Statement of Assets and Liabilities
Derivatives	Assets(d) (000)			Liabilities(d) (000)
Purchased Options	$	21,914	(a)	$	—

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(d) Absent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Consolidated Statement of Assets and Liabilities.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

The following table presents derivative financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Counterparty	Gross Asset Derivatives Presented in the Statement of Assets and Liabilities(a) (000)		Financial Instrument (000)		Collateral Received(e) (000)			Net Amount (not less than $0) (000)
BNP Paribas	$	3	$	—	$	(3	)	$	0
Goldman Sachs International		12,904		—		(12,904	)		0
JP Morgan Chase Bank NA		9,007		—		(9,007	)		0
Total	$	21,914	$	—	$	(21,914	)	$	0

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(e) In some instances, the actual collateral received may be more than the amount shown here due to overcollateralization.

For the year ended December 31, 2021, the approximate average monthly amount outstanding for each derivative type is as follows:

Purchased Options:
Average monthly notional amount		15,526,605,000
Derivative Contract — PIPE:
Average monthly notional amount	$	51,671,000

Based on pre-established guidelines, the securities lending agent invests any cash collateral that is received in an affiliated money market portfolio and repurchase agreements. Securities lending income is generated from the earnings on the invested collateral and borrowing fees, less any rebates owed to the borrowers and compensation to the lending agent, and is recorded as "Income from Securities Loaned — Net" in the Fund's Consolidated Statement of Operations. Risks in securities lending transactions are that a borrower may not provide additional collateral when required or return the securities when due, and that the value of the short-term investments will be less than the amount of cash collateral plus any rebate that is required to be returned to the borrower.

The Fund has the right under the securities lending agreement to recover the securities from the borrower on demand.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

The following table presents financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Gross Asset Amounts Presented in the Consolidated Statement of Assets and Liabilities (000)			Financial Instrument (000)		Collateral Received (000)			Net Amount (not less than $0) (000)
$	32,687	(f)	$	—	$	(32,687	)(g)(h)	$	0

(f) Represents market value of loaned securities at year end.

(g) The Fund received cash collateral of approximately $36,337,000, of which approximately $36,293,000 was subsequently invested in Repurchase Agreements and Morgan Stanley Institutional Liquidity Funds as reported in the Consolidated Portfolio of Investments. As of December 31, 2021, there was uninvested cash of approximately $44,000, which is not reflected in the Consolidated Portfolio of Investments. In addition, the Fund received non-cash collateral of approximately $47,000 in the form of U.S. Government obligations, which the Fund cannot sell or repledge, and accordingly are not reflected in the Consolidated Portfolio of Investments.

(h) The actual collateral received is greater than the amount shown here due to overcollateralization.

Remaining Contractual Maturity of the Agreements
	Overnight and Continuous (000)		<30 days (000)		Between 30 & 90 days (000)		>90 days (000)		Total (000)
Securities Lending Transactions
Common Stocks	$	36,337	$	—	$	—	$	—	$	36,337
Total Borrowings	$	36,337	$	—	$	—	$	—	$	36,337
Gross amount of recognized liabilities for securities lending transactions									$	36,337

resale. As a result, restricted securities may be more difficult to value and the Fund may have difficulty disposing of such assets either in a timely manner or for a reasonable price. In order to dispose of an unregistered security, the Fund, where it has contractual rights to do so, may have to cause such security to be registered. A considerable period may elapse between the time the decision is made to sell the security and the time the security is registered so that the Fund can sell it. Contractual restrictions on the resale of securities vary in length and scope and are generally the result of a negotiation between the issuer and the acquirer of the securities. The Fund would, in either case, bear market risks during that period. Restricted securities are identified in the Consolidated Portfolio of Investments.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

First $1 billion				Next $1 billion				Next $1 billion				Over $3 billion
	0.50	%			0.45	%			0.40	%			0.35	%

For the year ended December 31, 2021, the advisory fee rate (net of rebate) was equivalent to an annual effective rate of 0.36% of the Fund's average daily net assets.

The Adviser has agreed to waive its advisory fees by the amount of advisory fees it receives from the Subsidiary.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

maintenance fees, plus reimbursement for certain out-of-pocket expenses.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $10,331,334,000 and $10,377,963,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser, both directly and as a portion of the securities held as collateral on loaned securities. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $290,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	1,375,449			$	5,962,045			$	6,992,010			$	67

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	345,484

The Company has an unfunded noncontributory defined benefit pension plan covering certain independent Directors of the Company who will have served as independent Directors for at least five years at the time of retirement. Benefits under this

plan are based on factors which include years of service and compensation. The Directors voted to close the plan to new participants and eliminate the future benefits growth due to increases to compensation after July 31, 2003. Aggregate pension costs for the year ended December 31, 2021, included in "Directors' fees and expenses" in the Consolidated Statement of Operations amounted to approximately $1,000. At December 31, 2021, the Fund had an accrued pension liability of approximately $39,000, which is reflected as "Directors' fees" in the Consolidated Statement of Assets and Liabilities.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

in the four-year period ended December 31, 2021 remains subject to examination by taxing authorities.

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	709,582	$	2,678,180	$	345,276	$	1,154,186

Permanent differences, primarily due to equalization debits, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Distributable Earnings (000)				Paid-in- Capital (000)
$	(368,471	)		$	368,471

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	—			$	724,751

December 31, 2021, the Fund did not have any borrowings under the Facility.

K. Market Risk and Risks Relating to Certain Financial Instruments:

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

overall as a result of developments such as disruption to consumer demand, economic output and supply chains. The duration and extent of COVID-19 and associated economic and market conditions and uncertainty over the long term cannot be reasonably estimated at this time. The ultimate impact of COVID-19 and the extent to which the associated conditions impact the Fund will also depend on future developments, which are highly uncertain, difficult to accurately predict and subject to change at any time. If the financial performance of the Fund's investments is impacted because of these factors for an extended period, the Fund's investment results may be adversely affected.

benefited from; a transaction once identified or effected may prove unsuccessful and an investment in the SPAC may lose value; the warrants or other rights with respect to the SPAC held by the Fund may expire worthless or may be repurchased or retired by the SPAC at an unfavorable price; and an investment in a SPAC may be diluted by additional later offerings of interests in the SPAC or by other investors exercising existing rights to purchase shares of the SPAC. In addition, a SPAC target company may have limited operating experience, a smaller size, limited product lines, markets, distribution channels and financial and managerial resources. Investing in the securities of smaller companies involves greater risk, and portfolio price volatility.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Growth Portfolio

Opinion on the Financial Statements

We have audited the accompanying consolidated statement of assets and liabilities of Growth Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the consolidated portfolio of investments, as of December 31, 2021, and the related consolidated statements of operations and changes in net assets for the year then ended and the statement of changes in net assets for the year ended December 31, 2020, the consolidated financial highlights for the year ended December 31, 2021 and the financial highlights for each of the four years in the period ended December 31, 2020 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the consolidated financial position of Growth Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the consolidated results of its operations and the consolidated changes in its net assets for the year then ended and the changes in its net assets for the year ended December 31, 2020 and its consolidated financial highlights for the year ended December 31, 2021 and its financial highlights for each of the four years in the period ended December 31, 2020, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021.

The Fund designated and paid approximately $3,046,771,000 as a long-term capital gain distribution.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since August 2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since August 2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since January 2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since January 2015

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since July 1991

Director of NVR, Inc. (home construction).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since August 1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since August 2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since January 2017

Director or Trustee of various Morgan Stanley Funds (since January 2017); Managing Director, JPMorgan Asset Management (2004-2016); Oversight and Control Head of Fiduciary and Conflicts of Interest Program (2015-2016); Chief Control Officer — Global Asset Management (2013- 2015); President, JPMorgan Funds (2010-2013); Chief Administrative Officer (2004-2013); various other positions including Treasurer and Board Liaison (since 2001).

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and
Birth Year of Executive Officer

Position(s) Held
with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since June 1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since June 2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIGRWANN
3997467 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Inception Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Consolidated Expense Example					3
Investment Overview					4
Consolidated Portfolio of Investments					6
Consolidated Statement of Assets and Liabilities					10
Consolidated Statement of Operations					12
Consolidated Statements of Changes in Net Assets					13
Consolidated Financial Highlights					15
Notes to Consolidated Financial Statements					20
Report of Independent Registered Public Accounting Firm					33
Liquidity Risk Management Program					34
Federal Tax Notice					35
U.S. Customer Privacy Notice					36
Director and Officer Information					39

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Inception Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Expense Example (unaudited)

Inception Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Inception Portfolio Class I	$	1,000.00	$	704.00	$	1,020.16	$	4.30	$	5.09		1.00	%
Inception Portfolio Class A		1,000.00		701.90		1,018.40		5.79		6.87		1.35
Inception Portfolio Class L		1,000.00		700.90		1,015.88		7.93		9.40		1.85
Inception Portfolio Class C		1,000.00		699.90		1,014.62		9.00		10.66		2.10
Inception Portfolio Class IS		1,000.00		704.10		1,020.52		3.99		4.74		0.93

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Inception Portfolio

The Fund seeks long-term capital appreciation by investing primarily in growth-oriented equity securities of small capitalization companies.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of –3.33%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the Russell 2000® Growth Index (the "Index"), which returned 2.83%.

Factors Affecting Performance

• Small-cap growth equities, as measured by the Index, advanced over the year. Nine of the Index's 11 sectors posted double-digit gains, led by energy, real estate and utilities. Health care and communication services were the only sectors with negative performance in the Index and the greatest relative laggards in the Index in the period.

• The long-term investment horizon and conviction-weighted investment approach embraced by the team since 1998 can result in periods of performance deviation from the benchmark and peers. The Fund underperformed the Index in this reporting period primarily due to unfavorable stock selection; sector allocation detracted to a lesser extent.

• Greater market volatility and a widespread sell-off in high growth and high multiple equities was a significant headwind to portfolio performance in the fourth quarter and throughout 2021. We believe the sell-off was driven by a broad rotation out of such names and not due to company-specific fundamentals, which, across most of the portfolio, remained largely robust. Overall, we tried to take advantage of the volatility and opportunistically added to some positions and initiated new positions, in holdings where we believe the fundamentals remained intact and the valuation became more attractive.

• The largest detractor from relative performance was stock selection in information technology, followed by a sector underweight and stock selection in industrials. Stock selection in real estate also dampened relative performance, although it was partially mitigated by a beneficial sector overweight.

• Conversely, stock selection in consumer discretionary was the greatest positive contributor to relative performance. The Fund held an average sector underweight in health care during the period that was advantageous to relative results, but it was more than offset by adverse stock selection, which detracted. Energy was another positive contributor due to favorable stock selection.

Management Strategies

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Inception Portfolio

* Minimum Investment for Class I shares

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, L, C and IS shares will vary from the performance of Class I shares based upon their different inception dates and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the Russell 2000^® Growth Index⁽¹⁾ and the Lipper Small-Cap Growth Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
				Average Annual
	One Year			Five Years			Ten Years			Since Inception⁽⁹⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		–3.33	%		32.34	%		20.16	%		13.34	%
Fund — Class A Shares w/o sales charges⁽⁵⁾		–3.70			31.95			19.79			13.02
Fund — Class A Shares with maximum 5.25% sales charges⁽⁵⁾		–8.78			30.53			19.15			12.79
Fund — Class L Shares w/o sales charges⁽⁶⁾		–4.17			31.23			19.17			18.47
Fund — Class C Shares w/o sales charges⁽⁸⁾		–4.37			—			—			29.96
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁸⁾		–5.06			—			—			29.96
Fund — Class IS Shares w/o sales charges⁽⁷⁾		–3.29			32.43			—			17.71
Russell 2000^® Growth Index		2.83			14.53			14.14			8.75
Lipper Small-Cap Growth Funds Index		11.22			19.06			15.51			10.50

⁽¹⁾ The Russell 2000^® Growth Index measures the performance of the small-cap growth segment of the U.S. equity universe. It includes those Russell 2000^® Index companies with higher price-to-book ratios and higher forecasted growth values. The Russell 2000^®Index is a subset of the Russell 3000^® Index representing approximately 10% of the total market capitalization of that index. It includes approximately 2,000 of the smallest securities based on a combination of their market capitalization and current index membership. The Index is unmanaged and its 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 Lipper Small-Cap Growth Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Small-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. As of the date of this report, the Fund was in the Lipper Small-Cap Growth Funds classification.

⁽⁴⁾ Commenced operations on November 1, 1989.

⁽⁵⁾ Commenced offering on January 2, 1996.

⁽⁶⁾ Commenced offering on November 11, 2011.

⁽⁷⁾ Commenced offering on September 13, 2013.

⁽⁸⁾ Commenced offering on May 31, 2017.

⁽⁹⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments

Inception Portfolio

	Shares		Value (000)
Common Stocks (93.6%)
Airlines (0.2%)
Joby Aviation, Inc. (a)(b)		463,300	$	3,382
Beverages (1.2%)
Celsius Holdings, Inc. (a)		212,601		15,854
Biotechnology (8.3%)
4D Molecular Therapeutics, Inc. (a)		225,126		4,939
Abcam PLC ADR (United Kingdom) (a)		603,182		14,205
Beam Therapeutics, Inc. (a)		173,413		13,819
C4 Therapeutics, Inc. (a)		265,485		8,549
Century Therapeutics, Inc. (a)		254,934		4,043
Dynamics Special Purpose Corp., SPAC (a)(c)		1,942,567		17,238
Editas Medicine, Inc. (a)		99,995		2,655
Fate Therapeutics, Inc. (a)		218,661		12,794
Graphite Bio, Inc. (a)		398,966		4,959
Intellia Therapeutics, Inc. (a)		191,142		22,601
Lyell Immunopharma, Inc. (a)(b)		237,495		1,838
Relay Therapeutics, Inc. (a)		142,547		4,378
Sana Biotechnology, Inc. (a)		126,654		1,961
				113,979
Chemicals (0.4%)
Zymergen, Inc. (a)(b)		860,372		5,756
Diversified Consumer Services (2.0%)
Duolingo, Inc. (a)(b)		185,148		19,646
Nerdy, Inc. (a)		1,696,355		7,634
				27,280
Diversified Holding Companies (2.2%)
Big Sky Growth Partners, Inc. (Units) SPAC (a)(d)		1,016,409		9,951
Meli Kaszek Pioneer Corp., SPAC (a)		711,066		8,220
Ribbit LEAP Ltd. (Units) SPAC (a)(d)		553,214		5,499
TCV Acquisition Corp., Class A SPAC (a)		584,327		5,761
				29,431
Diversified Telecommunication Services (3.5%)
Anterix, Inc. (a)		806,349		47,381
Entertainment (0.5%)
Skillz, Inc. (a)(b)		833,832		6,204
Health Care Equipment & Supplies (4.3%)
Angle PLC (United Kingdom) (a)		8,992,680		14,485
Figs, Inc., Class A (a)(b)		841,459		23,191
Outset Medical, Inc. (a)		198,854		9,165
Penumbra, Inc. (a)		24,890		7,151
Quotient Ltd. (a)		2,052,642		5,316
				59,308
Health Care Providers & Services (10.0%)
23andMe Holding Co. (a)(c)		532,622		3,299
Agilon health, Inc. (a)		1,889,616		51,020
Alignment Healthcare, Inc. (a)		522,080		7,340
Covetrus, Inc. (a)		1,935,727		38,656
Guardant Health, Inc. (a)		154,770		15,480
Oak Street Health, Inc. (a)		244,900		8,116

	Shares		Value (000)
Privia Health Group, Inc. (a)		324,147	$	8,386
Signify Health, Inc., Class A (a)		353,268		5,024
				137,321
Health Care Technology (3.5%)
Doximity, Inc., Class A (a)		403,651		20,235
Inspire Medical Systems, Inc. (a)		65,386		15,043
Schrodinger, Inc. (a)		58,115		2,024
Sema4 Holdings Corp. (a)(c)		1,079,306		4,477
Sema4 Holdings Corp. (a)		1,254,323		5,594
				47,373
Hotels, Restaurants & Leisure (2.2%)
Membership Collective Group, Inc., Class A (a)(b)		1,396,616		17,849
Sweetgreen, Inc., Class A (a)(b)		387,603		12,403
				30,252
Household Durables (7.2%)
Cricut, Inc., Class A (a)(b)		1,592,182		35,171
Victoria PLC (United Kingdom) (a)		3,897,813		63,311
				98,482
Information Technology Services (4.3%)
Fastly, Inc., Class A (a)		1,660,183		58,853
Insurance (0.8%)
Oscar Health, Inc., Class A (a)		545,306		4,280
Trupanion, Inc. (a)		55,016		7,264
				11,544
Interactive Media & Services (2.6%)
Vimeo, Inc. (a)		1,977,028		35,507
Internet & Direct Marketing Retail (8.6%)
BARK, Inc. (a)(b)		3,192,511		13,473
Global-e Online Ltd. (Israel) (a)		609,407		38,630
Overstock.com, Inc. (a)		869,987		51,338
Stitch Fix, Inc., Class A (a)		784,260		14,838
				118,279
Life Sciences Tools & Services (5.1%)
AbCellera Biologics, Inc. (Canada) (a)		150,594		2,154
MaxCyte, Inc. (a)		771,389		7,861
NanoString Technologies, Inc. (a)		367,778		15,531
Olink Holding AB ADR (Sweden) (a)		320,441		5,832
Seer, Inc. (a)		690,574		15,752
SomaLogic, Inc. (a)		851,288		9,909
Stevanato Group SpA (Italy) (a)		560,954		12,593
				69,632
Machinery (0.4%)
Desktop Metal, Inc., Class A (a)		1,173,303		5,808
Media (1.0%)
Cardlytics, Inc. (a)		209,971		13,877
Metals & Mining (0.9%)
MP Materials Corp. (a)		285,561		12,970

The accompanying notes are an integral part of the consolidated financial statements.
6

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Inception Portfolio

	Shares		Value (000)
Pharmaceuticals (0.9%)
ATAI Life Sciences N.V. (a)(b)		774,423	$	5,909
GH Research PLC (a)(b)		260,933		6,087
				11,996
Professional Services (1.0%)
Upwork, Inc. (a)		420,091		14,350
Real Estate Management & Development (4.9%)
Redfin Corp. (a)		1,559,153		59,856
WeWork, Inc., Class A REIT (a)		894,165		7,690
				67,546
Semiconductors & Semiconductor Equipment (1.1%)
Heliogen, Inc. (a)(c)		984,507		14,516
Software (9.3%)
Appian Corp. (a)		209,052		13,632
AvidXchange Holdings, Inc. (a)		445,261		6,706
Cipher Mining, Inc. (a)		848,791		3,930
Clear Secure, Inc., Class A (a)		539,383		16,920
Latch, Inc. (a)		2,077,147		15,724
Matterport, Inc. (a)(b)		1,457,516		30,083
MicroStrategy, Inc., Class A (a)		13,441		7,319
Olo, Inc., Class A (a)		1,589,201		33,071
				127,385
Specialty Retail (5.0%)
Party City Holdco, Inc. (a)		4,662,090		25,968
Victoria's Secret & Co. (a)		142,818		7,932
Vroom, Inc. (a)(b)		1,126,659		12,157
Warby Parker, Inc., Class A (a)		470,733		21,917
				67,974
Tech Hardware, Storage & Peripherals (0.6%)
IonQ, Inc. (a)		492,698		8,228
Textiles, Apparel & Luxury Goods (1.1%)
On Holding AG, Class A (Switzerland) (a)		384,168		14,525
Trading Companies & Distributors (0.5%)
EVI Industries, Inc. (a)		215,437		6,728
Total Common Stocks (Cost $1,562,715)				1,281,721
Preferred Stocks (1.0%)
Health Care Technology (0.6%)
Grand Rounds, Inc. Series B (a)(c)(e) (acquisition cost — $3,362; acquired 7/3/14)		3,269,139		7,781
Internet & Direct Marketing Retail (0.0%) (f)
Overstock.com, Inc. Series A-1		13,247		623
Software (0.4%)
Lookout, Inc. Series F (a)(c)(e) (acquisition cost — $13,476; acquired 6/17/14)		1,179,743		5,580
Total Preferred Stocks (Cost $16,924)				13,984
Investment Companies (2.9%)
Grayscale Bitcoin Trust BTC (a)		413,687		14,169
Hipgnosis Songs Fund Ltd.		14,932,747		25,265
Total Investment Companies (Cost $42,641)				39,434

	Shares		Value (000)
Warrants (0.0%) (f)
Internet & Direct Marketing Retail (0.0%) (f)
BARK, Inc. expires 5/1/26 (a) (Cost $1,101)		209,825	$	124
Life Sciences Tools & Services (0.0%) (f)
SomaLogic, Inc. expires 8/31/26 (a) (Cost $203)		61,142		205
Total Warrants (Cost $1,304)				329
Short-Term Investments (10.0%)
Securities held as Collateral on Loaned Securities (8.0%)
Investment Company (6.7%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G)		91,332,783		91,333
	Face Amount (000)
Repurchase Agreements (1.3%)
HSBC Securities USA, Inc., (0.05%, dated 12/31/21, due 1/3/22; proceeds $913; fully collateralized by U.S. Government obligations; 0.00% due 5/15/25 – 11/15/28; valued at $932)	$	913		913
Merrill Lynch & Co., Inc., (0.05%, dated 12/31/21, due 1/3/22; proceeds $16,440; fully collateralized by U.S. Government obligations; 0.13% – 2.88% due 7/31/23 – 7/31/25; valued at $16,769)		16,440		16,440
				17,353
Total Securities held as Collateral on Loaned Securities (Cost $108,686)				108,686
	Shares
Investment Company (2.0%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $27,293)		27,293,428		27,293
Total Short-Term Investments (Cost $135,979)				135,979
Total Investments Excluding Purchased Options (107.5%) (Cost $1,759,563)				1,471,447
Total Purchased Options Outstanding (0.2%) (Cost $8,994)				2,288
Total Investments (107.7%) (Cost $1,768,557) Including $111,366 of Securities Loaned (g)(h)				1,473,735
Liabilities in Excess of Other Assets (–7.7%)				(104,868	)
Net Assets (100.0%)			$	1,368,867

The accompanying notes are an integral part of the consolidated financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Inception Portfolio

The Fund had the following Derivative Contract — PIPE open at December 31, 2021:

Counterparty				Referenced Obligation				Notional Amount				Settlement Date				Unrealized Depreciation (000)				% of Net Assets
Dynamics Special Purpose Corp.				Senti Biosciences, Inc. (a)(c)(e)(i)(j)				$	704,410			12/30/22				$	(93	)			(0.01	)%

(a) Non-income producing security.

(b) All or a portion of this security was on loan at December 31, 2021.

(d) Consists of one or more classes of securities traded together as a unit; stocks with attached warrants.

(e) At December 31, 2021, the Fund held fair valued securities valued at approximately $13,268,000, representing 1.0% of net assets. These securities have been fair valued as determined in good faith under procedures established by and under the general supervision of the Company's (as defined herein) Directors.

(f) Amount is less than 0.05%.

(g) Securities are available for collateral in connection with securities purchased on a forward commitment basis and purchased options.

(h) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $1,793,403,000. The aggregate gross unrealized appreciation is approximately $178,405,000 and the aggregate gross unrealized depreciation is approximately $498,082,000, resulting in net unrealized depreciation of approximately $319,677,000.

(i) Represents an unfunded subscription agreement in a private investment in a public entity. The Fund is committed to purchase 70,441 shares at $10.00 per share on the settlement date pursuant to the closing of the business combination between Senti Biosciences, Inc., and Dynamics Special Purpose Corp., a SPAC. The settlement date shown reflects the estimated date based upon the subscription agreement and is subject to change. The transaction will require the approval of the shareholders of both Dynamics Special Purpose Corp., and Senti Biosciences, Inc., and is subject to other customary closing conditions, including the receipt of certain regulatory approvals. If these conditions are not met, the Fund is no longer obligated to fulfill its commitment to Dynamics Special Purpose Corp., and Senti Biosciences, Inc. The investment is restricted from resale until the settlement date.

(j) Investment is valued based on the underlying stock price and significant unobservable inputs that factor in volatility and discount for lack of marketability and transaction risk and is classified as Level 3 in the fair value hierarchy.

ADR American Depositary Receipt.

PIPE Private Investment in Public Equity.

REIT Real Estate Investment Trust.

SPAC Special Purpose Acquisition Company.

Call Options Purchased:

The Fund had the following call options purchased open at December 31, 2021:

Counterparty	Description	Strike Price		Expiration Date	Number of Contracts		Notional Amount (000)		Value (000)			Premiums Paid (000)		Unrealized Depreciation (000)
BNP Paribas	USD/CNH	CNH	7.45	Jan-22		163,712,492		163,712	$	—	@	$	874	$	(874	)
Goldman Sachs International	USD/CNH	CNH	7.27	Nov-22		416,376,103		416,376		1,258			1,999		(741	)
Goldman Sachs International	USD/CNH	CNH	7.57	Mar-22		365,598,034		365,598		18			1,816		(1,798	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.28	Jul-22		468,635,786		468,636		584			2,183		(1,599	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.31	Aug-22		208,653,359		208,653		281			1,417		(1,136	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.38	Ju-22		132,899,103		132,899		147			705		(558	)
									$	2,288		$	8,994	$	(6,706	)

@ — Value is less than $500.

CNH — Chinese Yuan Renminbi Offshore

USD — United States Dollar

The accompanying notes are an integral part of the consolidated financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Inception Portfolio

Portfolio Composition*

Classification	Percentage of Total Investments
Other**		40.8	%
Health Care Providers & Services		10.1
Software		9.7
Internet & Direct Marketing Retail		8.7
Biotechnology		8.4
Household Durables		7.2
Life Sciences Tools & Services		5.1
Specialty Retail		5.0
Real Estate Management & Development		5.0
Total Investments		100.0	%***

* Percentages indicated are based upon total investments (excluding Securities held as Collateral on Loaned Securities) as of December 31, 2021.

** Industries and/or investment types representing less than 5% of total investments.

*** Does not include an open PIPE contract with unrealized depreciation of approximately $93,000.

The accompanying notes are an integral part of the consolidated financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Inception Portfolio

Consolidated Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value⁽¹⁾ (Cost $1,630,520)	$	1,337,871
Investment in Security of Affiliated Issuer, at Value (Cost $138,037)		135,864
Total Investments in Securities, at Value (Cost $1,768,557)		1,473,735
Foreign Currency, at Value (Cost $1)		—	@
Cash from Securities Lending		132
Receivable for Investments Sold		11,959
Receivable for Fund Shares Sold		3,156
Receivable from Securities Lending Income		1,270
Receivable from Affiliate		—	@
Other Assets		235
Total Assets		1,490,487
Liabilities:
Collateral on Securities Loaned, at Value		108,818
Payable for Fund Shares Redeemed		7,194
Payable for Advisory Fees		2,915
Due to Broker		1,885
Payable for Sub Transfer Agency Fees — Class I		142
Payable for Sub Transfer Agency Fees — Class A		135
Payable for Sub Transfer Agency Fees — Class L		—	@
Payable for Sub Transfer Agency Fees — Class C		6
Payable for Shareholder Services Fees — Class A		104
Payable for Distribution and Shareholder Services Fees — Class L		1
Payable for Distribution and Shareholder Services Fees — Class C		28
Payable for Administration Fees		101
Payable for Professional Fees		53
Payable for Custodian Fees		39
Payable for Transfer Agency Fees — Class I		3
Payable for Transfer Agency Fees — Class A		3
Payable for Transfer Agency Fees — Class L		1
Payable for Transfer Agency Fees — Class C		2
Payable for Transfer Agency Fees — Class IS		1
Payable for Organization Costs for Subsidiary		4
Unrealized Depreciation on Derivative Contract — PIPE		93
Other Liabilities		92
Total Liabilities		121,620
Net Assets	$	1,368,867
Net Assets Consist of:
Paid-in-Capital	$	1,761,762
Total Accumulated Loss		(392,895	)
Net Assets	$	1,368,867

The accompanying notes are an integral part of the consolidated financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Inception Portfolio

Consolidated Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	743,854
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		37,654,495
Net Asset Value, Offering and Redemption Price Per Share	$	19.75
CLASS A:
Net Assets	$	450,058
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		34,089,177
Net Asset Value, Redemption Price Per Share	$	13.20
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	0.73
Maximum Offering Price Per Share	$	13.93
CLASS L:
Net Assets	$	1,874
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		170,427
Net Asset Value, Offering and Redemption Price Per Share	$	10.99
CLASS C:
Net Assets	$	31,148
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		2,530,223
Net Asset Value, Offering and Redemption Price Per Share	$	12.31
CLASS IS:
Net Assets	$	141,933
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		7,100,382
Net Asset Value, Offering and Redemption Price Per Share	$	19.99
⁽¹⁾ Including: Securities on Loan, at Value:	$	111,366

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Inception Portfolio

Consolidated Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Income from Securities Loaned — Net	$	7,772
Dividends from Securities of Unaffiliated Issuers		1,367
Dividends from Security of Affiliated Issuer (Note G)		19
Total Investment Income		9,158
Expenses:
Advisory Fees (Note B)		16,286
Sub Transfer Agency Fees — Class I		1,132
Sub Transfer Agency Fees — Class A		1,000
Sub Transfer Agency Fees — Class L		2
Sub Transfer Agency Fees — Class C		35
Shareholder Services Fees — Class A (Note D)		1,672
Distribution and Shareholder Services Fees — Class L (Note D)		20
Distribution and Shareholder Services Fees — Class C (Note D)		368
Administration Fees (Note C)		1,488
Registration Fees		406
Professional Fees		132
Shareholder Reporting Fees		118
Custodian Fees (Note F)		63
Transfer Agency Fees — Class I (Note E)		16
Transfer Agency Fees — Class A (Note E)		14
Transfer Agency Fees — Class L (Note E)		3
Transfer Agency Fees — Class C (Note E)		10
Transfer Agency Fees — Class IS (Note E)		4
Directors' Fees and Expenses		21
Organization Costs for Subsidiary		6
Pricing Fees		5
Other Expenses		43
Total Expenses		22,844
Waiver of Advisory Fees (Note B)		(1,272	)
Reimbursement of Class Specific Expenses — Class I (Note B)		(471	)
Reimbursement of Class Specific Expenses — Class L (Note B)		(1	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(4	)
Rebate from Morgan Stanley Affiliate (Note G)		(80	)
Net Expenses		21,016
Net Investment Loss		(11,858	)
Realized Gain:
Investments Sold		198,869
Foreign Currency Translation		60
Net Realized Gain		198,929
Change in Unrealized Appreciation (Depreciation):
Investments		(524,078	)
Investments in Affiliates		(2,173	)
Foreign Currency Translation		1
Derivative Contracts — PIPE		(93	)
Net Change in Unrealized Appreciation (Depreciation)		(526,343	)
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		(327,414	)
Net Decrease in Net Assets Resulting from Operations	$	(339,272	)

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Inception Portfolio

Consolidated Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Loss	$	(11,858	)	$	(1,920	)
Net Realized Gain		198,929			143,288
Net Change in Unrealized Appreciation (Depreciation)		(526,343	)		211,934
Net Increase (Decrease) in Net Assets Resulting from Operations		(339,272	)		353,302
Dividends and Distributions to Shareholders:
Class I		(161,045	)		(35,772	)
Class A		(131,242	)		(21,928	)
Class L		(576	)		(330	)
Class C		(8,978	)		(1,096	)
Class IS		(28,064	)		(13,192	)
Total Dividends and Distributions to Shareholders		(329,905	)		(72,318	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		1,243,327			305,320
Distributions Reinvested		160,851			35,721
Redeemed		(794,337	)		(67,974	)
Class A:
Subscribed		1,064,454			132,778
Distributions Reinvested		130,793			21,743
Redeemed		(689,202	)		(32,925	)
Class L:
Exchanged		—	@		—
Distributions Reinvested		575			329
Redeemed		(694	)		(250	)
Class C:
Subscribed		42,802			8,725
Distributions Reinvested		8,916			1,085
Redeemed		(15,380	)		(330	)
Class IS:
Subscribed		27,096			23,748
Distributions Reinvested		28,064			13,192
Redeemed		(34,507	)		(29,678	)
Net Increase in Net Assets Resulting from Capital Share Transactions		1,172,758			411,484
Redemption Fees		1,946			65
Total Increase in Net Assets		505,527			692,533
Net Assets:
Beginning of Period		863,340			170,807
End of Period	$	1,368,867		$	863,340

The accompanying notes are an integral part of the consolidated financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Inception Portfolio

Consolidated Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		38,969			15,383
Shares Issued on Distributions Reinvested		8,148			1,480
Shares Redeemed		(27,695	)		(3,910	)
Net Increase in Class I Shares Outstanding		19,422			12,953
Class A:
Shares Subscribed		43,586			8,307
Shares Issued on Distributions Reinvested		9,909			1,228
Shares Redeemed		(31,696	)		(2,547	)
Net Increase in Class A Shares Outstanding		21,799			6,988
Class L:
Shares Exchanged		—	@@		—
Shares Issued on Distributions Reinvested		52			21
Shares Redeemed		(36	)		(26	)
Net Increase (Decrease) in Class L Shares Outstanding		16			(5	)
Class C:
Shares Subscribed		1,924			578
Shares Issued on Distributions Reinvested		724			64
Shares Redeemed		(818	)		(26	)
Net Increase in Class C Shares Outstanding		1,830			616
Class IS:
Shares Subscribed		836			1,580
Shares Issued on Distributions Reinvested		1,405			541
Shares Redeemed		(1,126	)		(1,869	)
Net Increase in Class IS Shares Outstanding		1,115			252

* Not consolidated.

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the consolidated financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Inception Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	25.48		$	11.19		$	9.62		$	10.90		$	13.26
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽²⁾		(0.15	)		(0.10	)		0.01			(0.05	)		(0.11	)
Net Realized and Unrealized Gain (Loss)		(0.74	)		16.84			3.50			0.16			2.91
Total from Investment Operations		(0.89	)		16.74			3.51			0.11			2.80
Distributions from and/or in Excess of:
Net Investment Income		(0.11	)		—			—			—			—
Net Realized Gain		(4.76	)		(2.45	)		(1.94	)		(1.39	)		(5.16	)
Total Distributions		(4.87	)		(2.45	)		(1.94	)		(1.39	)		(5.16	)
Redemption Fees		0.03			0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	19.75		$	25.48		$	11.19		$	9.62		$	10.90
Total Return⁽⁴⁾		(3.33	)%		150.57	%		37.11	%		0.29	%		21.87	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	743,854		$	464,639		$	59,092		$	60,777		$	141,954
Ratio of Expenses Before Expense Limitation		1.12	%		1.18	%		1.21	%		1.17	%		1.20	%
Ratio of Expenses After Expense Limitation		1.00	%⁽⁵⁾		0.99	%⁽⁵⁾		0.99	%⁽⁵⁾		0.98	%⁽⁵⁾		0.99	%⁽⁵⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			0.99	%⁽⁵⁾		N/A			0.98	%⁽⁵⁾		0.99	%⁽⁵⁾
Ratio of Net Investment Income (Loss)		(0.49	)%⁽⁵⁾		(0.54	)%⁽⁵⁾		0.09	%⁽⁵⁾		(0.41	)%⁽⁵⁾		(0.77	)%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		111	%		132	%		99	%		79	%		97	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Inception Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	18.68		$	8.51		$	7.68		$	8.99		$	11.72
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.19	)		(0.10	)		(0.02	)		(0.07	)		(0.14	)
Net Realized and Unrealized Gain (Loss)		(0.53	)		12.72			2.79			0.15			2.57
Total from Investment Operations		(0.72	)		12.62			2.77			0.08			2.43
Distributions from and/or in Excess of:
Net Investment Income		(0.03	)		—			—			—			—
Net Realized Gain		(4.76	)		(2.45	)		(1.94	)		(1.39	)		(5.16	)
Total Distributions		(4.79	)		(2.45	)		(1.94	)		(1.39	)		(5.16	)
Redemption Fees		0.03			0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	13.20		$	18.68		$	8.51		$	7.68		$	8.99
Total Return⁽⁴⁾		(3.70	)%		149.86	%		36.71	%		0.02	%		21.57	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	450,058		$	229,641		$	45,097		$	34,166		$	40,531
Ratio of Expenses Before Expense Limitation		1.40	%		1.44	%		1.52	%		1.44	%		1.51	%
Ratio of Expenses After Expense Limitation		1.33	%⁽⁵⁾		1.25	%⁽⁵⁾		1.29	%⁽⁵⁾		1.25	%⁽⁵⁾		1.34	%⁽⁵⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			1.25	%⁽⁵⁾		N/A			1.25	%⁽⁵⁾		1.34	%⁽⁵⁾
Ratio of Net Investment Loss		(0.85	)%⁽⁵⁾		(0.80	)%⁽⁵⁾		(0.23	)%⁽⁵⁾		(0.69	)%⁽⁵⁾		(1.12	)%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		111	%		132	%		99	%		79	%		97	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Inception Portfolio

	Class L
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	16.45		$	7.65		$	7.10		$	8.46		$	11.34
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.27	)		(0.16	)		(0.07	)		(0.11	)		(0.19	)
Net Realized and Unrealized Gain (Loss)		(0.45	)		11.41			2.56			0.14			2.47
Total from Investment Operations		(0.72	)		11.25			2.49			0.03			2.28
Distributions from and/or in Excess of:
Net Realized Gain		(4.76	)		(2.45	)		(1.94	)		(1.39	)		(5.16	)
Redemption Fees		0.02			0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	10.99		$	16.45		$	7.65		$	7.10		$	8.46
Total Return		(4.17	)%⁽⁴⁾		148.82	%⁽⁵⁾		35.91	%⁽⁴⁾		(0.58	)%⁽⁴⁾		20.95	%⁽⁴⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	1,874		$	2,543		$	1,218		$	1,157		$	1,310
Ratio of Expenses Before Expense Limitation		1.95	%		2.10	%		2.15	%		2.07	%		2.27	%
Ratio of Expenses After Expense Limitation		1.85	%⁽⁶⁾		1.84	%⁽⁶⁾		1.84	%⁽⁶⁾		1.84	%⁽⁶⁾		1.84	%⁽⁶⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			1.84	%⁽⁶⁾		N/A			1.84	%⁽⁶⁾		1.84	%⁽⁶⁾
Ratio of Net Investment Loss		(1.36	)%⁽⁶⁾		(1.43	)%⁽⁶⁾		(0.78	)%⁽⁶⁾		(1.28	)%⁽⁶⁾		(1.61	)%⁽⁶⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		111	%		132	%		99	%		79	%		97	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value as of the last business day of the period.

(5) Calculated using the NAV for US GAAP financial reporting purposes and as such differs from the total return presented in the Investment Overview.

(7) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Inception Portfolio

	Class C
	Year Ended December 31,												Period from May 31, 2017⁽²⁾ to
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			December 31, 2017⁽¹⁾
Net Asset Value, Beginning of Period	$	17.85		$	8.24		$	7.55		$	8.93		$	13.59
Income (Loss) from Investment Operations:
Net Investment Loss⁽³⁾		(0.33	)		(0.22	)		(0.10	)		(0.03	)		(0.13	)
Net Realized and Unrealized Gain (Loss)		(0.47	)		12.28			2.73			0.04			0.63
Total from Investment Operations		(0.80	)		12.06			2.63			0.01			0.50
Distributions from and/or in Excess of:
Net Realized Gain		(4.76	)		(2.45	)		(1.94	)		(1.39	)		(5.16	)
Redemption Fees		0.02			0.00	⁽⁴⁾		0.00	⁽⁴⁾		0.00	⁽⁴⁾		0.00	⁽⁴⁾
Net Asset Value, End of Period	$	12.31		$	17.85		$	8.24		$	7.55		$	8.93
Total Return⁽⁵⁾		(4.37	)%		147.97	%		35.48	%		(0.78	)%		4.36	%⁽⁸⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	31,148		$	12,494		$	688		$	116		$	30
Ratio of Expenses Before Expense Limitation		2.12	%		2.26	%		2.75	%		4.73	%		21.29	%⁽⁹⁾
Ratio of Expenses After Expense Limitation		2.05	%⁽⁶⁾		2.07	%⁽⁶⁾		2.09	%⁽⁶⁾		2.09	%⁽⁶⁾		2.10	%⁽⁶⁾⁽⁹⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			2.07	%⁽⁶⁾		N/A			2.09	%⁽⁶⁾		2.10	%⁽⁶⁾⁽⁹⁾
Ratio of Net Investment Loss		(1.55	)%⁽⁶⁾		(1.61	)%⁽⁶⁾		(0.99	)%⁽⁶⁾		(1.50	)%⁽⁶⁾		(1.82	)%⁽⁶⁾⁽⁹⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾		0.01	%		0.01	%		0.01	%		0.00	%⁽⁷⁾⁽⁹⁾
Portfolio Turnover Rate		111	%		132	%		99	%		79	%		97	%

(1) Not consolidated.

(2) Commencement of Offering.

(3) Per share amount is based on average shares outstanding.

(4) Amount is less than $0.005 per share.

(5) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(7) Amount is less than 0.005%.

(8) Not annualized.

(9) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
18

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Inception Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	25.73		$	11.29		$	9.69		$	10.96		$	13.29
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽²⁾		(0.14	)		(0.08	)		0.01			(0.04	)		(0.10	)
Net Realized and Unrealized Gain (Loss)		(0.74	)		16.97			3.53			0.16			2.93
Total from Investment Operations		(0.88	)		16.89			3.54			0.12			2.83
Distributions from and/or in Excess of:
Net Investment Income		(0.13	)		—			—			—			—
Net Realized Gain		(4.76	)		(2.45	)		(1.94	)		(1.39	)		(5.16	)
Total Distributions		(4.89	)		(2.45	)		(1.94	)		(1.39	)		(5.16	)
Redemption Fees		0.03			0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	19.99		$	25.73		$	11.29		$	9.69		$	10.96
Total Return⁽⁴⁾		(3.29	)%		150.79	%		37.04	%		0.38	%		22.08	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	141,933		$	154,023		$	64,712		$	110,919		$	129,126
Ratio of Expenses Before Expense Limitation		1.00	%		1.11	%		1.15	%		1.11	%		1.09	%
Ratio of Expenses After Expense Limitation		0.93	%⁽⁵⁾		0.92	%⁽⁵⁾		0.92	%(⁽⁵⁾		0.92	%⁽⁵⁾		0.92	%⁽⁵⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			0.92	%⁽⁵⁾		N/A			0.92	%⁽⁵⁾		0.92	%⁽⁵⁾
Ratio of Net Investment Income (Loss)		(0.44	)%⁽⁵⁾		(0.49	)%⁽⁵⁾		0.12	%⁽⁵⁾		(0.36	)%⁽⁵⁾		(0.71	)%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		111	%		132	%		99	%		79	%		97	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
19

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements

The accompanying consolidated financial statements relate to the Inception Portfolio. The Fund seeks long-term capital appreciation by investing primarily in growth-oriented equity securities of small capitalization companies.

A. Significant Accounting Policies: The following significant accounting policies are in conformity with U.S. generally accepted accounting principles ("GAAP"). Such policies are consistently followed by the Company in the preparation of its consolidated financial statements. GAAP may require management to make estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results may differ from those estimates.

The Fund may, consistent with its principal investment strategies, invest up to 25% of its total assets in a wholly-owned subsidiary of the Fund organized as a company under the laws of the Cayman Islands, Inception Cayman Portfolio, Ltd. (the "Subsidiary"). The Subsidiary may invest in bitcoin indirectly through cash settled futures or indirectly through investments in Grayscale Bitcoin Trust (BTC) ("GBTC"), a privately offered investment vehicle that invests in bitcoin. The Fund is the sole shareholder of the Subsidiary, and it is not currently expected that shares of the Subsidiary will be sold or offered to other investors. The consolidated portfolio of investments and consolidated financial statements include the positions and accounts of the Fund and the Subsidiary. All intercompany accounts and transactions of the Fund and the Subsidiary have been eliminated in consolidation and all accounting policies of the Subsidiary are consistent with those of the Fund. As of

December 31, 2021, the Subsidiary represented approximately $14,732,000 or approximately 1.08% of the total net assets of the Fund.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser"), a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) listed options are valued at the last reported sales price on the exchange on which they are listed (or at the exchange official closing price if such exchange reports an official closing price). If an official closing price or last reported sales price is unavailable, the listed option should be fair valued at the mean between its latest bid and ask prices. Unlisted options are valued at the mean between their latest bid and ask prices from a broker/dealer or valued by a pricing service/vendor; (5) when market quotations are not readily available, including circumstances under which the Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York

Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (6) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; (7) PIPE investments may be valued based on the underlying stock price less a discount until the commitment is fulfilled and shares are registered; and (8) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Airlines	$	3,382	$	—	$	—	$	3,382
Beverages		15,854		—		—		15,854
Biotechnology		96,741		17,238		—		113,979
Chemicals		5,756		—		—		5,756

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Diversified Consumer Services	$	27,280	$	—	$	—	$	27,280
Diversified Holding Companies		29,431		—		—		29,431
Diversified Telecommunication Services		47,381		—		—		47,381
Entertainment		6,204		—		—		6,204
Health Care Equipment & Supplies		59,308		—		—		59,308
Health Care Providers & Services		134,022		3,299		—		137,321
Health Care Technology		42,896		4,477		—		47,373
Hotels, Restaurants & Leisure		30,252		—		—		30,252
Household Durables		98,482		—		—		98,482
Information Technology Services		58,853		—		—		58,853
Insurance		11,544		—		—		11,544
Interactive Media & Services		35,507		—		—		35,507
Internet & Direct Marketing Retail		118,279		—		—		118,279
Life Sciences Tools & Services		69,632		—		—		69,632
Machinery		5,808		—		—		5,808
Media		13,877		—		—		13,877
Metals & Mining		12,970		—		—		12,970
Pharmaceuticals		11,996		—		—		11,996
Professional Services		14,350		—		—		14,350
Real Estate Management & Development		67,546		—		—		67,546
Semiconductors & Semiconductor Equipment		—		14,516		—		14,516
Software		127,385		—		—		127,385
Specialty Retail		67,974		—		—		67,974
Tech Hardware, Storage & Peripherals		8,228		—		—		8,228
Textiles, Apparel & Luxury Goods		14,525		—		—		14,525
Trading Companies & Distributors		6,728		—		—		6,728
Total Common Stocks		1,242,191		39,530		—		1,281,721
Preferred Stocks
Health Care Technology		—		—		7,781		7,781
Internet & Direct Marketing Retail		623		—		—		623
Software		—		—		5,580		5,580
Total Preferred Stocks		623		—		13,361		13,984

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)			Total (000)
Investment Companies	$	39,434	$	—	$	—		$	39,434
Warrants		329		—		—			329
Call Option Purchased		—		2,288		—			2,288
Short-Term Investments
Investment Company		118,626		—		—			118,626
Repurchase Agreements		—		17,353		—			17,353
Total Short-Term Investments		118,626		17,353		—			135,979
Total Assets		1,401,203		59,171		13,361			1,473,735
Liabilities:
Derivative Contract — PIPE		—		—		(93	)		(93	)
Total	$	1,401,203	$	59,171	$	13,268		$	1,473,642

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

Following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value:

	Preferred Stocks (000)		Derivative Contract — PIPE (000)
Beginning Balance	$	12,647	$	—
Purchases		—		—
Sales		—		—
PIPE transactions		—		(93	)
Amortization of discount		—		—
Transfers in		—		—
Transfers out		—		—
Corporate actions		—		—
Change in unrealized appreciation (depreciation)		714		—
Realized gains (losses)		—		—
Ending Balance	$	13,361	$	(93	)
Net change in unrealized appreciation (depreciation) from investments still held as of December 31, 2021	$	714	$	(93	)

Fair Value at
December 31, 2021
(000)

Valuation
Technique

Unobservable
Input

Amount*

Impact to
Valuation from an
Increase in Input**

Preferred Stocks

13,361

Discounted Cash Flow

Weighted Average
Cost of Capital
Perpetual Growth Rate

11.0%–13.5%/12.2%
3.0%–4.0%/3.5%

Decrease
Increase

Market Comparable
Companies

Enterprise Value/
Revenue

1.4x–38.2x/6.8x

Increase

Discount for Lack
of Marketability

13.0%–15.0%/14.2%

Decrease

Comparable
Transactions

Enterprise
Value/Revenue

3.8x

Increase

PIPE

(93

)

Market Implied

Discount for Lack of
Marketability and
Transaction Risk

12.0%

Decrease

* Amount is indicative of the weighted average.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

4. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Governmental approval for foreign investments may be required in advance of making an investment under certain circumstances in some countries, and the extent of foreign investments in domestic companies may be subject to limitation in other countries. Foreign ownership limitations also may be imposed by the charters of individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Consolidated Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

value is based, in part, on the value of an underlying asset, interest rate, index or financial instrument. Prevailing interest rates and volatility levels, among other things, also affect the value of derivative instruments. A derivative instrument often has risks similar to its underlying asset and may have additional risks, including imperfect correlation between the value of the derivative and the underlying asset, risks of default by the counterparty to certain transactions, magnification of losses incurred due to changes in the market value of the securities, instruments, indices or interest rates to which the derivative instrument relates, risks that the transactions may not be liquid and risks arising from margin requirements. The use of derivatives involves risks that are different from, and possibly greater than, the risks associated with other portfolio investments. Derivatives may involve the use of highly specialized instruments that require investment techniques and risk analyses different from those associated with other portfolio investments. All of the Fund's holdings, including derivative instruments, are marked-to-market each day with the change in value reflected in unrealized appreciation (depreciation). Upon disposition, a realized gain or loss is recognized.

Following is a description of the derivative instruments and techniques that the Fund used during the period and their associated risks:

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

establish a segregated account on the Fund's books in which it will continually maintain cash or cash equivalents or other liquid portfolio securities equal in value to commitments to purchase securities on a forward commitment basis.

As of December 31, 2021, the Fund's derivative contract PIPE position is reflected as a Derivative Contract — PIPE in the Consolidated Portfolio of Investments.

The following tables set forth the fair value of the Fund's derivative contracts by primary risk exposure as of December 31, 2021:

Asset Derivatives
Consolidated Statement of
Assets and Liabilities
Location

Primary Risk
Exposure

Value
(000)

Purchased Options

Investments, at Value
(Purchased Options)

Currency Risk

2,288

(a)

Liability Derivatives
Consolidated Statement of
Assets and Liabilities
Location

Primary Risk
Exposure

Value
(000)

PIPE

Unrealized Depreciation on
Derivative Contract — PIPE

Equity Risk

(93

)

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

Realized Gain (Loss)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(1,516	)(b)

(b) Amounts are included in Realized Gain (Loss) on Investments Sold in the Consolidated Statement of Operations.

Change in Unrealized Appreciation (Depreciation)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(5,526	)(c)
Equity Risk	Derivative Contract — PIPE		(93	)
Total		$	(5,619	)

(c) Amounts are included in Change in Unrealized Appreciation (Depreciation) on Investments in the Consolidated Statement of Operations.

At December 31, 2021, the Fund's derivative assets and liabilities are as follows:

Gross Amounts of Assets and Liabilities Presented in the Consolidated Statement of Assets and Liabilities
Derivatives	Assets (000)			Liabilities (000)
Purchased Options	$	2,288	(a)(d)	$	—
Derivative Contract — PIPE		—			(93	)(e)
Total	$	2,288		$	(93	)

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(d) Absent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Consolidated Statement of Assets and Liabilities.

(e) Assets and liabilities are presented gross and not offset in the Consolidated Statement of Assets and Liabilities.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

terminate any other transactions in place with the defaulting party to create one single net payment due to/due from the defaulting party and may be a feature in certain Master Agreements. In the event the Fund exercises its right to terminate a Master Agreement after a counterparty experiences a termination event as defined in the Master Agreement, the return of collateral with market value in excess of the Fund's net liability may be delayed or denied.

The following table presents derivative financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Counterparty	Gross Asset Derivatives Presented in the Consolidated Statement of Assets and Liabilities(a) (000)			Financial Instrument (000)		Collateral Received(f) (000)			Net Amount (not less than $0) (000)
BNP Paribas	$	—	@	$	—	$	(—	@)	$	0
Goldman Sachs International		1,276			—		(1,276	)		0
JP Morgan Chase Bank NA		1012			—		(1,012	)		0
Total	$	2,288		$	—	$	(2,288	)	$	0

@ Value is less than $500.

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(f) In some instances, the actual collateral received may be more than the amount shown here due to overcollateralization.

For the year ended December 31, 2021, the approximate average monthly amount outstanding for each derivative type is as follows:

Purchased Options:
Average monthly notional amount	$	1,077,660,000
Derivative Contracts — PIPE:
Average monthly notional amount	$	19,430,000

Based on pre-established guidelines, the securities lending agent invests any cash collateral that is received in an affiliated money market portfolio and repurchase agreements. Securities lending income is generated from the earnings on the invested collateral and borrowing fees, less any rebates owed to the borrowers and compensation to the lending agent, and is recorded as "Income from Securities Loaned — Net" in the Fund's Consolidated Statement of Operations. Risks in securities lending transactions are that a borrower may not provide additional collateral when required or return the securities when due, and that the value of the short-term investments will be less than the amount of cash collateral plus any rebate that is required to be returned to the borrower.

The Fund has the right under the securities lending agreement to recover the securities from the borrower on demand.

The following table presents financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Gross Asset Amounts Presented in the Consolidated Statement of Assets and Liabilities (000)			Financial Instrument (000)		Collateral Received (000)			Net Amount (not less than $0) (000)
$	111,366	(g)	$	—	$	(111,366	)(h)(i)	$	0

(g) Represents market value of loaned securities at year end.

(h) The Fund received cash collateral of approximately $108,818,000, of which approximately $108,686,000 was subsequently invested in Repurchase Agreements and Morgan Stanley Institutional Liquidity Funds as reported in the Consolidated Portfolio of Investments. As of December 31, 2021, there was uninvested cash of approximately $132,000, which is not reflected in the Consolidated Portfolio of Investments. In addition, the Fund received non-cash collateral of approximately $7,827,000 in the form of U.S. Government obligations, which the Fund cannot sell or repledge, and accordingly are not reflected in the Consolidated Portfolio of Investments.

(i) The actual collateral received is greater than the amount shown here due to overcollateralization.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Remaining Contractual Maturity of the Agreements
	Overnight and Continuous (000)		<30 days (000)		Between 30 & 90 days (000)		>90 days (000)		Total (000)
Securities Lending Transactions
Common Stocks	$	108,818	$	—	$	—	$	—	$	108,818
Total Borrowings	$	108,818	$	—	$	—	$	—	$	108,818
Gross amount of recognized liabilities for securities lending transactions									$	108,818

Restricted securities are identified in the Consolidated Portfolio of Investments.

8. Redemption Fees: The Fund will assess a 2% redemption fee on Class I shares, Class A shares, Class L shares, Class C shares and Class IS shares, which is paid directly to the Fund, for shares redeemed or exchanged within thirty days of purchase, subject to certain exceptions. The redemption fee is designed to protect the Fund and its remaining shareholders from the effects of short-term trading. These fees, if any, are included in the Consolidated Statements of Changes in Net Assets.

First $1 billion				Next $500 million				Next $500 million				Over $2 billion
	0.92	%			0.85	%			0.80	%			0.75	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.80% of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses,

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 1.00% for Class I shares, 1.35% for Class A shares, 1.85% for Class L shares, 2.10% for Class C shares and 0.93% for Class IS shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $1,272,000 of advisory fees were waived and approximately $476,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

The Adviser has agreed to waive its advisory fees by the amount of advisory fees it receives from the Subsidiary.

The Company has adopted a Distribution and Shareholder Services Plan with respect to Class L shares pursuant to

Rule 12b-1 under the Act. Under the Distribution and Shareholder Services Plan, the Fund pays the Distributor a distribution fee, accrued daily and paid monthly, at an annual rate of 0.50% and a shareholder services fee, accrued daily and paid monthly, at an annual rate of 0.25% of the Fund's average daily net assets attributable to Class L shares.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $2,759,137,000 and $1,841,035,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio (the "Liquidity Funds"), an open-end management

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

investment company managed by the Adviser, both directly and as a portion of the securities held as collateral on loaned securities. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $80,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company/Issuer	Value December 31, 2020 (000)		Purchases at Cost (000)		Proceeds from Sales (000)		Dividend Income (000)
Liquidity Funds	$	165,694	$	1,715,483	$	1,762,551	$	19
Dynamics Special Purpose Corp.		—		19,411		—		—
Total	$	165,694	$	1,734,894	$	1,762,551	$	19

Affiliated Investment Company/Issuer (cont'd)	Realized Gain (Loss) (000)		Change in Unrealized Appreciation (Depreciation) (000)			Value December 31, 2021 (000)
Liquidity Funds	$	—	$	—		$	118,626
Dynamics Special Purpose Corp.		—		(2,173	)		17,238
Total	$	—	$	(2,173	)	$	135,864

H. Federal Income Taxes: It is the Fund's intention to continue to qualify as a regulated investment company and

distribute all of its taxable and tax-exempt income. Accordingly, no provision for federal income taxes is required in the consolidated financial statements.

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	284,430	$	45,475	$	40,292	$	32,026

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Permanent differences, primarily due to a prior year tax return adjustment, resulted in the following reclassifications among the compoents of net assets at December 31, 2021:

Total Accumulated Loss (000)				Paid-in- Capital (000)
$	(21,782	)		$	21,782

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	273			$	—

Qualified Late Year Ordinary Losses (000)				Post-October Capital Losses (000)
$	—			$	73,377

K. Market Risk and Risks Relating to Certain Financial Instruments:

Bitcoin: The Fund may have exposure to bitcoin indirectly through investments in GBTC, a privately offered investment vehicle that invests in bitcoin. Cryptocurrencies (also referred

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Inception Portfolio

Opinion on the Financial Statements

We have audited the accompanying consolidated statement of assets and liabilities of Inception Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the consolidated portfolio of investments, as of December 31, 2021, and the related consolidated statements of operations and changes in net assets for the year then ended and the statement of changes in net assets for the year ended December 31, 2020, the consolidated financial highlights for the year ended December 31, 2021 and the financial highlights for each of the four years in the period ended December 31, 2020 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the consolidated financial position of Inception Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the consolidated results of its operations and the consolidated changes in its net assets for the year then ended and the changes in its net assets for the year ended December 31, 2020 and its consolidated financial highlights for the year ended December 31, 2021 and its financial highlights for each of the four years in the period ended December 31, 2020, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021. For corporate shareholders 0.50% of the dividends qualified for the dividends received deduction.

The Fund designated and paid approximately $45,475,000 as a long-term capital gain distribution.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE
Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of Executive
Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFISCGANN
3997469 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

International Advantage
Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Consolidated Expense Example					3
Investment Overview					4
Consolidated Portfolio of Investments					6
Consolidated Statement of Assets and Liabilities					8
Consolidated Statement of Operations					10
Consolidated Statements of Changes in Net Assets					11
Consolidated Financial Highlights					13
Notes to Consolidated Financial Statements					18
Report of Independent Registered Public Accounting Firm					30
Liquidity Risk Management Program					31
Federal Tax Notice					32
U.S. Customer Privacy Notice					33
Director and Officer Information					36

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in International Advantage Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Expense Example (unaudited)

International Advantage Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
International Advantage Portfolio Class I	$	1,000.00	$	1,031.00	$	1,020.21	$	5.07	$	5.04		0.99	%
International Advantage Portfolio Class A		1,000.00		1,029.50		1,018.70		6.60		6.56		1.29
International Advantage Portfolio Class L		1,000.00		1,026.40		1,015.88		9.45		9.40		1.85
International Advantage Portfolio Class C		1,000.00		1,025.70		1,015.22		10.11		10.06		1.98
International Advantage Portfolio Class IS		1,000.00		1,031.60		1,020.77		4.51		4.48		0.88

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

International Advantage Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 13.16%, net of fees. The Fund's Class I shares outperformed the Fund's benchmark, the MSCI All Country World ex USA Net Index (the "Index"), which returned 7.82%.

Factors Affecting Performance

• International equities advanced during the
12-month period ended December 31, 2021. The move was a result of a general market recovery from the COVID-19- related decline in 2020, as well as optimism following successful COVID-19 vaccine rollouts and reopening efforts in various countries in the first half of the year. Uncertainty pertaining to the discovery of new COVID-19 variants, increasing case numbers, and reimposition of restrictions in various countries in the latter half of the year, as well as new regulatory action by the Chinese government additionally affected markets.

• International equity markets advanced by 7.82% for the 12-month period ended December 31, 2021, as measured by the Index. Our team remained focused on assessing company prospects over a longer-term period of three to five years, and owning a portfolio of high quality companies with diverse business drivers not tied to a particular market environment.

• The team manages concentrated portfolios that are highly differentiated from the benchmark, with securities weighted on our assessment of the quality of the company and our conviction. Our longer-term focus results in lower turnover than many of our peers. The value added or detracted in any period of time will typically result from stock selection, given our philosophy and process. For the 12-month period, the Fund outperformed the Index due to favorable stock selection despite unfavorable sector allocation.

• The Fund's relative performance was primarily driven by our strong stock selection in the information technology, health care and industrials sectors.

• Detracting from relative gains was stock selection in the consumer staples and financials sectors, along with our sector overweight position in consumer discretionary.

Management Strategies

• There were no changes to our bottom-up investment process during the period. The Fund seeks long-term capital appreciation by investing internationally in high-quality established companies that the investment team believes are undervalued at the time of purchase. To achieve its objective, the investment team typically favors companies it believes have sustainable competitive advantages that can be monetized through growth. The investment process integrates analysis of sustainability with respect to disruptive change, financial strength, environmental and social externalities and governance (also referred to as ESG).

• At the close of the period ended December 31, 2021, information technology represented the largest sector weight in the Fund, followed by consumer discretionary and consumer staples. Our bottom-up investment process resulted in sector overweight positions in information technology, consumer discretionary, consumer staples and utilities, and underweight positions in financials, industrials, health care, communication services, materials, real estate and energy. The Fund had no energy and real estate holdings at the end of the reporting period.

* Minimum Investment for Class I shares

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, L, C and IS shares will vary from the performance of Class I shares based upon their different inception dates and will be negatively impacted by additional fees assessed to those classes (if applicable).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

International Advantage Portfolio

Performance Compared to the MSCI All Country World ex USA Net Index⁽¹⁾ and the Lipper International Multi-Cap Growth Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
				Average Annual
	One Year			Five Years			Ten Years			Since Inception⁽⁷⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		13.16	%		21.73	%		15.53	%		13.86	%
Fund — Class A Shares w/o sales charges⁽⁴⁾		12.87			21.35			15.18			13.52
Fund — Class A Shares with maximum 5.25% sales charges⁽⁴⁾		6.95			20.05			14.56			12.97
Fund — Class L Shares w/o sales charges⁽⁴⁾		12.21			20.69			14.58			12.93
Fund — Class C Shares w/o sales charges⁽⁵⁾		12.06			20.48			—			14.76
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁵⁾		11.06			20.48			—			14.76
Fund — Class IS Shares w/o sales charges⁽⁶⁾		13.29			—			—			15.28
MSCI All Country World ex USA Net Index		7.82			9.61			7.28			5.28
Lipper International Multi-Cap Growth Funds Index		8.28			11.44			8.70			6.43

⁽¹⁾ The MSCI All Country World ex USA Net Index is a free float-adjusted market capitalization weighted index designed to measure the equity market performance of developed and emerging markets, excluding the United States. The term "free float" represents the portion of shares outstanding that are deemed to be available for purchase in the public equity markets by investors. The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. The Index is unmanaged and its 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 Lipper International Multi-Cap Growth Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper International Multi-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. As of the date of this report, the Fund was in the Lipper International Multi-Cap Growth Funds classification.

⁽⁴⁾ Commenced operations on December 28, 2010.

⁽⁵⁾ Commenced offering on April 30, 2015.

⁽⁶⁾ Commenced offering on June 15, 2018.

⁽⁷⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments

International Advantage Portfolio

	Shares		Value (000)
Common Stocks (91.5%)
Australia (3.7%)
Brookfield Infrastructure Partners LP		3,971,932	$	241,533
Canada (8.9%)
Brookfield Asset Management, Inc., Class A		4,659,710		281,353
Canada Goose Holdings, Inc. (a) (See Note G)		4,789,656		177,505
Shopify, Inc., Class A (a)		86,277		118,837
				577,695
China (2.8%)
Foshan Haitian Flavouring & Food Co., Ltd., Class A		11,057,201		182,357
Denmark (9.0%)
Chr Hansen Holding A/S		1,529,352		120,590
DSV Panalpina A/S		2,006,112		467,481
				588,071
France (8.4%)
Dassault Systemes SE		1,680,695		100,094
Hermes International		201,478		352,332
Pernod Ricard SA		401,401		96,654
				549,080
Germany (6.8%)
Adidas AG		647,648		186,487
HelloFresh SE (a)		1,671,640		128,111
Puma SE		1,033,291		126,190
				440,788
Hong Kong (1.9%)
AIA Group Ltd.		12,420,300		125,198
India (4.7%)
HDFC Bank Ltd.		15,278,133		304,060
Italy (6.8%)
Davide Campari-Milano N.V.		10,819,178		157,876
Moncler SpA		3,941,919		284,876
				442,752
Japan (5.9%)
Change, Inc. (a)(b)		1,297,700		21,360
Keyence Corp.		428,100		269,171
Pigeon Corp. (b)		4,789,600		91,661
				382,192
Netherlands (7.8%)
Adyen N.V. (a)		64,379		169,423
ASML Holding N.V.		419,255		337,323
				506,746
Norway (0.7%)
AutoStore Holdings Ltd. (a)		11,928,982		47,118
Sweden (3.6%)
Evolution AB		955,062		134,989
Vitrolife AB		1,642,021		101,307
				236,296

	Shares		Value (000)
Switzerland (6.6%)
Chocoladefabriken Lindt & Spruengli AG (Registered)		859	$	115,153
Kuehne & Nagel International AG (Registered)		402,556		129,646
Straumann Holding AG (Registered)		87,751		185,557
				430,356
Taiwan (4.1%)
Taiwan Semiconductor Manufacturing Co., Ltd. ADR		2,229,848		268,273
United Kingdom (4.5%)
Diageo PLC		1,778,829		97,176
Rightmove PLC		17,998,978		193,682
				290,858
United States (5.3%)
Brookfield Asset Management Reinsurance Partners Ltd., Class A		27,496		1,722
EPAM Systems, Inc. (a)		451,134		301,560
Grab Holdings Ltd., Class A (a)(c)		4,009,631		27,445
Grab Holdings Ltd., Class A (a)		1,955,061		13,940
				344,667
Total Common Stocks (Cost $4,080,577)				5,958,040
Investment Company (0.7%)
United States (0.7%)
Grayscale Bitcoin Trust BTC (a) (Cost $59,144)		1,337,540		45,811
Short-Term Investments (7.4%)
Securities held as Collateral on Loaned Securities (0.1%)
Investment Company (0.1%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G)		9,225,829		9,226
	Face Amount (000)
Repurchase Agreements (0.0%) (d)
HSBC Securities USA, Inc., (0.05%, dated 12/31/21, due 1/3/22; proceeds $92; fully collateralized by U.S. Government obligations; 0.00% due 5/15/25 - 11/15/28; valued at $94)	$	92		92
Merrill Lynch & Co., Inc., (0.05%, dated 12/31/21, due 1/3/22; proceeds $1,661; fully collateralized by U.S. Government obligations; 0.13% - 2.88% due 7/31/23 - 7/31/25; valued at $1,694)		1,661		1,661
				1,753
Total Securities held as Collateral on Loaned Securities (Cost $10,979)				10,979

The accompanying notes are an integral part of the consolidated financial statements.
6

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

International Advantage Portfolio

	Shares		Value (000)
Investment Company (7.3%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $473,553)		473,553,202	$	473,553
Total Short-Term Investments (Cost $484,532)				484,532
Total Investments Excluding Purchased Options (99.6%) (Cost $4,624,253)				6,488,383
Total Purchased Options Outstanding (0.0%) (d) (Cost $5,869)				1,183
Total Investments (99.6%) (Cost $4,630,122) Including $14,581 of Securities Loaned (e)(f)(g)				6,489,566
Other Assets in Excess of Liabilities (0.4%)				23,692
Net Assets (100.0%)			$	6,513,258

(a) Non-income producing security.

(b) All or a portion of this security was on loan at December 31, 2021.

(d) Amount is less than 0.05%.

(e) The approximate fair value and percentage of net assets, $2,520,456,000 and 38.7%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Financial Statements.

(f) Securities are available for collateral in connection with purchased options.

(g) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $4,646,917,000. The aggregate gross unrealized appreciation is approximately $2,100,126,000 and the aggregate gross unrealized depreciation is approximately $264,207,000, resulting in net unrealized appreciation of approximately $1,835,919,000.

ADR American Depositary Receipt.

Call Options Purchased:

The Fund had the following call options purchased open at December 31, 2021:

Counterparty	Description	Strike Price		Expiration Date	Number of Contracts		Notional Amount (000)		Value (000)		Premiums Paid (000)		Unrealized Depreciation (000)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.38	Jul-22		358,023,641	$	358,024	$	396	$	1899	$	(1,503	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.31	Aug-22		584,432,525		584,433		787		3,970		(3,183	)
									$	1,183	$	5,869	$	(4,686	)

CNH — Chinese Yuan Renminbi Offshore

USD — United States Dollar

Portfolio Composition*

Classification	Percentage of Total Investments
Other**		43.9	%
Textiles, Apparel & Luxury Goods		17.4
Information Technology Services		9.4
Semiconductors & Semiconductor Equipment		9.4
Short-Term Investments		7.3
Air Freight & Logistics		7.2
Beverages		5.4
Total Investments		100.0	%

* Percentages indicated are based upon total investments (excluding Securities held as Collateral on Loaned Securities) as of December 31, 2021.

** Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the consolidated financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

International Advantage Portfolio

Consolidated Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value⁽¹⁾ (Cost $4,017,724)	$	5,829,282
Investment in Security of Affiliated Issuer, at Value (Cost $612,398)		660,284
Total Investments in Securities, at Value (Cost $4,630,122)		6,489,566
Foreign Currency, at Value (Cost $6,957)		6,972
Cash from Securities Lending		2,292
Receivable for Investments Sold		69,405
Receivable for Fund Shares Sold		14,629
Tax Reclaim Receivable		2,751
Dividends Receivable		2,384
Receivable from Securities Lending Income		9
Receivable from Affiliate		3
Other Assets		239
Total Assets		6,588,250
Liabilities:
Payable for Investments Purchased		40,479
Payable for Advisory Fees		12,087
Collateral on Securities Loaned, at Value		10,992
Deferred Capital Gain Country Tax		6,746
Payable for Fund Shares Redeemed		1,481
Due to Broker		1,230
Payable for Sub Transfer Agency Fees — Class I		487
Payable for Sub Transfer Agency Fees — Class A		94
Payable for Sub Transfer Agency Fees — Class L		—	@
Payable for Sub Transfer Agency Fees — Class C		4
Payable for Custodian Fees		496
Payable for Administration Fees		432
Payable for Shareholder Services Fees — Class A		162
Payable for Distribution and Shareholder Services Fees — Class L		—	@
Payable for Distribution and Shareholder Services Fees — Class C		36
Payable for Transfer Agency Fees — Class I		61
Payable for Transfer Agency Fees — Class A		3
Payable for Transfer Agency Fees — Class L		—	@
Payable for Transfer Agency Fees — Class C		1
Payable for Transfer Agency Fees — Class IS		1
Payable for Organization Costs for Subsidiary		23
Payable for Professional Fees		22
Other Liabilities		155
Total Liabilities		74,992
Net Assets	$	6,513,258
Net Assets Consist of:
Paid-in-Capital	$	4,548,061
Total Distributable Earnings		1,965,197
Net Assets	$	6,513,258

The accompanying notes are an integral part of the consolidated financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

International Advantage Portfolio

Consolidated Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	5,419,831
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		178,855,719
Net Asset Value, Offering and Redemption Price Per Share	$	30.30
CLASS A:
Net Assets	$	776,662
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		26,160,641
Net Asset Value, Redemption Price Per Share	$	29.69
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	1.65
Maximum Offering Price Per Share	$	31.34
CLASS L:
Net Assets	$	279
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		9,811
Net Asset Value, Offering and Redemption Price Per Share	$	28.46
CLASS C:
Net Assets	$	42,922
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,531,284
Net Asset Value, Offering and Redemption Price Per Share	$	28.03
CLASS IS:
Net Assets	$	273,564
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		9,004,860
Net Asset Value, Offering and Redemption Price Per Share	$	30.38
⁽¹⁾ Including: Securities on Loan, at Value:	$	14,581

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

International Advantage Portfolio

Consolidated Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $4,944 of Foreign Taxes Withheld)	$	38,919
Dividends from Security of Affiliated Issuer (Note G)		30
Income from Securities Loaned — Net		19
Total Investment Income		38,968
Expenses:
Advisory Fees (Note B)		42,719
Sub Transfer Agency Fees — Class I		4,605
Sub Transfer Agency Fees — Class A		991
Sub Transfer Agency Fees — Class L		—	@
Sub Transfer Agency Fees — Class C		28
Administration Fees (Note C)		4,503
Shareholder Services Fees — Class A (Note D)		1,755
Distribution and Shareholder Services Fees — Class L (Note D)		3
Distribution and Shareholder Services Fees — Class C (Note D)		353
Custodian Fees (Note F)		813
Registration Fees		411
Shareholder Reporting Fees		244
Transfer Agency Fees — Class I (Note E)		222
Transfer Agency Fees — Class A (Note E)		9
Transfer Agency Fees — Class L (Note E)		2
Transfer Agency Fees — Class C (Note E)		4
Transfer Agency Fees — Class IS (Note E)		5
Professional Fees		125
Directors' Fees and Expenses		56
Organization Costs for Subsidiary		32
Pricing Fees		2
Other Expenses		96
Total Expenses		56,978
Rebate from Morgan Stanley Affiliate (Note G)		(116	)
Reimbursement of Class Specific Expenses — Class L (Note B)		(2	)
Net Expenses		56,860
Net Investment Loss		(17,892	)
Realized Gain (Loss):
Investments Sold (Net of $1,873 of Capital Gain Country Tax)		168,054
Investments in Affiliates		2,998
Foreign Currency Translation		(186	)
Net Realized Gain		170,866
Change in Unrealized Appreciation (Depreciation):
Investments (Net of Decrease in Deferred Capital Gain Country Tax of $4,509)		462,039
Investments in Affiliates		34,659
Foreign Currency Translation		(107	)
Net Change in Unrealized Appreciation (Depreciation)		496,591
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		667,457
Net Increase in Net Assets Resulting from Operations	$	649,565

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

International Advantage Portfolio

Consolidated Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Loss	$	(17,892	)	$	(10,963	)
Net Realized Gain		170,866			8,518
Net Change in Unrealized Appreciation (Depreciation)		496,591			1,023,199
Net Increase in Net Assets Resulting from Operations		649,565			1,020,754
Dividends and Distributions to Shareholders:
Class I		(52,085	)		(1,584	)
Class A		(7,650	)		(247	)
Class L		(3	)		(—	@)
Class C		(447	)		(11	)
Class IS		(2,652	)		(36	)
Total Dividends and Distributions to Shareholders		(62,837	)		(1,878	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		1,810,800			1,715,375
Distributions Reinvested		47,135			1,565
Redeemed		(770,937	)		(634,403	)
Class A:
Subscribed		257,294			230,781
Distributions Reinvested		7,650			247
Redeemed		(150,608	)		(154,359	)
Class L:
Exchanged		—			50
Distributions Reinvested		3			—	@
Redeemed		(118	)		(5	)
Class C:
Subscribed		18,942			6,350
Distributions Reinvested		444			11
Redeemed		(4,422	)		(4,795	)
Class IS:
Subscribed		166,066			98,784
Distributions Reinvested		2,089			9
Redeemed		(11,705	)		(23,225	)
Net Increase in Net Assets Resulting from Capital Share Transactions		1,372,633			1,236,385
Redemption Fees		—	@		—
Total Increase in Net Assets		1,959,361			2,255,261
Net Assets:
Beginning of Period		4,553,897			2,298,636
End of Period	$	6,513,258		$	4,553,897

The accompanying notes are an integral part of the consolidated financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

International Advantage Portfolio

Consolidated Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		61,556			79,907
Shares Issued on Distributions Reinvested		1,614			59
Shares Redeemed		(26,337	)		(30,862	)
Net Increase in Class I Shares Outstanding		36,833			49,104
Class A:
Shares Subscribed		8,994			10,972
Shares Issued on Distributions Reinvested		267			9
Shares Redeemed		(5,272	)		(7,624	)
Net Increase in Class A Shares Outstanding		3,989			3,357
Class L:
Shares Exchanged		—			2
Shares Issued on Distributions Reinvested		—	@@		—	@@
Shares Redeemed		(4	)		(—	@@)
Net Increase (Decrease) in Class L Shares Outstanding		(4	)		2
Class C:
Shares Subscribed		689			300
Shares Issued on Distributions Reinvested		16			—	@@
Shares Redeemed		(160	)		(256	)
Net Increase in Class C Shares Outstanding		545			44
Class IS:
Shares Subscribed		5,710			4,622
Shares Issued on Distributions Reinvested		71			—	@@
Shares Redeemed		(401	)		(1,035	)
Net Increase in Class IS Shares Outstanding		5,380			3,587

* Not consolidated.

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the consolidated financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

International Advantage Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	27.05		$	20.45		$	15.74		$	16.89		$	11.91
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽²⁾		(0.08	)		(0.07	)		0.06			0.04			0.00	⁽³⁾
Net Realized and Unrealized Gain (Loss)		3.63			6.68			4.67			(0.91	)		5.32
Total from Investment Operations		3.55			6.61			4.73			(0.87	)		5.32
Distributions from and/or in Excess of:
Net Investment Income		—			(0.01	)		(0.00	)⁽³⁾		—			—
Net Realized Gain		(0.30	)		—			(0.02	)		(0.28	)		(0.34	)
Total Distributions		(0.30	)		(0.01	)		(0.02	)		(0.28	)		(0.34	)
Redemption Fees		0.00	⁽³⁾		—			0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	30.30		$	27.05		$	20.45		$	15.74		$	16.89
Total Return⁽⁴⁾		13.16	%		32.33	%		30.09	%		(5.19	)%		44.75	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	5,419,831		$	3,841,122		$	1,900,219		$	569,408		$	166,189
Ratio of Expenses Before Expense Limitation		0.97	%		N/A			1.03	%		1.11	%		1.21	%
Ratio of Expenses After Expense Limitation		0.97	%⁽⁵⁾		0.98	%⁽⁵⁾		0.98	%⁽⁵⁾		0.98	%⁽⁵⁾		0.98	%⁽⁵⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			0.98	%⁽⁵⁾		N/A			N/A			N/A
Ratio of Net Investment Income (Loss)		(0.28	)%⁽⁵⁾		(0.31	)%⁽⁵⁾		0.32	%⁽⁵⁾		0.21	%⁽⁵⁾		0.02	%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.02	%		0.02	%		0.02	%
Portfolio Turnover Rate		22	%		18	%		15	%		29	%		30	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

International Advantage Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	26.58		$	20.16		$	15.56		$	16.75		$	11.86
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽²⁾		(0.17	)		(0.13	)		0.01			(0.02	)		(0.07	)
Net Realized and Unrealized Gain (Loss)		3.58			6.56			4.61			(0.89	)		5.30
Total from Investment Operations		3.41			6.43			4.62			(0.91	)		5.23
Distributions from and/or in Excess of:
Net Investment Income		—			(0.01	)		—			—			—
Net Realized Gain		(0.30	)		—			(0.02	)		(0.28	)		(0.34	)
Total Distributions		(0.30	)		(0.01	)		(0.02	)		(0.28	)		(0.34	)
Redemption Fees		0.00	⁽³⁾		—			0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	29.69		$	26.58		$	20.16		$	15.56		$	16.75
Total Return⁽⁴⁾		12.87	%		31.90	%		29.72	%		(5.48	)%		44.18	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	776,662		$	589,317		$	379,237		$	202,732		$	144,112
Ratio of Expenses Before Expense Limitation		1.26	%		N/A			1.30	%		1.37	%		1.42	%
Ratio of Expenses After Expense Limitation		1.26	%⁽⁵⁾		1.27	%⁽⁵⁾		1.28	%⁽⁵⁾		1.33	%⁽⁵⁾		1.31	%⁽⁵⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			1.27	%⁽⁵⁾		N/A			N/A			N/A
Ratio of Net Investment Income (Loss)		(0.57	)%⁽⁵⁾		(0.60	)%⁽⁵⁾		0.04	%⁽⁵⁾		(0.10	)%⁽⁵⁾		(0.46	)%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.02	%		0.02	%		0.02	%
Portfolio Turnover Rate		22	%		18	%		15	%		29	%		30	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

International Advantage Portfolio

	Class L
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	25.64		$	19.56		$	15.18		$	16.43		$	11.70
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.32	)		(0.24	)		(0.09	)		(0.09	)		(0.11	)
Net Realized and Unrealized Gain (Loss)		3.44			6.33			4.49			(0.88	)		5.18
Total from Investment Operations		3.12			6.09			4.40			(0.97	)		5.07
Distributions from and/or in Excess of:
Net Investment Income		—			(0.01	)		—			—			—
Net Realized Gain		(0.30	)		—			(0.02	)		(0.28	)		(0.34	)
Total Distributions		(0.30	)		(0.01	)		(0.02	)		(0.28	)		(0.34	)
Redemption Fees		0.00	⁽³⁾		—			0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	28.46		$	25.64		$	19.56		$	15.18		$	16.43
Total Return⁽⁴⁾		12.21	%		31.14	%		29.01	%		(5.95	)%		43.41	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	279		$	350		$	226		$	161		$	135
Ratio of Expenses Before Expense Limitation		2.29	%		2.48	%		2.59	%		2.82	%		3.82	%
Ratio of Expenses After Expense Limitation		1.85	%⁽⁵⁾		1.84	%⁽⁵⁾		1.83	%⁽⁵⁾		1.83	%⁽⁵⁾		1.84	%⁽⁵⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			1.84	%⁽⁵⁾		N/A			N/A			N/A
Ratio of Net Investment Loss		(1.16	)%⁽⁵⁾		(1.17	)%⁽⁵⁾		(0.48	)%⁽⁵⁾		(0.55	)%⁽⁵⁾		(0.77	)%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.02	%		0.02	%		0.01	%
Portfolio Turnover Rate		22	%		18	%		15	%		29	%		30	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

International Advantage Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	25.29		$	19.31		$	15.02		$	16.30		$	11.63
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.35	)		(0.26	)		(0.12	)		(0.15	)		(0.17	)
Net Realized and Unrealized Gain (Loss)		3.39			6.25	��		4.43			(0.85	)		5.18
Total from Investment Operations		3.04			5.99			4.31			(1.00	)		5.01
Distributions from and/or in Excess of:
Net Investment Income		—			(0.01	)		—			—			—
Net Realized Gain		(0.30	)		—			(0.02	)		(0.28	)		(0.34	)
Total Distributions		(0.30	)		(0.01	)		(0.02	)		(0.28	)		(0.34	)
Redemption Fees		0.00	⁽³⁾		—			0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	28.03		$	25.29		$	19.31		$	15.02		$	16.30
Total Return⁽⁴⁾		12.06	%		31.03	%		28.72	%		(6.18	)%		43.16	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	42,922		$	24,926		$	18,180		$	11,087		$	6,760
Ratio of Expenses Before Expense Limitation		1.96	%		N/A			2.03	%		2.10	%		2.25	%
Ratio of Expenses After Expense Limitation		1.96	%⁽⁵⁾		1.97	%⁽⁵⁾		2.01	%⁽⁵⁾		2.07	%⁽⁵⁾		2.08	%⁽⁵⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			1.97	%⁽⁵⁾		N/A			N/A			N/A
Ratio of Net Investment Loss		(1.27	)%⁽⁵⁾		(1.29	)%⁽⁵⁾		(0.69	)%⁽⁵⁾		(0.88	)%⁽⁵⁾		(1.12	)%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.02	%		0.02	%		0.02	%
Portfolio Turnover Rate		22	%		18	%		15	%		29	%		30	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

International Advantage Portfolio

	Class IS
	Year Ended December 31,									Period from June 15, 2018⁽²⁾ to
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			December 31, 2018⁽¹⁾
Net Asset Value, Beginning of Period	$	27.09		$	20.46		$	15.75		$	18.90
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽³⁾		(0.06	)		(0.06	)		0.05			(0.00	)⁽⁴⁾
Net Realized and Unrealized Gain (Loss)		3.65			6.70			4.69			(2.87	)
Total from Investment Operations		3.59			6.64			4.74			(2.87	)
Distributions from and/or in Excess of:
Net Investment Income		—			(0.01	)		(0.01	)		—
Net Realized Gain		(0.30	)		—			(0.02	)		(0.28	)
Total Distributions		(0.30	)		(0.01	)		(0.03	)		(0.28	)
Redemption Fees		0.00	⁽⁴⁾		—			0.00	⁽⁴⁾		0.00	⁽⁴⁾
Net Asset Value, End of Period	$	30.38		$	27.09		$	20.46		$	15.75
Total Return⁽⁵⁾		13.29	%		32.46	%		30.14	%		(15.22	)%⁽⁸⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	273,564		$	98,182		$	774		$	8
Ratio of Expenses Before Expense Limitation		0.87	%		N/A			3.28	%		19.51	%⁽⁹⁾
Ratio of Expenses After Expense Limitation		0.87	%⁽⁶⁾		0.89	%⁽⁶⁾		0.93	%⁽⁶⁾		0.93	%⁽⁶⁾⁽⁹⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			0.89	%⁽⁶⁾		N/A			N/A
Ratio of Net Investment Income (Loss)		(0.19	)%⁽⁶⁾		(0.26	)%⁽⁶⁾		0.24	%⁽⁶⁾		(0.04	)%⁽⁶⁾⁽⁹⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾		0.01	%		0.02	%		0.02	%⁽⁹⁾
Portfolio Turnover Rate		22	%		18	%		15	%		29	%

(1) Not consolidated.

(2) Commencement of Offering.

(3) Per share amount is based on average shares outstanding.

(4) Amount is less than $0.005 per share.

(5) Calculated based on the net asset value as of the last business day of the period.

(7) Amount is less than 0.005%.

(8) Not annualized.

(9) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements

The accompanying consolidated financial statements relate to the International Advantage Portfolio. The Fund seeks long-term capital appreciation.

A. Significant Accounting Policies: The following significant accounting policies are in conformity with U.S. generally accepted accounting principles ("GAAP"). Such policies are consistently followed by the Company in the preparation of its consolidated financial statements. GAAP may require management to make estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results may differ from those estimates.

The Fund may, consistent with its principal investment strategies, invest up to 25% of its total assets in a wholly-owned subsidiary of the Fund organized as a company under the laws of the Cayman Islands, International Advantage Cayman Portfolio, Ltd. (the "Subsidiary"). The Subsidiary may invest in bitcoin indirectly through cash settled futures or indirectly through investments in Grayscale Bitcoin Trust (BTC) ("GBTC"), a privately offered investment vehicle that invests in bitcoin. The Fund is the sole shareholder of the Subsidiary, and it is not currently expected that shares of the Subsidiary will be sold or offered to other investors. The consolidated portfolio of investments and consolidated financial statements include the positions and accounts of the Fund and the Subsidiary. All intercompany accounts and transactions of the Fund and the Subsidiary have been eliminated in consolidation and all accounting policies of the Subsidiary are consistent with those of the Fund. As of December 31, 2021, the Subsidiary represented approximately $47,732,000 or approximately 0.73% of the total net assets of the Fund.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

sales price on the exchange on which they are listed (or at the exchange official closing price if such exchange reports an official closing price). If an official closing price or last reported sales price is unavailable, the listed option should be fair valued at the mean between its latest bid and ask prices. Unlisted options are valued at the mean between their latest bid and ask prices from a broker/dealer or valued by a pricing service/vendor; (4) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser") or Morgan Stanley Investment Management Company ("MSIM Company") (the "Sub-Adviser"), each a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (5) when market quotations are not readily available, including circumstances under which the Adviser or the Sub-Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Air Freight & Logistics	$	—	$	467,481	$	—	$	467,481
Banks		304,060		—		—		304,060
Beverages		193,830		157,876		—		351,706
Biotechnology		—		101,307		—		101,307

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Capital Markets	$	281,353	$	—	$	—	$	281,353
Chemicals		—		120,590		—		120,590
Electronic Equipment, Instruments & Components		—		269,171		—		269,171
Food & Staples Retailing		—		128,111		—		128,111
Food Products		182,357		115,153		—		297,510
Health Care Equipment & Supplies		—		185,557		—		185,557
Hotels, Restaurants & Leisure		—		134,989		—		134,989
Household Products		—		91,661		—		91,661
Information Technology Services		589,820		21,360		—		611,180
Insurance		126,920		—		—		126,920
Interactive Media & Services		193,682		—		—		193,682
Internet & Direct Marketing Retail		13,940		27,445		—		41,385
Machinery		47,118		—		—		47,118
Marine		—		129,646		—		129,646
Multi-Utilities		241,533		—		—		241,533
Semiconductors & Semiconductor Equipment		605,596		—		—		605,596
Software		100,094		—		—		100,094
Textiles, Apparel & Luxury Goods		529,837		597,553		—		1,127,390
Total Common Stocks		3,410,140		2,547,900		—		5,958,040
Investment Company		45,811		—		—		45,811
Call Options Purchased		—		1,183		—		1,183
Short-Term Investments
Investment Company		482,779		—		—		482,779
Repurchase Agreements		—		1,753		—		1,753
Total Short-Term Investments		482,779		1,753		—		484,532
Total Assets	$	3,938,730	$	2,550,836	$	—	$	6,489,566

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

3. Repurchase Agreements: The Fund may enter into repurchase agreements under which the Fund lends cash and takes possession of securities with an agreement that

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

the counterparty will repurchase such securities. In connection with transactions in repurchase agreements, a bank as custodian for the Fund takes possession of the underlying securities which are held as collateral, with a market value at least equal to the amount of the repurchase transaction, including principal and accrued interest. To the extent that any repurchase transaction exceeds one business day, the value of the collateral is marked-to-market on a daily basis to determine that the value of the collateral does not decrease below the repurchase price plus accrued interest as earned. If such a decrease occurs, additional collateral will be requested and, when received, will be added to the account to maintain full collateralization. In the event of default on the obligation to repurchase, the Fund has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. In the event of default or bankruptcy by the counterparty to the agreement, realization of the collateral proceeds may be subject to cost and delays. The Fund, along with other affiliated investment companies, may utilize a joint trading account for the purpose of entering into repurchase agreements.

4. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

gains and losses realized on sales and maturities of foreign denominated debt securities are treated as ordinary income for U.S. federal income tax purposes.

Governmental approval for foreign investments may be required in advance of making an investment under certain circumstances in some countries, and the extent of foreign investments in domestic companies may be subject to limitation in other countries. Foreign ownership limitations also may be imposed by the charters of individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Consolidated Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

instrument often has risks similar to its underlying asset and may have additional risks, including imperfect correlation between the value of the derivative and the underlying asset, risks of default by the counterparty to certain transactions, magnification of losses incurred due to changes in the market value of the securities, instruments, indices or interest rates to which the derivative instrument relates, risks that the transactions may not be liquid and risks arising from margin requirements. The use of derivatives involves risks that are different from, and possibly greater than, the risks associated with other portfolio investments. Derivatives may involve the use of highly specialized instruments that require investment techniques and risk analyses different from those associated with other portfolio investments. All of the Fund's holdings, including derivative instruments, are marked-to-market each day with the change in value reflected in unrealized appreciation (depreciation). Upon disposition, a realized gain or loss is recognized.

Following is a description of the derivative instruments and techniques that the Fund used during the period and their associated risks:

instrument. Purchasing put options tends to decrease the Fund's exposure to the underlying (or similar) instrument. When entering into purchased option contracts, the Fund bears the risk of interest or exchange rates or securities prices moving unexpectedly, in which case, the Fund may not achieve the anticipated benefits of the purchased option contracts; however the risk of loss is limited to the premium paid. Purchased options are reported as part of "Total Investments in Securities" in the Consolidated Statement of Assets and Liabilities. Premiums paid for purchasing options which expired are treated as realized losses. If the Fund sells an option, it sells to another party the right to buy from or sell to the Fund a specific amount of the underlying instrument or foreign currency, or futures contract on the underlying instrument or foreign currency, at an agreed-upon price during a period of time or on a specified date typically in exchange for a premium received by the Fund. When options are purchased OTC, the Fund bears the risk that the counterparty that wrote the option will be unable or unwilling to perform its obligations under the option contract. Options may also be illiquid and the Fund may have difficulty closing out its position. A decision as to whether, when and how to use options involves the exercise of skill and judgment and even a well-conceived option transaction may be unsuccessful because of market behavior or unexpected events. The prices of options can be highly volatile and the use of options can lower total returns.

As of December 31, 2021, the Fund did not have any open PIPE contract.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

The following table sets forth the fair value of the Fund's derivative contracts by primary risk exposure as of December 31, 2021:

Asset Derivatives
Consolidated
Statement of Assets and
Liabilities Location

Primary Risk
Exposure

Value
(000)

Purchased Options

Investments, at Value
(Purchased Options)

Currency Risk

1,183

(a)

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

Change in Unrealized Appreciation (Depreciation)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(4,686	)(b)

(b) Amounts are included in Change in Unrealized Appreciation (Depreciation) on Investments in the Consolidated Statement of Operations.

At December 31, 2021, the Fund's derivative assets and liabilities are as follows:

Gross Amounts of Assets and Liabilities Presented in the Consolidated Statement of Assets and Liabilities
Derivatives	Assets(c) (000)			Liabilities(c) (000)
Purchased Options	$	1,183	(a)	$	—

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(c) Absent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Consolidated Statement of Assets and Liabilities.

The following table presents derivative financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Counterparty	Gross Asset Derivatives Presented in the Consolidated Statement of Assets and Liabilities(a) (000)		Financial Instrument (000)		Collateral Received(d) (000)			Net Amount (not less than $0) (000)
JP Morgan Chase Bank NA	$	1,183	$	—	$	(1,183	)	$	0

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(d) In some instances, the actual collateral received may be more than the amount shown here due to overcollateralization.

For the year ended December 31, 2021, the approximate average monthly amount outstanding for each derivative type is as follows:

Purchased Options:
Average monthly notional amount		422,525,000
Derivative Contract — PIPE:
Average monthly notional amount	$	35,641,000

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Based on pre-established guidelines, the securities lending agent invests any cash collateral that is received in an affiliated money market portfolio and repurchase agreements. Securities lending income is generated from the earnings on the invested collateral and borrowing fees, less any rebates owed to the borrowers and compensation to the lending agent, and is recorded as "Income from Securities Loaned — Net" in the Fund's Consolidated Statement of Operations. Risks in securities lending transactions are that a borrower may not provide additional collateral when required or return the securities when due, and that the value of the short-term investments will be less than the amount of cash collateral plus any rebate that is required to be returned to the borrower.

The Fund has the right under the securities lending agreement to recover the securities from the borrower on demand.

The following table presents financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Gross Asset Amounts Presented in the Consolidated Statement of Assets and Liabilities (000)			Financial Instrument (000)		Collateral Received (000)			Net Amount (not less than $0) (000)
$	14,581	(e)	$	—	$	(14,581	)(f)(g)	$	0

(e) Represents market value of loaned securities at year end.

(f) The Fund received cash collateral of approximately $10,992,000, of which approximately $10,979,000 was subsequently invested in Repurchase Agreements and Morgan Stanley Institutional Liquidity Funds as reported in the Consolidated Portfolio of Investments. As of December 31, 2021, there was uninvested cash of approximately $13,000, which is not reflected in the Consolidated Portfolio of Investments.

In addition, the Fund received non-cash collateral of approximately $4,342,000 in the form of U.S. Government obligations, which the Fund cannot sell or repledge, and accordingly are not reflected in the Consolidated Portfolio of Investments.

(g) The actual collateral received is greater than the amount shown here due to overcollateralization.

Remaining Contractual Maturity of the Agreements
	Overnight and Continuous (000)		<30 days (000)		Between 30 & 90 days (000)		>90 days (000)		Total (000)
Securities Lending Transactions
Common Stocks	$	10,992	$	—	$	—	$	—	$	10,992
Total Borrowings	$	10,992	$	—	$	—	$	—	$	10,992
Gross amount of recognized liabilities for securities lending transactions									$	10,992

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

First $1 billion				Over $1 billion
	0.80	%			0.75	%

For the year ended December 31, 2021, the advisory fee rate (net of rebate) was equivalent to an annual effective rate of 0.76% of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses,

excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 1.00% for Class I shares, 1.35% for Class A shares, 1.85% for Class L shares, 2.10% for Class C shares and 0.95% for Class IS shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $2,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

The Adviser has agreed to waive its advisory fees by the amount of advisory fees it receives from the Subsidiary.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Distributor a shareholder services fee, accrued daily and paid monthly, at an annual rate of 0.25% of the Fund's average daily net assets attributable to Class A shares.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $2,287,037,000 and $1,154,446,000, respectively. There were no purchases and

sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser, both directly and as a portion of the securities held as collateral on loaned securities. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $116,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company/Issuer	Value December 31, 2020 (000)		Purchases at Cost (000)		Proceeds from Sales (000)		Dividend Income (000)
Liquidity Funds	$	374,199	$	1,776,317	$	1,667,737	$	30
Canada Goose Holdings, Inc.		142,867		11,432		14,451		—
	$	517,066	$	1,787,749	$	1,682,188	$	30

Affiliated Investment Company/Issuer (cont'd)	Realized Gain (Loss) (000)		Change in Unrealized Appreciation (Depreciation) (000)		Value December 31, 2021 (000)
Liquidity Funds	$	—	$	—	$	482,779
Canada Goose Holdings, Inc.		2,998		34,659		177,505
	$	2,998	$	34,659	$	660,284

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

options under the Compensation Plan. Appreciation/depreciation and distributions received from these investments are recorded with an offsetting increase/decrease in the deferred compensation obligation and do not affect the NAV of the Fund.

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	—	$	62,837	$	1,866	$	12

The amount and character of income and gains to be distributed are determined in accordance with income tax regulations

which may differ from GAAP. These book/tax differences are either considered temporary or permanent in nature.

Permanent differences, primarily due to a net operating loss, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Distributable Earnings (000)				Paid-in- Capital (000)
$	19,919			$	(19,919	)

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	—			$	129,318

K. Market Risk and Risks Relating to Certain Financial Instruments:
Bitcoin: The Fund may have exposure to bitcoin indirectly through investments in GBTC, a privately offered investment vehicle that invests in bitcoin. Cryptocurrencies (also referred to as "virtual currencies" and "digital currencies") are digital assets designed to act as a medium of exchange. Although cryptocurrency is an emerging asset class, there are thousands of

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

cryptocurrencies, the most well-known of which is bitcoin. Cryptocurrency facilitates decentralized, peer-to-peer financial exchange and value storage that is used like money, without the oversight of a central authority or banks. The value of cryptocurrency is not backed by any government, corporation, or other identified body. Similar to fiat currencies (i.e., a currency that is backed by a central bank or a national, supra-national or quasi-national organization), cryptocurrencies are susceptible to theft, loss and destruction. For example, the bitcoin held by GBTC (and the Fund's indirect exposure to such bitcoin) is also susceptible to these risks. The value of the GBTC investments in cryptocurrency is subject to fluctuations in the value of the cryptocurrency, which have been and may in the future be highly volatile. The value of cryptocurrencies is determined by the supply and demand for cryptocurrency in the global market for the trading of cryptocurrency, which consists primarily of transactions on electronic exchanges. The price of bitcoin could drop precipitously (including to zero) for a variety of reasons, including, but not limited to, regulatory changes, a crisis of confidence, flaw or operational issue in the bitcoin network or a change in user preference to competing cryptocurrencies. The GBTC exposure to cryptocurrency could result in substantial losses to the Fund.

Special Purpose Acquisition Companies ("SPAC"): The Fund may invest in stock, warrants, and other securities of SPACs or similar special purpose entities. A SPAC is typically

a publicly traded company that raises investment capital via an initial public offering ("IPO") for the purpose of acquiring the equity securities of one or more existing companies (or interests therein) via merger, combination, acquisition or other similar transactions. The Fund may acquire an interest in a SPAC in an IPO or a secondary market transaction.

Private Investment in Public Equity: The Fund may acquire equity securities of an issuer that are issued through a PIPE

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

transaction, including on a when-issued basis. The Fund will generally earmark an amount of cash or high quality securities equal (on a daily mark to market basis) to the amount of its commitment to purchase the when-issued securities. PIPE transactions typically involve the purchase of securities directly from a publicly traded company or its affiliates in a private placement transaction, including through a SPAC, typically at a discount to the market price of the company's securities. There is a risk that if the market price of the securities drops below a set threshold, the company may have to issue additional stock at a significantly reduced price, which may dilute the value of the Fund's investment. Shares in PIPEs generally are not registered with the SEC until after a certain time period from the date the private sale is completed. This restricted period can last many months. Until the public registration process is completed, PIPEs are restricted as to resale and the Fund cannot freely trade the securities. Generally, such restrictions cause the PIPEs to be illiquid during this time. PIPEs may contain provisions that the issuer will pay specified financial penalties to the holder if the issuer does not publicly register the restricted equity securities within a specified period of time, but there is no assurance that the restricted equity securities will be publicly registered, or that the registration will remain in effect.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
International Advantage Portfolio

Opinion on the Financial Statements

We have audited the accompanying consolidated statement of assets and liabilities of International Advantage Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the consolidated portfolio of investments, as of December 31, 2021, and the related consolidated statements of operations and changes in net assets for the year then ended and the statement of changes in net assets for the year ended December 31, 2021, the consolidated financial highlights for the year ended December 31, 2021 and the financial highlights for each of the four years in the period ended December 31, 2020 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the consolidated financial position of International Advantage Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the consolidated results of its operations and the consolidated changes in its net assets for the year then ended and the changes in its net assets for the year ended December 31, 2020 and its consolidated financial highlights for the year ended December 31, 2021 and its financial highlights for each of the four years in the period ended December 31, 2020, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021.

The Fund designated and paid approximately $62,837,000 as a long-term capital gain distribution.

The Fund intends to pass through foreign tax credits of approximately $4,677,000 and has derived net income from sources within foreign countries amounting to approximately $43,887,000.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Sub-Adviser

Morgan Stanley Investment Management Company
23 Church Street
16-01 Capital Square, Singapore 049481

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIIAANN
3997473 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

International Equity Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					9
Statement of Assets and Liabilities					11
Statement of Operations					13
Statements of Changes in Net Assets					14
Financial Highlights					16
Notes to Financial Statements					21
Report of Independent Registered Public Accounting Firm					28
Liquidity Risk Management Program					29
Federal Tax Notice					30
U.S. Customer Privacy Notice					31
Director and Officer Information					34

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in International Equity Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

International Equity Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
International Equity Portfolio Class I	$	1,000.00	$	972.20	$	1,020.47	$	4.67	$	4.79		0.94	%
International Equity Portfolio Class A		1,000.00		972.10		1,019.26		5.87		6.01		1.18
International Equity Portfolio Class L		1,000.00		968.30		1,016.28		8.78		9.00		1.77
International Equity Portfolio Class C		1,000.00		967.10		1,014.87		10.16		10.41		2.05
International Equity Portfolio Class IS		1,000.00		972.70		1,020.62		4.52		4.63		0.91

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

International Equity Portfolio

The Fund seeks long-term capital appreciation by investing primarily in equity securities of non-U.S. issuers.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 4.19%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the MSCI EAFE Index (the "Index"), which returned 11.26%.

Factors Affecting Performance

• The Index delivered a respectable +11.3% in U.S. dollars (USD) for 2021, and a higher +18.7% in local currencies given the dollar strength. Cyclical sectors were among the leaders for the year, with energy returning +22.9%, information technology +20.9%, financials +16.6% and industrials +13.5%. The two key defensive sectors, consumer staples (+7.3%) and health care (+8.6%), lagged the overall index, making 2021 a tough environment for the Fund in relative terms. Communication services (–5.7%), utilities (–0.03%) and real estate (+4.1%) were even weaker. Asia struggled in 2021. Hong Kong was down 3.9% in USD (3.4% local), while Japan was only up 1.7% (+13.4% local) and Singapore was +5.7% (+7.8% local). All were in the shadow of China, which fell 21.7% in USD and local currency. Within Europe, France (+19.5% USD, +28.6% local), Switzerland (+19.3%, +23.0%), the U.K. (+18.5%, +19.6%) and Italy (+15.0%, +23.8%) were far stronger than Spain (+1.4%, +9.1%) and Germany (+5.3%, +13.3%). The U.S. (+26.5%) massively outperformed the Index, which finished the year on a record 30% discount to the U.S. market, on a relatively modest multiple of 15.3x the next 12 months' earnings, versus the distinctly elevated 22.3x multiple sported by the U.S.ⁱ

• This relative discount is a source of comfort in a world of stretched valuations — as is the attractive valuation of the Fund's portfolio within the EAFE universe, with a premium to the EAFE Index of only 6% on forward price-to-earnings, and a discount of 2% on forward free cash flow yield.ⁱ This is despite the far higher quality than the

market, as shown by the far higher return on operating capital (25% versus 16% for the Index) and gross margin (40% versus 26%), and the lower leverage (debt is 1.6x earnings before interest, taxes, depreciation and amortization, versus 2.0x for the Index).ⁱ

• For the Fund in 2021, the underperformance was driven by stock selection, due to underperformance in consumer staples, health care, financials, energy, communication services, materials and information technology. Sector allocation was neutral as the gains from the overweight in information technology, the underweight in communication services and the lack of utilities holdings were balanced by the drag from the consumer staples overweight and the drag from the small cash holding.

Management Strategies

The Search for Better Outcomes

• This logic is consistent with how humans have evolved. If we are to believe the latest neuroscience,ⁱⁱ humans inherently seek "better outcomes" and, perhaps contrary to common belief, it is not the achievement that gives us satisfaction, but the journey itself. We do this because a "seeking system" gives us a feeling of reward and pleasure when we explore our surroundings and seek new information for survival. Similarly, companies seeking to deliver better outcomes and faced with a changing world must explore their surroundings and seek new information for survival.

ⁱ Source: FactSet. Data as of December 31, 2021.

ⁱⁱ Source: Quartz, "Neuroscience confirms that to be truly happy, you will always need something more," Olivia Goodhill, May 16, 2016.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

International Equity Portfolio

A look back

• Looking back on 2021, companies had plenty of change to maneuver. Instead of a pure "return to normal," 2021 was a year of continued headwinds. Although we saw signs of a bounce back with the lifting of COVID-19 lockdown measures in the spring, plus sharp earnings growth, a number of economic challenges have lingered: from supply chain disruption and labor shortages to intensified China-U.S. trade and political tensions. Despite these issues, equity markets continued to boom, buoyed by positive vaccine rollout news, with growth stocks and more cyclical value stocks taking turns to drive the market forward, seemingly unfazed by peak earnings and peak margins or persistent inflation taking hold. The dangers of earnings and multiple correction grew larger, but always seemed just beyond the horizon. Investors started the year leaning into the cyclical rally, but ended the year looking for more defensive positioning, which may bode well for quality investors.

• We also saw ESG momentum continue to build in 2021, with $141 billion of flowsⁱⁱⁱ going into ESG funds globally. In Europe, the most mature sustainable investment market, this shift to ESG funds has been via active management. This is not a surprise. It's hard to remain passive in the face of challenges like climate change; if you believe the world is going to change significantly as sustainability externalities start to be priced in, there will be winners and losers, creating investment risks and opportunities. Being on the right side of that change is key.

of Parties") that took place in Glasgow in November. The pressing urgency of the climate challenge brought a series of new commitments to tighten carbon targets, "phase down" coal, remove fossil fuel subsidies, tackle methane emissions and stop deforestation. Countries representing 70% of global emissions and gross domestic product have now committed to reaching net zero by 2050 or 2060, with massive implications for many corporates. Regulators acted too, and some have come a long way. In Europe, new sustainable regulations^iv that aim to give clients more transparency around sustainable investment came into force, and the European Central Bank presented an action plan to include climate change considerations in its monetary policy strategy.^v The U.S. Securities and Exchange Commission has moved from throwing out investor proposals pushing companies like Exxon on climate change in 2019, to forcing companies to hold investor votes on emission targets in 2021.^vi Whether one believes the pace of change is too fast or too slow, the direction of change is clear.

Three trends for the year ahead

ⁱⁱⁱ Source: Morningstar. Data as of third quarter 2021.

^iv A legislative package that is part of the EU's sustainable finance action plan, including the Sustainable Finance Disclosure Regulation and changes to the Markets in Financial Instruments Directive II and Undertakings for the Collective Investment in Transferable Securities Directive.

^v Source: European Central Bank press release, July 8, 2021.

^vi Source: Financial Times, "SEC forces oil companies to hold investor votes on emission targets," Myles McCormick, March 20, 2021.

^vii Source: United Nations News, "More than half a billion pushed into extreme poverty due to health costs," December 12, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

International Equity Portfolio

inequality is likely to continue, from eliminating race and gender inequities to protecting the human rights of workers in the supply chain. In 2021, we saw the introduction of Nasdaq's new rules^viii requiring firms to disclose board-level diversity statistics and have, or explain why they do not have, at least two diverse directors. Similar diversity measures were also announced by the Hong Kong stock exchange, which made clear that "a single gender board is not considered to be a diverse board" and called on companies to appoint a director of a different gender.

• We are also seeing increased action from policymakers and investors. On human rights, the European Union (EU) is considering rules to make human rights due diligence mandatory, while the global responsible investor organization, the UN Principles for Responsible Investment, has announced a new worldwide collaborative platform to support investors in taking action on social issues.^ix Together, these pressures are likely to lead to greater action on the S in ESG.

• Second, we believe work will turn from climate commitments to policy reality, resulting in an emergence of laws, fiscal incentives, investor pressure and a continuation of rising climate litigations as the transition to low carbon continues. This will not only impact the fossil fuel industry. For example, in the case of the car industry — whether it's proposals to effectively ban new fossil fuel cars from as early as 2035 like in the EU, or suggesting new incentives for electric vehicles like in the U.S. — the economic rules of the game are changing. Every sector will need to change, and companies who want to stay ahead will need to adapt now or risk ending up in the company graveyard.

next decade, and commitments from both governments and the private sector have already emerged. A coalition of more than 50 countries has committed to protect almost a third of the planet by 2030.^xi We're also seeing the emergence of voluntary disclosure frameworks for companies (as produced by the Taskforce on Nature-related Financial Disclosures) and investors promising to eliminate agricultural commodity-driven deforestation risks across their investment portfolios and invest in nature-based solutions. Although new targets are unlikely to lead to an immediate price on free resources such as water, air, forests and the ocean, it should speed up government action, business decisions and investment allocations. Companies looking to future-proof their businesses will need to understand how dependent they are on planetary resources and how they are impacting nature through their products and services, so they can take action to manage the risks and explore opportunities. Long-term investors looking to future-proof their returns need to do the same.

• Whatever the pace of change in 2022, efforts to create a sustainable future is a game that's played out in decades, not months. Just like any journey, there will be bumps in the road; but as the transition takes place, we believe companies with a strong "seeking system" that helps them be alert to the world around them will help them stay on top of their game and deliver long-term returns for clients. As bottom-up stock pickers, and with the introduction of the new Head of Sustainable Outcomes for the International Equity team, we're determined to keep seeking better outcomes, to learn and improve our offering to you and to keep pressing for progress from the companies we own.

^viii Source: Nasdaq, October 1, 2021.

^ix Source: United Nations Principles for Responsible Investment.

^x Source: Stockholm Resilience Centre.

^xi Source: The Guardian, "More than 50 countries commit to protection of 30% of Earth's land and oceans," Patrick Greenfield and Fiona Harvey, January 11, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

International Equity Portfolio

* Minimum Investment for Class I shares

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, L, C and IS shares will vary from the performance of Class I shares based upon their different inception dates and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the MSCI EAFE Index⁽¹⁾ and the Lipper International Large-Cap Growth Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
				Average Annual
	One Year			Five Years			Ten Years			Since Inception⁽⁹⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		4.19	%		8.56	%		7.21	%		8.12	%
Fund — Class A Shares w/o sales charges⁽⁵⁾		4.07			8.25			6.89			7.16
Fund — Class A Shares with maximum 5.25% sales charges⁽⁵⁾		–1.36			7.09			6.31			6.94
Fund — Class L Shares w/o sales charges⁽⁶⁾		3.34			7.65			—			6.43
Fund — Class C Shares w/o sales charges⁽⁸⁾		3.02			7.36			—			3.44
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁸⁾		2.08			7.36			—			3.44
Fund — Class IS Shares w/o sales charges⁽⁷⁾		4.24			8.59			—			5.00
MSCI EAFE Index		11.26			9.55			8.03			4.97
Lipper International Large-Cap Growth Funds Index		10.25			13.25			9.54			N/A

⁽¹⁾ The MSCI EAFE Index (Europe, Australasia, Far East) is a free float-adjusted market capitalization index that is designed to measure the international equity market performance of developed markets, excluding the U.S. & Canada. The term "free float" represents the portion of shares outstanding that are deemed to be available for purchase in the public equity markets by investors. The MSCI EAFE Index currently consists of 21 developed market country indices. The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. The Index is unmanaged and its 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 Lipper International Large-Cap Growth Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper International Large-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. As of the date of this report, the Fund was in the Lipper International Large-Cap Growth Funds classification.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

International Equity Portfolio

⁽³⁾Total returns for the Fund reflect fees waived and expenses reimbursed, if applicable, by the Adviser (as defined herein). Without such waivers and reimbursements, total returns would have been lower.

⁽⁴⁾ Commenced operations on August 4, 1989.

⁽⁵⁾ Commenced offering on January 2, 1996.

⁽⁶⁾ Commenced offering on June 14, 2012.

⁽⁷⁾ Commenced offering on September 13, 2013.

⁽⁸⁾ Commenced offering on April 30, 2015.

⁽⁹⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

International Equity Portfolio

	Shares		Value (000)
Common Stocks (98.0%)
Australia (0.7%)
Aristocrat Leisure Ltd.		482,328	$	15,289
Canada (6.4%)
Barrick Gold Corp.		2,591,582		49,273
Cameco Corp.		501,171		10,927
Constellation Software, Inc.		38,669		71,745
				131,945
China (3.4%)
Minth Group Ltd. (a)		3,520,000		15,506
Tencent Holdings Ltd. (a)		938,500		54,980
				70,486
Denmark (0.4%)
Tryg A/S		365,499		9,020
France (13.8%)
AXA SA		1,160,420		34,594
L'Oreal SA		23,376		11,097
Legrand SA		103,437		12,118
LVMH Moet Hennessy Louis Vuitton SE		53,974		44,674
Pernod Ricard SA		219,418		52,834
Safran SA		317,606		38,929
Sanofi		583,390		58,834
Thales SA		360,258		30,679
				283,759
Germany (18.1%)
Adidas AG		112,651		32,437
Bayer AG (Registered)		532,233		28,424
Deutsche Boerse AG		223,216		37,271
Deutsche Post AG (Registered)		769,687		49,507
Fresenius SE & Co., KGaA		1,107,979		44,533
Henkel AG & Co., KGaA (Preference)		688,454		55,552
Infineon Technologies AG		365,883		16,845
Knorr-Bremse AG		233,332		23,045
QIAGEN N.V. (b)		228,364		12,663
SAP SE		496,184		69,833
				370,110
Hong Kong (2.2%)
AIA Group Ltd.		4,365,200		44,001
Italy (2.1%)
Moncler SpA		585,966		42,347
Japan (7.5%)
FANUC Corp.		104,900		22,298
Hoya Corp.		156,200		23,179
Keyence Corp.		34,800		21,881
Kirin Holdings Co., Ltd.		2,182,700		35,156
Shiseido Co., Ltd.		594,600		33,170
Sumitomo Mitsui Financial Group, Inc.		521,451		17,806
				153,490
Korea, Republic of (1.5%)
Samsung Electronics Co., Ltd.		479,445		31,487

	Shares		Value (000)
Netherlands (2.2%)
Heineken N.V.		403,866	$	45,456
Norway (1.1%)
Mowi ASA		906,414		21,452
Singapore (3.2%)
DBS Group Holdings Ltd.		1,469,500		35,614
United Overseas Bank Ltd.		1,538,900		30,719
				66,333
Spain (1.1%)
Grifols SA		1,138,350		21,905
Sweden (3.4%)
Epiroc AB, Class A		846,836		21,413
Hexagon AB, Class B		1,484,433		23,514
Svenska Handelsbanken AB, Class A		2,223,057		24,027
				68,954
Switzerland (6.6%)
Alcon, Inc.		125,098		11,034
Novartis AG (Registered)		587,347		51,611
Roche Holding AG (Genusschein)		139,766		57,984
UBS Group AG (Registered)		858,620		15,412
				136,041
Taiwan (2.5%)
Taiwan Semiconductor Manufacturing Co., Ltd. ADR		421,359		50,694
United Kingdom (21.8%)
Anglo American PLC		243,261		9,931
Associated British Foods PLC		1,601,681		43,532
AstraZeneca PLC		219,342		25,764
British American Tobacco PLC		1,347,207		49,846
Experian PLC		447,250		21,987
GlaxoSmithKline PLC		562,160		12,225
Hiscox Ltd.		1,303,269		15,185
Imperial Brands PLC		1,620,293		35,452
Legal & General Group PLC		7,893,613		31,786
M&G PLC		4,091,665		11,049
Prudential PLC		2,775,611		47,882
Reckitt Benckiser Group PLC		834,815		71,662
RELX PLC (Euronext N.V.)		1,122,891		36,460
RELX PLC (LSE)		1,030,190		33,494
				446,255
Total Common Stocks (Cost $1,401,712)				2,009,024
Short-Term Investment (1.7%)
Investment Company (1.7%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $35,759)		35,758,719		35,759
Total Investments (99.7%) (Cost $1,437,471) (c)(d)				2,044,783
Other Assets in Excess of Liabilities (0.3%)				5,401
Net Assets (100.0%)			$	2,050,184

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments (cont'd)

International Equity Portfolio

(a) Security trades on the Hong Kong exchange.

(b) Non-income producing security.

(c) The approximate fair value and percentage of net assets, $854,806,000 and 41.7%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Financial Statements.

(d) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $1,477,547,000. The aggregate gross unrealized appreciation is approximately $702,295,000 and the aggregate gross unrealized depreciation is approximately $94,983,000, resulting in net unrealized appreciation of approximately $607,312,000.

ADR American Depositary Receipt.

Euronext N.V. Euronext Amsterdam Stock Market.

LSE London Stock Exchange.

Portfolio Composition

Classification	Percentage of Total Investments
Other*		48.8	%
Pharmaceuticals		11.5
Insurance		8.9
Software		6.9
Beverages		6.5
Household Products		6.2
Textiles, Apparel & Luxury Goods		5.9
Banks		5.3
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

International Equity Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $1,401,712)	$	2,009,024
Investment in Security of Affiliated Issuer, at Value (Cost $35,759)		35,759
Total Investments in Securities, at Value (Cost $1,437,471)		2,044,783
Foreign Currency, at Value (Cost $1,504)		1,511
Tax Reclaim Receivable		5,876
Dividends Receivable		2,824
Receivable for Fund Shares Sold		248
Receivable from Affiliate		—	@
Receivable from Securities Lending Income		—	@
Other Assets		281
Total Assets		2,055,523
Liabilities:
Payable for Advisory Fees		4,056
Payable for Fund Shares Redeemed		434
Payable for Sub Transfer Agency Fees — Class I		225
Payable for Sub Transfer Agency Fees — Class A		9
Payable for Sub Transfer Agency Fees — Class L		1
Payable for Sub Transfer Agency Fees — Class C		—	@
Payable for Custodian Fees		163
Payable for Administration Fees		140
Payable for Professional Fees		33
Payable for Shareholder Services Fees — Class A		13
Payable for Distribution and Shareholder Services Fees — Class H		3
Payable for Distribution and Shareholder Services Fees — Class L		3
Payable for Distribution and Shareholder Services Fees — Class C		1
Payable for Transfer Agency Fees — Class I		5
Payable for Transfer Agency Fees — Class A		2
Payable for Transfer Agency Fees — Class L		1
Payable for Transfer Agency Fees — Class C		1
Payable for Transfer Agency Fees — Class IS		1
Other Liabilities		248
Total Liabilities		5,339
Net Assets	$	2,050,184
Net Assets Consist of:
Paid-in-Capital	$	1,436,954
Total Distributable Earnings		613,230
Net Assets	$	2,050,184

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

International Equity Portfolio

Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	1,531,709
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		100,615,081
Net Asset Value, Offering and Redemption Price Per Share	$	15.22
CLASS A:
Net Assets	$	58,739
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		3,871,659
Net Asset Value, Redemption Price Per Share	$	15.17
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	0.84
Maximum Offering Price Per Share	$	16.01
CLASS L:
Net Assets	$	5,394
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		361,272
Net Asset Value, Offering and Redemption Price Per Share	$	14.93
CLASS C:
Net Assets	$	929
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		63,486
Net Asset Value, Offering and Redemption Price Per Share	$	14.63
CLASS IS:
Net Assets	$	453,413
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		29,803,824
Net Asset Value, Offering and Redemption Price Per Share	$	15.21

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

International Equity Portfolio

Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $4,474 of Foreign Taxes Withheld)	$	58,314
Income from Securities Loaned — Net		148
Dividends from Security of Affiliated Issuer (Note G)		4
Total Investment Income		58,466
Expenses:
Advisory Fees (Note B)		17,594
Administration Fees (Note C)		1,759
Sub Transfer Agency Fees — Class I		1,533
Sub Transfer Agency Fees — Class L		4
Sub Transfer Agency Fees — Class C		1
Custodian Fees (Note F)		245
Shareholder Services Fees — Class A (Note D)		152
Distribution and Shareholder Services Fees — Class L (Note D)		42
Distribution and Shareholder Services Fees — Class C (Note D)		9
Registration Fees		112
Professional Fees		111
Shareholder Reporting Fees		50
Transfer Agency Fees — Class I (Note E)		19
Transfer Agency Fees — Class A (Note E)		11
Transfer Agency Fees — Class L (Note E)		4
Transfer Agency Fees — Class C (Note E)		3
Transfer Agency Fees — Class IS (Note E)		3
Directors' Fees and Expenses		27
Pricing Fees		4
Other Expenses		48
Total Expenses		21,731
Reimbursement of Class Specific Expenses — Class I (Note B)		(917	)
Reimbursement of Class Specific Expenses — Class C (Note B)		(3	)
Rebate from Morgan Stanley Affiliate (Note G)		(15	)
Net Expenses		20,796
Net Investment Income		37,670
Realized Gain:
Investments Sold		181,769
Foreign Currency Translation		62
Net Realized Gain		181,831
Change in Unrealized Appreciation (Depreciation):
Investments		(130,914	)
Foreign Currency Translation		(675	)
Net Change in Unrealized Appreciation (Depreciation)		(131,589	)
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		50,242
Net Increase in Net Assets Resulting from Operations	$	87,912

The accompanying notes are an integral part of the financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

International Equity Portfolio

Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Income	$	37,670		$	25,210
Net Realized Gain		181,831			29,786
Net Change in Unrealized Appreciation (Depreciation)		(131,589	)		162,298
Net Increase in Net Assets Resulting from Operations		87,912			217,294
Dividends and Distributions to Shareholders:
Class I		(152,453	)		(22,399	)
Class A		(5,746	)		(490	)
Class L		(485	)		(34	)
Class C		(85	)		(3	)
Class IS		(44,255	)		(6,466	)
Total Dividends and Distributions to Shareholders		(203,024	)		(29,392	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		115,427			237,301
Distributions Reinvested		148,748			21,904
Redeemed		(304,337	)		(308,283	)
Class A:
Subscribed		9,597			39,120
Distributions Reinvested		5,586			476
Redeemed		(13,561	)		(171,574	)
Class L:
Exchanged		37			241
Distributions Reinvested		480			33
Redeemed		(338	)		(1,044	)
Class C:
Subscribed		293			294
Distributions Reinvested		85			3
Redeemed		(166	)		(261	)
Class IS:
Subscribed		51,194			25,414
Distributions Reinvested		36,257			5,225
Redeemed		(77,257	)		(58,967	)
Net Decrease in Net Assets Resulting from Capital Share Transactions		(27,955	)		(210,118	)
Total Decrease in Net Assets		(143,067	)		(22,216	)
Net Assets:
Beginning of Period		2,193,251			2,215,467
End of Period	$	2,050,184		$	2,193,251

The accompanying notes are an integral part of the financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

International Equity Portfolio

Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		6,892			18,766
Shares Issued on Distributions Reinvested		10,085			1,370
Shares Redeemed		(18,714	)		(22,218	)
Net Decrease in Class I Shares Outstanding		(1,737	)		(2,082	)
Class A:
Shares Subscribed		577			3,333
Shares Issued on Distributions Reinvested		380			30
Shares Redeemed		(821	)		(14,121	)
Net Increase (Decrease) in Class A Shares Outstanding		136			(10,758	)
Class L:
Shares Exchanged		3			20
Shares Issued on Distributions Reinvested		33			2
Shares Redeemed		(21	)		(82	)
Net Increase (Decrease) in Class L Shares Outstanding		15			(60	)
Class C:
Shares Subscribed		18			21
Shares Issued on Distributions Reinvested		6			—	@
Shares Redeemed		(10	)		(19	)
Net Increase in Class C Shares Outstanding		14			2
Class IS:
Shares Subscribed		3,071			1,798
Shares Issued on Distributions Reinvested		2,460			327
Shares Redeemed		(4,636	)		(4,190	)
Net Increase (Decrease) in Class IS Shares Outstanding		895			(2,065	)

@ Amount is less than 500 shares.

The accompanying notes are an integral part of the financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

International Equity Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	16.20		$	14.74		$	13.49		$	17.97		$	14.64
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.29			0.18			0.28			0.31			0.26
Net Realized and Unrealized Gain (Loss)		0.34			1.50			2.47			(2.78	)		3.41
Total from Investment Operations		0.63			1.68			2.75			(2.47	)		3.67
Distributions from and/or in Excess of:
Net Investment Income		(0.33	)		(0.22	)		(0.32	)		(0.39	)		(0.34	)
Net Realized Gain		(1.28	)		—			(1.18	)		(1.62	)		—
Total Distributions		(1.61	)		(0.22	)		(1.50	)		(2.01	)		(0.34	)
Redemption Fees		—			—			0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	15.22		$	16.20		$	14.74		$	13.49		$	17.97
Total Return⁽³⁾		4.19	%		11.42	%		20.37	%		(13.80	)%		25.17	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	1,531,709		$	1,658,464		$	1,539,709		$	1,725,392		$	1,691,807
Ratio of Expenses Before Expense Limitation		1.01	%		1.00	%		1.00	%		0.99	%		0.99	%
Ratio of Expenses After Expense Limitation		0.95	%⁽⁴⁾		0.95	%⁽⁴⁾		0.95	%⁽⁴⁾		0.95	%⁽⁴⁾		0.95	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			0.95	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Income		1.70	%⁽⁴⁾		1.28	%⁽⁴⁾		1.86	%⁽⁴⁾		1.82	%⁽⁴⁾		1.54	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		20	%		20	%		20	%		34	%		18	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

International Equity Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	16.15		$	14.67		$	13.42		$	17.75		$	14.46
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.25			0.11			0.24			0.32			0.19
Net Realized and Unrealized Gain (Loss)		0.36			1.50			2.46			(2.82	)		3.38
Total from Investment Operations		0.61			1.61			2.70			(2.50	)		3.57
Distributions from and/or in Excess of:
Net Investment Income		(0.31	)		(0.13	)		(0.27	)		(0.21	)		(0.28	)
Net Realized Gain		(1.28	)		—			(1.18	)		(1.62	)		—
Total Distributions		(1.59	)		(0.13	)		(1.45	)		(1.83	)		(0.28	)
Redemption Fees		—			—			0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	15.17		$	16.15		$	14.67		$	13.42		$	17.75
Total Return⁽³⁾		4.07	%		11.00	%		20.11	%		(14.13	)%		24.77	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	58,739		$	60,346		$	212,578		$	244,622		$	1,231,279
Ratio of Expenses Before Expense Limitation		1.07	%		1.43	%		1.25	%		1.31	%		1.31	%
Ratio of Expenses After Expense Limitation		1.07	%⁽⁴⁾		1.30	%⁽⁴⁾		1.25	%⁽⁴⁾		1.30	%⁽⁴⁾		1.30	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			1.25	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Income		1.57	%⁽⁴⁾		0.80	%⁽⁴⁾		1.62	%⁽⁴⁾		1.83	%		1.16	%
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		20	%		20	%		20	%		34	%		18	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

International Equity Portfolio

	Class L
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	15.91		$	14.50		$	13.28		$	17.70		$	14.43
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.14			0.06			0.15			0.10			0.11
Net Realized and Unrealized Gain (Loss)		0.35			1.45			2.44			(2.66	)		3.35
Total from Investment Operations		0.49			1.51			2.59			(2.56	)		3.46
Distributions from and/or in Excess of:
Net Investment Income		(0.19	)		(0.10	)		(0.19	)		(0.24	)		(0.19	)
Net Realized Gain		(1.28	)		—			(1.18	)		(1.62	)		—
Total Distributions		(1.47	)		(0.10	)		(1.37	)		(1.86	)		(0.19	)
Redemption Fees		—			—			0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	14.93		$	15.91		$	14.50		$	13.28		$	17.70
Total Return⁽³⁾		3.34	%		10.40	%		19.48	%		(14.49	)%		24.06	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	5,394		$	5,513		$	5,888		$	6,022		$	7,099
Ratio of Expenses Before Expense Limitation		1.79	%		1.83	%		1.79	%		N/A			1.90	%
Ratio of Expenses After Expense Limitation		1.79	%⁽⁴⁾		1.80	%⁽⁴⁾		1.78	%⁽⁴⁾		1.72	%⁽⁴⁾		1.80	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			1.78	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Income		0.88	%⁽⁴⁾		0.41	%⁽⁴⁾		1.06	%⁽⁴⁾		1.17	%⁽⁴⁾		0.69	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		20	%		20	%		20	%		34	%		18	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
18

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

International Equity Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	15.64		$	14.26		$	13.08		$	17.51		$	14.31
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.09			0.02			0.10			0.05			0.04
Net Realized and Unrealized Gain (Loss)		0.34			1.43			2.41			(2.64	)		3.35
Total from Investment Operations		0.43			1.45			2.51			(2.59	)		3.39
Distributions from and/or in Excess of:
Net Investment Income		(0.16	)		(0.07	)		(0.15	)		(0.22	)		(0.19	)
Net Realized Gain		(1.28	)		—			(1.18	)		(1.62	)		—
Total Distributions		(1.44	)		(0.07	)		(1.33	)		(1.84	)		(0.19	)
Redemption Fees		—			—			0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	14.63		$	15.64		$	14.26		$	13.08		$	17.51
Total Return⁽³⁾		3.02	%		10.17	%		19.18	%		(14.82	)%		23.78	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	929		$	776		$	674		$	787		$	677
Ratio of Expenses Before Expense Limitation		2.33	%		2.41	%		2.35	%		2.27	%		2.41	%
Ratio of Expenses After Expense Limitation		2.05	%⁽⁴⁾		2.05	%⁽⁴⁾		2.05	%⁽⁴⁾		2.05	%⁽⁴⁾		2.05	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			2.05	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Income		0.58	%⁽⁴⁾		0.15	%⁽⁴⁾		0.73	%⁽⁴⁾		0.83	%⁽⁴⁾		0.22	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		20	%		20	%		20	%		34	%		18	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
19

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

International Equity Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	16.19		$	14.74		$	13.48		$	17.97		$	14.64
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.30			0.18			0.29			0.38			0.26
Net Realized and Unrealized Gain (Loss)		0.33			1.50			2.48			(2.86	)		3.42
Total from Investment Operations		0.63			1.68			2.77			(2.48	)		3.68
Distributions from and/or in Excess of:
Net Investment Income		(0.33	)		(0.23	)		(0.33	)		(0.39	)		(0.35	)
Net Realized Gain		(1.28	)		—			(1.18	)		(1.62	)		—
Total Distributions		(1.61	)		(0.23	)		(1.51	)		(2.01	)		(0.35	)
Redemption Fees		—			—			0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	15.21		$	16.19		$	14.74		$	13.48		$	17.97
Total Return⁽³⁾		4.24	%		11.39	%		20.42	%		(13.76	)%		25.22	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	453,413		$	468,152		$	456,618		$	462,752		$	1,230,104
Ratio of Expenses Before Expense Limitation		0.91	%		0.91	%		0.91	%		N/A			0.91	%
Ratio of Expenses After Expense Limitation		0.91	%⁽⁴⁾		0.91	%⁽⁴⁾		0.91	%⁽⁴⁾		0.90	%⁽⁴⁾		0.91	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		N/A			N/A			0.91	%⁽⁴⁾		N/A			N/A
Ratio of Net Investment Income		1.76	%⁽⁴⁾		1.31	%⁽⁴⁾		1.94	%⁽⁴⁾		2.19	%⁽⁴⁾		1.52	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		20	%		20	%		20	%		34	%		18	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
20

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the International Equity Portfolio. The Fund seeks long-term capital appreciation by investing primarily in equity securities of non-U.S. issuers.

The Fund offers five classes of shares — Class I, Class A, Class L, Class C and Class IS. On April 30, 2015, the Fund suspended offering of Class L shares. Existing Class L shareholders may invest through h reinvestment of dividends and distributions. In addition, Class L shares of the Fund may be exchanged for Class L shares of any Morgan Stanley Multi-Class Fund, even though Class L shares are closed to investors.

are valued at the latest reported sales price (or at the market official closing price if such market reports an official closing price), and if there was no trading in the security on a given day and if there is no official closing price from relevant markets for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser") or Morgan Stanley Investment Management Limited ("MSIM Limited") (the "Sub-Adviser"), each a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) when market quotations are not readily available, including circumstances under which the Adviser or the Sub-Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (5) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; and (6) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Aerospace & Defense	$	69,608	$	—	$	—	$	69,608
Air Freight & Logistics		—		49,507		—		49,507
Auto Components		15,506		—		—		15,506
Banks		66,333		41,833		—		108,166
Beverages		98,290		35,156		—		133,446

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Biotechnology	$	—	$	21,905	$	—	$	21,905
Capital Markets		—		52,683		—		52,683
Diversified Financial Services		11,049		—		—		11,049
Electrical Equipment		12,118		—		—		12,118
Electronic Equipment, Instruments & Components		—		45,395		—		45,395
Food Products		43,532		21,452		—		64,984
Health Care Equipment & Supplies		—		34,213		—		34,213
Health Care Providers & Services		—		44,533		—		44,533
Hotels, Restaurants & Leisure		15,289		—		—		15,289
Household Products		71,662		55,552		—		127,214
Insurance		173,448		9,020		—		182,468
Interactive Media & Services		54,980		—		—		54,980
Life Sciences Tools & Services		—		12,663		—		12,663
Machinery		—		66,756		—		66,756
Metals & Mining		59,204		—		—		59,204
Oil, Gas & Consumable Fuels		10,927		—		—		10,927
Personal Products		11,097		33,170		—		44,267
Pharmaceuticals		96,823		138,019		—		234,842
Professional Services		91,941		—		—		91,941
Semiconductors & Semiconductor Equipment		50,694		16,845		—		67,539
Software		71,745		69,833		—		141,578
Tech Hardware, Storage & Peripherals		—		31,487		—		31,487
Textiles, Apparel & Luxury Goods		44,674		74,784		—		119,458
Tobacco		85,298		—		—		85,298
Total Common Stocks		1,154,218		854,806		—		2,009,024
Short-Term Investment
Investment Company		35,759		—		—		35,759
Total Assets	$	1,189,977	$	854,806	$	—	$	2,044,783

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Governmental approval for foreign investments may be required in advance of making an investment under certain circumstances in some countries, and the extent of

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

foreign investments in domestic companies may be subject to limitation in other countries. Foreign ownership limitations also may be imposed by the charters of individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

The Fund has the right under the securities lending agreement to recover the securities from the borrower on demand.

At December 31, 2021, the Fund did not have any outstanding securities on loan.

5. Indemnifications: The Company enters into contracts that contain a variety of indemnifications. The Company's maximum exposure under these arrangements is

unknown. However, the Company has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

First $3 billion				Over $3 billion
	0.80	%			0.75	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.80% of the Fund's average daily net assets.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

for Class IS shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $920,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $429,281,000 and $617,139,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser, both directly and as a portion of the securities held as collateral on loaned securities. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $15,000 relating to the Fund's investment in the Liquidity Funds.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	39,382			$	324,800			$	328,423			$	4

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	35,759

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	50,803	$	152,221	$	29,392	$	—

The Fund had no permanent differences causing reclassifications among the components of net assets for the year ended December 31, 2021.

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	3,488			$	42,749

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

For the year ended December 31, 2021, the Fund intends to defer to January 1, 2022 for U.S. federal income tax purposes the following losses:

Qualified Late Year Ordinary Losses (000)				Post-October Capital Losses (000)
$	—			$	88

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
International Equity Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of International Equity Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period ended, the financial highlights for each of the five years in the period ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of International Equity Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the results of its operations for the year then ended and the changes in its net assets for each of the two years in the period ended and its financial highlights for each of the five years in the period ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year end December 31, 2021.

The Fund designated and paid approximately $152,221,000 as a long-term capital gain distribution.

The Fund intends to pass through foreign tax credits of approximately $4,334,000 and has derived net income from sources within foreign countries amounting to approximately $62,795,000.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds
in Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

President, Strategic Decisions, LLC (consulting) (since February 2009); Director or Trustee of various Morgan Stanley Funds (since August 2006); Chairperson of the Compliance and Insurance Committee (since October 2015); formerly, Chairperson of the Insurance Sub-Committee of the Compliance and Insurance Committee (2007-2015); served as President and Chief Executive Officer of the Nuclear Energy Institute (policy organization) (February 2005-November 2008); retired as Admiral, U.S. Navy after serving over 38 years on active duty including 8 years as Director of the Naval Nuclear Propulsion Program in the Department of the Navy and the U.S. Department of Energy (1996-2004); served as Chief of Naval Personnel (July 1994-September 1996) and on the Joint Staff as Director of Political Military Affairs (June 1992-July 1994); knighted as Honorary Knight Commander of the Most Excellent Order of the British Empire; awarded the Officier de l'Orde National du Mèrite by the French Government; elected to the National Academy of Engineering (2009).

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors (cont'd):

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds
in Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE
Suite 200
Washington, D.C.
20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors (cont'd):

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds
in Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors (cont'd):

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds
in Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Executive Officers:

Name, Address and
Birth Year of Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since September 2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since November 2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September 2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since June 1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since June 2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Sub-Adviser

Morgan Stanley Investment Management Limited
25 Cabot Square, Canary Wharf
London, E14 4QA, England

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIIEANN
3997479 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

International Opportunity Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Consolidated Expense Example					3
Investment Overview					4
Consolidated Portfolio of Investments					6
Consolidated Statement of Assets and Liabilities					8
Consolidated Statement of Operations					10
Consolidated Statements of Changes in Net Assets					11
Consolidated Financial Highlights					13
Notes to Consolidated Financial Statements					19
Report of Independent Registered Public Accounting Firm					31
Liquidity Risk Management Program					32
Federal Tax Notice					33
U.S. Customer Privacy Notice					34
Director and Officer Information					37

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in International Opportunity Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Expense Example (unaudited)

International Opportunity Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
International Opportunity Portfolio Class I	$	1,000.00	$	898.60	$	1,020.16	$	4.79	$	5.09		1.00	%
International Opportunity Portfolio Class A		1,000.00		897.20		1,018.45		6.41		6.82		1.34
International Opportunity Portfolio Class L		1,000.00		894.80		1,015.88		8.84		9.40		1.85
International Opportunity Portfolio Class C		1,000.00		894.20		1,015.02		9.64		10.26		2.02
International Opportunity Portfolio Class IS		1,000.00		899.10		1,020.67		4.31		4.58		0.90
International Opportunity Portfolio Class IR		1,000.00		899.20		1,020.67		4.31		4.58		0.90

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

International Opportunity Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of –5.24%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the MSCI All Country World ex USA Net Index (the "Index"), which returned 7.82%.

Factors Affecting Performance

• International equities advanced during the 12-month period ended December 31, 2021. The move was a result of a general market recovery from the COVID-19-related decline in 2020, as well as optimism following successful COVID-19 vaccine rollouts and reopening efforts in various countries in the first half of the year. Uncertainty pertaining to the discovery of new COVID-19 variants, increasing case numbers, and reimposition of restrictions in various countries in the latter half of the year, as well as new regulatory action by the Chinese government additionally affected markets.

• The Fund's relative underperformance was primarily driven by stock selection in the consumer discretionary and communication services sectors, as well as by an overweight allocation to the consumer discretionary sector.

• Positively contributing to relative performance was stock selection and a sector overweight position in information technology, as well as stock selection in the health care sector.

Management Strategies

• There were no changes to our bottom-up investment process during the period. The Fund seeks long-term capital appreciation by investing primarily in international high-quality established and emerging companies that the investment team believes are undervalued at the time of purchase. To achieve its objective, the investment team typically favors companies it believes have sustainable competitive advantages that can be monetized through growth. The investment process integrates analysis of sustainability with respect to disruptive change, financial strength, environmental and social externalities and governance (also referred to as ESG).

• At the close of the period ended December 31, 2021, consumer discretionary represented the largest sector weight in the Fund, followed by information technology and communication services. Our bottom-up investment process resulted in sector overweight positions in consumer discretionary, information technology and communication services, and underweight positions in financials, industrials, consumer staples, health care, energy, materials, real estate and utilities. The Fund had no energy, materials, real estate and utilities holdings at the end of the reporting period.

* Minimum Investment for Class I shares

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

International Opportunity Portfolio

Performance Compared to the MSCI All Country World ex USA Net Index⁽¹⁾ and the Lipper International Multi-Cap Growth Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
				Average Annual
	One Year			Five Years			Ten Years			Since Inception⁽⁸⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		–5.24	%		21.86	%		15.59	%		13.90	%
Fund — Class A Shares w/o sales charges⁽⁴⁾		–5.50			21.51			15.23			13.56
Fund — Class A Shares with maximum 5.25% sales charges⁽⁴⁾		–10.47			20.20			14.61			13.04
Fund — Class L Shares w/o sales charges⁽⁴⁾		–6.04			20.83			14.62			12.96
Fund — Class C Shares w/o sales charges⁽⁶⁾		–6.17			20.62			—			14.47
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁶⁾		–7.09			20.62			—			14.47
Fund — Class IS Shares w/o sales charges⁽⁵⁾		–5.13			21.93			—			15.96
Fund — Class IR Shares w/o sales charges⁽⁷⁾		–5.13			—			—			13.40
MSCI All Country World ex USA Net Index		7.82			9.61			7.28			5.65
Lipper International Multi-Cap Growth Funds Index		8.28			11.44			8.70			6.94

⁽¹⁾ The MSCI All Country World ex USA Net Index is a free float-adjusted market capitalization weighted index designed to measure the equity market performance of developed and emerging markets, excluding the United States. The term "free float" represents the portion of shares outstanding that are deemed to be available for purchase in the public equity markets by investors. The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to nonresident institutional investors who do not benefit from double taxation treaties. The Index is unmanaged and its returns do not include any sales charges or fees. Such costs would lower performance. It is not possible to invest directly in an index.

⁽⁴⁾ Commenced operations on March 31, 2010.

⁽⁵⁾ Commenced offering on September 13, 2013.

⁽⁶⁾ Commenced offering on April 30, 2015.

⁽⁷⁾ Commenced offering on June 15, 2018.

⁽⁸⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments

International Opportunity Portfolio

	Shares		Value (000)
Common Stocks (96.5%)
Argentina (2.0%)
Globant SA (a)		273,181	$	85,803
Brazil (1.2%)
Magazine Luiza SA		39,388,275		50,771
Canada (7.4%)
Canada Goose Holdings, Inc. (See Note G) (a)		3,048,655		112,983
Shopify, Inc., Class A (a)		145,187		199,979
				312,962
China (11.0%)
Foshan Haitian Flavouring & Food Co., Ltd., Class A		4,571,917		75,401
HUYA, Inc. ADR (See Note G) (a)		3,934,217		27,303
Kuaishou Technology (a)(b)		4,498,300		41,565
Meituan, Class B (a)(b)		5,451,100		157,572
New Frontier Health Corp. (a)(c)		1,583,308		18,145
Shenzhou International Group Holdings Ltd. (b)		597,100		11,479
Tencent Holdings Ltd. (b)		1,024,100		59,994
Trip.com Group Ltd. ADR (a)		2,975,228		73,250
				464,709
Denmark (6.1%)
DSV Panalpina A/S		1,112,501		259,244
France (3.9%)
Hermes International		94,676		165,563
Germany (8.2%)
Adidas AG		274,252		78,970
HelloFresh SE (a)		2,359,096		180,796
Puma SE		702,636		85,809
				345,575
India (8.1%)
HDFC Bank Ltd.		10,418,636		207,348
ICICI Bank Ltd. ADR		6,774,800		134,073
				341,421
Italy (4.9%)
Moncler SpA		2,877,239		207,933
Japan (3.4%)
Change, Inc. (a)(c)		965,000		15,884
Keyence Corp.		203,300		127,826
				143,710
Korea, Republic of (3.4%)
KakaoBank Corp. (a)(c)		668,346		33,040
NAVER Corp.		345,265		109,595
				142,635
Netherlands (5.1%)
Adyen N.V. (a)		42,386		111,545
ASML Holding N.V.		132,498		106,605
				218,150
Norway (1.7%)
AutoStore Holdings Ltd. (a)		12,693,617		50,139
Kahoot! ASA (a)		4,644,940		24,301
				74,440

	Shares		Value (000)
Sweden (5.9%)
Evolution AB		1,158,743	$	163,778
Vitrolife AB		1,385,922		85,506
				249,284
Taiwan (2.1%)
Taiwan Semiconductor Manufacturing Co., Ltd.		4,104,000		90,785
United Kingdom (2.0%)
Deliveroo PLC (a)		15,012,723		42,612
Fevertree Drinks PLC		1,121,583		41,065
				83,677
United States (20.1%)
Coupang, Inc. (a)		6,606,013		194,085
EPAM Systems, Inc. (a)		285,935		191,133
Farfetch Ltd., Class A (a)		2,560,270		85,590
Grab Holdings Ltd., Class A (a)(d)		3,818,981		26,140
Grab Holdings Ltd., Class A (a)		3,995,605		28,489
MercadoLibre, Inc. (a)		97,645		131,664
NU Holdings Ltd., Class A (a)		2,264,421		21,240
Spotify Technology SA (a)		732,383		171,400
				849,741
Total Common Stocks (Cost $2,953,333)				4,086,403
Investment Company (0.8%)
United States (0.8%)
Grayscale Bitcoin Trust (a) (Cost $45,837)		1,024,960		35,105
Short-Term Investments (3.6%)
Securities held as Collateral on Loaned Securities (0.4%)
Investment Company (0.3%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G)		14,556,385		14,556
	Face Amount (000)
Repurchase Agreements (0.1%)
HSBC Securities USA, Inc., (0.05%, dated 12/31/21, due 1/3/22; proceeds $146; fully collateralized by U.S. Government obligations; 0.00% due 5/15/25 - 11/15/28; valued at $148)	$	146		146
Merrill Lynch & Co., Inc., (0.05%, dated 12/31/21, due 1/3/22; proceeds $2,620; fully collateralized by U.S. Government obligations; 0.13% - 2.88% due 7/31/23 - 7/31/25; valued at $2,673)		2,620		2,620
				2,766
Total Securities held as Collateral on Loaned Securities (Cost $17,322)				17,322

The accompanying notes are an integral part of the consolidated financial statements.
6

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

International Opportunity Portfolio

	Shares		Value (000)
Investment Company (3.2%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $133,441)		133,440,636	$	133,441
Total Short-Term Investments (Cost $150,763)				150,763
Total Investments Excluding Purchased Options (100.9%) (Cost $3,149,933)				4,272,271
Total Purchased Options Outstanding (0.1%) (Cost $9,661)				1,948
Total Investments (101.0%) (Cost $3,159,594) Including $62,704 of Securities Loaned (e)(f)(g)				4,274,219
Liabilities in Excess of Other Assets (–1.0%)				(40,768	)
Net Assets (100.0%)			$	4,233,451

(a) Non-income producing security.

(b) Security trades on the Hong Kong exchange.

(e) The approximate fair value and percentage of net assets, $1,514,238,000 and 35.8%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Consolidated Financial Statements.

(f) Securities are available for collateral in connection with purchased options.

(g) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $3,167,534,000. The aggregate gross unrealized appreciation is approximately $1,451,903,000 and the aggregate gross unrealized depreciation is approximately $349,803,000, resulting in net unrealized appreciation of approximately $1,102,100,000.

ADR American Depositary Receipt.

Call Options Purchased:

The Fund had the following call options purchased open at December 31, 2021:

Counterparty	Description	Strike Price		Expiration Date	Number of Contracts		Notional Amount (000)		Value (000)		Premiums Paid (000)		Unrealized Depreciation (000)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.31	Aug-22		952,422,356		952,422	$	1,283	$	6,469	$	(5,186	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.38	Jul-22		601,605,554		601,606		665		3,192		(2,527	)
									$	1,948	$	9,661	$	(7,713	)

CNH — Chinese Yuan Renminbi Offshore

USD — United States Dollar

Portfolio Composition*

Classification	Percentage of Total Investments
Other**		23.4	%
Internet & Direct Marketing Retail		15.6
Textiles, Apparel & Luxury Goods		15.6
Information Technology Services		14.2
Banks		9.3
Air Freight & Logistics		6.1
Hotels, Restaurants & Leisure		5.6
Entertainment		5.2
Interactive Media & Services		5.0
Total Investments		100.0	%

* Percentages indicated are based upon total investments (excluding Securities held as Collateral on Loaned Securities) as of December 31, 2021.

** Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the consolidated financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

International Opportunity Portfolio

Consolidated Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value⁽¹⁾ (Cost $2,943,351)	$	4,013,239
Investment in Security of Affiliated Issuer, at Value (Cost $216,243)		260,980
Total Investments in Securities, at Value (Cost $3,159,594)		4,274,219
Foreign Currency, at Value (Cost $1,116)		1,116
Cash from Securities Lending		21
Receivable for Investments Sold		43,088
Receivable for Fund Shares Sold		2,431
Tax Reclaim Receivable		484
Dividends Receivable		342
Receivable from Securities Lending Income		239
Receivable from Affiliate		1
Other Assets		164
Total Assets		4,322,105
Liabilities:
Payable for Investments Purchased		40,528
Collateral on Securities Loaned, at Value		17,343
Payable for Fund Shares Redeemed		13,499
Payable for Advisory Fees		8,770
Deferred Capital Gain Country Tax		4,558
Due to Broker		2,020
Payable for Sub Transfer Agency Fees — Class I		471
Payable for Sub Transfer Agency Fees — Class A		116
Payable for Sub Transfer Agency Fees — Class L		—	@
Payable for Sub Transfer Agency Fees — Class C		13
Payable for Custodian Fees		562
Payable for Administration Fees		292
Payable for Shareholder Services Fees — Class A		139
Payable for Distribution and Shareholder Services Fees — Class L		—	@
Payable for Distribution and Shareholder Services Fees — Class C		78
Payable for Transfer Agency Fees — Class I		66
Payable for Transfer Agency Fees — Class A		3
Payable for Transfer Agency Fees — Class L		—	@
Payable for Transfer Agency Fees — Class C		5
Payable for Transfer Agency Fees — Class IS		3
Payable for Transfer Agency Fees — Class IR		—	@
Payable for Professional Fees		24
Payable for Organization Costs for Subsidiary		21
Other Liabilities		143
Total Liabilities		88,654
Net Assets	$	4,233,451
Net Assets Consist of:
Paid-in-Capital	$	3,025,495
Total Distributable Earnings		1,207,956
Net Assets	$	4,233,451

The accompanying notes are an integral part of the consolidated financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

International Opportunity Portfolio

Consolidated Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	3,229,961
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		84,036,220
Net Asset Value, Offering and Redemption Price Per Share	$	38.44
CLASS A:
Net Assets	$	638,203
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		17,024,548
Net Asset Value, Redemption Price Per Share	$	37.49
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	2.08
Maximum Offering Price Per Share	$	39.57
CLASS L:
Net Assets	$	448
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		12,585
Net Asset Value, Offering and Redemption Price Per Share	$	35.60
CLASS C:
Net Assets	$	91,503
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		2,608,763
Net Asset Value, Offering and Redemption Price Per Share	$	35.08
CLASS IS:
Net Assets	$	131,721
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		3,414,047
Net Asset Value, Offering and Redemption Price Per Share	$	38.58
CLASS IR:
Net Assets	$	141,615
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		3,669,048
Net Asset Value, Offering and Redemption Price Per Share	$	38.60
⁽¹⁾ Including: Securities on Loan, at Value:	$	62,704

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

International Opportunity Portfolio

Consolidated Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $1,829 of Foreign Taxes Withheld)	$	10,475
Income from Securities Loaned — Net		3,414
Dividends from Security of Affiliated Issuer (Note G)		17
Total Investment Income		13,906
Expenses:
Advisory Fees (Note B)		36,079
Sub Transfer Agency Fees — Class I		3,855
Sub Transfer Agency Fees — Class A		1,085
Sub Transfer Agency Fees — Class L		—	@
Sub Transfer Agency Fees — Class C		85
Administration Fees (Note C)		3,795
Shareholder Services Fees — Class A (Note D)		1,856
Distribution and Shareholder Services Fees — Class L (Note D)		4
Distribution and Shareholder Services Fees — Class C (Note D)		1,023
Custodian Fees (Note F)		981
Registration Fees		495
Transfer Agency Fees — Class I (Note E)		211
Transfer Agency Fees — Class A (Note E)		14
Transfer Agency Fees — Class L (Note E)		2
Transfer Agency Fees — Class C (Note E)		19
Transfer Agency Fees — Class IS (Note E)		17
Transfer Agency Fees — Class IR (Note E)		2
Shareholder Reporting Fees		213
Professional Fees		120
Directors' Fees and Expenses		50
Organization Costs for Subsidiary		29
Pricing Fees		3
Interest Expenses		2
Other Expenses		91
Total Expenses		50,031
Rebate from Morgan Stanley Affiliate (Note G)		(89	)
Reimbursement of Class Specific Expenses — Class L (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(12	)
Net Expenses		49,928
Net Investment Loss		(36,022	)
Realized Gain (Loss):
Investments Sold (Net of $1,995 of Capital Gain Country Tax)		183,036
Investments in Affiliates		20,630
Foreign Currency Translation		(658	)
Net Realized Gain		203,008
Change in Unrealized Appreciation (Depreciation):
Investments (Net of Decrease in Deferred Capital Gain Country Tax of $3,824)		(472,594	)
Investments in Affiliates		25,749
Foreign Currency Translation		(42	)
Net Change in Unrealized Appreciation (Depreciation)		(446,887	)
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		(243,879	)
Net Decrease in Net Assets Resulting from Operations	$	(279,901	)

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

International Opportunity Portfolio

Consolidated Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Loss	$	(36,022	)	$	(19,206	)
Net Realized Gain		203,008			47,800
Net Change in Unrealized Appreciation (Depreciation)		(446,887	)		1,228,807
Net Increase (Decrease) in Net Assets Resulting from Operations		(279,901	)		1,257,401
Dividends and Distributions to Shareholders:
Class I		(68,830	)		(7,420	)
Class A		(14,095	)		(1,688	)
Class L		(10	)		(1	)
Class C		(2,116	)		(232	)
Class IS		(2,776	)		(237	)
Class IR		(2,945	)		(357	)
Total Dividends and Distributions to Shareholders		(90,772	)		(9,935	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		1,452,927			1,419,406
Distributions Reinvested		67,721			7,256
Redeemed		(1,162,793	)		(489,145	)
Class A:
Subscribed		227,617			273,991
Distributions Reinvested		13,921			1,687
Redeemed		(228,996	)		(133,945	)
Class L:
Exchanged		20			11
Distributions Reinvested		10			1
Redeemed		(79	)		(197	)
Class C:
Subscribed		23,890			22,956
Distributions Reinvested		2,107			230
Redeemed		(16,273	)		(13,042	)
Class IS:
Subscribed		73,335			39,019
Distributions Reinvested		2,776			237
Redeemed		(33,009	)		(23,518	)
Class IR:
Subscribed		—			20,000
Distributions Reinvested		2,945			357
Redeemed		—			(30,000	)
Net Increase in Net Assets Resulting from Capital Share Transactions		426,119			1,095,304
Redemption Fees		121			74
Total Increase in Net Assets		55,567			2,342,844
Net Assets:
Beginning of Period		4,177,884			1,835,040
End of Period	$	4,233,451		$	4,177,884

The accompanying notes are an integral part of the consolidated financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

International Opportunity Portfolio

Consolidated Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		33,926			44,755
Shares Issued on Distributions Reinvested		1,820			178
Shares Redeemed		(27,751	)		(16,959	)
Net Increase in Class I Shares Outstanding		7,995			27,974
Class A:
Shares Subscribed		5,388			8,600
Shares Issued on Distributions Reinvested		384			42
Shares Redeemed		(5,604	)		(4,599	)
Net Increase in Class A Shares Outstanding		168			4,043
Class L:
Shares Exchanged		1			—	@@
Shares Issued on Distributions Reinvested		—	@@		—	@@
Shares Redeemed		(2	)		(7	)
Net Decrease in Class L Shares Outstanding		(1	)		(7	)
Class C:
Shares Subscribed		597			740
Shares Issued on Distributions Reinvested		62			6
Shares Redeemed		(423	)		(509	)
Net Increase in Class C Shares Outstanding		236			237
Class IS:
Shares Subscribed		1,686			1,305
Shares Issued on Distributions Reinvested		74			6
Shares Redeemed		(776	)		(751	)
Net Increase in Class IS Shares Outstanding		984			560
Class IR:
Shares Subscribed		—			583
Shares Issued on Distributions Reinvested		79			9
Shares Redeemed		—			(1,124	)
Net Increase (Decrease) in Class IR Shares Outstanding		79			(532	)

* Not consolidated.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the consolidated financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

International Opportunity Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	41.46		$	26.73		$	19.77		$	22.52		$	14.93
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.30	)		(0.22	)		(0.04	)		(0.04	)		(0.08	)
Net Realized and Unrealized Gain (Loss)		(1.90	)		15.05			7.00			(2.66	)		8.04
Total from Investment Operations		(2.20	)		14.83			6.96			(2.70	)		7.96
Distributions from and/or in Excess of:
Net Realized Gain		(0.82	)		(0.10	)		—			(0.05	)		(0.37	)
Redemption Fees		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	38.44		$	41.46		$	26.73		$	19.77		$	22.52
Total Return⁽⁴⁾		(5.24	)%		55.49	%		35.20	%		(12.04	)%		53.38	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	3,229,961		$	3,152,320		$	1,284,678		$	649,580		$	358,141
Ratio of Expenses Before Expense Limitation		0.99	%		0.98	%		1.03	%		1.04	%		1.10	%
Ratio of Expenses After Expense Limitation		0.99	%⁽⁵⁾		0.97	%⁽⁵⁾		0.99	%⁽⁵⁾		0.99	%⁽⁵⁾		0.98	%⁽⁵⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		0.99	%⁽⁵⁾		N/A			N/A			N/A			N/A
Ratio of Net Investment Loss		(0.70	)%⁽⁵⁾		(0.70	)%⁽⁵⁾		(0.15	)%⁽⁵⁾		(0.19	)%⁽⁵⁾		(0.42	)%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%		0.02	%
Portfolio Turnover Rate		36	%		25	%		20	%		36	%		30	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

International Opportunity Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	40.57		$	26.23		$	19.46		$	22.25		$	14.79
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.41	)		(0.30	)		(0.10	)		(0.11	)		(0.15	)
Net Realized and Unrealized Gain (Loss)		(1.85	)		14.74			6.87			(2.63	)		7.98
Total from Investment Operations		(2.26	)		14.44			6.77			(2.74	)		7.83
Distributions from and/or in Excess of:
Net Realized Gain		(0.82	)		(0.10	)		—			(0.05	)		(0.37	)
Redemption Fees		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	37.49		$	40.57		$	26.23		$	19.46		$	22.25
Total Return⁽⁴⁾		(5.50	)%		55.06	%		34.79	%		(12.36	)%		53.01	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	638,203		$	683,897		$	336,109		$	223,098		$	186,988
Ratio of Expenses Before Expense Limitation		1.28	%		1.26	%		1.30	%		1.34	%		1.36	%
Ratio of Expenses After Expense Limitation		1.28	%⁽⁵⁾		1.25	%⁽⁵⁾		1.29	%⁽⁵⁾		1.33	%⁽⁵⁾		1.27	%⁽⁵⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.28	%⁽⁵⁾		N/A			N/A			N/A			N/A
Ratio of Net Investment Loss		(0.99	)%⁽⁵⁾		(0.96	)%⁽⁵⁾		(0.44	)%⁽⁵⁾		(0.51	)%⁽⁵⁾		(0.74	)%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%		0.02	%
Portfolio Turnover Rate		36	%		25	%		20	%		36	%		30	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

International Opportunity Portfolio

	Class L
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	38.79		$	25.23		$	18.82		$	21.63		$	14.47
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.62	)		(0.44	)		(0.23	)		(0.22	)		(0.22	)
Net Realized and Unrealized Gain (Loss)		(1.75	)		14.10			6.64			(2.54	)		7.75
Total from Investment Operations		(2.37	)		13.66			6.41			(2.76	)		7.53
Distributions from and/or in Excess of:
Net Realized Gain		(0.82	)		(0.10	)		—			(0.05	)		(0.37	)
Redemption Fees		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	35.60		$	38.79		$	25.23		$	18.82		$	21.63
Total Return⁽⁴⁾		(6.04	)%		54.15	%		34.06	%		(12.81	)%		52.11	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	448		$	533		$	512		$	382		$	364
Ratio of Expenses Before Expense Limitation		2.15	%		2.14	%		2.19	%		2.28	%		2.51	%
Ratio of Expenses After Expense Limitation		1.85	%⁽⁵⁾		1.84	%⁽⁵⁾		1.84	%⁽⁵⁾		1.84	%⁽⁵⁾		1.84	%⁽⁵⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.85	%⁽⁵⁾		N/A			N/A			N/A			N/A
Ratio of Net Investment Loss		(1.56	)%⁽⁵⁾		(1.54	)%⁽⁵⁾		(0.99	)%⁽⁵⁾		(1.02	)%⁽⁵⁾		(1.16	)%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%		0.01	%
Portfolio Turnover Rate		36	%		25	%		20	%		36	%		30	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

International Opportunity Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	38.29		$	24.94		$	18.63		$	21.46		$	14.39
Income (Loss) from Investment Operations:
Net Investment Loss⁽²⁾		(0.66	)		(0.48	)		(0.26	)		(0.27	)		(0.29	)
Net Realized and Unrealized Gain (Loss)		(1.73	)		13.93			6.57			(2.51	)		7.73
Total from Investment Operations		(2.39	)		13.45			6.31			(2.78	)		7.44
Distributions from and/or in Excess of:
Net Realized Gain		(0.82	)		(0.10	)		—			(0.05	)		(0.37	)
Redemption Fees		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	35.08		$	38.29		$	24.94		$	18.63		$	21.46
Total Return⁽⁴⁾		(6.17	)%		53.94	%		33.87	%		(13.00	)%		51.77	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	91,503		$	90,845		$	53,257		$	35,297		$	23,334
Ratio of Expenses Before Expense Limitation		1.98	%		1.98	%		2.03	%		2.06	%		2.10	%
Ratio of Expenses After Expense Limitation		1.98	%⁽⁵⁾		1.97	%⁽⁵⁾		2.02	%⁽⁵⁾		2.04	%⁽⁵⁾		2.01	%⁽⁵⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.98	%⁽⁵⁾		N/A			N/A			N/A			N/A
Ratio of Net Investment Loss		(1.69	)%⁽⁵⁾		(1.68	)%⁽⁵⁾		(1.17	)%⁽⁵⁾		(1.24	)%⁽⁵⁾		(1.45	)%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.01	%		0.02	%
Portfolio Turnover Rate		36	%		25	%		20	%		36	%		30	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

International Opportunity Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			2018⁽¹⁾			2017⁽¹⁾
Net Asset Value, Beginning of Period	$	41.56		$	26.77		$	19.79		$	22.54		$	14.94
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽²⁾		(0.25	)		(0.18	)		(0.02	)		0.02			(0.12	)
Net Realized and Unrealized Gain (Loss)		(1.91	)		15.07			7.00			(2.72	)		8.09
Total from Investment Operations		(2.16	)		14.89			6.98			(2.70	)		7.97
Distributions from and/or in Excess of:
Net Realized Gain		(0.82	)		(0.10	)		—			(0.05	)		(0.37	)
Redemption Fees		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾		0.00	⁽³⁾
Net Asset Value, End of Period	$	38.58		$	41.56		$	26.77		$	19.79		$	22.54
Total Return⁽⁴⁾		(5.13	)%		55.63	%		35.27	%		(12.03	)%		53.41	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	131,721		$	101,008		$	50,083		$	14,016		$	57,629
Ratio of Expenses Before Expense Limitation		0.90	%		0.90	%		0.98	%		0.95	%		1.03	%
Ratio of Expenses After Expense Limitation		0.88	%⁽⁵⁾		0.88	%⁽⁵⁾		0.91	%⁽⁵⁾		0.92	%⁽⁵⁾		0.92	%⁽⁵⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		0.88	%⁽⁵⁾		N/A			N/A			N/A			N/A
Ratio of Net Investment Income (Loss)		(0.59	)%⁽⁵⁾		(0.59	)%⁽⁵⁾		(0.07	)%⁽⁵⁾		0.09	%⁽⁵⁾		(0.56	)%⁽⁵⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.01	%		0.01	%		0.02	%		0.02	%
Portfolio Turnover Rate		36	%		25	%		20	%		36	%		30	%

(1) Not consolidated.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value as of the last business day of the period.

(5) The Ratio of Expenses After Expense Limitation and Net Investment Income (Loss) reflect the rebate of certain Fund expenses in connection with the investments Morgan Stanley affiliates during the period. The effect of the rebate on the ratios is disclosed in the above table as "Ratio of Rebate from Morgan Stanley Affiliates."

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the consolidated financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

International Opportunity Portfolio

	Class IR
	Year Ended December 31,									Period from June 15, 2018⁽²⁾ to
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			December 31, 2018⁽¹⁾
Net Asset Value, Beginning of Period	$	41.58		$	26.78		$	19.79		$	25.37
Income (Loss) from Investment Operations:
Net Investment Loss⁽³⁾		(0.25	)		(0.19	)		(0.02	)		(0.06	)
Net Realized and Unrealized Gain (Loss)		(1.91	)		15.09			7.01			(5.47	)
Total from Investment Operations		(2.16	)		14.90			6.99			(5.53	)
Distributions from and/or in Excess of:
Net Realized Gain		(0.82	)		(0.10	)		—			(0.05	)
Redemption Fees		0.00	⁽⁴⁾		0.00	⁽⁴⁾		0.00	⁽⁴⁾		0.00	⁽⁴⁾
Net Asset Value, End of Period	$	38.60		$	41.58		$	26.78		$	19.79
Total Return⁽⁵⁾		(5.13	)%		55.64	%		35.32	%		(21.84	)%⁽⁸⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period, (Thousands)	$	141,615		$	149,281		$	110,401		$	81,592
Ratio of Expenses Before Expense Limitation		0.88	%		0.89	%		0.93	%		0.95	%⁽⁹⁾
Ratio of Expenses After Expense Limitation		0.88	%⁽⁶⁾		0.88	%⁽⁶⁾		0.91	%⁽⁶⁾		0.93	%⁽⁶⁾⁽⁹⁾
Ratios of Expenses After Expense Limitation Excluding Interest Expenses		0.88	%⁽⁶⁾		N/A			N/A			N/A
Ratio of Net Investment Loss		(0.59	)%⁽⁶⁾		(0.60	)%⁽⁶⁾		(0.07	)%⁽⁶⁾		(0.46	)%⁽⁶⁾⁽⁹⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾		0.01	%		0.01	%		0.01	%⁽⁹⁾
Portfolio Turnover Rate		36	%		25	%		20	%		36	%

(1) Not consolidated.

(2) Commencement of Offering.

(3) Per share amount is based on average shares outstanding.

(4) Amount is less than $0.005 per share.

(5) Calculated based on the net asset value as of the last business day of the period.

(7) Amount is less than 0.005%.

(8) Not annualized.

(9) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
18

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements

The accompanying consolidated financial statements relate to the International Opportunity Portfolio. The Fund seeks long-term capital appreciation.

The Fund offers six classes of shares — Class I, Class A, Class L, Class C, Class IS and Class IR. On April 30, 2015 the Fund suspended offering of Class L shares. Existing Class L shareholders may invest through reinvestment of dividends and distributions. In addition, Class L shares of the Fund may be exchanged for Class L shares of any Morgan Stanley Multi-Class Fund, even though Class L shares are closed to investors.

A. Significant Accounting Policies: The following significant accounting policies are in conformity with U.S. generally accepted accounting principles ("GAAP"). Such policies are consistently followed by the Company in the preparation of its consolidated financial statements. GAAP may require management to make estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results may differ from those estimates.

The Fund may, consistent with its principal investment strategies, invest up to 25% of its total assets in a wholly-owned subsidiary of the Fund organized as a company under the laws of the Cayman Islands, International Opportunity Cayman Portfolio, Ltd. (the "Subsidiary"). The Subsidiary may invest in bitcoin indirectly through cash settled futures or indirectly through investments in Grayscale Bitcoin Trust (BTC) ("GBTC"), a privately offered investment vehicle that invests in bitcoin. The Fund is the sole shareholder of the Subsidiary, and it is not currently expected that shares of the Subsidiary will be sold or offered to other investors. The consolidated portfolio of investments and consolidated financial statements include the positions and accounts of the Fund and the Subsidiary. All intercompany accounts and transactions of the Fund and the Subsidiary have been eliminated in consolidation and all accounting policies of the Subsidiary are consistent with those of the Fund. As of December 31, 2021, the Subsidiary represented approximately $37,410,000 or approximately 0.88% of the total net assets of the Fund.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

closing price or last reported sales price is unavailable, the listed option should be fair valued at the mean between its latest bid and ask prices. Unlisted options are valued at the mean between their latest bid and ask prices from a broker/dealer or valued by a pricing service/vendor; (4) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser") or Morgan Stanley Investment Management Company ("MSIM Company") (the "Sub-Adviser"), each a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (5) when market quotations are not readily available, including circumstances under which the Adviser or the Sub-Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of

such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (6) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; (7) Private Investment in Public Equity ("PIPE") investments may be valued based on the underlying stock price less a discount until the commitment is fulfilled and shares are registered; and (8) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Air Freight & Logistics	$	—	$	259,244	$	—	$	259,244
Banks		362,661		33,040		—		395,701
Beverages		41,065		—		—		41,065
Biotechnology		—		85,506		—		85,506
Electronic Equipment, Instruments & Components		—		127,826		—		127,826
Entertainment		198,703		24,301		—		223,004

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Food & Staples Retailing	$	—	$	180,796	$	—	$	180,796
Food Products		75,401		—		—		75,401
Health Care Providers & Services		18,145		—		—		18,145
Hotels, Restaurants & Leisure		73,250		163,778		—		237,028
Information Technology Services		588,460		15,884		—		604,344
Interactive Media & Services		101,559		109,595		—		211,154
Internet & Direct Marketing Retail		640,012		26,140		—		666,152
Machinery		50,139		—		—		50,139
Multi-Line Retail		—		50,771		—		50,771
Semiconductors & Semiconductor Equipment		106,605		90,785		—		197,390
Textiles, Apparel & Luxury Goods		290,025		372,712		—		662,737
Total Common Stocks		2,546,025		1,540,378		—		4,086,403
Investment Company		35,105		—		—		35,105
Call Options Purchased		—		1,948		—		1,948
Short-Term Investments
Investment Company		147,997		—		—		147,997
Repurchase Agreements		—		2,766		—		2,766
Total Short-Term Investments		147,997		2,766		—		150,763
Total Assets	$	2,729,127	$	1,545,092	$	—	$	4,274,219

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

additional collateral will be requested and, when received, will be added to the account to maintain full collateralization. In the event of default on the obligation to repurchase, the Fund has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. In the event of default or bankruptcy by the counterparty to the agreement, realization of the collateral proceeds may be subject to cost and delays. The Fund, along with other affiliated investment companies, may utilize a joint trading account for the purpose of entering into repurchase agreements.

4. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

investment income and foreign withholding taxes recorded on the Fund's books and the U.S. dollar equivalent amounts actually received or paid. The change in unrealized currency gains (losses) on foreign currency transactions for the period is reflected in the Consolidated Statement of Operations.

Governmental approval for foreign investments may be required in advance of making an investment under certain circumstances in some countries, and the extent of foreign investments in domestic companies may be subject to limitation in other countries. Foreign ownership limitations also may be imposed by the charters of individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Consolidated Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

involves risks that are different from, and possibly greater than, the risks associated with other portfolio investments. Derivatives may involve the use of highly specialized instruments that require investment techniques and risk analyses different from those associated with other portfolio investments. All of the Fund's holdings, including derivative instruments, are marked-to-market each day with the change in value reflected in unrealized appreciation (depreciation). Upon disposition, a realized gain or loss is recognized.

Following is a description of the derivative instruments and techniques that the Fund used during the period and their associated risks:

Purchased options are reported as part of "Total Investments in Securities" in the Consolidated Statement of Assets and Liabilities. Premiums paid for purchasing options which expired are treated as realized losses. If the Fund sells an option, it sells to another party the right to buy from or sell to the Fund a specific amount of the underlying instrument or foreign currency, or futures contract on the underlying instrument or foreign currency, at an agreed-upon price during a period of time or on a specified date typically in exchange for a premium received by the Fund. When options are purchased OTC, the Fund bears the risk that the counterparty that wrote the option will be unable or unwilling to perform its obligations under the option contract. Options may also be illiquid and the Fund may have difficulty closing out its position. A decision as to whether, when and how to use options involves the exercise of skill and judgment and even a well-conceived option transaction may be unsuccessful because of market behavior or unexpected events. The prices of options can be highly volatile and the use of options can lower total returns.

As of December 31, 2021, the Fund did not have any open PIPE contract.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

instruments are accounted for and their effects on the Fund's financial position and results of operations.

The following table sets forth the fair value of the Fund's derivative contracts by primary risk exposure as of December 31, 2021:

Asset Derivatives Consolidated
Statement of Assets and
Liabilities Location

Primary Risk
Exposure

Value
(000)

Purchased Options

Investments, at Value
(Purchased Options)

Currency Risk

1,948

(a)

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

Change in Unrealized Appreciation (Depreciation)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(7,713	)(b)

(b) Amounts are included in Change in Unrealized Appreciation (Depreciation) on Investments in the Consolidated Statement of Operations.

At December 31, 2021, the Fund's derivative assets and liabilities are as follows:

Gross Amounts of Assets and Liabilities Presented in the Consolidated Statement of Assets and Liabilities
Derivatives	Assets(c) (000)			Liabilities(c) (000)
Purchased Options	$	1,948	(a)	$	—

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(c) Absent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Consolidated Statement of Assets and Liabilities.

termination and/or potential deterioration in the credit quality of the counterparty. Various Master Agreements govern the terms of certain transactions with counterparties, including transactions such as swap, forward, repurchase and reverse repurchase agreements. These Master Agreements typically attempt to reduce the counterparty risk associated with such transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Cross-termination provisions under Master Agreements typically provide that a default in connection with one transaction between the Fund and a counterparty gives the non-defaulting party the right to terminate any other transactions in place with the defaulting party to create one single net payment due to/due from the defaulting party and may be a feature in certain Master Agreements. In the event the Fund exercises its right to terminate a Master Agreement after a counterparty experiences a termination event as defined in the Master Agreement, the return of collateral with market value in excess of the Fund's net liability may be delayed or denied.

The following table presents derivative financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Counterparty	Gross Asset Derivatives Presented in the Consolidated Statement of Assets and Liabilities(a) (000)		Financial Instrument (000)		Collateral Received(d) (000)			Net Amount (not less than $0) (000)
JP Morgan Chase Bank NA	$	1,948	$	—	$	(1,948	)	$	0

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(d) In some instances, the actual collateral received may be more than the amount shown here due to overcollateralization.

For the year ended December 31, 2021, the approximate average monthly amount outstanding for each derivative type is as follows:

Purchased Options:
Average monthly notional amount		697,645,000
Derivative Contract — PIPE:
Average monthly notional amount	$	33,946,000

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

earned or dividends declared on those securities during the term of the loan would remain in the Fund. The Fund would receive cash or securities as collateral in an amount equal to or exceeding 100% of the current fair value of the loaned securities. The collateral is marked-to-market daily by State Street Bank and Trust Company ("State Street"), the securities lending agent, to ensure that a minimum of 100% collateral coverage is maintained.

Based on pre-established guidelines, the securities lending agent invests any cash collateral that is received in an affiliated money market portfolio and repurchase agreements. Securities lending income is generated from the earnings on the invested collateral and borrowing fees, less any rebates owed to the borrowers and compensation to the lending agent, and is recorded as "Income from Securities Loaned — Net" in the Fund's Consolidated Statement of Operations. Risks in securities lending transactions are that a borrower may not provide additional collateral when required or return the securities when due, and that the value of the short-term investments will be less than the amount of cash collateral plus any rebate that is required to be returned to the borrower.

The Fund has the right under the securities lending agreement to recover the securities from the borrower on demand.

The following table presents financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Gross Asset Amounts Presented in the Consolidated Statement of Assets and Liabilities (000)			Financial Instrument (000)		Collateral Received (000)			Net Amount (not less than $0) (000)
$	62,704	(e)	$	—	$	(62,704	)(f)(g)	$	0

(e) Represents market value of loaned securities at year end.

(f) The Fund received cash collateral of approximately $17,343,000, of which approximately $17,322,000 was subsequently invested in Repurchase Agreements and Morgan Stanley Institutional Liquidity Funds as reported in the Consolidated Portfolio of Investments. As of December 31, 2021, there was uninvested cash of approximately $21,000, which is not reflected in the Consolidated Portfolio of Investments. In addition, the Fund received non-cash collateral of approximately $48,061,000 in the form of U.S. Government obligations, which the Fund cannot sell or repledge, and accordingly are not reflected in the Consolidated Portfolio of Investments.

(g) The actual collateral received is greater than the amount shown here due to overcollateralization.

Remaining Contractual Maturity of the Agreements
	Overnight and Continuous (000)		<30 days (000)		Between 30 & 90 days (000)		>90 days (000)		Total (000)
Securities Lending Transactions
Common Stocks	$	17,343	$	—	$	—	$	—	$	17,343
Total Borrowings	$	17,343	$	—	$	—	$	—	$	17,343
Gross amount of recognized liabilities for securities lending transactions									$	17,343

8. Redemption Fees: The Fund will assess a 2% redemption fee, on Class I shares, Class A shares, Class L shares, Class C shares, Class IS shares and Class IR shares which is paid directly to the Fund, for shares redeemed or exchanged within thirty days of purchase, subject to certain exceptions. The redemption fee is designed to protect the

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Fund and its remaining shareholders from the effects of short-term trading. These fees, if any, are included in the Consolidated Statements of Changes in Net Assets.

First $1 billion				Over $1 billion
	0.80	%			0.75	%

For the year ended December 31, 2021, the advisory fee rate (net of rebate) was equivalent to an annual effective rate of 0.76% of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses, excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 1.00% for Class I shares, 1.35% for Class A shares, 1.85% for Class L shares, 2.10% for Class C shares, 0.94% for Class IS shares and 0.94% for Class IR shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $14,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

The Adviser has agreed to waive its advisory fees by the amount of advisory fees it receives from the Subsidiary.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

investment purchases and sales activity and account maintenance fees, plus reimbursement for certain out-of-pocket expenses.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $2,120,759,000 and $1,620,610,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds (the "Liquidity Funds"), an open-end management investment company managed by the Adviser, both directly and as a portion of the securities held as collateral on loaned securities. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $89,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company/Issuer	Value December 31, 2020 (000)		Purchases at Cost (000)		Proceeds from Sales (000)		Dividend Income (000)
Liquidity Funds	$	372,133	$	1,312,806	$	1,536,942	$	17
Canada Goose Holdings, Inc.		145,556		7,371		86,323		—
HUYA, Inc. ADR*		70,008		28,753		9,160		—
Total	$	587,697	$	1,348,930	$	1,632,425	$	17

Affiliated Investment Company/Issuer (cont'd)	Realized Gain (Loss) (000)			Change in Unrealized Appreciation (Depreciation) (000)			Value December 31, 2021 (000)
Liquidity Funds	$	—		$	—		$	147,997
Canada Goose Holdings, Inc.		20,630			25,749			112,983
HUYA, Inc. ADR*		(10,914	)		(51,384	)		27,303
Total	$	9,716		$	(25,635	)	$	288,283

* The security was deemed to no longer meet the criteria of an affiliated issuer at the reporting date.

During the year ended December 31, 2021, the Fund incurred approximately $11,000 in brokerage commissions with Morgan Stanley & Co. LLC, an affiliate of the Adviser/Administrator,

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Sub-Adviser and Distributor, for portfolio transactions executed on behalf of the Fund.

New York and various states. Generally, each of the tax years in the four-year period ended December 31, 2021 remains subject to examination by taxing authorities.

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	—	$	90,772	$	—	$	9,935

Permanent differences, primarily due to a net operating loss, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Distributable Earnings (000)				Paid-in- Capital (000)
$	37,783			$	(37,783	)

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	—			$	105,904

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

December 31, 2021, the Fund did not have any borrowings under the Facility.

K. Market Risk and Risks Relating to Certain Financial Instruments:

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

unsuccessful and an investment in the SPAC may lose value; the warrants or other rights with respect to the SPAC held by the Fund may expire worthless or may be repurchased or retired by the SPAC at an unfavorable price; and an investment in a SPAC may be diluted by additional later offerings of interests in the SPAC or by other investors exercising existing rights to purchase shares of the SPAC. In addition, a SPAC target company may have limited operating experience, a smaller size, limited product lines, markets, distribution channels and financial and managerial resources. Investing in the securities of smaller companies involves greater risk, and portfolio price volatility.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
International Opportunity Portfolio

Opinion on the Financial Statements

We have audited the accompanying consolidated statement of assets and liabilities of International Opportunity Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the consolidated portfolio of investments, as of December 31, 2021, and the related consolidated statements of operations and changes in net assets for the year then ended, and the statement of changes in net assets for the year ended December 31, 2020, the consolidated financial highlights for the year ended December 31, 2021 and the financial highlights for each of the four years in the period ended December 31, 2020 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the consolidated financial position of International Opportunity Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the consolidated results of its operations and the consolidated changes in its net assets for the year then ended and the changes in its net assets for the year ended December 31, 2020 and its consolidated financial highlights for the year ended December 31, 2021 and its financial highlights for each of the four years in the period ended December 31, 2020, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021.

The Fund designated and paid approximately $90,772,000 as a long-term capital gain distribution.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE
Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Sub-Adviser

Morgan Stanley Investment Management Company
23 Church Street
16-01 Capital Square, Singapore 049481

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIIIOANN
3997487 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Multi-Asset Real Return Portfolio

(formerly Real Assets Portfolio)

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Consolidated Expense Example					3
Investment Overview					4
Consolidated Portfolio of Investments					8
Consolidated Statement of Assets and Liabilities					13
Consolidated Statement of Operations					15
Consolidated Statements of Changes in Net Assets					16
Consolidated Financial Highlights					17
Notes to Consolidated Financial Statements					21
Report of Independent Registered Public Accounting Firm					32
Liquidity Risk Management Program					33
Federal Tax Notice					34
U.S. Customer Privacy Notice					35
Director and Officer Information					38

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Multi-Asset Real Return Portfolio (the "Fund") (formerly Real Assets Portfolio) performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon

President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Expense Example (unaudited)

Multi-Asset Real Return Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Multi-Asset Real Return Portfolio Class I	$	1,000.00	$	1,099.00	$	1,021.17	$	4.23	$	4.08		0.80	%
Multi-Asset Real Return Portfolio Class A		1,000.00		1,096.60		1,019.46		6.02		5.80		1.14
Multi-Asset Real Return Portfolio Class C		1,000.00		1,092.40		1,015.68		9.97		9.60		1.89
Multi-Asset Real Return Portfolio Class IS		1,000.00		1,099.30		1,021.48		3.92		3.77		0.74

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Multi-Asset Real Return Portfolio

The Fund seeks total return, targeted to be in excess of inflation, through capital appreciation and current income.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 22.11%, net of fees. The Fund outperformed its new benchmark, the Bloomberg U.S. Treasury Bills 1-3 Month Index (the "Index"), which returned 0.04%; outperformed the performance linked benchmark the MSIF Multi-Asset Real Return Blend Index, which returned 18.14%; and outperformed against the old benchmark, the MSCI World Net Index, which returned 21.82%. The Fund and benchmark index performance is in U.S. dollar ("USD") terms, unless otherwise noted.

Factors Affecting Performance*ⁱ

• Please note that on August 31, 2021, the Fund underwent a change in name, investment strategy, benchmark, and in portfolio management team. The Fund's investment objective of seeking total return in excess of inflation remained the same. The Fund was transitioned to the Global Multi-Asset team with Cyril Moulle-Berteaux, Sergei Parmenov and Mark Bavoso as portfolio managers under the name MSIF Multi-Asset Real Return Portfolio. The Fund's new primary benchmark is the Bloomberg U.S. Treasury Bills 1-3 Month Index. The MSCI World Net Index represents the Fund's prior benchmark up to August 30, 2021. The performance linked benchmark MSIF Multi-Asset

Real Return Blend Index, which is now the Fund's secondary benchmark, represents the MSCI World Net Index from the Fund's inception to August 30, 2021, and the Bloomberg U.S. Treasury Bills 1-3 Month Index for periods thereafter.

• Global markets were characterized by a broad reflation trade for most of 2021, aided by the deployment of vaccines and strong economic rebound in developed markets, along with record fiscal and monetary stimulus. However, optimism peaked in the first quarter of 2021, and as the summer progressed, concerns arose around the more contagious Delta variant of COVID-19, moderating growth, higher rates, waning stimulus, and supply-chain bottlenecks causing inflation.

• Global equities returned +21% (the MSCI All Country World Index in local currencies) for the year. Developed markets led (MSCI World Index +24% in local currency), where vaccination and reopening campaigns were rolled out the earliest. U.S. markets were the strongest globally (S&P 500 Index +28.7%), supported by bold government stimulus and positive economic surprises. Emerging markets (EM) underperformed substantially (MSCI EM Index –2.5% in USD), held back by COVID-19 outbreaks and lack of vaccinations, higher rates and increased discussion of U.S. Federal Reserve (Fed) tapering, U.S. dollar strength (DXY Index +6.4%), and peaking growth in China amid regulatory activity, credit tightening, and a brewing property market crisis. Chinese equities were among the largest underperformers in the

* Certain of the Fund's investment themes may, in whole or part, be implemented through the use of derivatives, including the purchase and sale of futures, options, swaps, structured investments (including commodity-linked notes) and other related instruments and techniques. The Fund may also invest in foreign currency forward exchange contracts, which are also derivatives, in connection with its investments in foreign securities. The Fund may use derivative instruments for a variety of purposes, including hedging, risk management, portfolio management or to earn income. As a result, the use of derivatives had a material effect on the Fund's performance during the period.

i Source: Morgan Stanley Investment Management (MSIM) Global Multi-Asset Team analysis; market data sourced from Bloomberg. The MSCI All Country World Net Index (ACWI) is a free float-adjusted market capitalization weighted index designed to measure the equity market performance of developed and emerging markets. The MSCI World Net Index is a free float adjusted market capitalization weighted index that is designed to measure the global equity market performance of developed markets. The term "free float" represents the portion of shares outstanding that are deemed to be available for purchase in the public equity markets by investors. The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. The Standard & Poor's 500^® Index (S&P 500^®) measures the performance of the large cap segment of the U.S. equities market, covering approximately 80% of the U.S. equities market. The Index includes 500 leading companies in leading industries of the U.S. economy.

The MSCI Emerging Markets Net Index is a free float adjusted market capitalization weighted index that is designed to measure equity market performance of emerging markets. The MSCI Emerging Markets Index currently consists of 25 emerging-market country indices. The performance of the index is listed in U.S. dollars and assumes reinvestment of net dividends. The U.S. Dollar Index (DXY) is an index of the value of the United States dollar relative to a basket of foreign currencies, often referred to as a basket of US trade partners' currencies. The MSCI China Index is a free float-adjusted market capitalization index that captures large and mid cap representation across China A shares, H shares, B shares, Red chips, P chips and foreign listings (e.g. ADRs). The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. The J.P. Morgan Global Government Bond Index is a market value weighted fixed income index comprised of government bonds in developed countries. The Bloomberg U.S. Corporate High Yield Index measures the market of USD-denominated, non-investment grade, fixed rate, taxable corporate bonds. Securities are classified as high yield if the middle rating of Moody's, Fitch, and S&P is Ba1/BB+/BB+ or below. The Index excludes emerging market debt. The S&P GSCI Commodity Index is a composite index of commodity sector returns, representing an unleveraged, long only investment in commodity futures that is broadly diversified across the spectrum of commodities. The indexes do not include any expenses, fees or sales charges, which would lower performance. The indexes are unmanaged and should not be considered an investment. It is not possible to invest directly in an index. One basis point = 0.01%.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Multi-Asset Real Return Portfolio

MSCI EM Index, declining by –21.6% (MSCI China Index in USD).

• Bond prices fell in the year as a whole. Relatively safe government bond yields surged higher in the first quarter of 2021 amid optimism around stimulus, economic reopening, and vaccinations. By the second quarter of 2021, market concerns over the prospect of peaking stimulus and growth, and the spread of the Delta variant in emerging markets all conspired to cause the reflation trade to pause and even reverse. Government bond yields bottomed in early August 2021 and began to rise again as it became increasingly clear that the temporary supply shortages associated with COVID-19 were having a durable impact on inflation, causing policymakers to accelerate withdrawal of accommodation. For the year, the J.P. Morgan Global Government Bond Index fell –2.5% in local currency. The U.S. 10-year Treasury yield rose +60 basis points (bps) to 1.51%. U.S. 10-year breakeven inflation rates reflected the increased expectations for inflation, rising +61 bps to 2.61%. Corporate bonds followed a similar pattern to equities, tightening amid the recovery in growth. The Bloomberg U.S. Corporate High Yield Index spread narrowed by –77 bps to 2.83%. Outside the U.S., relatively safe government bond yields also rose: U.K. 10-year gilt yields rose +77 bps to 0.97%, and German 10-year bund yields rose +39 bps to –0.18%.

• The U.S. dollar rose +6.4% in the year (DXY Index), bolstered by favorable rate and growth differentials, and early vaccine deployment and economic reopening. In addition, the Fed pivoted from its stated view that inflationary impacts would be temporary, announcing it would taper its asset purchases in November 2021, then doubling the rate of that taper at its December 2021 meeting, paving the way for interest rate hikes as soon as March 2022. The weakest currency was the Turkish lira, which fell by over –44% in 2021, as Turkish President Recep Erdogan removed the head of its central bank and continued to cut rates, despite surging inflation there. The largest gainer versus the U.S. dollar was the Chinese renminbi.

• Commodity prices surged by +40% (S&P GSCI Index) in 2021, led by a 50% rally in oil prices, as global demand improved amid still-constrained supply. The situation was exacerbated by supply shortages in energy markets which emerged in the third quarter of 2021 (e.g., a gas shortage and lack of wind power in Europe over the summer and power cuts in China, which caused spikes in energy prices). Growth-sensitive industrial metals also rose, with copper up +27% for the year.

Management Strategiesⁱⁱ

• After taking two steps forward in 2021, we expect that inflation will take a step back in 2022 as core goods prices normalize. However, structural forces have likely ended the disinflation cycle of the past 40 years as the world enters a more inflationary regime akin to the late 1960s (but not the 1970s).

• Core inflation has accelerated to 5%. But a very high proportion of current inflation is supply-shortage driven and thus likely to be temporary. For example, over half the acceleration in core inflation has been driven by car prices. On the other hand, inflation has broadened: median inflation, the best measure of the breadth of inflation, now points to an underlying trend in core CPI of 3.0% (from a low of 1.5% just a year ago).

• Many structural trends support a regime shift to higher inflation. Unlike in the prior cycle where printed money accumulated as commercial banks' excess reserves at the Fed, in this cycle, the money printed was spent. In addition, improved bargaining power for workers, as well as changes in attitudes and demands of workers, point to higher inflation. There is also building evidence of "greenflation," with decarbonization (net-zero by 2050) adding as much as 80-100 basis points to developed markets' consumer price inflation in each the next 10 years by some estimates. Importantly, unlike in the decade following the Global Financial Crisis (GFC), no deleveraging in the banking, household and corporate sectors is occurring, removing a significant source of deflation.

ii Source: Morgan Stanley Investment Management (MSIM) Global Multi-Asset Team analysis; market data sourced from Bloomberg; consensus estimates sourced from Thomson Reuters I/B/E/S.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Multi-Asset Real Return Portfolio

• We believe that the U.S. economy will transition from Overheating to Stagflation in 2022. While we still expect above-trend growth for most of 2022, by the end of 2022, the economy will likely slow to or below trend.

• We believe the economy entered the Overheating phase in mid-2021. The Global Multi-Asset Team defines Overheating as above-trend growth, a closed output gap, and rising inflation. The global economy grew at 5.8% in 2021, more than double its trend growth rate, and the output gap is now nearly closed with labor markets in many countries within the range of NAIRU (non-accelerating inflation rate of unemployment). Inflation is now above central bank targets virtually everywhere. We expect Overheating to persist before the Stagflationary phase takes over in the second half. We define Stagflation as an environment where growth has decelerated to or below potential, but where inflation is above target and rising. For the U.S., sub-2% growth and 2.5%-3.0% inflation, which we expect by year-end 2022, qualifies as Stagflation.

• Why the shift from Overheating in the first half to Stagflation by year-end 2022? In the first half of the year, we expect contributors to growth will win the tug-of-war against detractors, but by the end of the year detractors will gain the upper hand. The main boosts to economic growth include: continued reopening; the public to private sector hand-off as fiscal stimulus fades; still-easy monetary policy, with negative real rates everywhere in the developed world; easing supply shortages; and consumption, as approximately 15% of the $2.5 trillion of U.S. household excess savings will be spent in 2022 (with similarly large magnitudes across the world). Offsetting these growth boosts, the following are likely to detract from growth in the latter part of 2022: The U.S. fiscal cliff, which could detract –250 basis points from U.S. gross domestic product (GDP); the latest COVID-19 variant, omicron, which will hit growth in the first quarter and may delay the eventual economic normalization we expect over 2022 and into 2023; and the end of "free money," which will likely slow economic activity with a lag.

• Going into 2022, the portfolio has average risk and inflation beta, with a moderate emphasis on risky vs. defensive assets. The portfolio is invested in

positions that we believe can benefit from a rise in longer-term inflation expectations, and a broadening out of inflation, such as 10-year inflation breakevens, 5-year/5-year breakevens, gold, and gold mining stocks. We also hold targeted exposure to expected inflation drivers, such as U.S. real estate investment trusts, as well as energy and other commodities, with an emphasis on undervalued assets.

* Minimum Investment for Class I shares

** Commenced Operations on June 18, 2018.

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, C and IS shares will vary from the performance of Class I shares and will be negatively impacted by additional fees assessed to those classes (if applicable).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Multi-Asset Real Return Portfolio

Performance Compared to the Bloomberg U.S. Treasury Bill 1-3 Month Index⁽¹⁾, the MSIF Multi-Asset Real Return Blend Index⁽²⁾, the MSCI World Net Index⁽³⁾ and the Lipper Real Return Funds Index⁽⁴⁾

	Period Ended December 31, 2021 Total Returns⁽⁵⁾
				Average Annual
	One Year			Five Years		Ten Years		Since Inception⁽⁷⁾
Fund — Class I Shares w/o sales charges⁽⁶⁾		22.11	%		—		—		8.94	%
Fund — Class A Shares w/o sales charges⁽⁶⁾		21.62			—		—		8.54
Fund — Class A Shares with maximum 5.25% sales charges⁽⁶⁾		15.20			—		—		6.91
Fund — Class C Shares w/o sales charges⁽⁶⁾		20.80			—		—		7.73
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁶⁾		19.80			—		—		7.73
Fund — Class IS Shares w/o sales charges⁽⁶⁾		22.16			—		—		8.96
Bloomberg U.S. Treasury Bill 1-3 Month Index		0.04			—		—		1.10
MSIF Multi-Asset Real Return Blend Index		18.14			—		—		13.45
MSCI World Net Index		21.82			—		—		14.44
Lipper Real Return Funds Index		19.03			—		—		7.15

⁽¹⁾ The Bloomberg U.S. Treasury Bills 1-3 Month Index is designed to measure the performance of public obligations of the U.S. Treasury that have a remaining maturity of greater than or equal to one month and less than three months. The Index is unmanaged and its returns do not include any sales charges or fees. Such costs would lower performance. It is not possible to invest directly in an index. Effective August 31, 2021, the Fund changed its primary benchmark to the Bloomberg U.S. Treasury Bills 1-3 Month Index because the Adviser believes it is a more appropriate benchmark for the Fund.

⁽²⁾ The MSIF Multi-Asset Real Return Blend Index is a performance linked benchmark of the old and new benchmark of the Fund. The old benchmark represented by MSCI World Net Index from the Fund's inception to August 30, 2021 to the new benchmark represented by Bloomberg U.S. Treasury Bill 1-3 Month Index for periods thereafter. The Index is unmanaged and its 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 MSCI World Net Index is a free float-adjusted market capitalization weighted index designed to measure the equity market performance of developed markets. The term "free float" represents the portion of shares outstanding that are deemed to be available for purchase in the public equity markets by investors. The MSCI World Net Index currently consists of 23 developed market country indices. The performance of the Index is listed in U.S. dollars and assumes reinvestment of net dividends. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. The Index is unmanaged and its returns do not include any sales charges or fees. Such costs would lower performance. It is not possible to invest directly in an index.

⁽⁴⁾ The Lipper Real Return Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Real Return 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 10 funds represented in this Index. As of the date of this report, the Fund was in the Lipper Real Return Funds classification."

⁽⁵⁾ Total returns for the Fund reflect fees waived and expenses reimbursed, if applicable, by the Adviser (as defined herein). Without such waivers and reimbursements, total returns would have been lower.

⁽⁶⁾ Commenced operations on June 18, 2018.

⁽⁷⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments

Multi-Asset Real Return Portfolio

	Shares		Value (000)
Common Stocks (25.4%)
Australia (0.9%)
Evolution Mining Ltd.		15,255	$	45
Gold Road Resources Ltd.		7,895		9
Newcrest Mining Ltd.		6,715		120
Northern Star Resources Ltd.		10,494		72
Perseus Mining Ltd. (a)		10,950		13
Ramelius Resources Ltd.		7,268		8
Regis Resources Ltd.		6,732		9
Resolute Mining Ltd. (a)		9,855		3
Silver Lake Resources Ltd. (a)		7,871		10
St. Barbara Ltd.		6,408		7
Westgold Resources Ltd.		3,832		6
				302
Canada (4.1%)
Agnico-Eagle Mines Ltd.		1,881		100
Alamos Gold, Inc., Class A		3,601		28
Argonaut Gold, Inc. (a)		2,795		5
B2Gold Corp.		9,577		38
Barrick Gold Corp.		14,348		273
Centerra Gold, Inc.		2,722		21
Dundee Precious Metals, Inc.		1,649		10
Eldorado Gold Corp. (a)		1,666		16
Endeavour Silver Corp. (a)		1,516		6
Equinox Gold Corp. (a)		2,714		18
First Majestic Silver Corp.		2,278		25
Fortuna Silver Mines, Inc. (a)		1,704		7
Franco-Nevada Corp.		1,525		211
GoGold Resources, Inc. (a)		2,515		6
IAMGOLD Corp. (a)		4,396		14
K92 Mining, Inc. (a)		1,921		11
Kinross Gold Corp.		11,484		67
Kirkland Lake Gold Ltd.		2,405		101
New Gold, Inc. (a)		6,490		10
OceanaGold Corp. (a)		6,392		11
Osisko Gold Royalties Ltd.		1,529		19
Pan American Silver Corp.		1,898		47
Pretium Resources, Inc. (a)		1,714		24
Sandstorm Gold Ltd. (a)		1,772		11
Silvercorp Metals, Inc.		1,601		6
SSR Mining, Inc.		2,009		35
Torex Gold Resources, Inc. (a)		785		8
Victoria Gold Corp. (a)		556		6
Wesdome Gold Mines Ltd. (a)		1,256		11
Wheaton Precious Metals Corp.		3,615		155
Yamana Gold, Inc.		8,920		38
				1,338
China (0.3%)
Zhaojin Mining Industry Co., Ltd. H Shares (b)		23,224		20
Zijin Mining Group Co., Ltd. H Shares (b)		49,601		59
				79

	Shares		Value (000)
Peru (0.1%)
Cia de Minas Buenaventura SAA ADR (a)		2,322	$	17
South Africa (0.6%)
AngloGold Ashanti Ltd. ADR		3,815		80
DRDGOLD Ltd. ADR		829		7
Gold Fields Ltd. ADR		8,294		91
Harmony Gold Mining Co., Ltd. ADR (c)		5,640		23
				201
United Kingdom (0.2%)
Centamin PLC		10,322		13
Endeavour Mining PLC		2,298		50
				63
United States (19.2%)
Acadia Realty Trust REIT		75		2
Agree Realty Corp. REIT		55		4
Air Products & Chemicals, Inc.		237		72
Albemarle Corp.		123		29
Alexander & Baldwin, Inc. REIT		63		2
Alexander's, Inc. REIT		2		1
Alexandria Real Estate Equities, Inc. REIT		113		25
Amcor PLC		1,659		20
American Assets Trust, Inc. REIT		45		2
American Campus Communities, Inc. REIT		120		7
American Finance Trust, Inc. REIT		95		1
American Homes 4 Rent, Class A REIT		248		11
Americold Realty Trust REIT		209		7
Apartment Income Corp. REIT		130		7
Apartment Investment and Management Co., Class A REIT (a)		130		1
Apple Hospitality, Inc. REIT		185		3
Armada Hoffler Properties, Inc. REIT		52		1
AvalonBay Communities, Inc. REIT		122		31
Avery Dennison Corp.		88		19
Baker Hughes Co.		1,271		31
Ball Corp.		347		33
Boston Properties, Inc. REIT		129		15
Brandywine Realty Trust REIT		149		2
Brixmor Property Group, Inc. REIT		259		7
Broadstone Net Lease, Inc. REIT		127		3
Camden Property Trust REIT		85		15
CareTrust, Inc. REIT		84		2
Cavco Industries, Inc. (a)		29		9
Celanese Corp.		120		20
Centerspace REIT		11		1
Century Communities, Inc.		98		8
CF Industries Holdings, Inc.		228		16
Chatham Lodging Trust REIT (a)		41		1
Cheniere Energy, Inc.		427		43
Chevron Corp.		3,450		405
City Office, Inc. REIT		38		1
Coeur Mining, Inc. (a)		2,327		12
Community Healthcare Trust, Inc. REIT		20		1

The accompanying notes are an integral part of the consolidated financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Multi-Asset Real Return Portfolio

	Shares		Value (000)
United States (cont'd)
ConocoPhillips		2,388	$	172
Corporate Office Properties Trust REIT		98		3
Corteva, Inc.		793		37
Cousins Properties, Inc. REIT		130		5
Crown Holdings, Inc.		145		16
CubeSmart REIT		170		10
CyrusOne, Inc. REIT		105		9
Devon Energy Corp.		1,109		49
DiamondRock Hospitality Co. REIT (a)		183		2
Digital Realty Trust, Inc. REIT		244		43
DigitalBridge Group, Inc. REIT (a)		422		4
Diversified Healthcare Trust REIT		208		1
Douglas Emmett, Inc. REIT		153		5
Dow, Inc.		779		44
DR Horton, Inc.		4,116		446
Duke Realty Corp. REIT		326		21
DuPont de Nemours, Inc.		568		46
Easterly Government Properties, Inc. REIT		72		2
EastGroup Properties, Inc. REIT		35		8
Eastman Chemical Co.		142		17
Ecolab, Inc.		272		64
Empire State Realty Trust, Inc., Class A REIT		126		1
EOG Resources, Inc.		1,020		91
EPR Properties REIT		65		3
Equinix, Inc. REIT		78		66
Equity Commonwealth REIT (a)		106		3
Equity Lifestyle Properties, Inc. REIT		151		13
Equity Residential REIT		309		28
Essential Properties Realty Trust, Inc. REIT		93		3
Essex Property Trust, Inc. REIT		57		20
Extra Space Storage, Inc. REIT		115		26
Exxon Mobil Corp.		7,521		460
Federal Realty Investment Trust REIT		60		8
First Industrial Realty Trust, Inc. REIT		113		7
FMC Corp.		139		15
Four Corners Property Trust, Inc. REIT		66		2
Franklin Street Properties Corp., Class C REIT		89		1
Freeport-McMoRan, Inc.		1,482		62
Gaming and Leisure Properties, Inc. REIT		193		9
GEO Group, Inc. (The) REIT (c)		106		1
Getty Realty Corp. REIT		32		1
Gladstone Commercial Corp. REIT		31		1
Global Medical, Inc. REIT		49		1
Global Net Lease, Inc. REIT		78		1
Halliburton Co.		1,554		36
Healthcare Realty Trust, Inc. REIT		122		4
Healthcare Trust of America, Inc., Class A REIT		191		6
Healthpeak Properties, Inc. REIT		470		17
Hecla Mining Co.		4,856		25
Hess Corp.		487		36
Highwoods Properties, Inc. REIT		91		4
Host Hotels & Resorts, Inc. REIT (a)		615		11

	Shares		Value (000)
Hudson Pacific Properties, Inc. REIT		132	$	3
Independence Realty Trust, Inc. REIT		89		2
Industrial Logistics Properties Trust REIT		57		1
Innovative Industrial Properties, Inc. REIT		21		6
Installed Building Products, Inc.		77		11
International Flavors & Fragrances, Inc.		265		40
International Paper Co.		392		18
Invitation Homes, Inc. REIT		495		22
Iron Mountain, Inc. REIT		252		13
iStar, Inc. REIT (c)		64		2
JBG SMITH Properties REIT		103		3
KB Home		1,044		47
Kilroy Realty Corp. REIT		91		6
Kimco Realty Corp. REIT		508		13
Kinder Morgan, Inc.		3,588		57
Kite Realty Group Trust REIT		190		4
Lennar Corp., Class A		3,478		404
LGI Homes, Inc. (a)		74		11
Life Storage, Inc. REIT		66		10
Linde PLC		554		192
LTC Properties, Inc. REIT		34		1
LXP Industrial Trust REIT		242		4
LyondellBasell Industries N.V., Class A		284		26
M/I Homes, Inc. (a)		342		21
Macerich Co. (The) REIT		128		2
Marathon Petroleum Corp.		1,145		73
Martin Marietta Materials, Inc.		67		29
MDC Holdings, Inc.		784		44
Medical Properties Trust, Inc. REIT		504		12
Meritage Homes Corp. (a)		448		55
MGM Growth Properties LLC, Class A REIT		131		5
Mid-America Apartment Communities, Inc. REIT		100		23
Monmouth Real Estate Investment Corp. REIT		81		2
Mosaic Co. (The)		376		15
National Health Investors, Inc. REIT		37		2
National Retail Properties, Inc. REIT		153		7
National Storage Affiliates Trust REIT		72		5
NETSTREIT Corp. REIT		34		1
Newmont Corp.		7,241		449
NexPoint Residential Trust, Inc. REIT		20		2
Nucor Corp.		323		37
NVR, Inc. (a)		42		248
Occidental Petroleum Corp.		1,587		46
Office Properties Income Trust REIT		42		1
Omega Healthcare Investors, Inc. REIT		202		6
One Liberty Properties, Inc. REIT		14		—	@
ONEOK, Inc.		788		46
Orion Office, Inc. REIT (a)		46		1
Packaging Corp. of America		100		14
Paramount Group, Inc. REIT		153		1
Park Hotels & Resorts, Inc. REIT (a)		206		4
Pebblebrook Hotel Trust REIT		115		3
Phillips 66		774		56

The accompanying notes are an integral part of the consolidated financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Multi-Asset Real Return Portfolio

	Shares		Value (000)
United States (cont'd)
Physicians Realty Trust REIT		182	$	3
Piedmont Office Realty Trust, Inc., Class A REIT		108		2
Pioneer Natural Resources Co.		361		66
PPG Industries, Inc.		252		43
ProLogis, Inc. REIT		645		109
PS Business Parks, Inc. REIT		18		3
Public Storage REIT		137		51
Pulte Group, Inc.		3,036		174
Realty Income Corp. REIT		467		33
Regency Centers Corp. REIT		133		10
Retail Opportunity Investments Corp. REIT		103		2
Rexford Industrial Realty, Inc. REIT		115		9
RLJ Lodging Trust REIT		144		2
Royal Gold, Inc.		591		62
RPM International, Inc.		139		14
RPT Realty REIT		71		1
Ryman Hospitality Properties, Inc. REIT (a)		46		4
Sabra Health Care, Inc. REIT		184		2
Safehold, Inc. REIT		14		1
Saul Centers, Inc. REIT		12		1
Schlumberger N.V.		2,445		73
Sealed Air Corp.		165		11
Seritage Growth Properties, Class A (a)(c)		30		—	@
Service Properties Trust REIT		144		1
Sherwin-Williams Co. (The)		272		96
Simon Property Group, Inc. REIT		286		46
SITE Centers Corp. REIT		135		2
SL Green Realty Corp. REIT		61		4
Spirit Realty Capital, Inc. REIT		100		5
STAG Industrial, Inc. REIT		138		7
Steel Dynamics, Inc.		221		14
STORE Capital Corp. REIT		206		7
Summit Hotel Properties, Inc. REIT (a)		92		1
Sun Communities, Inc. REIT		94		20
Sunstone Hotel Investors, Inc. REIT (a)		188		2
Sylvamo Corp. (a)		35		1
Tanger Factory Outlet Centers, Inc. REIT		82		2
Taylor Morrison Home Corp. (a)		435		15
Terreno Realty Corp. REIT		60		5
Toll Brothers, Inc.		1,386		100
TopBuild Corp. (a)		113		31
Tri Pointe Homes, Inc. (a)		401		11
UDR, Inc. REIT		259		16
UMH Properties, Inc. REIT		36		1
Universal Health Realty Income Trust REIT		12		1
Urban Edge Properties REIT		102		2
Urstadt Biddle Properties, Inc., Class A REIT		26		1
Valero Energy Corp.		726		55
Ventas, Inc. REIT		327		17
Veris Residential, Inc. REIT (a)		63		1
VICI Properties, Inc. REIT		468		14
Vornado Realty Trust REIT		142		6

	Shares			Value (000)
Vulcan Materials Co.		141		$	29
Washington REIT		74			2
Welltower, Inc. REIT		364			31
WestRock Co.		275			12
Williams Cos., Inc. (The)		2,152			56
WP Carey, Inc. REIT		153			13
Xenia Hotels & Resorts, Inc. REIT (a)		99			2
					6,247
Total Common Stocks (Cost $7,531)					8,247
	Face Amount (000)
U.S. Treasury Security (19.2%)
United States (19.2%)
U.S. Treasury Inflation Indexed Bond, 0.13%, 7/15/31 (Cost $6,184)	$	5,562			6,257
	Shares
Short-Term Investments (52.3%)
Securities held as Collateral on Loaned Securities (0.1%)
Investment Company (0.1%)
Morgan Stanley Institutional Liquidity Funds — Treasury Portfolio — Institutional Class (See Note G)		20,400			20
	Face Amount (000)
Repurchase Agreements (0.0%) (d)
HSBC Securities USA, Inc. (0.05%, dated 12/31/21, due 1/3/22; proceeds $—@; fully collateralized by U.S. Government obligations; 0.00% due 5/15/25 — 11/15/28; valued at $—@)	$	—	@		—	@
Merrill Lynch & Co., Inc. (0.05%, dated 12/31/21, due 1/3/22; proceeds $4; fully collateralized by U.S. Government obligations; 0.13% — 2.88% due 7/31/23 — 7/31/25; valued at $4)		4			4
					4
Total Securities held as Collateral on Loaned Securities (Cost $24)					24
	Shares
Investment Company (52.2%)
Morgan Stanley Institutional Liquidity Funds — Treasury Portfolio — Institutional Class (See Note G) (Cost $17,007)		17,006,660			17,007
Total Short-Term Investments (Cost $17,031)					17,031
Total Investments (96.9%) (Cost $30,746) Including $26 of Securities Loaned (e)					31,535
Other Assets in Excess of Liabilities (3.1%)					1,023
Net Assets (100.0%)				$	32,558

The accompanying notes are an integral part of the consolidated financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Multi-Asset Real Return Portfolio

(a) Non-income producing security.

(b) Security trades on the Hong Kong exchange.

(d) Amount is less than 0.05%.

(e) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $31,137,000. The aggregate gross unrealized appreciation is approximately $1,585,000 and the aggregate gross unrealized depreciation is approximately $828,000, resulting in net unrealized appreciation of approximately $757,000.

@ Value is less than $500.

ADR American Depositary Receipt.

REIT Real Estate Investment Trust.

Futures Contracts:

The Fund had the following futures contracts open at December 31, 2021:

	Number of Contracts		Expiration Date	Notional Amount (000)			Value (000)			Unrealized Appreciation (Depreciation) (000)
Long:
Brent Crude (United Kingdom)		9	Dec-22	GBP	9		$	660		$	57
Gold 100 Oz (United States)		16	Feb-22	$	—	@		2,926			45
Short:
S&P 500 E Mini Index (United States)		4	Mar-22		—	@		(952	)		(13	)
										$	89

Interest Rate Swap Agreements:

The Fund had the following interest rate swap agreements open at December 31, 2021:

Swap Counterparty	Floating Rate Index	Pay/Receive Floating Rate	Fixed Rate			Payment Frequency Paid/ Received	Maturity Date	Notional Amount (000)		Value (000)			Upfront Payment Paid (000)		Unrealized Appreciation (Depreciation) (000)
Morgan Stanley & Co. LLC*	US CPI All Urban Consumers Index	Receive		2.54	%	Semi-Annual/ Quarterly	9/2/31	$	8,500	$	336		$	—	$	336
Morgan Stanley & Co. LLC*	US CPI All Urban Consumers Index	Receive		2.68		Semi-Annual/ Quarterly	12/15/31		4,713		71			—		71
Morgan Stanley & Co. LLC*	US CPI All Urban Consumers Index	Pay		2.91		Semi-Annual/ Quarterly	12/15/26		4,713		(38	)		—		(38	)
										$	369		$	—	$	369

Total Return Swap Agreements:

The Fund had the following total return swap agreements open at December 31, 2021:

Swap Counterparty	Index	Pay/Receive Total Return of Referenced Index	Floating Rate	Payment Frequency	Maturity Date	Notional Amount (000)		Value (000)		Upfront Payment Paid (000)		Unrealized Appreciation (000)
Goldman Sachs International	S&P GSCI Total Return Index	Receive	3 Month USD LIBOR plus 0.01%	Quarterly	9/2/22	$	605	$	39	$	—	$	39
Goldman Sachs International	S&P GSCI Total Return Index	Receive	3 Month USD LIBOR plus 0.09%	Quarterly	9/2/22		936		73		—		73
								$	112	$	—	$	112

@ Value is less than $500.

* Cleared swap agreement, the broker is Morgan Stanley & Co. LLC.

LIBOR London Interbank Offered Rate.

GBP — British Pound

USD — United States Dollar

The accompanying notes are an integral part of the consolidated financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Multi-Asset Real Return Portfolio

Portfolio Composition**

Classification	Percentage of Total Investments
Short-Term Investments		54.0	%
U.S. Treasury Security		19.9
Metals & Mining		8.4
Other***		7.1
Oil, Gas & Consumable Fuels		5.4
Household Durables		5.2
Total Investments		100.0	%****

** Percentages indicated are based upon total investments (excluding Securities held as Collateral on Loaned Securities) as of December 31, 2021.

*** Industries and/or investment types representing less than 5% of total investments.

**** Does not include open long/short futures contracts with a value of approximately $4,538,000 and net unrealized appreciation of approximately $89,000. Also does not include open swap agreements with net unrealized appreciation of approximately $481,000.

The accompanying notes are an integral part of the consolidated financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Multi-Asset Real Return Portfolio

Consolidated Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value⁽¹⁾ (Cost $13,719)	$	14,508
Investment in Security of Affiliated Issuer, at Value (Cost $17,027)		17,027
Total Investments in Securities, at Value (Cost $30,746)		31,535
Foreign Currency, at Value (Cost $21)		21
Cash from Securities Lending		—	@
Due from Broker		655
Receivable for Variation Margin on Futures Contracts		348
Due from Adviser		170
Unrealized Appreciation on Swap Agreements		112
Receivable for Fund Shares Sold		89
Dividends Receivable		8
Tax Reclaim Receivable		4
Interest Receivable		3
Receivable from Affiliate		—	@
Receivable from Securities Lending Income		—	@
Other Assets		29
Total Assets		32,974
Liabilities:
Payable for Custodian Fees		58
Payable for Professional Fees		43
Due to Broker		40
Payable for Variation Margin on Swap Agreements		35
Payable for Offering Costs		30
Collateral on Securities Loaned, at Value		24
Payable for Administration Fees		2
Payable for Transfer Agency Fees — Class I		1
Payable for Transfer Agency Fees — Class A		—	@
Payable for Transfer Agency Fees — Class C		1
Payable for Transfer Agency Fees — Class IS		—	@
Payable for Sub Transfer Agency Fees — Class I		2
Payable for Sub Transfer Agency Fees — Class A		—	@
Payable for Sub Transfer Agency Fees — Class C		—	@
Payable for Shareholder Services Fees — Class A		—	@
Payable for Distribution and Shareholder Services Fees — Class C		1
Deferred Capital Gain Country Tax		—	@
Other Liabilities		179
Total Liabilities		416
Net Assets	$	32,558
Net Assets Consist of:
Paid-in-Capital	$	30,850
Total Distributable Earnings		1,708
Net Assets	$	32,558

The accompanying notes are an integral part of the consolidated financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Multi-Asset Real Return Portfolio

Consolidated Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	30,776
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		2,815,308
Net Asset Value, Offering and Redemption Price Per Share	$	10.93
CLASS A:
Net Assets	$	826
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		75,440
Net Asset Value, Redemption Price Per Share	$	10.95
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	0.61
Maximum Offering Price Per Share	$	11.56
CLASS C:
Net Assets	$	943
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		86,556
Net Asset Value, Offering and Redemption Price Per Share	$	10.90
CLASS IS:
Net Assets	$	13
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,204
Net Asset Value, Offering and Redemption Price Per Share	$	10.93
⁽¹⁾ Including: Securities on Loan, at Value:	$	26

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Multi-Asset Real Return Portfolio

Consolidated Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $16 of Foreign Taxes Withheld)	$	360
Interest from Securities of Unaffiliated Issuers		307
Income from Securities Loaned — Net		1
Dividends from Security of Affiliated Issuer (Note G)		—	@
Total Investment Income		668
Expenses:
Shareholder Reporting Fees		181
Advisory Fees (Note B)		154
Professional Fees		131
Custodian Fees (Note F)		88
Registration Fees		52
Organization Costs for Subsidiary		30
Administration Fees (Note C)		21
Pricing Fees		17
Shareholder Services Fees — Class A (Note D)		1
Distribution and Shareholder Services Fees — Class C (Note D)		9
Transfer Agency Fees — Class I (Note E)		2
Transfer Agency Fees — Class A (Note E)		2
Transfer Agency Fees — Class C (Note E)		2
Transfer Agency Fees — Class IS (Note E)		2
Sub Transfer Agency Fees — Class I		8
Sub Transfer Agency Fees — Class A		—	@
Sub Transfer Agency Fees — Class C		1
Directors' Fees and Expenses		5
Other Expenses		20
Total Expenses		726
Expenses Reimbursed by Adviser (Note B)		(352	)
Waiver of Advisory Fees (Note B)		(154	)
Reimbursement of Class Specific Expenses — Class A (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class C (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(2	)
Rebate from Morgan Stanley Affiliate (Note G)		(1	)
Net Expenses		213
Net Investment Income		455
Realized Gain (Loss):
Investments Sold		4,821
Foreign Currency Translation		(2	)
Futures Contracts		(81	)
Swap Agreements		466
Net Realized Gain		5,204
Change in Unrealized Appreciation (Depreciation):
Investments (Net of Increase in Deferred Capital Gain Country Tax of $—@)		(1,156	)
Foreign Currency Translation		(1	)
Futures Contracts		89
Swap Agreements		481
Net Change in Unrealized Appreciation (Depreciation)		(587	)
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		4,617
Net Increase in Net Assets Resulting from Operations	$	5,072

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Multi-Asset Real Return Portfolio

Consolidated Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020* (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Income	$	455		$	236
Net Realized Gain (Loss)		5,204			(924	)
Net Change in Unrealized Appreciation (Depreciation)		(587	)		1,199
Net Increase in Net Assets Resulting from Operations		5,072			511
Dividends and Distributions to Shareholders:
Class I		(4,078	)		(235	)
Class A		(56	)		(—	@)
Class C		(133	)		(1	)
Class IS		(2	)		(—	@)
Total Dividends and Distributions to Shareholders		(4,269	)		(236	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		8,662			6,900
Distributions Reinvested		4,078			235
Redeemed		(677	)		(194	)
Class A:
Subscribed		740			24
Distributions Reinvested		55			—	@
Redeemed		(—	@)		(23	)
Class C:
Subscribed		1,208			50
Distributions Reinvested		133			1
Redeemed		(660	)		(7	)
Class IS:
Distributions Reinvested		2			—	@
Net Increase in Net Assets Resulting from Capital Share Transactions		13,541			6,986
Total Increase in Net Assets		14,344			7,261
Net Assets:
Beginning of Period		18,214			10,953
End of Period	$	32,558		$	18,214
(1) Capital Share Transactions:
Class I:
Shares Subscribed		767			703
Shares Issued on Distributions Reinvested		380			25
Shares Redeemed		(60	)		(20	)
Net Increase in Class I Shares Outstanding		1,087			708
Class A:
Shares Subscribed		66			2
Shares Issued on Distributions Reinvested		5			—	@@
Shares Redeemed		(—	@@)		(2	)
Net Increase in Class A Shares Outstanding		71			—	@@
Class C:
Shares Subscribed		108			6
Shares Issued on Distributions Reinvested		13			—	@@
Shares Redeemed		(55	)		(1	)
Net Increase in Class C Shares Outstanding		66			5
Class IS:
Shares Issued on Distributions Reinvested		—	@@		—	@@

* Not consolidated.

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the consolidated financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Multi-Asset Real Return Portfolio

	Class I
	Year Ended December 31,									Period from June 18, 2018⁽²⁾ to
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			December 31, 2018⁽¹⁾
Net Asset Value, Beginning of Period	$	10.38		$	10.51		$	9.06		$	10.00
Income (Loss) from Investment Operations:
Net Investment Income⁽³⁾		0.21			0.16			0.19			0.13
Net Realized and Unrealized Gain (Loss)		2.04			(0.14	)		1.46			(0.79	)
Total from Investment Operations		2.25			0.02			1.65			(0.66	)
Distributions from and/or in Excess of:
Net Investment Income		(0.26	)		(0.15	)		(0.20	)		(0.22	)
Net Realized Gain		(1.44	)		—			—			—
Paid-in-Capital		—			—			(0.00	)⁽⁴⁾		(0.06	)
Total Distributions		(1.70	)		(0.15	)		(0.20	)		(0.28	)
Net Asset Value, End of Period	$	10.93		$	10.38		$	10.51		$	9.06
Total Return⁽⁵⁾		22.11	%		0.39	%		18.35	%		(6.70	)%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	30,776		$	17,942		$	10,728		$	9,033
Ratio of Expenses Before Expense Limitation		2.76	%		2.93	%		3.82	%		4.76	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		0.79	%⁽⁶⁾		0.77	%⁽⁶⁾		0.76	%⁽⁶⁾		0.76	%⁽⁶⁾⁽⁸⁾
Ratio of Net Investment Income		1.80	%⁽⁶⁾		1.68	%⁽⁶⁾		1.88	%⁽⁶⁾		2.52	%⁽⁶⁾⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.01	%		0.01	%		0.01	%		0.01	%⁽⁸⁾
Portfolio Turnover Rate		232	%		68	%		65	%		26	%⁽⁷⁾

(1) Not consolidated.

(2) Commencement of Operations.

(3) Per share amount is based on average shares outstanding.

(4) Amount is less than $0.005 per share.

(5) Calculated based on the net asset value as of the last business day of the period.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Multi-Asset Real Return Portfolio

	Class A
	Year Ended December 31,									Period from June 18, 2018⁽²⁾ to
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			December 31, 2018⁽¹⁾
Net Asset Value, Beginning of Period	$	10.41		$	10.53		$	9.06		$	10.00
Income (Loss) from Investment Operations:
Net Investment Income⁽³⁾		0.29			0.11			0.15			0.11
Net Realized and Unrealized Gain (Loss)		1.92			(0.12	)		1.47			(0.79	)
Total from Investment Operations		2.21			(0.01	)		1.62			(0.68	)
Distributions from and/or in Excess of:
Net Investment Income		(0.23	)		(0.11	)		(0.15	)		(0.20	)
Net Realized Gain		(1.44	)		—			—			—
Paid-in-Capital		—			—			(0.00	)⁽⁴⁾		(0.06	)
Total Distributions		(1.67	)		(0.11	)		(0.15	)		(0.26	)
Net Asset Value, End of Period	$	10.95		$	10.41		$	10.53		$	9.06
Total Return⁽⁵⁾		21.62	%		0.07	%		17.93	%		(6.90	)%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	826		$	43		$	42		$	9
Ratio of Expenses Before Expense Limitation		4.14	%		10.61	%		7.63	%		22.79	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		1.14	%⁽⁶⁾		1.14	%⁽⁶⁾		1.14	%⁽⁶⁾		1.14	%⁽⁶⁾⁽⁸⁾
Ratio of Net Investment Income		2.48	%⁽⁶⁾		1.18	%⁽⁶⁾		1.46	%⁽⁶⁾		2.18	%⁽⁶⁾⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.01	%		0.01	%		0.01	%		0.01	%⁽⁸⁾
Portfolio Turnover Rate		232	%		68	%		65	%		26	%⁽⁷⁾

(1) Not consolidated.

(2) Commencement of Operations.

(3) Per share amount is based on average shares outstanding.

(4) Amount is less than $0.005 per share.

(5) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
18

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Multi-Asset Real Return Portfolio

	Class C
	Year Ended December 31,									Period from June 18, 2018⁽²⁾ to
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			December 31, 2018⁽¹⁾
Net Asset Value, Beginning of Period	$	10.36		$	10.50		$	9.06		$	10.00
Income (Loss) from Investment Operations:
Net Investment Income⁽³⁾		0.08			0.05			0.07			0.07
Net Realized and Unrealized Gain (Loss)		2.04			(0.14	)		1.48			(0.79	)
Total from Investment Operations		2.12			(0.09	)		1.55			(0.72	)
Distributions from and/or in Excess of:
Net Investment Income		(0.14	)		(0.05	)		(0.11	)		(0.16	)
Net Realized Gain		(1.44	)		—			—			—
Paid-in-Capital		—			—			(0.00	)⁽⁴⁾		(0.06	)
Total Distributions		(1.58	)		(0.05	)		(0.11	)		(0.22	)
Net Asset Value, End of Period	$	10.90		$	10.36		$	10.50		$	9.06
Total Return⁽⁵⁾		20.80	%		(0.81	)%		17.12	%		(7.27	)%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	943		$	218		$	172		$	9
Ratio of Expenses Before Expense Limitation		4.04	%		5.10	%		8.50	%		23.55	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		1.89	%⁽⁶⁾		1.89	%⁽⁶⁾		1.89	%⁽⁶⁾		1.89	%⁽⁶⁾⁽⁸⁾
Ratio of Net Investment Income		0.69	%⁽⁶⁾		0.54	%⁽⁶⁾		0.68	%⁽⁶⁾		1.37	%⁽⁶⁾⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.01	%		0.01	%		0.01	%		0.01	%⁽⁸⁾
Portfolio Turnover Rate		232	%		68	%		65	%		26	%⁽⁷⁾

(1) Not consolidated.

(2) Commencement of Operations.

(3) Per share amount is based on average shares outstanding.

(4) Amount is less than $0.005 per share.

(5) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
19

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Multi-Asset Real Return Portfolio

	Class IS
	Year Ended December 31,									Period from June 18, 2018⁽²⁾ to
Selected Per Share Data and Ratios	2021			2020⁽¹⁾			2019⁽¹⁾			December 31, 2018⁽¹⁾
Net Asset Value, Beginning of Period	$	10.38		$	10.51		$	9.06		$	10.00
Income (Loss) from Investment Operations:
Net Investment Income⁽³⁾		0.20			0.16			0.19			0.13
Net Realized and Unrealized Gain (Loss)		2.05			(0.13	)		1.47			(0.79	)
Total from Investment Operations		2.25			0.03			1.66			(0.66	)
Distributions from and/or in Excess of:
Net Investment Income		(0.26	)		(0.16	)		(0.21	)		(0.22	)
Net Realized Gain		(1.44	)		—			—			—
Paid-in-Capital		—			—			(0.00	)⁽⁴⁾		(0.06	)
Total Distributions		(1.70	)		(0.16	)		(0.21	)		(0.28	)
Net Asset Value, End of Period	$	10.93		$	10.38		$	10.51		$	9.06
Total Return⁽⁵⁾		22.16	%		0.42	%		18.37	%		(6.69	)%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	13		$	11		$	11		$	9
Ratio of Expenses Before Expense Limitation		21.20	%		22.80	%		22.24	%		22.53	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		0.74	%⁽⁶⁾		0.74	%⁽⁶⁾		0.74	%⁽⁶⁾		0.74	%⁽⁶⁾⁽⁸⁾
Ratio of Net Investment Income		1.75	%⁽⁶⁾		1.62	%⁽⁶⁾		1.90	%⁽⁶⁾		2.53	%⁽⁶⁾⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.01	%		0.01	%		0.01	%		0.01	%⁽⁸⁾
Portfolio Turnover Rate		232	%		68	%		65	%		26	%⁽⁷⁾

(1) Not consolidated.

(2) Commencement of Operations.

(3) Per share amount is based on average shares outstanding.

(4) Amount is less than $0.005 per share.

(5) Calculated based on the net asset value as of the last business day of the period.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
20

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements

The accompanying consolidated financial statements relate to the Multi-Asset Real Return Portfolio (name changed on August 31, 2021, formerly Real Assets Portfolio). The Fund seeks total return, targeted to be in excess of inflation, through capital appreciation and current income.

The Fund offers four classes of shares — Class I, Class A, Class C and Class IS.

A. Significant Accounting Policies: The following significant accounting policies are in conformity with U.S. generally accepted accounting principles ("GAAP"). Such policies are consistently followed by the Company in the preparation of its consolidated financial statements. GAAP may require management to make estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results may differ from those estimates.

The Fund may, consistent with its principal investment strategies, invest up to 25% of its total assets in a wholly-owned subsidiary of the Fund organized as a company under the laws of the Cayman Islands, Multi-Asset Real Return Cayman Portfolio, Ltd. (the "Subsidiary"). The Subsidiary may invest, directly or indirectly through the use of derivatives, in securities, commodities, commodity-related instruments and other investments, primarily futures, swaps and notes. The Fund is the sole shareholder of the Subsidiary, and it is not currently expected that shares of the Subsidiary will be sold or offered to other investors. The consolidated portfolio of investments and consolidated financial statements include the positions and accounts of the Fund and the Subsidiary. All intercompany accounts and transactions of the Fund and the Subsidiary have been eliminated in consolidation and all accounting policies of the Subsidiary are consistent with those of the Fund. As of December 31, 2021, the Subsidiary represented approximately $1,703,000 or approximately 5.23% of the total net assets of the Fund.

Investments in the Subsidiary are expected to provide the Fund with exposure to bitcoin within the limitations of Subchapter M of the Code and recent Internal Revenue Service ("IRS")

1. Security Valuation: (1) An equity portfolio security listed or traded on an exchange is valued at its latest reported sales price (or at the exchange official closing price if such exchange reports an official closing price), and if there were no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant exchanges. If only bid prices are available then the latest bid price may be used. Listed equity securities not traded on the valuation date with no reported bid and asked prices available on the exchange are valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers. In cases where a security is traded on more than one exchange, the security is valued on the exchange designated as the primary market; (2) all other equity portfolio securities for which over-the-counter ("OTC") market quotations are readily available are valued at the latest reported sales price (or at the market official closing price if such market reports an official closing price), and if there was no trading in the security on a given day and if there is no official closing price from relevant markets for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) futures are valued at the settlement price on the exchange on which they trade or, if a settlement price is unavailable, at the last sale price on the exchange; (4) OTC swaps may be valued by an outside pricing service approved by the

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Directors or quotes from a broker or dealer. Swaps cleared on a clearinghouse or exchange may be valued using the closing price provided by the clearinghouse or exchange. Total return swaps may also be fair valued using direct accrual/return calculations if prices on the reference asset on the total return leg of the swap are available from a pricing service/vendor for such instrument. In the event that the reference asset on the total return leg of the swap is a benchmark index, then price of such reference asset may be obtained from a pricing service provider or from the benchmark index sponsor; (5) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser") or Morgan Stanley Investment Management Limited ("MSIM Limited") (the "Sub-Adviser"), each a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (6) when market quotations are not readily available, including circumstances under which the Adviser or Sub-Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and

other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (7) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; and (8) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

the principal market, or in the absence of a principal market, the most advantageous market for the investment or liability. ASC 820 establishes a three-tier hierarchy to distinguish between (1) inputs that reflect the assumptions market participants would use in valuing an asset or liability developed based on market data obtained from sources independent of the reporting entity (observable inputs) and (2) inputs that reflect the reporting entity's own assumptions about the assumptions market participants would use in valuing an asset or liability developed based on the best information available in the circumstances (unobservable inputs) and to establish classification of fair value measurements for disclosure purposes. Various inputs are used in determining the value of the Fund's investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)			Level 2 Other significant observable inputs (000)			Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Chemicals	$	786		$	—		$	—	$	786
Construction Materials		58			—			—		58
Containers & Packaging		143			—			—		143
Energy Equipment & Services		140			—			—		140
Equity Real Estate Investment Trusts (REITs)		1,110			—			—		1,110
Household Durables		1,635			—			—		1,635
Metals & Mining		2,661			—			—		2,661
Oil, Gas & Consumable Fuels		1,711			—			—		1,711
Paper & Forest Products		1			—			—		1
Real Estate Management & Development		2			—			—		2
Total Common Stocks		8,247			—			—		8,247
U.S. Treasury Security		—			6,257			—		6,257
Short-Term Investments
Investment Company		17,027			—			—		17,027
Repurchase Agreements		—			4			—		4
Total Short-Term Investments		17,027			4			—		17,031
Futures Contracts		102			—			—		102
Interest Rate Swap Agreements		—			407			—		407
Total Return Swap Agreements		—			112			—		112
Total Assets		25,376			6,780			—		32,156
Liabilities:
Futures Contract		(13	)		—			—		(13	)
Interest Rate Swap Agreement		—			(38	)		—		(38	)
Total Liabilities		(13	)		(38	)		—		(51	)
Total	$	25,363		$	6,742		$	—	$	32,105

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

the extent that any repurchase transaction exceeds one business day, the value of the collateral is marked-to-market on a daily basis to determine that the value of the collateral does not decrease below the repurchase price plus accrued interest as earned. If such a decrease occurs, additional collateral will be requested and, when received, will be added to the account to maintain full collateralization. In the event of default on the obligation to repurchase, the Fund has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. In the event of default or bankruptcy by the counterparty to the agreement, realization of the collateral proceeds may be subject to cost and delays. The Fund, along with other affiliated investment companies, may utilize a joint trading account for the purpose of entering into repurchase agreements.

4. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Governmental approval for foreign investments may be required in advance of making an investment under certain circumstances in some countries, and the extent of foreign investments in domestic companies may be subject to limitation in other countries. Foreign ownership limitations also may be imposed by the charters of individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Consolidated Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

5. Treasury Inflation-Protected Securities: The Fund may invest in Treasury Inflation-Protected Securities ("TIPS"), including structured bonds in which the principal amount is adjusted daily to keep pace with inflation, as measured by the U.S. Consumer Pricing Index for Urban Consumers. The adjustments to principal due to inflation/deflation are reflected as increases/decreases to interest income with a corresponding adjustment to cost. Such adjustments may have a significant impact on the Fund's distributions and may result in a return of capital to shareholders. The repayment of the original bond

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

principal upon maturity is guaranteed by the full faith and credit of the U.S. Government.

6. Derivatives: The Fund may, but is not required to, use derivative instruments for a variety of purposes, including hedging, risk management, portfolio management or to earn income. Derivatives are financial instruments whose value is based, in part, on the value of an underlying asset, interest rate, index or financial instrument. Prevailing interest rates and volatility levels, among other things, also affect the value of derivative instruments. A derivative instrument often has risks similar to its underlying asset and may have additional risks, including imperfect correlation between the value of the derivative and the underlying asset, risks of default by the counterparty to certain transactions, magnification of losses incurred due to changes in the market value of the securities, instruments, indices or interest rates to which the derivative instrument relates, risks that the transactions may not be liquid and risks arising from margin requirements. The use of derivatives involves risks that are different from, and possibly greater than, the risks associated with other portfolio investments. Derivatives may involve the use of highly specialized instruments that require investment techniques and risk analyses different from those associated with other portfolio investments. All of the Fund's holdings, including derivative instruments, are marked-to-market each day with the change in value reflected in unrealized appreciation (depreciation). Upon disposition, a realized gain or loss is recognized.

Certain derivative transactions may give rise to a form of leverage. Leverage magnifies the potential for gain and the risk of loss. Leverage associated with derivative transactions may cause the Fund to liquidate portfolio positions when it may not be advantageous to do so to satisfy its obligations or to meet earmarking or segregation requirements, pursuant to applicable Securities and Exchange Commission rules and regulations, or may cause the Fund to be more volatile than if the Fund had not been leveraged. Although the Adviser and/or Sub-Adviser and/or Sub-Adviser seek to use derivatives to further the Fund's investment objectives, there is no assurance that the use of derivatives will achieve this result.

Following is a description of the derivative instruments and techniques that the Fund used during the period and their associated risks:

Futures: A futures contract is a standardized, exchange-traded agreement to buy or sell a specific quantity of an underlying asset, reference rate or index at a specific price at a specific future time. The value of a futures contract tends to increase and decrease in tandem with the value of the underlying instrument. Depending on the terms of the particular contract, futures contracts are settled through either physical delivery of the underlying instrument on the settlement date or by payment of a cash settlement amount on the settlement date. During the period the futures contract is open, payments are received from or made to the broker based upon changes in the value of the contract (the variation margin). A decision as to whether, when and how to use futures contracts involves the exercise of skill and judgment and even a well-conceived futures transaction may be unsuccessful because of market behavior or unexpected events. In addition to the derivatives risks discussed above, the prices of futures contracts can be highly volatile, using futures contracts can lower total return and the potential loss from futures contracts can exceed the Fund's initial investment in such contracts. No assurance can be given that a liquid market will exist for any particular futures contract at any particular time. There is also the risk of loss by the Fund of margin deposits in the event of bankruptcy of a broker with which the Fund has open positions in the futures contract.

Swaps: The Fund may enter into OTC swap contracts or cleared swap transactions. A swap contract is an agreement between two parties pursuant to which the parties exchange payments at specified dates on the basis of a specified notional amount, with the payments calculated by reference to specified securities, indices, reference rates, currencies or other instruments. Typically swap agreements provide that when the period payment dates for both parties are the same, the payments are made on a net basis (i.e., the two payment streams are netted out, with only the net amount paid by one party to the other). The Fund's obligations or rights under a swap contract entered into on a net basis will generally be equal only to the net amount to be paid or received under the agreement, based on the relative values of the positions held by each party. Cleared swap transactions may help reduce

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

counterparty credit risk. In a cleared swap, the Fund's ultimate counterparty is a clearinghouse rather than a swap dealer, bank or other financial institution. OTC swap agreements are not entered into or traded on exchanges and often there is no central clearing or guaranty function for OTC swaps. These OTC swaps are often subject to credit risk or the risk of default or non-performance by the counterparty. Both OTC and cleared swaps could result in losses if interest rates, foreign currency exchange rates or other factors are not correctly anticipated by the Fund or if the reference index, security or investments do not perform as expected.

During the period swap agreements are open, payments are received from or made to the clearinghouse or counterparty based upon changes in the value of the contract (variation margin). The Dodd-Frank Wall Street Reform and Consumer Protection Act and related regulatory developments require the clearing and exchange-trading of certain standardized swap transactions. Mandatory exchange-trading and clearing is occurring on a phased-in basis based on the type of market participant and U.S. Commission ("CFTC") approval of contracts for central clearing and exchange trading.

The Fund may enter into total return swaps in which one party agrees to make periodic payments to another party based on the change in market value of the assets underlying the contract, which may include, but not be limited to, a specified security, basket of securities or securities indices during the specified period, in return for periodic payments based on a fixed or variable interest rate or the total return from other underlying assets. Total return swaps may be used to obtain long or short exposure to a security or market without owning or taking physical custody of such security or investing directly in such market. Total return swaps may effectively add leverage to the Fund's portfolio because, in addition to its total net assets, the Fund would be subject to investment exposure on the notional amount of the swap. Total return swaps are subject to the risk that a counterparty will default on its payment obligations to the Fund thereunder, and conversely, that the Fund will not be able to meet its obligation to the counterparty.

The Fund may enter into interest rate swaps which is an agreement between two parties to exchange their respective commitments to pay or receive interest. Interest rate swaps are generally entered into on a net basis. Interest

rate swaps do not involve the delivery of securities, other underlying assets, or principal. Accordingly, the risk of market loss with respect to interest rate swaps is typically limited to the net amount of interest payments that the Fund is contractually obligated to make.

When the Fund has an unrealized loss on a swap agreement, the Fund has instructed the custodian to pledge cash or liquid securities as collateral with a value approximately equal to the amount of the unrealized loss. Collateral pledges are monitored and subsequently adjusted if and when the swap valuations fluctuate. If applicable, cash collateral is included with "Due from (to) Broker" in the Consolidated Statement of Assets and Liabilities.

Upfront payments paid or received by the Fund will be reflected as an asset or liability, respectively, in the Consolidated Statement of Assets and Liabilities.

The following tables set forth the fair value of the Fund's derivative contracts by primary risk exposure as of December 31, 2021:

Asset Derivatives
Consolidated
Statement of Assets and
Liabilities Location

Primary Risk
Exposure

Value
(000)

Futures Contracts

Variation Margin on
Futures Contracts

Commodity Risk

102

(a)

Swap Agreements

Variation Margin on
Swap Agreements

Interest Rate Risk

407

(a)

Swap Agreements

Unrealized Appreciation on
Swap Agreements

Equity Risk

112

Total

621

Liability Derivatives
Consolidated
Statement of Assets and
Liabilities Location

Primary Risk
Exposure

Value
(000)

Futures Contract

Variation Margin on
Futures Contract

Equity Risk

(13

)(a)

Swap Agreement

Variation Margin on
Swap Agreement

Interest Rate Risk

(38

)(a)

Total

(51

)

(a) This amount represents the cumulative appreciation (depreciation) as reported in the Consolidated Portfolio of Investments. The Consolidated Statement of Assets and Liabilities only reflects the current day's net variation margin.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Realized Gain (Loss)
Primary Risk Exposure		Derivative Type	Value (000)
Commodity Risk		Futures Contracts	$	(46	)
Equity Risk		Futures Contracts		(35	)
Equity Risk		Swap Agreements		233
Interest Rate Risk		Swap Agreements		233
		Total	$	385
Change in Unrealized Appreciation (Depreciation)
Primary Risk Exposure		Derivative Type	Value (000)
Commodity Risk		Futures Contracts	$	102
Equity Risk		Futures Contracts		(13	)
Equity Risk	��	Swap Agreements		112
Interest Rate Risk		Swap Agreements		369
		Total	$	570

At December 31, 2021, the Fund's derivative assets and liabilities are as follows:

Gross Amounts of Assets and Liabilities Presented in the Consolidated Statement of Assets and Liabilities
Derivatives(b)	Assets(c) (000)		Liabilities(c) (000)
Swap Agreements	$	112	$	—

(b) Excludes exchange-traded derivatives.

(c) Absent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Consolidated Statement of Assets and Liabilities.

protection mechanisms and providing standardization that improves legal certainty. Cross-termination provisions under Master Agreements typically provide that a default in connection with one transaction between the Fund and a counterparty gives the non-defaulting party the right to terminate any other transactions in place with the defaulting party to create one single net payment due to/due from the defaulting party and may be a feature in certain Master Agreements. In the event the Fund exercises its right to terminate a Master Agreement after a counterparty experiences a termination event as defined in the Master Agreement, the return of collateral with market value in excess of the Fund's net liability may be delayed or denied.

The following tables present derivative financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Counterparty	Gross Asset Derivatives Presented in the Consolidated Statement of Assets and Liabilities (000)		Financial Instrument (000)		Collateral Received (000)		Net Amount (not less than $0) (000)
Goldman Sachs International	$	112	$	—	$	—	$	112

For the year ended December 31, 2021, the approximate average monthly amount outstanding for each derivative type is as follows:

Futures Contracts:
Average monthly notional value	$	2,387,000
Swap Agreements:
Average monthly notional amount	$	4,362,000

7. Securities Lending: The Fund lends securities to qualified financial institutions, such as broker-dealers, to earn additional income. Any increase or decrease in the fair value of the securities loaned that might occur and any interest earned or dividends declared on those securities during the term of the loan would remain in the Fund. The Fund would receive cash or securities as collateral in an amount equal to or exceeding 100% of the current fair value of the loaned securities. The collateral is marked-to-market daily by State Street Bank and Trust Company ("State Street"), the securities lending agent, to ensure that a minimum of 100% collateral coverage is maintained.

Based on pre-established guidelines, the securities lending agent invests any cash collateral that is received in an

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

affiliated money market portfolio and repurchase agreements. Securities lending income is generated from the earnings on the invested collateral and borrowing fees, less any rebates owed to the borrowers and compensation to the lending agent, and is recorded as "Income from Securities Loaned — Net" in the Fund's Consolidated Statement of Operations. Risks in securities lending transactions are that a borrower may not provide additional collateral when required or return the securities when due, and that the value of the short-term investments will be less than the amount of cash collateral plus any rebate that is required to be returned to the borrower.

The Fund has the right under the securities lending agreement to recover the securities from the borrower on demand.

The following table presents financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Gross Asset Amounts Presented in the Consolidated Statement of Assets and Liabilities (000)			Financial Instrument (000)		Collateral Received (000)			Net Amount (not less than $0) (000)
$	26	(d)	$	—	$	(26	)(e)(f)	$	0

(d) Represents market value of loaned securities at year end.

(e) The Fund received cash collateral of approximately $24,000, of which approximately $24,000 was subsequently invested in Repurchase Agreements and Morgan Stanley Institutional Liquidity Funds as reported in the Portfolio of Investments. As of December 31, 2021, there was uninvested cash of less than $500, which is not reflected in the Portfolio of Investments. In addition, the Fund received non-cash collateral of approximately $2,000 in the form of U.S. Government obligations, which the Fund cannot sell or repledge, and accordingly are not reflected in the Consolidated Portfolio of Investments.

(f) The actual collateral received is greater than the amount shown here due to overcollateralization.

The following table displays a breakdown of transactions accounted for as secured borrowings, the gross obligations by class of collateral pledged and the remaining

contractual maturity of those transactions as of December 31, 2021:

Remaining Contractual Maturity of the Agreements
	Overnight and Continuous (000)		<30 days (000)		Between 30 & 90 days (000)		>90 days (000)		Total (000)
Securities Lending Transactions
Common Stocks	$	24	$	—	$	—	$	—	$	24
Total Borrowings	$	24	$	—	$	—	$	—	$	24
Gross amount of recognized liabilities for securities lending transactions									$	24

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

First $1 billion				Over $1 billion
	0.60	%			0.55	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.00% of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses, excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 0.80% for Class I shares, 1.15% for Class A shares, 1.90% for Class C shares and 0.75% for Class IS shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time that the Directors act to discontinue all or a portion of such waivers or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $154,000 of advisory fees were waived and approximately $358,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

The Adviser has agreed to waive its advisory fees by the amount of advisory fees it receives from the Subsidiary.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $33,010,000 and $40,751,000, respectively. For the year ended December 31, 2021, purchases and sales of long-term U.S. Government securities were approximately $17,340,000 and $15,719,000, respectively.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser, both directly and as a portion of the securities held as collateral on loaned securities. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $1,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	1,738			$	57,686			$	42,397			$	—	@

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	17,027

@ Amount is less than $500.

Rule 17a-7 under the Act (the "Rule"). Each cross-trade is executed at the current market price in compliance with provisions of the Rule. For the year ended December 31, 2021, the Fund did not engage in any cross-trade transactions.

The tax character of distributions paid may differ from the character of distributions shown for GAAP purposes due to short-term capital gains being treated as ordinary income for

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

tax purposes. The tax character of distributions paid during fiscal years 2021 and 2020 was as follows:

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Paid-in- Capital (000)
$	2,614	$	1,655	$	236	$	—

The Fund had no permanent differences causing reclassifications among the components of net assets for the year ended December 31, 2021.

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	436			$	2

During the year ended December 31, 2021, the Fund utilized capital loss carryforwards for U.S. federal income tax purposes of approximately $642,000.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Multi-Asset Real Return Portfolio

Opinion on the Financial Statements

We have audited the accompanying consolidated statement of assets and liabilities of Multi-Asset Real Return Portfolio (formerly Real Assets Portfolio) (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the consolidated portfolio of investments, as of December 31, 2021, and the related consolidated statements of operations and changes in net assets for the year then ended and the statement of changes in net assets for the year ended December 31, 2020, the consolidated financial highlights for the year ended December 31, 2021 and the financial highlights for each of the two years in the period ended December 31, 2020 and the period from June 18, 2018 (commencement of operations) through December 31, 2018 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the consolidated financial position of the Multi-Asset Real Return Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the consolidated results of its operations and the consolidated changes in its net assets for the year then ended and the changes in its net assets for the year ended December 31, 2020 and its consolidated financial highlights for the year ended December 31, 2021 and its financial highlights for each of the two years in the period ended December 31, 2020 and the period from June 18, 2018 (commencement of operations) through December 31, 2018, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021. For corporate shareholders 9.49% of the dividends qualified for the dividends received deduction.

The Fund designated and paid approximately $1,655,000 as a long-term capital gain distribution.

The Fund designated approximately $55,000 of its distributions paid as qualified business income.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Sub-Adviser

Morgan Stanley Investment Management Limited
25 Cabot Square, Canary Wharf
London, E14 4QA, England

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIMARRANN
3997496 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Next Gen Emerging Markets Portfolio

(formerly Frontier Markets Portfolio)

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					7
Statement of Assets and Liabilities					8
Statement of Operations					10
Statements of Changes in Net Assets					11
Financial Highlights					13
Notes to Financial Statements					18
Report of Independent Registered Public Accounting Firm					25
Liquidity Risk Management Program					26
U.S. Customer Privacy Notice					27
Director and Officer Information					30

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Next Gen Emerging Markets Portfolio (the "Fund") (formerly Frontier Markets Portfolio) performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

Next Gen Emerging Markets Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Next Gen Emerging Markets Portfolio Class I	$	1,000.00	$	980.40	$	1,018.45	$	6.69	$	6.82		1.34	%
Next Gen Emerging Markets Portfolio Class A		1,000.00		978.10		1,016.43		8.68		8.84		1.74
Next Gen Emerging Markets Portfolio Class L		1,000.00		976.20		1,013.86		11.21		11.42		2.25
Next Gen Emerging Markets Portfolio Class C		1,000.00		974.80		1,012.65		12.39		12.63		2.49
Next Gen Emerging Markets Portfolio Class IS		1,000.00		980.40		1,018.95		6.19		6.31		1.24

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Next Gen Emerging Markets Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 15.34%, net of fees. The Fund's Class I shares outperformed the Fund's new primary benchmark, the MSCI Frontier Emerging Markets Net Index (the "Index"), which returned 4.29%. The Fund's Class I shares underperformed the Fund's performance linked benchmark, the MSCI Frontier Markets/MSCI Frontier Emerging Markets Blend Net Index, which returned 18.49% and underperformed the old benchmark the MSCI Frontier Markets Net Index, which returned 19.73%.⁽¹⁾

Factors Affecting Performance

• The Fund's allocations to information technology (IT) stocks and Russia contributed to returns, led by allocations to a Russian digital bank and an Indonesian gaming and e-commerce company. Although the Indonesian e-commerce company experienced a sharp sell-off in the fourth quarter of 2021, our outlook for the company remains positive. We also expect the digital bank to continue to perform strongly as we believe there is significant room to grow in its market share of consumer lending and non-credit businesses.

• Zero allocations to Lebanon, the Philippines and Iceland also contributed.

• Allocations within Kazakhstan and Morocco contributed. Within Kazakhstan, the Fund's allocation to a uranium producer was among the top security contributors. Despite recent events and volatility in the country, this company delivered a return of +114% in 2021, as its business is global in nature and uranium demand and prices are likely to increase, particularly as the world moves to a lower-carbon economy.

• The Fund's allocation to a Vietnamese consumer electronics and grocery retailer added to returns. The company continues to execute on its mini-mart grocery business and in our view is the top retail story in the country, benefiting from increasing consumer incomes and the shift from informal to formal retail.

• Positioning in and an overweight allocation to Egypt detracted, as did our allocation to an e-commerce and online payments company in Latin America. The e-commerce and payments company experienced volatility in the last few months of 2021, as the ongoing challenges of Brazil's macro headwinds and potential new entrants to the market caused concerns among investors.

• Allocations to select names in Poland and South Africa also detracted. From a sector perspective, stock selection in consumer discretionary and an underweight allocation to materials hampered returns.

Management Strategies

• Despite the volatility in the last quarter of 2021, we remain committed to our investment process. We seek to invest in outstanding businesses at a reasonable price, in a concentrated, quality growth portfolio. We focus on overlooked markets that have large populations and strong growth tailwinds. Within these markets, we look for consumer-driven opportunities being created via technology, led by increased affordability and accessibility of the smartphone, a higher population of savvy tech-enabled youth, and the lack of basic infrastructure in these countries that is accelerating the creation of new digital infrastructure.

• Markets appear concerned about the prospect of higher costs of capital throughout the world. However, our bottom-up focus on competitive moats and strategy dynamics provide us with comfort, given weaker players often get shaken out, while stronger companies can survive and thrive. We are seeing continued strong execution from the businesses that make up our portfolio. If anything, recent market movements have given us a better entry point to some of these opportunities.

• We remain very excited about the investment opportunities for next gen emerging markets. Indeed, some of them are in the early stages of what could be a long period of fast growth and value creation, and several of them are trading at very attractive valuations.

⁽¹⁾ Effective June 30, 2021, the Morgan Stanley Institutional Fund, Inc Frontier Emerging Markets Portfolio was renamed the Next Gen Emerging Markets Portfolio. The performance linked blend index is calculated using the old benchmark MSCI Frontier Markets Net Index from the Fund's inception through June 29, 2021, and the MSCI Frontier Emerging Markets Net Index for periods thereafter. The Morgan Stanley Institutional Fund, Inc. Frontier Emerging Markets Portfolio may perform differently due to the change in investment strategy and approach. Past performance is not a guide to future performance.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Next Gen Emerging Markets Portfolio

* Minimum Investment for Class I shares

** Performance shown for the Fund's Class I shares reflects the performance of the common shares of Morgan Stanley Frontier Emerging Markets Fund, Inc. (the "Predecessor Fund") for periods prior to September 17, 2012.

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, L, C and IS shares will vary from the performance of Class I shares based upon their different inception dates and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the MSCI Frontier Emerging Markets Net Index⁽¹⁾, the MSCI Frontier Markets/MSCI Frontier Emerging Markets Blend Net Index⁽²⁾, the MSCI Frontier Markets Net Index⁽³⁾, the Lipper Emerging Markets Funds Index⁽⁴⁾ and the Lipper Frontier Markets Funds Average⁽⁵⁾

	Period Ended December 31, 2021 Total Returns⁽⁶⁾
				Average Annual
	One Year			Five Years			Ten Years			Since Inception⁽¹¹⁾
Fund — Class I Shares w/o sales charges⁽⁷⁾		15.34	%		6.71	%		7.93	%		2.60	%
Fund — Class A Shares w/o sales charges⁽⁸⁾		14.89			6.34			—			6.50
Fund — Class A Shares with maximum 5.25% sales charges⁽⁸⁾		8.86			5.20			—			5.88
Fund — Class L Shares w/o sales charges⁽⁸⁾		14.32			5.78			—			5.89
Fund — Class C Shares w/o sales charges⁽¹⁰⁾		14.01			5.54			—			2.18
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽¹⁰⁾		13.01			5.54			—			2.18
Fund — Class IS Shares w/o sales charges⁽⁹⁾		15.34			6.73			—			3.65
MSCI Frontier Emerging Markets Net Index		4.29			4.63			3.81			0.04
MSCI Frontier Markets/MSCI Frontier Emerging Markets Blend Net Index		18.49			9.34			7.23			1.09
MSCI Frontier Markets Net Index		19.73			9.57			7.34			1.17
Lipper Emerging Markets Funds Index		–1.56			10.52			6.20			4.61
Lipper Frontier Markets Funds Average		16.63			8.34			4.93			1.74

⁽¹⁾ The MSCI Frontier Emerging Markets Net Index is a free float-adjusted market capitalization index that is designed to measure equity market performance of frontier emerging markets. The MSCI Frontier Emerging Markets Index captures large and mid cap representation across 32 Frontier Emerging Markets countries. The Index is unmanaged and its returns do not include any sales charges or fees. Such costs would lower performance. It is not possible to invest directly in an index. Effective June 30, 2021, the Fund changed it's primary benchmark to MSCI Frontier Emerging Markets Net Index because the Adviser believes it is a more appropriate benchmark for the Fund.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Next Gen Emerging Markets Portfolio

⁽²⁾ The MSCI Frontier Markets/MSCI Frontier Emerging Markets Blend Net Index is performance linked benchmark of the old and new benchmark of the Fund. The old benchmark represented by the MSCI Frontier Markets Net Index from the Fund's inception to June 29, 2021 to the new benchmark represented by the MSCI Frontier Emerging Markets Net Index for periods thereafter. The performance of the Index is calculated in U.S. dollars and assumes reinvestment of net dividends. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. The Index is unmanaged and its 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 MSCI Frontier Markets Net Index is a free float-adjusted market capitalization index that is designed to measure equity market performance of frontier markets. The MSCI Frontier Markets Net Index currently consists of 28 frontier market country indices. The performance of the Index is calculated in U.S. dollars and assumes reinvestment of net dividends. Net total return indices reinvest dividends after the deduction of withholding taxes, using (for international indices) a tax rate applicable to non-resident institutional investors who do not benefit from double taxation treaties. The Index is unmanaged and its returns do not include any sales charges or fees. Such costs would lower performance. It is not possible to invest directly in an index.

⁽⁴⁾ The Lipper Emerging Markets Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Emerging Markets 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. As of the date of this report, the Fund was in the Lipper Emerging Markets Funds classification. The Funds' Lipper category changed from the Lipper Frontier Markets to the Lipper Emerging Markets.

⁽⁵⁾ The Lipper Frontier Markets Funds Average tracks the performance of all funds in the Lipper Frontier Markets Funds classification. The Average, which is adjusted for capital gains distributions and income dividends, is unmanaged and should not be considered an investment.

⁽⁶⁾ Total returns for the Fund reflect fees waived and expenses reimbursed, if applicable, by the Adviser (as defined herein). Without such waivers and reimbursements, total returns would have been lower.

⁽⁷⁾ On September 17, 2012, all assets of Morgan Stanley Frontier Markets Fund, Inc. (the "Predecessor Fund") were reorganized into Class I shares of Morgan Stanley Institutional Fund, Inc. Next Gen Emerging Markets Portfolio (formerly Morgan Stanley Institutional Fund, Inc. Frontier Markets Portfolio) ("the Fund"). Performance shown for Class I shares reflects the performance of the shares of the Predecessor Fund for periods prior to September 17, 2012. The Predecessor Fund may have performed differently if it were an open-end fund since closed-end funds are generally not subject to the cash flow fluctuations of an open-end fund. In addition, Class I shares' returns of the Fund will differ from the Predecessor Fund as they have different expenses. The Predecessor Fund commenced operations on August 25, 2008.

⁽⁸⁾ Commenced offering on September 14, 2012.

⁽⁹⁾ Commenced offering on February 27, 2015.

⁽¹⁰⁾ Commenced offering on April 30, 2015.

⁽¹¹⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

Next Gen Emerging Markets Portfolio

	Shares		Value (000)
Common Stocks (84.7%)
Argentina (2.0%)
Globant SA (a)		11,331	$	3,559
Bangladesh (1.5%)
Brac Bank Ltd.		4,099,630		2,642
Kazakhstan (6.8%)
Kaspi.KZ JSC GDR		25,392		2,946
NAC Kazatomprom JSC GDR		242,538		8,913
				11,859
Kenya (3.4%)
Safaricom PLC		17,821,185		5,985
Nigeria (0.6%)
Nestle Nigeria PLC		405,894		1,091
Poland (14.0%)
11 bit studios SA (a)		31,762		4,352
Grupa Kety SA		42,282		6,422
LiveChat Software SA		155,998		4,520
LPP SA		2,194		9,327
				24,621
Russia (13.6%)
Fix Price Group Ltd. GDR		891,107		6,728
Ozon Holdings PLC ADR (a)		97,603		2,890
TCS Group Holding PLC GDR		93,072		7,848
Yandex N.V., Class A (a)		107,132		6,481
				23,947
Singapore (5.3%)
Sea Ltd. ADR (a)		41,765		9,343
South Africa (5.8%)
Anglo American PLC		77,890		3,186
Capitec Bank Holdings Ltd.		54,050		6,919
				10,105
United Kingdom (2.6%)
Mondi PLC		184,171		4,567
United States (18.2%)
EPAM Systems, Inc. (a)		4,204		2,810
Grid Dynamics Holdings, Inc. (a)		261,253		9,920
MercadoLibre, Inc. (a)		4,873		6,571
SEMrush Holdings, Inc., Class A (a)		324,375		6,763
Unity Software, Inc. (a)		40,477		5,788
				31,852
Vietnam (10.9%)
FPT Corp.		804,001		3,281
Mobile World Investment Corp.		1,154,694		7,368
Vietnam Dairy Products JSC		2,225,592		8,437
				19,086
Total Common Stocks (Cost $124,485)				148,657

	Shares		Value (000)
Short-Term Investment (15.6%)
Investment Company (15.6%)
Morgan Stanley Institutional Liquidity Funds — Government Portfolio — Institutional Class (See Note G) (Cost $27,427)		27,427,382	$	27,427
Total Investments (100.3%) (Cost $151,912) (b)(c)				176,084
Liabilities in Excess of Other Assets (–0.3%)				(462	)
Net Assets (100.0%)			$	175,622

(a) Non-income producing security.

(b) The approximate fair value and percentage of net assets, $27,263,000 and 15.5%, respectively, represent the securities that have been fair valued under the fair valuation policy for international investments as described in Note A-1 within the Notes to the Financial Statements.

(c) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $152,068,000. The aggregate gross unrealized appreciation is approximately $35,010,000 and the aggregate gross unrealized depreciation is approximately $11,019,000, resulting in net unrealized appreciation of approximately $23,991,000.

ADR American Depositary Receipt.

GDR Global Depositary Receipt.

Portfolio Composition

Classification	Percentage of Total Investments
Other*		19.3	%
Short-Term Investments		15.6
Information Technology Services		11.1
Banks		9.9
Software		9.7
Entertainment		7.8
Metals & Mining		5.4
Food Products		5.4
Internet & Direct Marketing Retail		5.4
Textiles, Apparel & Luxury Goods		5.3
Oil, Gas & Consumable Fuels		5.1
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Next Gen Emerging Markets Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $124,485)	$	148,657
Investment in Security of Affiliated Issuer, at Value (Cost $27,427)		27,427
Total Investments in Securities, at Value (Cost $151,912)		176,084
Foreign Currency, at Value (Cost $82)		58
Cash		21
Dividends Receivable		42
Receivable for Fund Shares Sold		16
Tax Reclaim Receivable		13
Receivable from Affiliate		1
Other Assets		91
Total Assets		176,326
Liabilities:
Payable for Advisory Fees		296
Payable for Custodian Fees		188
Payable for Fund Shares Redeemed		105
Payable for Professional Fees		36
Payable for Sub Transfer Agency Fees — Class I		16
Payable for Sub Transfer Agency Fees — Class A		1
Payable for Sub Transfer Agency Fees — Class L		—	@
Payable for Sub Transfer Agency Fees — Class C		—	@
Payable for Administration Fees		12
Payable for Transfer Agency Fees — Class I		2
Payable for Transfer Agency Fees — Class A		1
Payable for Transfer Agency Fees — Class L		—	@
Payable for Transfer Agency Fees — Class C		1
Payable for Transfer Agency Fees — Class IS		1
Payable for Shareholder Services Fees — Class A		2
Payable for Distribution and Shareholder Services Fees — Class L		—	@
Payable for Distribution and Shareholder Services Fees — Class C		1
Other Liabilities		42
Total Liabilities		704
Net Assets	$	175,622
Net Assets Consist of:
Paid-in-Capital	$	234,318
Total Accumulated Loss		(58,696	)
Net Assets	$	175,622

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Next Gen Emerging Markets Portfolio

Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	124,931
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		5,557,493
Net Asset Value, Offering and Redemption Price Per Share	$	22.48
CLASS A:
Net Assets	$	9,154
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		409,113
Net Asset Value, Redemption Price Per Share	$	22.37
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	1.24
Maximum Offering Price Per Share	$	23.61
CLASS L:
Net Assets	$	396
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		17,901
Net Asset Value, Offering and Redemption Price Per Share	$	22.11
CLASS C:
Net Assets	$	897
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		41,443
Net Asset Value, Offering and Redemption Price Per Share	$	21.65
CLASS IS:
Net Assets	$	40,244
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,790,080
Net Asset Value, Offering and Redemption Price Per Share	$	22.48

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Next Gen Emerging Markets Portfolio

Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $99 of Foreign Taxes Withheld)	$	1,554
Dividends from Security of Affiliated Issuer (Note G)		2
Total Investment Income		1,556
Expenses:
Advisory Fees (Note B)		1,398
Reorganization Expense		249
Shareholder Reporting Fees		200
Custodian Fees (Note F)		181
Professional Fees		158
Registration Fees		94
Administration Fees (Note C)		92
Sub Transfer Agency Fees — Class I		50
Sub Transfer Agency Fees — Class A		11
Sub Transfer Agency Fees — Class L		—	@
Sub Transfer Agency Fees — Class C		1
Shareholder Services Fees — Class A (Note D)		23
Distribution and Shareholder Services Fees — Class L (Note D)		3
Distribution and Shareholder Services Fees — Class C (Note D)		9
Transfer Agency Fees — Class I (Note E)		10
Transfer Agency Fees — Class A (Note E)		3
Transfer Agency Fees — Class L (Note E)		2
Transfer Agency Fees — Class C (Note E)		3
Transfer Agency Fees — Class IS (Note E)		3
Directors' Fees and Expenses		9
Pricing Fees		2
Interest Expenses		5
Other Expenses		26
Total Expenses		2,532
Waiver of Advisory Fees (Note B)		(757	)
Reimbursement of Class Specific Expenses — Class I (Note B)		(19	)
Reimbursement of Class Specific Expenses — Class A (Note B)		(1	)
Reimbursement of Class Specific Expenses — Class L (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class C (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(3	)
Rebate from Morgan Stanley Affiliate (Note G)		(2	)
Net Expenses		1,746
Net Investment Loss		(190	)
Realized Gain (Loss):
Investments Sold (Net of $18 of Capital Gain Country Tax)		4,683
Foreign Currency Translation		(223	)
Futures Contracts		(426	)
Net Realized Gain		4,034
Change in Unrealized Appreciation (Depreciation):
Investments		(563	)
Foreign Currency Translation		(20	)
Net Change in Unrealized Appreciation (Depreciation)		(583	)
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		3,451
Net Increase in Net Assets Resulting from Operations	$	3,261

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Next Gen Emerging Markets Portfolio

Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Income (Loss)	$	(190	)	$	168
Net Realized Gain (Loss)		4,034			(3,314	)
Net Change in Unrealized Appreciation (Depreciation)		(583	)		(3,317	)
Net Increase (Decrease) in Net Assets Resulting from Operations		3,261			(6,463	)
Dividends and Distributions to Shareholders:
Class I		—			(20	)
Class A		—			(3	)
Class L		—			(—	@)
Class C		—			(—	@)
Class IS		—			(—	@)
Total Dividends and Distributions to Shareholders		—			(23	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		45,403			8,168
Issued due to a Tax-free Reorganization		29,344			—
Distributions Reinvested		—			19
Redeemed		(9,479	)		(71,098	)
Class A:
Subscribed		1,653			708
Issued due to a Tax-free Reorganization		278			—
Distributions Reinvested		—			3
Redeemed		(2,415	)		(4,888	)
Class L:
Distributions Reinvested		—			—	@
Redeemed		(39	)		(229	)
Class C:
Subscribed		45			40
Issued due to a Tax-free Reorganization		30			—
Distributions Reinvested		—			—	@
Redeemed		(140	)		(153	)
Class IS:
Subscribed		43,005			315
Issued due to a Tax-free Reorganization		14			—
Distributions Reinvested		—			—	@
Redeemed		(846	)		(1,743	)
Net Increase (Decrease) in Net Assets Resulting from Capital Share Transactions		106,853			(68,858	)
Redemption Fees		—	@		1
Total Increase (Decrease) in Net Assets		110,114			(75,343	)
Net Assets:
Beginning of Period		65,508			140,851
End of Period	$	175,622		$	65,508

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Next Gen Emerging Markets Portfolio

Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		1,910			520
Shares Issued due to a Tax-free Reorganization		1,230			—
Shares Issued on Distributions Reinvested		—			1
Shares Redeemed		(432	)		(5,028	)
Net Increase (Decrease) in Class I Shares Outstanding		2,708			(4,507	)
Class A:
Shares Subscribed		73			45
Shares Issued due to a Tax-free Reorganization		12			—
Shares Issued on Distributions Reinvested		—			—	@@
Shares Redeemed		(109	)		(314	)
Net Decrease in Class A Shares Outstanding		(24	)		(269	)
Class L:
Shares Issued on Distributions Reinvested		—			—	@@
Shares Redeemed		(2	)		(14	)
Net Decrease in Class L Shares Outstanding		(2	)		(14	)
Class C:
Shares Subscribed		2			2
Shares Issued due to a Tax-free Reorganization		1			—
Shares Issued on Distributions Reinvested		—			—	@@
Shares Redeemed		(6	)		(10	)
Net Decrease in Class C Shares Outstanding		(3	)		(8	)
Class IS:
Shares Subscribed		1,810			20
Shares Issued due to a Tax-free Reorganization		1			—
Shares Issued on Distributions Reinvested		—			—	@@
Shares Redeemed		(37	)		(96	)
Net Increase (Decrease) in Class IS Shares Outstanding		1,774			(76	)

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Next Gen Emerging Markets Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	19.49		$	17.10		$	15.63		$	21.02		$	17.39
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.02	)		0.04			0.39			0.33			0.16
Net Realized and Unrealized Gain (Loss)		3.01			2.36			1.58			(5.07	)		3.47
Total from Investment Operations		2.99			2.40			1.97			(4.74	)		3.63
Distributions from and/or in Excess of:
Net Investment Income		—			(0.01	)		(0.50	)		(0.65	)		—
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	22.48		$	19.49		$	17.10		$	15.63		$	21.02
Total Return⁽³⁾		15.34	%		14.02	%		12.53	%		(22.60	)%		20.82	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	124,931		$	55,533		$	125,780		$	229,688		$	632,435
Ratio of Expenses Before Expense Limitation		2.21	%		2.13	%		1.92	%		N/A			N/A
Ratio of Expenses After Expense Limitation		1.51	%⁽⁴⁾		1.90	%⁽⁴⁾⁽⁵⁾		1.90	%⁽⁴⁾⁽⁵⁾		1.77	%⁽⁴⁾		1.73	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.51	%⁽⁴⁾		1.85	%⁽⁴⁾		1.85	%⁽⁴⁾		1.76	%⁽⁴⁾		1.73	%⁽⁴⁾
Ratio of Net Investment Income (Loss)		(0.11	)%⁽⁴⁾		0.24	%⁽⁴⁾		2.33	%⁽⁴⁾		1.68	%⁽⁴⁾		0.82	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾
Portfolio Turnover Rate		56	%		56	%		68	%		61	%		52	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Next Gen Emerging Markets Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	19.47		$	17.15		$	15.61		$	20.86		$	17.31
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.08	)		0.01			0.42			0.34			0.11
Net Realized and Unrealized Gain (Loss)		2.98			2.32			1.48			(5.10	)		3.44
Total from Investment Operations		2.90			2.33			1.90			(4.76	)		3.55
Distributions from and/or in Excess of:
Net Investment Income		—			(0.01	)		(0.36	)		(0.49	)		—
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	22.37		$	19.47		$	17.15		$	15.61		$	20.86
Total Return⁽³⁾		14.89	%		13.57	%		12.13	%		(22.80	)%		20.39	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	9,154		$	8,436		$	12,044		$	34,654		$	86,324
Ratio of Expenses Before Expense Limitation		2.70	%		2.44	%		2.23	%		N/A			N/A
Ratio of Expenses After Expense Limitation		1.96	%⁽⁴⁾		2.26	%⁽⁴⁾⁽⁵⁾		2.25	%⁽⁴⁾⁽⁵⁾		2.07	%⁽⁴⁾		2.05	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.96	%⁽⁴⁾		2.20	%⁽⁴⁾		2.20	%⁽⁴⁾		2.06	%⁽⁴⁾		2.05	%⁽⁴⁾
Ratio of Net Investment Income (Loss)		(0.38	)%⁽⁴⁾		0.07	%⁽⁴⁾		2.48	%⁽⁴⁾		1.71	%⁽⁴⁾		0.59	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾
Portfolio Turnover Rate		56	%		56	%		68	%		61	%		52	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Next Gen Emerging Markets Portfolio

	Class L
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	19.34		$	17.11		$	15.59		$	20.65		$	17.25
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.19	)		(0.06	)		0.25			0.17			(0.02	)
Net Realized and Unrealized Gain (Loss)		2.96			2.30			1.56			(4.98	)		3.42
Total from Investment Operations		2.77			2.24			1.81			(4.81	)		3.40
Distributions from and/or in Excess of:
Net Investment Income		—			(0.01	)		(0.29	)		(0.25	)		—
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	22.11		$	19.34		$	17.11		$	15.59		$	20.65
Total Return⁽³⁾		14.32	%		13.01	%		11.58	%		(23.19	)%		19.59	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	396		$	378		$	570		$	1,241		$	2,570
Ratio of Expenses Before Expense Limitation		3.67	%		3.44	%		2.90	%		N/A			2.76	%
Ratio of Expenses After Expense Limitation		2.46	%⁽⁴⁾⁽⁵⁾		2.76	%⁽⁴⁾⁽⁵⁾		2.75	%⁽⁴⁾⁽⁵⁾		2.57	%⁽⁴⁾		2.70	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		2.46	%⁽⁴⁾		2.70	%⁽⁴⁾		2.70	%⁽⁴⁾		2.56	%⁽⁴⁾		2.70	%⁽⁴⁾
Ratio of Net Investment Income (Loss)		(0.86	)%⁽⁴⁾		(0.39	)%⁽⁴⁾		1.47	%⁽⁴⁾		0.88	%⁽⁴⁾		(0.13	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾
Portfolio Turnover Rate		56	%		56	%		68	%		61	%		52	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Next Gen Emerging Markets Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	18.99		$	16.85		$	15.38		$	20.41		$	17.07
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.24	)		(0.10	)		0.20			0.11			(0.05	)
Net Realized and Unrealized Gain (Loss)		2.90			2.25			1.56			(4.90	)		3.39
Total from Investment Operations		2.66			2.15			1.76			(4.79	)		3.34
Distributions from and/or in Excess of:
Net Investment Income		—			(0.01	)		(0.29	)		(0.24	)		—
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	21.65		$	18.99		$	16.85		$	15.38		$	20.41
Total Return⁽³⁾		14.01	%		12.74	%		11.34	%		(23.42	)%		19.51	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	897		$	843		$	877		$	1,657		$	2,857
Ratio of Expenses Before Expense Limitation		3.67	%		3.42	%		3.07	%		N/A			N/A
Ratio of Expenses After Expense Limitation		2.71	%⁽⁴⁾		3.00	%⁽⁴⁾⁽⁵⁾		2.99	%⁽⁴⁾⁽⁵⁾		2.83	%⁽⁴⁾		2.81	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		2.71	%⁽⁴⁾		2.95	%⁽⁴⁾		2.95	%⁽⁴⁾		2.82	%⁽⁴⁾		2.81	%⁽⁴⁾
Ratio of Net Investment Income (Loss)		(1.13	)%⁽⁴⁾		(0.66	)%⁽⁴⁾		1.17	%⁽⁴⁾		0.56	%⁽⁴⁾		(0.26	)%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾
Portfolio Turnover Rate		56	%		56	%		68	%		61	%		52	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Next Gen Emerging Markets Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	19.49		$	17.09		$	15.63		$	21.02		$	17.39
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.07	)		0.09			0.33			0.58			0.13
Net Realized and Unrealized Gain (Loss)		3.06			2.32			1.64			(5.33	)		3.50
Total from Investment Operations		2.99			2.41			1.97			(4.75	)		3.63
Distributions from and/or in Excess of:
Net Investment Income		—			(0.01	)		(0.51	)		(0.64	)		—
Redemption Fees		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾		0.00	⁽²⁾
Net Asset Value, End of Period	$	22.48		$	19.49		$	17.09		$	15.63		$	21.02
Total Return⁽³⁾		15.34	%		14.02	%		12.60	%		(22.61	)%		20.83	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	40,244		$	318		$	1,580		$	4,633		$	16,344
Ratio of Expenses Before Expense Limitation		1.80	%		2.20	%		1.91	%		N/A			N/A
Ratio of Expenses After Expense Limitation		1.24	%⁽⁴⁾		1.86	%⁽⁴⁾⁽⁵⁾		1.85	%⁽⁴⁾⁽⁵⁾		1.74	%⁽⁴⁾		1.69	%⁽⁴⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.24	%⁽⁴⁾		1.80	%⁽⁴⁾		1.80	%⁽⁴⁾		1.73	%⁽⁴⁾		1.69	%⁽⁴⁾
Ratio of Net Investment Income (Loss)		(0.29	)%⁽⁴⁾		0.55	%⁽⁴⁾		1.95	%⁽⁴⁾		2.85	%⁽⁴⁾		0.65	%⁽⁴⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾
Portfolio Turnover Rate		56	%		56	%		68	%		61	%		52	%

(1) Per share amount is based on average shares outstanding.

(2) Amount is less than $0.005 per share.

(3) Calculated based on the net asset value as of the last business day of the period.

(6) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the Next Gen Emerging Markets Portfolio (name changed on June 30, 2021, formerly Frontier Markets Portfolio). The Fund seeks long-term capital appreciation.

On August 13, 2021, the Fund acquired the net assets of the Company's Emerging Markets Small Cap Portfolio ("Emerging Markets Small Cap"), an open-end investment company, based on the respective valuations as of the close of business on August 13, 2021, pursuant to a Plan of Reorganization approved by the shareholders of Emerging Markets Small Cap on August 6, 2021 ("Reorganization"). The purpose of the transaction was to combine two portfolios managed by Morgan Stanley Investment Management Inc., (the "Adviser") with comparable investment objectives and strategies. The acquisition was accomplished by a tax-free exchange of 1,229,838 Class I shares of the Fund at a net asset value ("NAV") of $23.86 for 5,313,467 Class I shares of Emerging Markets Small Cap; 11,699 Class A shares of the Fund at a NAV of $23.79 for 51,786 Class A shares of Emerging Markets Small Cap; 1,308 Class C shares of the Fund at a NAV of $23.09 for 6,028 Class C shares of Emerging Markets Small Cap; 606 Class IS shares of the Fund at a NAV of $23.87 for 2,617 Class IS shares of Emerging Markets Small Cap. The net assets of Emerging Markets Small Cap before the Reorganization were approximately $29,667,000, including unrealized appreciation (depreciation) of approximately $1,927,000 at August 13, 2021. The investment portfolio of Emerging Markets Small Cap, with a fair value of approximately $28,441,000 and identified cost of approximately $26,492,000, on August 13, 2021, was the principal asset acquired by the Fund. For financial reporting purposes, assets

received and shares issued by the Fund were recorded at fair value; however, the cost basis of the investments received from Emerging Markets Small Cap was carried forward to align ongoing reporting of the Fund's realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes. Immediately prior to the Reorganization, the net assets of the Fund were approximately $147,270,000. Immediately after the Reorganization, the net assets of the Fund were approximately $176,937,000.

Upon closing of the Reorganization, shareholders of Emerging Markets Small Cap received shares of the Fund as follows:

Emerging Markets Small Cap				Next Gen Emerging Markets
Class I				Class I
Class A				Class A
Class C				Class C
Class IS				Class IS

Assuming the acquisition had been completed on January 1, 2021, the beginning of the annual reporting period of the Fund, the Fund's pro-forma results of operations for the period ended December 31, 2021, are approximately as follows:

Net investment Income⁽¹⁾	$	2,687,000
Net realized gain and unrealized gain⁽²⁾	$	30,974,000
Net increase in net assets resulting from operations	$	33,661,000

(1) Approximately $(190,000) as reported, plus approximately $875,000 from Emerging Markets Small Cap prior to the Reorganization, plus approximately $2,002,000 of estimated pro-forma eliminated expenses.

(2) Approximately $3,451,000 as reported, plus approximately $27,523,000 from Emerging Markets Small Cap prior to the Reorganization.

Because the combined investment portfolios have been managed as a single integrated portfolio since the acquisition was completed, it is not practicable to separate the amounts of revenue and earnings of Emerging Markets Small Cap that have been included in the Fund's Statement of Operations since August 13, 2021.

1. Security Valuation: (1) An equity portfolio security listed or traded on an exchange is valued at its latest reported sales price (or at the exchange official closing price

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

if such exchange reports an official closing price), and if there were no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant exchanges. If only bid prices are available then the latest bid price may be used. Listed equity securities not traded on the valuation date with no reported bid and asked prices available on the exchange are valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers. In cases where a security is traded on more than one exchange, the security is valued on the exchange designated as the primary market; (2) all other equity portfolio securities for which over-the-counter ("OTC") market quotations are readily available are valued at the latest reported sales price (or at the market official closing price if such market reports an official closing price), and if there was no trading in the security on a given day and if there is no official closing price from relevant markets for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If the Adviser, a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable

to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) when market quotations are not readily available, including circumstances under which the Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (5) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; and (6) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

measurement in its entirety requires judgment and considers factors specific to each security.

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Banks	$	14,767	$	2,642	$	—	$	17,409
Consumer Finance		2,946		—		—		2,946
Entertainment		9,343		4,352		—		13,695
Food Products		9,528		—		—		9,528
Information Technology Services		16,289		3,281		—		19,570
Interactive Media & Services		6,481		—		—		6,481
Internet & Direct Marketing Retail		9,461		—		—		9,461
Metals & Mining		3,186		6,422		—		9,608
Multi-Line Retail		6,728		—		—		6,728
Oil, Gas & Consumable Fuels		8,913		—		—		8,913
Paper & Forest Products		4,567		—		—		4,567
Software		12,551		4,520		—		17,071
Specialty Retail		—		7,368		—		7,368
Textiles, Apparel & Luxury Goods		—		9,327		—		9,327
Wireless Telecommunication Services		5,985		—		—		5,985
Total Common Stocks		110,745		37,912		—		148,657
Short-Term Investment
Investment Company		27,427		—		—		27,427
Total Assets	$	138,172	$	37,912	$	—	$	176,084

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Although the net assets of the Fund are presented at the foreign exchange rates and market values at the close of the period, the Fund does not isolate that portion of the

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

A significant portion of the Fund's net assets consist of securities of issuers located in emerging markets, which are denominated in foreign currencies. Such securities may be concentrated in a limited number of countries and regions and may vary throughout the year. Changes in currency exchange rates will affect the value of securities and investment income from foreign currency denominated securities. Emerging market securities are often subject to greater price volatility, limited capitalization and liquidity, and higher rates of inflation than securities of companies based in the U.S. In addition, emerging market issuers may be subject to substantial governmental involvement in the economy and greater social, economic and political uncertainty.

Governmental approval for foreign investments may be required in advance of making an investment under certain circumstances in some countries, and the extent of

4. Redemption Fees: The Fund will assess a 2% redemption fee on Class I shares, Class A shares, Class L shares, Class C shares and Class IS shares, which is paid directly to the Fund, for shares redeemed or exchanged within thirty days of purchase, subject to certain exceptions. The redemption fee is designed to protect the Fund and its remaining shareholders from the effects of short-term trading. These fees, if any, are included in the Statements of Changes in Net Assets.

6. Dividends and Distributions to Shareholders: Dividend income and distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income, if any, are declared and paid annually. Net realized capital gains, if any, are distributed at least annually.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

expenses of the Company can be directly attributed to a particular Fund. Expenses which cannot be directly attributed are apportioned among the Funds based upon relative net assets or other appropriate methods. Income, expenses (other than class specific expenses — distribution and shareholder services, transfer agency and sub transfer agency fees) and realized and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

B. Advisory Fees: The Adviser, a wholly-owned subsidiary of Morgan Stanley, provides the Fund with advisory services under the terms of an Investment Advisory Agreement, paid quarterly, at an annual rate of 1.25% of the daily net assets of the Fund. Effective August 16, 2021, the Adviser will provide the Fund with advisory services under the terms of an Investment Advisory Agreement, paid quarterly, at the annual rate of 1.20% of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses, excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 1.85% for Class I shares, 2.20% for Class A shares, 2.70% for Class L shares, 2.95% for Class C shares and 1.80% for Class IS shares. Effective August 16, 2021, the Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses will not exceed 1.25% for Class I shares, 1.60% for Class A shares, 2.10% for Class L shares, 2.35% for Class C shares and 1.20% for Class IS shares. The fee waivers and/or expense reimbursements will continue for at least two years from the date of the Reorganization or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $757,000 of advisory fees were waived and approximately $27,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

Under a Sub-Administration Agreement between the Administrator and State Street Bank and Trust Company ("State Street"), State Street provides certain administrative

services to the Company. For such services, the Administrator pays State Street a portion of the fee the Administrator receives from the Fund.

F. Custodian Fees: State Street (the "Custodian") also serves as Custodian for the Company in accordance with a

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Custodian Agreement. The Custodian holds cash, securities and other assets of the Company as required by the Act. Custody fees are payable monthly based on assets held in custody, investment purchases and sales activity and account maintenance fees, plus reimbursement for certain out-of-pocket expenses.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $128,610,000 and $59,636,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Government Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by $2,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	356			$	148,251			$	121,180			$	2

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	27,427

2021 Distributions Paid From: Ordinary Income (000)				2020 Distributions Paid From: Ordinary Income (000)
$	—			$	23

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Permanent differences, primarily due to a net operating loss, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Distributable Earnings (000)				Paid-in- Capital (000)
$	255			$	(255	)

At December 31, 2021, the Fund had no distributable earnings on a tax basis.

At December 31, 2021, the Fund had available for federal income tax purposes unused short-term capital losses of approximately $82,494,000 that do not have an expiration date.

Qualified Late Year Ordinary Losses (000)				Post-October Capital Losses (000)
$	165			$	—

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Next Gen Emerging Markets Portfolio (formerly Frontier Markets Portfolio)

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Next Gen Emerging Markets Portfolio (formerly Frontier Markets Portfolio) (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period ended, the financial highlights for each of the five years in the period ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of Next Gen Emerging Markets Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the results of its operations for the year then ended and the changes in its net assets for each of the two years in the period ended and its financial highlights for each of the five years in the period ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFINGEMANN
3997501 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Permanence Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Consolidated Expense Example					3
Investment Overview					4
Consolidated Portfolio of Investments					6
Consolidated Statement of Assets and Liabilities					8
Consolidated Statement of Operations					9
Consolidated Statements of Changes in Net Assets					10
Consolidated Financial Highlights					11
Notes to Consolidated Financial Statements					15
Report of Independent Registered Public Accounting Firm					24
Liquidity Risk Management Program					25
Federal Tax Notice					26
U.S. Customer Privacy Notice					27
Director and Officer Information					30

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in Permanence Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Expense Example (unaudited)

Permanence Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Permanence Portfolio Class I	$	1,000.00	$	1,076.70	$	1,020.92	$	4.45	$	4.33		0.85	%
Permanence Portfolio Class A		1,000.00		1,074.40		1,019.16		6.27		6.11		1.20
Permanence Portfolio Class C		1,000.00		1,071.10		1,015.38		10.18		9.91		1.95
Permanence Portfolio Class IS		1,000.00		1,076.90		1,021.17		4.19		4.08		0.80

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Permanence Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 16.85%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the S&P 500® Index (the "Index"), which returned 28.71%.

Factors Affecting Performance

• U.S. equities, as measured by the Index, advanced over the period. All sectors in the Index had double-digit positive performance, led by energy. Utilities had the smallest gain and was the largest relative underperformer in the Index.

reporting period largely due to unfavorable stock selection and, to a lesser extent, from sector allocations.

• The largest detractor from relative performance was the industrials sector, where both stock selection and a sector overweight were detrimental. Stock selection in health care and communication services also weighed on relative performance.

• Conversely, the energy and consumer staples sectors were positive contributors to relative performance, as outperformance from stock selection more than offset negative sector allocation impacts. A sector underweight in communication services was also modestly advantageous, but it was outweighed by the adverse impact of stock selection in the sector.

Management Strategies

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

Permanence Portfolio

* Minimum Investment for Class I shares

** Commenced Operations on March 31, 2020.

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, C and IS shares will vary from the performance of Class I shares and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the the S&P 500^® Index⁽¹⁾, the Lipper Multi-Cap Growth Funds Index⁽²⁾ and the Lipper Large-Cap Core Funds Index⁽³⁾

	Period Ended December 31, 2021 Total Returns⁽⁴⁾
				Average Annual
	One Year			Five Years		Ten Years		Since Inception⁽⁶⁾
Fund — Class I Shares w/o sales charges⁽⁵⁾		16.85	%		—		—		40.56	%
Fund — Class A Shares w/o sales charges⁽⁵⁾		16.41			—		—		40.04
Fund — Class A Shares with maximum 5.25% sales charges⁽⁵⁾		10.29			—		—		35.83
Fund — Class C Shares w/o sales charges⁽⁵⁾		15.52			—		—		38.97
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁵⁾		14.55			—		—		38.97
Fund — Class IS Shares w/o sales charges⁽⁵⁾		16.95			—		—		40.62
S&P 500^® Index		28.71			—		—		44.00
Lipper Multi-Cap Growth Funds Index		16.77			—		—		48.14
Lipper Large-Cap Core Funds Index		26.04			—		—		41.78

⁽¹⁾ The Standard & Poor's 500^® Index (S&P 500^® Index) measures the performance of the large cap segment of the U.S. equities market, covering approximately 80% of the U.S. equities market. The Index includes 500 leading companies in leading industries of the U.S. economy. The Index is unmanaged and its 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 Large-Cap Core Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Large-Cap Core 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.

⁽⁵⁾ Commenced operations on March 31, 2020.

⁽⁶⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments

Permanence Portfolio

	Shares		Value (000)
Common Stocks (96.6%)
Aerospace & Defense (11.3%)
Axon Enterprise, Inc. (a)		1,378	$	216
HEICO Corp., Class A		1,122		144
Lockheed Martin Corp.		117		42
TransDigm Group, Inc. (a)		109		69
				471
Capital Markets (2.5%)
Intercontinental Exchange, Inc.		314		43
S&P Global, Inc.		135		64
				107
Chemicals (2.0%)
Ecolab, Inc.		178		42
Sherwin-Williams Co. (The)		115		40
				82
Commercial Services & Supplies (4.5%)
Cintas Corp.		92		41
Copart, Inc. (a)		270		41
Rollins, Inc.		3,089		105
				187
Construction Materials (1.0%)
Martin Marietta Materials, Inc.		96		42
Containers & Packaging (1.0%)
Ball Corp.		421		41
Distributors (1.0%)
Pool Corp.		72		41
Diversified Consumer Services (1.5%)
Service Corp. International		900		64
Entertainment (2.7%)
Netflix, Inc. (a)		93		56
Walt Disney Co. (The) (a)		381		59
				115
Equity Real Estate Investment Trusts (REITs) (1.5%)
American Tower Corp. REIT		221		65
Food & Staples Retailing (3.5%)
Costco Wholesale Corp.		261		148
Food Products (2.5%)
McCormick & Co., Inc.		443		43
UTZ Brands, Inc.		3,750		60
				103
Health Care Equipment & Supplies (4.7%)
IDEXX Laboratories, Inc. (a)		62		41
Intuitive Surgical, Inc. (a)		433		155
				196
Health Care Technology (3.4%)
Veeva Systems, Inc., Class A (a)		559		143
Hotels, Restaurants & Leisure (5.7%)
Domino's Pizza, Inc.		277		157
McDonald's Corp.		157		42
Starbucks Corp.		336		39
				238

	Shares		Value (000)
Household Durables (1.6%)
NVR, Inc. (a)		11	$	65
Industrial Conglomerates (1.0%)
Roper Technologies, Inc.		84		41
Insurance (1.6%)
Progressive Corp. (The)		637		65
Internet & Direct Marketing Retail (4.5%)
Amazon.com, Inc. (a)		56		187
Life Sciences Tools & Services (3.5%)
Danaher Corp.		314		103
Thermo Fisher Scientific, Inc.		62		42
				145
Metals & Mining (1.0%)
Royal Gold, Inc.		398		42
Oil, Gas & Consumable Fuels (1.4%)
Texas Pacific Land Corp.		46		57
Pharmaceuticals (2.9%)
Royalty Pharma PLC, Class A (United Kingdom)		2,568		102
Zoetis, Inc.		84		21
				123
Professional Services (0.9%)
CoStar Group, Inc. (a)		462		36
Semiconductors & Semiconductor Equipment (5.7%)
ASML Holding N.V.		300		239
Software (17.8%)
Cadence Design Systems, Inc. (a)		221		41
Constellation Software, Inc.		119		221
Guidewire Software, Inc. (a)		331		38
salesforce.com, Inc. (a)		492		125
ServiceNow, Inc. (a)		160		104
Synopsys, Inc. (a)		114		42
Topicus.com, Inc. (a)		697		64
Tyler Technologies, Inc. (a)		201		108
				743
Specialty Retail (3.1%)
AutoZone, Inc. (a)		34		71
Home Depot, Inc. (The)		144		60
				131
Textiles, Apparel & Luxury Goods (0.9%)
NIKE, Inc., Class B		229		38
Trading Companies & Distributors (1.9%)
Fastenal Co.		653		42
Watsco, Inc.		118		37
				79
Total Common Stocks (Cost $3,087)				4,034

The accompanying notes are an integral part of the consolidated financial statements.
6

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Portfolio of Investments (cont'd)

Permanence Portfolio

	Shares		Value (000)
Investment Company (0.7%)
Grayscale Bitcoin Trust (a) (Cost $39) 870		S		30
Short-Term Investment (1.9%)
Investment Company (1.9%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $79)		79,116		79
Total Investments Excluding Purchased Options (99.2%) (Cost $3,205)				4,143
Total Purchased Options Outstanding (0.1%) (Cost $19)				4
Total Investments (99.3%) (Cost $3,224) (b)(c)				4,147
Other Assets in Excess of Liabilities (0.7%)				28
Net Assets (100.0%)			$	4,175

(a) Non-income producing security.

(b) Securities are available for collateral in connection with purchased options.

(c) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $3,244,000. The aggregate gross unrealized appreciation is approximately $974,000 and the aggregate gross unrealized depreciation is approximately $77,000, resulting in net unrealized appreciation of approximately $897,000.

REIT Real Estate Investment Trust.

Call Options Purchased:

The Fund had the following call options purchased open at December 31, 2021:

Counterparty	Description	Strike Price		Expiration Date	Number of Contracts		Notional Amount (000)		Value (000)			Premiums Paid (000)		Unrealized Depreciation (000)
Goldman Sachs International	USD/CNH	CNH	7.27	Nov-22		876,672		877	$	2		$	4	$	(2	)
Goldman Sachs International	USD/CNH	CNH	7.42	Jan-22		800,000		800		—	@		3		(3	)
Goldman Sachs International	USD/CNH	CNH	7.57	Mar-22		694,590		695		—	@		4		(4	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.28	Jul-22		827,282		827		1			4		(3	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.31	Aug-22		384,147		384		1			3		(2	)
JP Morgan Chase Bank NA	USD/CNH	CNH	7.38	Jul-22		241,439		241		—	@		1		(1	)
									$	4		$	19	$	(15	)

@ Value is less than $500.

CNH — Chinese Yuan Renminbi Offshore

USD — United States Dollar

Portfolio Composition

Classification	Percentage of Total Investments
Other*		59.2	%
Software		17.9
Aerospace & Defense		11.4
Semiconductors & Semiconductor Equipment		5.8
Hotels, Restaurants & Leisure		5.7
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the consolidated financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Permanence Portfolio

Consolidated Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $3,145)	$	4,068
Investment in Security of Affiliated Issuer, at Value (Cost $79)		79
Total Investments in Securities, at Value (Cost $3,224)		4,147
Foreign Currency, at Value (Cost —@)		—	@
Due from Adviser		87
Dividends Receivable		1
Receivable from Affiliate		—	@
Other Assets		19
Total Assets		4,254
Liabilities:
Payable for Professional Fees		43
Payable for Custodian Fees		8
Payable for Investments Purchased		8
Payable for Transfer Agency Fees — Class I		1
Payable for Transfer Agency Fees — Class A		1
Payable for Transfer Agency Fees — Class C		—-	@
Payable for Transfer Agency Fees — Class IS		—	@
Payable for Sub Transfer Agency Fees — Class I		—	@
Payable for Sub Transfer Agency Fees — Class A		—	@
Payable for Sub Transfer Agency Fees — Class C		—	@
Payable for Shareholder Services Fees — Class A		—	@
Payable for Distribution and Shareholder Services Fees — Class C		—	@
Payable for Administration Fees		—	@
Payable for Organization Costs for Subsidiary		—	@
Other Liabilities		18
Total Liabilities		79
Net Assets	$	4,175
Net Assets Consist of:
Paid-in-Capital	$	3,233
Total Distributable Earnings		942
Net Assets	$	4,175
CLASS I:
Net Assets	$	3,807
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		264,030
Net Asset Value, Offering and Redemption Price Per Share	$	14.42
CLASS A:
Net Assets	$	324
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		22,612
Net Asset Value, Redemption Price Per Share	$	14.31
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	0.79
Maximum Offering Price Per Share	$	15.10
CLASS C:
Net Assets	$	26
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,834
Net Asset Value, Offering and Redemption Price Per Share	$	14.16
CLASS IS:
Net Assets	$	18
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,260
Net Asset Value, Offering and Redemption Price Per Share	$	14.43

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Permanence Portfolio

Consolidated Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $—@ of foreign Taxes Withheld)	$	32
Dividends from Security of Affiliated Issuer (Note G)		—	@
Total Investment Income		32
Expenses:
Professional Fees		126
Registration Fees		46
Organization Costs for Subsidiary		33
Advisory Fees (Note B)		25
Shareholder Reporting Fees		13
Custodian Fees (Note F)		11
Transfer Agency Fees — Class I (Note E)		3
Transfer Agency Fees — Class A (Note E)		2
Transfer Agency Fees — Class C (Note E)		2
Transfer Agency Fees — Class IS (Note E)		2
Administration Fees (Note C)		3
Directors' Fees and Expenses		3
Pricing Fees		3
Shareholder Services Fees — Class A (Note D)		1
Distribution and Shareholder Services Fees — Class C (Note D)		—	@
Sub Transfer Agency Fees — Class I		—	@
Sub Transfer Agency Fees — Class A		—	@
Sub Transfer Agency Fees — Class C		—	@
Other Expenses		17
Total Expenses		290
Expenses Reimbursed by Adviser (Note B)		(225	)
Waiver of Advisory Fees (Note B)		(25	)
Reimbursement of Class Specific Expenses — Class I (Note B)		(1	)
Reimbursement of Class Specific Expenses — Class A (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class C (Note B)		(2	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(2	)
Rebate from Morgan Stanley Affiliate (Note G)		(—	@)
Net Expenses		33
Net Investment Loss		(1	)
Realized Gain:
Investments Sold		463
Foreign Currency Translation		—	@
Net Realized Gain		463
Change in Unrealized Appreciation (Depreciation):
Investments		121
Foreign Currency Translation		—	@
Net Change in Unrealized Appreciation (Depreciation)		121
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		584
Net Increase in Net Assets Resulting from Operations	$	583

@ Amount is less than $500.

The accompanying notes are an integral part of the consolidated financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Permanence Portfolio

Consolidated Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Period from March 31, 2020^ to December 31, 2020* (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Loss	$	(1	)	$	(—	@)
Net Realized Gain		463			344
Net Change in Unrealized Appreciation (Depreciation)		121			802
Net Increase in Net Assets Resulting from Operations		583			1,146
Dividends and Distributions to Shareholders:
Class I		(582	)		(174	)
Class A		(47	)		(8	)
Class C		(4	)		(1	)
Class IS		(3	)		(1	)
Total Dividends and Distributions to Shareholders		(636	)		(184	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		115			2,025
Distributions Reinvested		582			174
Class A:
Subscribed		344			248
Distributions Reinvested		47			8
Redeemed		(308	)		(4	)
Class C:
Subscribed		1			15
Distributions Reinvested		4			1
Class IS:
Subscribed		—			10
Distributions Reinvested		3			1
Net Increase in Net Assets Resulting from Capital Share Transactions		788			2,478
Total Increase in Net Assets		735			3,440
Net Assets:
Beginning of Period		3,440			—
End of Period	$	4,175		$	3,440
(1) Capital Share Transactions:
Class I:
Shares Subscribed		7			203
Shares Issued on Distributions Reinvested		42			12
Net Increase in Class I Shares Outstanding		49			215
Class A:
Shares Subscribed		23			17
Shares Issued on Distributions Reinvested		3			1
Shares Redeemed		(21	)		(—	@@)
Net Increase in Class A Shares Outstanding		5			18
Class C:
Shares Subscribed		—	@@		1
Shares Issued on Distributions Reinvested		—	@@		—	@@
Net Increase in Class C Shares Outstanding		—	@@		1
Class IS:
Shares Subscribed		—			1
Shares Issued on Distributions Reinvested		—	@@		—	@@
Net Increase in Class IS Shares Outstanding		—	@@		1

^ Commencement of Operations.

* Not consolidated.

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the consolidated financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Permanence Portfolio

	Class I
Selected Per Share Data and Ratios	Year Ended December 31, 2021			Period from March 31, 2020⁽¹⁾ to December 31, 2020⁽²⁾
Net Asset Value, Beginning of Period	$	14.65		$	10.00
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽³⁾		0.00	⁽⁴⁾		(0.00	)⁽⁴⁾
Net Realized and Unrealized Gain		2.39			5.51
Total from Investment Operations		2.39			5.51
Distributions from and/or in Excess of:
Net Investment Income		(0.11	)		—
Net Realized Gain		(2.51	)		(0.86	)
Total Distributions		(2.62	)		(0.86	)
Net Asset Value, End of Period	$	14.42		$	14.65
Total Return⁽⁵⁾		16.85	%		55.46	%⁽⁸⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	3,807		$	3,147
Ratio of Expenses Before Expense Limitation		7.49	%		10.85	%⁽⁹⁾
Ratio of Expenses After Expense Limitation		0.85	%⁽⁶⁾		0.85	%⁽⁶⁾⁽⁹⁾
Ratio of Net Investment Income (Loss)		0.01	%⁽⁶⁾		(0.02	)%⁽⁶⁾⁽⁹⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾		0.00	%⁽⁷⁾⁽⁹⁾
Portfolio Turnover Rate		70	%		68	%⁽⁸⁾

(1) Commencement of Operations.

(2) Not consolidated.

(3) Per share amount is based on average shares outstanding.

(4) Amount is less than $0.005 per share.

(5) Calculated based on the net asset value as of the last business day of the period.

(7) Amount is less than 0.005%.

(8) Not annualized.

(9) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Permanence Portfolio

	Class A
Selected Per Share Data and Ratios	Year Ended December 31, 2021			Period from March 31, 2020⁽¹⁾ to December 31, 2020⁽²⁾
Net Asset Value, Beginning of Period	$	14.61		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽³⁾		(0.05	)		(0.01	)
Net Realized and Unrealized Gain		2.37			5.48
Total from Investment Operations		2.32			5.47
Distributions from and/or in Excess of:
Net Investment Income		(0.11	)		—
Net Realized Gain		(2.51	)		(0.86	)
Total Distributions		(2.62	)		(0.86	)
Net Asset Value, End of Period	$	14.31		$	14.61
Total Return⁽⁴⁾		16.41	%		55.05	%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	324		$	256
Ratio of Expenses Before Expense Limitation		8.83	%		17.41	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		1.20	%⁽⁵⁾		1.20	%⁽⁵⁾⁽⁸⁾
Ratio of Net Investment Loss		(0.33	)%⁽⁵⁾		(0.06	)%⁽⁵⁾⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾⁽⁸⁾
Portfolio Turnover Rate		70	%		68	%⁽⁷⁾

(1) Commencement of Operations.

(2) Not consolidated.

(3) Per share amount is based on average shares outstanding.

(4) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(6) Amount is less than 0.005%.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Permanence Portfolio

	Class C
Selected Per Share Data and Ratios	Year Ended December 31, 2021			Period from March 31, 2020⁽¹⁾ to December 31, 2020⁽²⁾
Net Asset Value, Beginning of Period	$	14.52		$	10.00
Income (Loss) from Investment Operations:
Net Investment Loss⁽³⁾		(0.17	)		(0.11	)
Net Realized and Unrealized Gain		2.35			5.49
Total from Investment Operations		2.18			5.38
Distributions from and/or in Excess of:
Net Investment Income		(0.03	)		—
Net Realized Gain		(2.51	)		(0.86	)
Total Distributions		(2.54	)		(0.86	)
Net Asset Value, End of Period	$	14.16		$	14.52
Total Return⁽⁴⁾		15.52	%		54.15	%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	26		$	21
Ratio of Expenses Before Expense Limitation		18.17	%		24.15	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		1.95	%⁽⁵⁾		1.95	%⁽⁵⁾⁽⁸⁾
Ratio of Net Investment Loss		(1.09	)%⁽⁵⁾		(1.08	)%⁽⁵⁾⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		0.00	%⁽⁶⁾⁽⁸⁾
Portfolio Turnover Rate		70	%		68	%⁽⁷⁾

(1) Commencement of Operations.

(2) Not consolidated.

(3) Per share amount is based on average shares outstanding.

(4) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(6) Amount is less than 0.005%.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Consolidated Financial Highlights

Permanence Portfolio

	Class IS
Selected Per Share Data and Ratios	Year Ended December 31, 2021			Period from March 31, 2020⁽¹⁾ to December 31, 2020⁽²⁾
Net Asset Value, Beginning of Period	$	14.65		$	10.00
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽³⁾		0.01			(0.00	)⁽⁴⁾
Net Realized and Unrealized Gain		2.40			5.51
Total from Investment Operations		2.41			5.51
Distributions from and/or in Excess of:
Net Investment Income		(0.12	)		—
Net Realized Gain		(2.51	)		(0.86	)
Total Distributions		(2.63	)		(0.86	)
Net Asset Value, End of Period	$	14.43		$	14.65
Total Return⁽⁵⁾		16.95	%		55.45	%⁽⁸⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	18		$	16
Ratio of Expenses Before Expense Limitation		20.29	%		25.34	%⁽⁹⁾
Ratio of Expenses After Expense Limitation		0.80	%⁽⁶⁾		0.80	%⁽⁶⁾⁽⁹⁾
Ratio of Net Investment Income		0.07	%⁽⁶⁾		0.03	%⁽⁶⁾⁽⁹⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾		0.00	%⁽⁷⁾⁽⁹⁾
Portfolio Turnover Rate		70	%		68	%⁽⁸⁾

(1) Commencement of Operations.

(2) Not consolidated.

(3) Per share amount is based on average shares outstanding.

(4) Amount is less than $0.005 per share.

(5) Calculated based on the net asset value as of the last business day of the period.

(7) Amount is less than 0.005%.

(8) Not annualized.

(9) Annualized.

The accompanying notes are an integral part of the consolidated financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements

The accompanying consolidated financial statements relate to the Permanence Portfolio. The Fund seeks long-term capital appreciation.

The Fund offers four classes of shares — Class I, Class A, Class C and Class IS.

A. Significant Accounting Policies: The following significant accounting policies are in conformity with U.S. generally accepted accounting principles ("GAAP"). Such policies are consistently followed by the Company in the preparation of its consolidated financial statements. GAAP may require management to make estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements. Actual results may differ from those estimates.

The Fund may, consistent with its principal investment strategies, invest up to 25% of its total assets in a wholly-owned subsidiary of the Fund organized as a company under the laws of the Cayman Islands, Permanence Cayman Portfolio, Ltd. (the "Subsidiary"). The Subsidiary may invest in bitcoin indirectly through cash settled futures or indirectly through investments in Grayscale Bitcoin Trust (BTC) ("GBTC"), a privately offered investment vehicle that invests in bitcoin. The Fund is the sole shareholder of the Subsidiary, and it is not currently expected that shares of the Subsidiary will be sold or offered to other investors. The consolidated portfolio of investments and consolidated financial statements include the positions and accounts of the Fund and the Subsidiary. All intercompany accounts and transactions of the Fund and the Subsidiary have been eliminated in consolidation and all accounting policies of the Subsidiary are consistent with those of the Fund. As of December 31, 2021, the Subsidiary represented approximately $25,000 or approximately 0.60% of the total net assets of the Fund.

1. Security Valuation: (1) An equity portfolio security listed or traded on an exchange is valued at its latest reported sales price (or at the exchange official closing price if such exchange reports an official closing price), and if there were no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant exchanges. If only bid prices are available then the latest bid price may be used. Listed equity securities not traded on the valuation date with no reported bid and asked prices available on the exchange are valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers. In cases where a security is traded on more than one exchange, the security is valued on the exchange designated as the primary market; (2) all other equity portfolio securities for which over-the-counter ("OTC") market quotations are readily available are valued at the latest reported sales price (or at the market official closing price if such market reports an official closing price), and if there was no trading in the security on a given day and if there is no official closing price from relevant markets for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser"), a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) listed options are valued at the last reported sales price on the exchange on which they are listed (or at the exchange official closing price if such exchange reports an official closing price). If an official closing price or last reported sales price is unavailable, the listed option should be fair valued at the mean between its latest bid and ask prices. Unlisted options are valued at the mean between their latest bid and ask prices from a broker/dealer or valued by a pricing service/vendor; (5) when market quotations are not readily available, including circumstances under which the Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service

and/or procedures approved by the Directors; (6) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; and (7) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

investments. The inputs are summarized in the three broad levels listed below:

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Aerospace & Defense	$	471	$	—	$	—	$	471
Capital Markets		107		—		—		107
Chemicals		82		—		—		82
Commercial Services & Supplies		187		—		—		187
Construction Materials		42		—		—		42
Containers & Packaging		41		—		—		41
Distributors		41		—		—		41
Diversified Consumer Services		64		—		—		64
Entertainment		115		—		—		115
Equity Real Estate Investment Trusts (REITs)		65		—		—		65
Food & Staples Retailing		148		—		—		148
Food Products		103		—		—		103
Health Care Equipment & Supplies		196		—		—		196

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Health Care Technology	$	143	$	—	$	—	$	143
Hotels, Restaurants & Leisure		238		—		—		238
Household Durables		65		—		—		65
Industrial Conglomerates		41		—		—		41
Insurance		65		—		—		65
Internet & Direct Marketing Retail		187		—	��	—		187
Life Sciences Tools & Services		145		—		—		145
Metals & Mining		42		—		—		42
Oil, Gas & Consumable Fuels		57		—		—		57
Pharmaceuticals		123		—		—		123
Professional Services		36		—		—		36
Semiconductors & Semiconductor Equipment		239		—		—		239
Software		743		—		—		743
Specialty Retail		131		—		—		131
Textiles, Apparel & Luxury Goods		38		—		—		38
Trading Companies & Distributors		79		—		—		79
Total Common Stocks		4,034		—		—		4,034
Investment Company		30		—		—		30
Call Options Purchased		—		4		—		4
Short-Term Investment
Investment Company		79		—		—		79
Total Assets	$	4,143	$	4	$	—	$	4,147

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

effect of changes in foreign exchange rates from the fluctuations arising from changes in the market prices of securities sold during the period. Accordingly, realized and unrealized foreign currency gains (losses) on investments in securities are included in the reported net realized and unrealized gains (losses) on investment transactions and balances. However, pursuant to U.S. federal income tax regulations, gains and losses from certain foreign currency transactions and the foreign currency portion of gains and losses realized on sales and maturities of foreign denominated debt securities are treated as ordinary income for U.S. federal income tax purposes.

Governmental approval for foreign investments may be required in advance of making an investment under certain circumstances in some countries, and the extent of foreign investments in domestic companies may be subject to limitation in other countries. Foreign ownership limitations also may be imposed by the charters of individual companies to prevent, among other concerns, violations of foreign investment limitations. As a result, an additional class of shares (identified as "Foreign" in the Consolidated Portfolio of Investments) may be created and offered for investment. The "local" and "foreign shares" market values may differ. In the absence of

trading of the foreign shares in such markets, the Fund values the foreign shares at the closing exchange price of the local shares.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

Following is a description of the derivative instruments and techniques that the Fund used during the period and their associated risks:

Options: With respect to options, the Fund is subject to equity risk, interest rate risk and foreign currency exchange risk in the normal course of pursuing its investment objectives. If the Fund buys an option, it buys a legal contract giving it the right to buy or sell a specific amount of the underlying instrument or foreign currency, or futures contract on the underlying instrument or foreign currency, at an agreed-upon price during a period of time or on a specified date typically in exchange for a premium paid by the Fund. The Fund may purchase and/or sell put and call options. Purchasing call options tends to increase the Fund's exposure to the underlying (or similar) instrument. Purchasing put options tends to decrease the Fund's exposure to the underlying (or similar) instrument. When entering into purchased option contracts, the Fund bears the risk of interest or exchange rates or securities prices moving unexpectedly, in which case, the Fund may not achieve the anticipated benefits of the purchased option contracts; however the risk of loss is limited to the premium paid. Purchased options are reported as part of "Total Investments in Securities" in the Consolidated Statement of Assets and Liabilities. Premiums paid for purchasing options which expired are treated as realized losses. If the Fund sells an option, it sells to another party the right to buy from or sell to the Fund a specific amount of the underlying instrument or foreign currency, or futures contract on the underlying instrument or foreign currency, at an agreed-upon price during a period of time or on a specified date typically in exchange for a premium received by the Fund. When options are purchased OTC, the Fund bears the risk that the counterparty that wrote the option will be unable or unwilling to perform its obligations under the option contract. Options may also be illiquid and the Fund may have difficulty closing out its position. A decision as to whether, when and how to use options involves the exercise of skill and judgment and even a well-conceived option transaction may be unsuccessful because of market behavior or unexpected events. The prices of options can be highly volatile and the use of options can lower total returns.

FASB ASC 815, "Derivatives and Hedging" ("ASC 815"), is intended to improve financial reporting about

derivative instruments by requiring enhanced disclosures to enable investors to better understand how and why the Fund uses derivative instruments, how these derivative instruments are accounted for and their effects on the Fund's financial position and results of operations.

The following table sets forth the fair value of the Fund's derivative contracts by primary risk exposure as of December 31, 2021:

Asset Derivatives
Consolidated
Statement of Assets and
Liabilities Location

Primary Risk
Exposure

Value
(000)

Purchased Options

Investments, at Value
(Purchased Options)

Currency Risk

(a)

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

Realized Gain (Loss)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(11	)(b)

(b) Amounts are included in Realized Gain (Loss) on Investments Sold in the Consolidated Statement of Operations.

Change in Unrealized Appreciation (Depreciation)
Primary Risk Exposure	Derivative Type	Value (000)
Currency Risk	Investments (Purchased Options)	$	(7	)(c)

(c) Amounts are included in Change in Unrealized Appreciation (Depreciation) on Investments in the Consolidated Statement of Operations.

At December 31, 2021, the Fund's derivative assets and liabilities are as follows:

Gross Amounts of Assets and Liabilities Presented in the Consolidated Statement of Assets and Liabilities
Derivatives	Assets(d) (000)			Liabilities(d) (000)
Purchased Options	$	4	(a)	$	—

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

(d) Absent an event of default or early termination, OTC derivative assets and liabilities are presented gross and not offset in the Consolidated Statement of Assets and Liabilities.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

counterparties for certain OTC derivatives in order to, among other things, reduce its credit risk to counterparties. ISDA Master Agreements include provisions for general obligations, representations, collateral and events of default or termination. Under an ISDA Master Agreement, the Fund typically may offset with the counterparty certain OTC derivative financial instruments' payables and/or receivables with collateral held and/or posted and create one single net payment (close-out netting) in the event of default, termination and/or potential deterioration in the credit quality of the counterparty. Various Master Agreements govern the terms of certain transactions with counterparties, including transactions such as swap, forward, repurchase and reverse repurchase agreements. These Master Agreements typically attempt to reduce the counterparty risk associated with such transactions by specifying credit protection mechanisms and providing standardization that improves legal certainty. Cross-termination provisions under Master Agreements typically provide that a default in connection with one transaction between the Fund and a counterparty gives the non-defaulting party the right to terminate any other transactions in place with the defaulting party to create one single net payment due to/due from the defaulting party and may be a feature in certain Master Agreements. In the event the Fund exercises its right to terminate a Master Agreement after a counterparty experiences a termination event as defined in the Master Agreement, the return of collateral with market value in excess of the Fund's net liability may be delayed or denied.

The following table presents derivative financial instruments that are subject to enforceable netting arrangements as of December 31, 2021:

Gross Amounts Not Offset in the Consolidated Statement of Assets and Liabilities
Counterparty	Gross Asset Derivatives Presented in the Consolidated Statement of Assets and Liabilities(a) (000)		Financial Instrument (000)		Collateral Received (000)		Net Amount (not less than $0) (000)
Goldman Sachs International	$	2	$	—	$	—	$	2
JP Morgan Chase Bank NA		2		—		—		2
Total	$	4	$	—	$	—	$	4

(a) Amounts are included in Investments in Securities in the Consolidated Statement of Assets and Liabilities.

For the year ended December 31, 2021, the approximate average monthly amount outstanding for each derivative type is as follows:

Purchased Options:
Average monthly notional amount					3,614,000

First $1 billion				Over $1 billion
	0.65	%			0.60	%

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.00% of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses, excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 0.85% for Class I shares, 1.20% for Class A shares, 1.95% for Class C shares and 0.80% for Class IS shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $25,000 of advisory fees were waived and approximately $232,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

The Adviser has agreed to waive its advisory fees by the amount of advisory fees it receives from the Subsidiary.

monthly, at an annual rate of 0.25% of the Fund's average daily net assets attributable to Class A shares.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $2,690,000 and $2,576,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Liquidity Funds. For the year ended December 31, 2021,

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

advisory fees paid were reduced by less than $500 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	98			$	1,407			$	1,426			$	—	@

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	79

@ Amount is less than $500.

Taxes may also be based on transactions in foreign currency and are accrued based on the value of investments denominated in such currency.

FASB ASC 740-10, "Income Taxes — Overall", sets forth a minimum threshold for consolidated financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Management has concluded there are no significant uncertain tax positions that would require recognition in the consolidated financial statements. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in "Interest Expense" and penalties in "Other Expenses" in the Consolidated Statement of Operations. The Fund files tax returns with the U.S. Internal Revenue Service, New York and various states. Each of the tax years in the two-year period ended December 31, 2021 remains subject to examination by taxing authorities.

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)
$	270	$	366	$	184

Permanent differences, due to nondeductible offering costs related to the Subsidiary, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Distributable Earnings (000)				Paid-in- Capital (000)
$	33			$	(33	)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Consolidated Financial Statements (cont'd)

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	22			$	25

K. Market Risk and Risks Relating to Certain Financial Instruments:

may in the future be highly volatile. The value of cryptocurrencies is determined by the supply and demand for cryptocurrency in the global market for the trading of cryptocurrency, which consists primarily of transactions on electronic exchanges. The price of bitcoin could drop precipitously (including to zero) for a variety of reasons, including, but not limited to, regulatory changes, a crisis of confidence, flaw or operational issue in the bitcoin network or a change in user preference to competing cryptocurrencies. The GBTC exposure to cryptocurrency could result in substantial losses to the Fund.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Permanence Portfolio

Opinion on the Financial Statements

We have audited the accompanying consolidated statement of assets and liabilities of the Permanence Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the consolidated portfolio of investments, as of December 31, 2021, and the related consolidated statements of operations and changes in net assets for the year then ended and the statement of changes in net assets for the period from March 31, 2020 (commencement of operations) through December 31, 2020, the consolidated financial highlights for the year ended December 31, 2021 and the financial highlights for the period from March 31, 2020 (commencement of operations) through December 31, 2020 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the consolidated financial position of the Permanence Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the consolidated results of its operations for the year then ended, the consolidated changes in its net assets for the year ended December 31, 2021 and the changes in net assets for the period from March 31, 2020 (commencement of operations) through December 31, 2020 and its consolidated financial highlights for the year ended December 31, 2020 and its financial highlights for the period from March 31, 2020 (commencement of operations) through December 31, 2020, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021. For corporate shareholders 8.29% of the dividends qualified for the dividends received deduction.

The Fund designated and paid approximately $366,000 as a long-term capital gain distribution.

The Fund designated approximately $1,000 of its distributions paid as qualified business income.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIPERMANN
3997505 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

US Core Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					6
Statement of Assets and Liabilities					7
Statement of Operations					8
Statements of Changes in Net Assets					9
Financial Highlights					10
Notes to Financial Statements					14
Report of Independent Registered Public Accounting Firm					19
Liquidity Risk Management Program					20
Federal Tax Notice					21
U.S. Customer Privacy Notice					22
Director and Officer Information					25

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in US Core Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

US Core Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
US Core Portfolio Class I	$	1,000.00	$	1,162.60	$	1,021.17	$	4.36	$	4.08		0.80	%
US Core Portfolio Class A		1,000.00		1,160.90		1,019.71		5.94		5.55		1.09
US Core Portfolio Class C		1,000.00		1,156.60		1,015.93		10.00		9.35		1.84
US Core Portfolio Class IS		1,000.00		1,163.30		1,021.42		4.09		3.82		0.75

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

US Core Portfolio

The Fund seeks long-term capital appreciation.

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 35.99%, net of fees. The Fund's Class I shares outperformed the Fund's benchmark, the S&P 500® Index (the "Index"), which returned 28.71%.

Factors Affecting Performance

• The Fund returned strong performance on both an absolute and relative basis again in 2021.

• Within stock selection, the largest detractors were a transaction processing technology company

impacted by lockdown-induced severe consumer spending decreases that were only partially relieved by reopening and a REIT purchased to mitigate portfolio volatility that experienced limited improvement in rental demand and a significant change in C-suite management positions.

• The Fund greatly benefited from good stock selection, as well as having weighting in both growth and value stocks with some exposure to bond proxy (high dividend yielding, low volatility) stocks. Positions in financials, communications services, consumer staples, industrials and health care stocks also positively contributed to performance for the year.

Management Strategies

• There have been no changes to the investment process during the period. Applied Equity Advisors' investment process is comprised of two parts: a Style Positioning Engine and a Stock Selection Engine. The first step, the Style Positioning Engine, takes into account not only what market styles (growth, value, defensive) or areas of the market are in leadership, but also how much momentum a particular style has, whether that style is cheap or expensive, and whether the timing is right to be tilted toward that style. The timing decision comes down to the team's judgment and our combined decades of experience in factor investing. With regard to the Style Positioning Engine, investing in a particular area of the market that shows cheap historical valuation levels may not appear to be advantageous at first, but if chosen correctly, sticking with that investment often proves to be successful over the longer term. The Stock Selection Engine begins its work once the desired style positioning is understood. There are three steps to the Stock Selection Engine: 1. determining which stocks are most correlated to the desired style and least correlated to other portfolio positions, 2. evaluation of the company fundamentals, and 3. Sustainability Analysis. The result is a highly active portfolio of fundamentally attractive stocks that the team believes could benefit from what we have identified to be investment styles likely to outperform.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

US Core Portfolio

* Minimum Investment for Class I shares

** Commenced Operations on May 27, 2016.

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, C and IS shares will vary from the performance of Class I shares and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the S&P 500^® Index⁽¹⁾, the Lipper Multi-Cap Core Funds Index⁽²⁾ and the Lipper Multi-Cap Growth Funds Index⁽³⁾

	Period Ended December 31, 2021 Total Returns⁽⁴⁾
				Average Annual
	One Year			Five Years			Ten Years		Since Inception⁽⁶⁾
Fund — Class I Shares w/o sales charges⁽⁵⁾		35.99	%		19.53	%		—		18.40	%
Fund — Class A Shares w/o sales charges⁽⁵⁾		35.58			19.11			—		17.99
Fund — Class A Shares with maximum 5.25% sales charges⁽⁵⁾		28.44			17.83			—		16.87
Fund — Class C Shares w/o sales charges⁽⁵⁾		34.55			18.22			—		17.10
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁵⁾		33.55			18.22			—		17.10
Fund — Class IS Shares w/o sales charges⁽⁵⁾		36.06			19.58			—		18.45
S&P 500^® Index		28.71			18.47			—		17.96
Lipper Multi-Cap Core Funds Index		23.28			16.53			—		16.28
Lipper Multi-Cap Growth Funds Index		16.77			22.58			—		20.90

⁽²⁾ The Lipper Multi-Cap Core Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Multi-Cap Core 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. As of the date of this report, the Fund was in the Lipper Multi-Cap Core Funds classification. The Funds' Lipper category changed from Lipper Multi-Cap Growth to Lipper Multi-Cap Core.

⁽⁵⁾ Commenced operations on May 27, 2016.

⁽⁶⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

US Core Portfolio

	Shares		Value (000)
Common Stocks (97.3%)
Banks (13.0%)
First Republic Bank		41,275	$	8,524
JPMorgan Chase & Co.		36,356		5,757
SVB Financial Group (a)		11,094		7,524
				21,805
Building Products (1.0%)
Fortune Brands Home & Security, Inc.		16,479		1,762
Capital Markets (4.8%)
Ameriprise Financial, Inc.		26,480		7,988
Commercial Services & Supplies (3.1%)
Waste Management, Inc.		31,434		5,246
Electric Utilities (2.2%)
NextEra Energy, Inc.		39,672		3,704
Equity Real Estate Investment Trusts (REITs) (5.4%)
SBA Communications Corp. REIT		8,106		3,154
STORE Capital Corp. REIT		173,114		5,955
				9,109
Food & Staples Retailing (3.1%)
Costco Wholesale Corp.		9,293		5,276
Health Care Equipment & Supplies (2.0%)
Edwards Lifesciences Corp. (a)		25,650		3,323
Health Care Technology (1.7%)
Veeva Systems, Inc., Class A (a)		10,936		2,794
Hotels, Restaurants & Leisure (8.9%)
Domino's Pizza, Inc.		8,025		4,529
McDonald's Corp.		13,675		3,666
MGM Resorts International		79,758		3,579
Planet Fitness, Inc., Class A (a)		34,469		3,122
				14,896
Household Durables (0.4%)
Lennar Corp., Class A		6,283		730
Information Technology Services (1.5%)
Mastercard, Inc., Class A		7,220		2,594
Insurance (2.3%)
Brown & Brown, Inc.		24,629		1,731
Progressive Corp. (The)		21,013		2,157
				3,888
Interactive Media & Services (7.0%)
Alphabet, Inc., Class A (a)		4,068		11,785
Life Sciences Tools & Services (7.9%)
Danaher Corp.		23,421		7,706
West Pharmaceutical Services, Inc.		11,796		5,532
				13,238
Oil, Gas & Consumable Fuels (5.0%)
Chevron Corp.		64,235		7,538
Valero Energy Corp.		10,307		774
				8,312
Personal Products (2.6%)
Estee Lauder Cos., Inc. (The), Class A		11,740		4,346

	Shares		Value (000)
Software (8.9%)
Microsoft Corp.		44,476	$	14,958
Specialty Retail (1.8%)
Home Depot, Inc. (The)		7,126		2,958
Tech Hardware, Storage & Peripherals (8.8%)
Apple, Inc.		83,631		14,850
Textiles, Apparel & Luxury Goods (2.2%)
Lululemon Athletica, Inc. (a)		9,414		3,685
Trading Companies & Distributors (3.7%)
United Rentals, Inc. (a)		18,625		6,189
Total Common Stocks (Cost $134,776)				163,436
Short-Term Investment (2.8%)
Investment Company (2.8%)
Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio — Institutional Class (See Note G) (Cost $4,635)		4,635,176		4,635
Total Investments (100.1%) (Cost $139,411) (b)				168,071
Liabilities in Excess of Other Assets (–0.1%)				(169	)
Net Assets (100.0%)			$	167,902

(a) Non-income producing security.

(b) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $139,716,000. The aggregate gross unrealized appreciation is approximately $29,441,000 and the aggregate gross unrealized depreciation is approximately $1,064,000, resulting in net unrealized appreciation of approximately $28,377,000.

REIT Real Estate Investment Trust.

Portfolio Composition

Classification	Percentage of Total Investments
Other*		35.2	%
Banks		13.0
Software		8.9
Hotels, Restaurants & Leisure		8.9
Tech Hardware, Storage & Peripherals		8.8
Life Sciences Tools & Services		7.9
Interactive Media & Services		7.0
Equity Real Estate Investment Trusts (REITs)		5.4
Oil, Gas & Consumable Fuels		4.9
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the financial statements.
6

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

US Core Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $134,776)	$	163,436
Investment in Security of Affiliated Issuer, at Value (Cost $4,635)		4,635
Total Investments in Securities, at Value (Cost $139,411)		168,071
Receivable for Fund Shares Sold		3,222
Dividends Receivable		70
Receivable from Affiliate		—	@
Other Assets		41
Total Assets		171,404
Liabilities:
Payable for Investments Purchased		3,308
Payable for Advisory Fees		109
Payable for Professional Fees		38
Payable for Shareholder Services Fees — Class A		6
Payable for Distribution and Shareholder Services Fees — Class C		12
Payable for Administration Fees		10
Payable for Custodian Fees		6
Payable for Fund Shares Redeemed		3
Payable for Transfer Agency Fees — Class I		1
Payable for Transfer Agency Fees — Class A		1
Payable for Transfer Agency Fees — Class C		—	@
Payable for Transfer Agency Fees — Class IS		—	@
Payable for Sub Transfer Agency Fees — Class A		1
Payable for Sub Transfer Agency Fees — Class C		—	@
Other Liabilities		7
Total Liabilities		3,502
Net Assets	$	167,902
Net Assets Consist of:
Paid-in-Capital	$	139,404
Total Distributable Earnings		28,498
Net Assets	$	167,902
CLASS I:
Net Assets	$	110,286
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		4,485,196
Net Asset Value, Offering and Redemption Price Per Share	$	24.59
CLASS A:
Net Assets	$	34,693
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,422,351
Net Asset Value, Redemption Price Per Share	$	24.39
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	1.35
Maximum Offering Price Per Share	$	25.74
CLASS C:
Net Assets	$	22,638
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		960,834
Net Asset Value, Offering and Redemption Price Per Share	$	23.56
CLASS IS:
Net Assets	$	285
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		11,577
Net Asset Value, Offering and Redemption Price Per Share	$	24.61

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

US Core Portfolio

Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers	$	695
Dividends from Security of Affiliated Issuer (Note G)		—	@
Total Investment Income		695
Expenses:
Advisory Fees (Note B)		410
Professional Fees		114
Shareholder Services Fees — Class A (Note D)		37
Distribution and Shareholder Services Fees — Class C (Note D)		68
Registration Fees		72
Administration Fees (Note C)		55
Sub Transfer Agency Fees — Class I		19
Sub Transfer Agency Fees — Class A		10
Sub Transfer Agency Fees — Class C		3
Shareholder Reporting Fees		19
Custodian Fees (Note F)		12
Transfer Agency Fees — Class I (Note E)		3
Transfer Agency Fees — Class A (Note E)		3
Transfer Agency Fees — Class C (Note E)		3
Transfer Agency Fees — Class IS (Note E)		2
Directors' Fees and Expenses		5
Pricing Fees		2
Other Expenses		14
Total Expenses		851
Waiver of Advisory Fees (Note B)		(190	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(2	)
Rebate from Morgan Stanley Affiliate (Note G)		(1	)
Net Expenses		658
Net Investment Income		37
Realized Gain:
Investments Sold		327
Change in Unrealized Appreciation (Depreciation):
Investments		19,892
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		20,219
Net Increase in Net Assets Resulting from Operations	$	20,256

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

US Core Portfolio

Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Income	$	37		$	37
Net Realized Gain (Loss)		327			(496	)
Net Change in Unrealized Appreciation (Depreciation)		19,892			4,188
Net Increase in Net Assets Resulting from Operations		20,256			3,729
Dividends and Distributions to Shareholders:
Class I		(40	)		(58	)
Class A		—			(16	)
Class C		—			(9	)
Class IS		(—	@)		(—	@)
Total Dividends and Distributions to Shareholders		(40	)		(83	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		91,162			9,406
Distributions Reinvested		40			58
Redeemed		(15,252	)		(4,434	)
Class A:
Subscribed		31,955			2,711
Distributions Reinvested		—			16
Redeemed		(7,229	)		(1,283	)
Class C:
Subscribed		18,088			1,177
Distributions Reinvested		—			9
Redeemed		(842	)		(735	)
Class IS:
Subscribed		229			—
Distributions Reinvested		—	@		—	@
Redeemed		(20	)		(10	)
Net Increase in Net Assets Resulting from Capital Share Transactions		118,131			6,915
Total Increase in Net Assets		138,347			10,561
Net Assets:
Beginning of Period		29,555			18,994
End of Period	$	167,902		$	29,555
(1) Capital Share Transactions:
Class I:
Shares Subscribed		4,036			570
Shares Issued on Distributions Reinvested		2			3
Shares Redeemed		(679	)		(342	)
Net Increase in Class I Shares Outstanding		3,359			231
Class A:
Shares Subscribed		1,424			176
Shares Issued on Distributions Reinvested		—			1
Shares Redeemed		(325	)		(87	)
Net Increase in Class A Shares Outstanding		1,099			90
Class C:
Shares Subscribed		810			75
Shares Issued on Distributions Reinvested		—			1
Shares Redeemed		(41	)		(59	)
Net Increase in Class C Shares Outstanding		769			17
Class IS:
Shares Subscribed		12			—
Shares Issued on Distributions Reinvested		—	@@		—	@@
Shares Redeemed		(1	)		(1	)
Net Increase (Decrease) in Class IS Shares Outstanding		11			(1	)

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

US Core Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	18.09		$	14.61		$	10.89		$	12.41		$	10.45
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.05			0.06			0.09			0.11			0.08
Net Realized and Unrealized Gain (Loss)		6.46			3.47			3.82			(1.47	)		1.94
Total from Investment Operations		6.51			3.53			3.91			(1.36	)		2.02
Distributions from and/or in Excess of:
Net Investment Income		(0.01	)		—			(0.09	)		(0.05	)		(0.05	)
Net Realized Gain		—			(0.05	)		(0.10	)		(0.11	)		—
Paid-in-Capital		—			—			—			—			(0.01	)
Total Distributions		(0.01	)		(0.05	)		(0.19	)		(0.16	)		(0.06	)
Net Asset Value, End of Period	$	24.59		$	18.09		$	14.61		$	10.89		$	12.41
Total Return⁽²⁾		35.99	%		24.20	%		36.01	%		(11.00	)%		19.33	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	110,286		$	20,377		$	13,086		$	7,532		$	8,965
Ratio of Expenses Before Expense Limitation		1.07	%		1.97	%		2.09	%		2.31	%		2.78	%
Ratio of Expenses After Expense Limitation		0.80	%⁽³⁾		0.80	%⁽³⁾		0.78	%⁽³⁾		0.80	%⁽³⁾		0.78	%⁽³⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		0.80	%⁽³⁾		0.79	%⁽³⁾		N/A			N/A			N/A
Ratio of Net Investment Income		0.21	%⁽³⁾		0.42	%⁽³⁾		0.71	%⁽³⁾		0.86	%⁽³⁾		0.68	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾
Portfolio Turnover Rate		26	%		54	%		69	%		60	%		57	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value as of the last business day of the period.

(4) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

US Core Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	17.99		$	14.58		$	10.86		$	12.38		$	10.44
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.01	)		0.01			0.05			0.07			0.04
Net Realized and Unrealized Gain (Loss)		6.41			3.45			3.82			(1.47	)		1.92
Total from Investment Operations		6.40			3.46			3.87			(1.40	)		1.96
Distributions from and/or in Excess of:
Net Investment Income		—			—			(0.05	)		(0.01	)		(0.01	)
Net Realized Gain		—			(0.05	)		(0.10	)		(0.11	)		—
Paid-in-Capital		—			—			—			—			(0.01	)
Total Distributions		—			(0.05	)		(0.15	)		(0.12	)		(0.02	)
Net Asset Value, End of Period	$	24.39		$	17.99		$	14.58		$	10.86		$	12.38
Total Return⁽²⁾		35.58	%		23.77	%		35.68	%		(11.35	)%		18.80	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	34,693		$	5,807		$	3,393		$	1,833		$	1,874
Ratio of Expenses Before Expense Limitation		1.36	%		2.29	%		2.46	%		2.68	%		3.23	%
Ratio of Expenses After Expense Limitation		1.09	%⁽³⁾		1.12	%⁽³⁾		1.15	%⁽³⁾		1.15	%⁽³⁾		1.15	%⁽³⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.09	%⁽³⁾		1.11	%⁽³⁾		N/A			N/A			N/A
Ratio of Net Investment Income (Loss)		(0.06	)%⁽³⁾		0.07	%⁽³⁾		0.34	%⁽³⁾		0.55	%⁽³⁾		0.31	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾
Portfolio Turnover Rate		26	%		54	%		69	%		60	%		57	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(4) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

US Core Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	17.51		$	14.30		$	10.70		$	12.28		$	10.41
Income (Loss) from Investment Operations:
Net Investment Loss⁽¹⁾		(0.17	)		(0.10	)		(0.05	)		(0.03	)		(0.05	)
Net Realized and Unrealized Gain (Loss)		6.22			3.36			3.75			(1.44	)		1.92
Total from Investment Operations		6.05			3.26			3.70			(1.47	)		1.87
Distributions from and/or in Excess of:
Net Realized Gain		—			(0.05	)		(0.10	)		(0.11	)		—
Total Distributions		—			(0.05	)		(0.10	)		(0.11	)		—
Net Asset Value, End of Period	$	23.56		$	17.51		$	14.30		$	10.70		$	12.28
Total Return⁽²⁾		34.55	%		22.84	%		34.50	%		(11.94	)%		17.96	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	22,638		$	3,353		$	2,489		$	1,563		$	1,831
Ratio of Expenses Before Expense Limitation		2.12	%		3.07	%		3.23	%		3.44	%		3.94	%
Ratio of Expenses After Expense Limitation		1.84	%⁽³⁾		1.90	%⁽³⁾		1.90	%⁽³⁾		1.90	%⁽³⁾		1.90	%⁽³⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.84	%⁽³⁾		1.90	%⁽³⁾		N/A			N/A			N/A
Ratio of Net Investment Loss		(0.80	)%⁽³⁾		(0.68	)%⁽³⁾		(0.39	)%⁽³⁾		(0.22	)%⁽³⁾		(0.43	)%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾
Portfolio Turnover Rate		26	%		54	%		69	%		60	%		57	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(4) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

US Core Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	18.10		$	14.61		$	10.88		$	12.41		$	10.45
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.06			0.07			0.10			0.12			0.08
Net Realized and Unrealized Gain (Loss)		6.47			3.47			3.83			(1.48	)		1.94
Total from Investment Operations		6.53			3.54			3.93			(1.36	)		2.02
Distributions from and/or in Excess of:
Net Investment Income		(0.02	)		—			(0.10	)		(0.06	)		(0.01	)
Net Realized Gain		—			(0.05	)		(0.10	)		(0.11	)		—
Paid-in-Capital		—			—			—			—			(0.05	)
Total Distributions		(0.02	)		(0.05	)		(0.20	)		(0.17	)		(0.06	)
Net Asset Value, End of Period	$	24.61		$	18.10		$	14.61		$	10.88		$	12.41
Total Return⁽²⁾		36.06	%		24.27	%		36.17	%		(11.04	)%		19.37	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	285		$	18		$	26		$	11		$	12
Ratio of Expenses Before Expense Limitation		2.20	%		13.73	%		16.90	%		16.44	%		19.96	%
Ratio of Expenses After Expense Limitation		0.75	%⁽³⁾		0.75	%⁽³⁾		0.75	%⁽³⁾		0.75	%⁽³⁾		0.75	%⁽³⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		0.75	%⁽³⁾		0.75	%⁽³⁾		N/A			N/A			N/A
Ratio of Net Investment Income		0.25	%⁽³⁾		0.50	%⁽³⁾		0.74	%⁽³⁾		0.92	%⁽³⁾		0.71	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾		0.00	%⁽⁴⁾
Portfolio Turnover Rate		26	%		54	%		69	%		60	%		57	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value as of the last business day of the period.

(4) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the US Core Portfolio. The Fund seeks long-term capital appreciation.

The Fund offers four classes of shares — Class I, Class A, Class C and Class IS.

markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser"), a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) when market quotations are not readily available, including circumstances under which the Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

pricing service and/or procedures approved by the Directors; and (5) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Banks	$	21,805	$	—	$	—	$	21,805
Building Products		1,762		—		—		1,762
Capital Markets		7,988		—		—		7,988
Commercial Services & Supplies		5,246		—		—		5,246
Electric Utilities		3,704		—		—		3,704
Equity Real Estate Investment Trusts (REITs)		9,109		—		—		9,109
Food & Staples Retailing		5,276		—		—		5,276
Health Care Equipment & Supplies		3,323		—		—		3,323
Health Care Technology		2,794		—		—		2,794
Hotels, Restaurants & Leisure		14,896		—		—		14,896
Household Durables		730		—		—		730
Information Technology Services		2,594		—		—		2,594
Insurance		3,888		—		—		3,888
Interactive Media & Services		11,785		—		—		11,785

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Life Sciences Tools & Services	$	13,238	$	—	$	—	$	13,238
Oil, Gas & Consumable Fuels		8,312		—		—		8,312
Personal Products		4,346		—		—		4,346
Software		14,958		—		—		14,958
Specialty Retail		2,958		—		—		2,958
Tech Hardware, Storage & Peripherals		14,850		—		—		14,850
Textiles, Apparel & Luxury Goods		3,685		—		—		3,685
Trading Companies & Distributors		6,189		—		—		6,189
Total Common Stocks		163,436		—		—		163,436
Short-Term Investment
Investment Company		4,635		—		—		4,635
Total Assets	$	168,071	$	—	$	—	$	168,071

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

3. Indemnifications: The Company enters into contracts that contain a variety of indemnifications. The Company's maximum exposure under these arrangements is unknown. However, the Company has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote.

4. Dividends and Distributions to Shareholders: Dividends and distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income, if any, are declared and paid annually. Net realized capital gains, if any, are distributed at least annually.

attributed are apportioned among the Funds based upon relative net assets or other appropriate methods. Income, expenses (other than class specific expenses — distribution and shareholder services, transfer agency and sub transfer agency fees) and realized and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

First $750 million				Next $750 million				Over $1.5 billion
	0.60	%			0.55	%			0.50	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.32% of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses, excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 0.80% for Class I shares, 1.15% for Class A shares, 1.90% for Class C shares and 0.75% for Class IS shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $190,000 of advisory fees were waived and approximately $2,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

The Company has adopted a Shareholder Services Plan with respect to Class A shares pursuant to Rule 12b-1 under the Act. Under the Shareholder Services Plan, the Fund pays the Distributor a shareholder services fee, accrued daily and paid monthly, at an annual rate of 0.25% of the Fund's average daily net assets attributable to Class A shares.

G. Security Transactions and Transactions with Affiliates: For the year ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $131,773,000 and $17,638,000, respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Securities Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the

Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by approximately $1,000 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	459			$	78,949			$	74,773			$	—	@

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	4,635

@ Amount is less than $500.

The Fund may be subject to taxes imposed by countries in which it invests. Such taxes are generally based on income and/or capital gains earned or repatriated. Taxes are accrued

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

based on net investment income, net realized gains and net unrealized appreciation as such income and/or gains are earned. Taxes may also be based on transactions in foreign currency and are accrued based on the value of investments denominated in such currency.

2021 Distributions Paid From:				2020 Distributions Paid From:
Ordinary Income (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Long-Term Capital Gain (000)
$	40	$	—	$	—	$	83

The Fund had no permanent differences causing reclassifications among the components of net assets for the year ended December 31, 2021.

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	29			$	116

During the year ended December 31, 2021, the Fund utilized capital loss carryforwards for U.S. federal income tax purposes of approximately $456,000.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
US Core Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of US Core Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of 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 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of US Core Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, 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 its financial highlights for each of the five years in the period then ended in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021. For corporate shareholders 100% of the dividends qualified for the dividends received deduction.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since August 2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since August 2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since January 2015

Chairperson of the Equity Investment Committee (since January 2021); Director or Trustee of various Morgan Stanley Funds (since January 2015); Chief Executive Officer, Virginia Commonwealth University Investment Company (since November 2015); Owner, OBIR, LLC (institutional investment management consulting) (since June 2014); formerly, Managing Director, BlackRock, Inc. (February 2011-December 2013) and Chief Executive Officer, General Motors Asset Management (a/k/a Promark Global Advisors, Inc.) (June 2005-May 2010).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors (cont'd):

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since January 2015

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE
Suite 200
Washington, D.C.
20002
Birth Year: 1949

Director

Since July 1991

Director of NVR, Inc. (home construction).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors (cont'd):

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since August 1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since August 2006

Chairperson of the Risk Committee (since January 2021); Managing Director, Aetos Alternatives Management, LP (since March 2000); Co-President, Aetos Alternatives Management, LP (since January 2004) and Co-Chief Executive Officer of Aetos Alternatives Management, LP (since August 2013); Chairperson of the Fixed Income Sub-Committee of the Investment Committee (2006-2020) and Director or Trustee of various Morgan Stanley Funds (since August 2006); formerly, Managing Director, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management and President, various Morgan Stanley Funds (June 1998-March 2000); Principal, Morgan Stanley & Co. Inc. and Morgan Stanley Dean Witter Investment Management (August 1997-December 1999).

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since January 2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors (cont'd):

Name, Address and Birth
Year of Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and Other
Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and
Birth Year of Executive Officer

Position(s) Held
with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since September 2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since November 2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September 2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since June 1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since June 2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIUSCPANN
3997510 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

U.S. Focus Real Estate Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					6
Statement of Assets and Liabilities					7
Statement of Operations					8
Statement of Changes in Net Assets					9
Financial Highlights					10
Notes to Financial Statements					14
Report of Independent Registered Public Accounting Firm					19
Liquidity Risk Management Program					20
Federal Tax Notice					21
U.S. Customer Privacy Notice					22
Director and Officer Information					25

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in U.S. Focus Real Estate Portfolio (the "Fund") performed during the period beginning September 30, 2021 (when the Fund commenced operations) and ended December 31, 2021.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

U.S. Focus Real Estate Portfolio

This example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period 9/30/21 - 12/31/21.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 9/30/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
U.S. Focus Real Estate Portfolio Class I^	$	1,000.00	$	1,146.20	$	1,010.36	$	2.41	$	2.25		0.89	%
U.S. Focus Real Estate Portfolio Class A^		1,000.00		1,145.10		1,009.45		3.38		3.17		1.25
U.S. Focus Real Estate Portfolio Class C^		1,000.00		1,143.00		1,007.56		5.40		5.06		2.00
U.S. Focus Real Estate Portfolio Class IS^		1,000.00		1,146.30		1,010.46		2.30		2.15		0.85

* Expenses are calculated using each Fund Class' annualized net expense ratio (as disclosed), multiplied by the average account value over the period and multiplied by 92/365 (to reflect the actual days in the period).

** Annualized.

^ The Fund commenced operations on September 30, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

U.S. Focus Real Estate Portfolio

The Fund seeks to provide current income and long-term capital appreciation.

Performance

For period from Fund inception on September 30, 2021, through December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 14.62%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the FTSE Nareit All Equity REITs Index (the "Index"), which returned 16.17% for the same period.

Factors Affecting Performance

• In the U.S., after a strong start to 2021 in more economically sensitive sectors such as office, lodging and retail, rising concerns regarding COVID-19 and the Delta and Omicron variants led investors to question the sustainability of economic growth, which resulted in sector leadership rotation. Ultimately the more defensive and secularly favored sectors, such as industrial, storage and apartments, outperformed and posted strong returns for the year. An exception to this sector leadership rotation was within retail, where regional malls posted the best returns for the year on continued strength in retail sales and robust discretionary spending. In contrast, health care and office companies underperformed.

• Since the Fund's inception, the overweight to and security selection within storage, security selection in industrial companies, and underweight to NYC offices contributed to relative performance. This was more than offset by the overweight to "big 3" health care companies, security selection in shopping centers and apartments, and the underweight to and security selection within towers.

Management Strategies

• The team uses internal proprietary research to invest in public real estate companies that we believe offer the best value relative to their underlying assets and growth prospects. The team combines a bottom-up approach, assessing the intrinsic value, equity multiples and growth prospects of each security, with a top-down view that incorporates fundamental inflection points, macroeconomic considerations and geopolitical risk, and actively selects positions in a limited

number of equity securities. By incorporating both an equity market valuation and a more traditional real estate valuation with a top-down overlay, we believe the Fund will be better prepared to identify securities with the best expected total returns.

• Forecasted market strength in the asset class is supported by a number of macro and fundamental factors, including continued vaccine distribution, the continued recovery of economies around the world, and growing demand for real estate. We believe the relative valuation of real estate securities is attractive compared to investable alternatives, including the broader equity market, fixed income and direct property investment. Fundamental recovery and strength, coupled with attractive relative valuations, appear to be supportive of above-trend growth over the next several years. We believe continued merger and acquisition activity and privatizations are possible given discounts to private market valuations observed across sectors. Transaction volumes are expected to increase given the growing clarity on the recovery in fundamentals across most major sectors. However, an elevated risk premium should be expected for assets with operational, leasing or repositioning risk.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

U.S. Focus Real Estate Portfolio

* Minimum Investment for Class I shares

** Commenced Operations on September 30, 2021.

In accordance with SEC regulations, the Fund's performance shown assumes that all recurring fees (including management fees) were deducted and all dividends and distributions were reinvested. The performance of Class A, C and IS shares will vary from the performance of Class I shares and will be negatively impacted by additional fees assessed to those classes (if applicable).

Performance Compared to the the FTSE Nareit All Equity REITs Index⁽¹⁾ and the Lipper Real Estate Funds Index⁽²⁾

	Period Ended December 31, 2021 Total Returns⁽³⁾
	One Year		Five Years		Ten Years		Since Inception⁽⁵⁾
Fund — Class I Shares w/o sales charges⁽⁴⁾		—		—		—		14.62	%
Fund — Class A Shares w/o sales charges⁽⁴⁾		—		—		—		14.51
Fund — Class A Shares with maximum 5.25% sales charges⁽⁴⁾		—		—		—		8.54
Fund — Class C Shares w/o sales charges⁽⁴⁾		—		—		—		14.30
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁴⁾		—		—		—		13.30
Fund — Class IS Shares w/o sales charges⁽⁴⁾		—		—		—		14.63
FTSE Nareit All Equity REITs Index		—		—		—		16.17
Lipper Real Estate Funds Index		—		—		—		14.63

Performance data quoted represents past performance, which is no guarantee of future results, and current performance may be lower or higher than the figures shown. Performance assumes that all dividends and distributions, if any, were reinvested. For the most recent month-end performance figures, please visit www.morganstanley.com/im/shareholderreports. Investment return and principal value will fluctuate so that Fund shares, when redeemed, may be worth more or less than their original cost. Returns for periods less than one year are not annualized. Total returns do not reflect the deduction of taxes that a shareholder would pay on Fund distributions or the redemption of Fund shares. Performance of share classes will vary due to difference in sales charges and expenses.

⁽¹⁾ The FTSE Nareit All Equity REITs Index is a free-float adjusted, market capitalization-weighted index of U.S. equity REITs. Constituents of the index include all tax-qualified REITs with more than 50 percent of total assets in qualifying real estate assets other than mortgages secured by real property. The Index is unmanaged and its 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 Lipper Real Estate Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Real Estate 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. As of the date of this report, the Fund was in the Lipper Real Estate Funds classification.

⁽⁴⁾ Commenced operations on September 30, 2021.

⁽⁵⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

U.S. Focus Real Estate Portfolio

	Shares		Value (000)
Common Stocks (99.2%)
Apartments (11.7%)
Equity Residential REIT		2,840	$	257
Mid-America Apartment Communities, Inc. REIT		1,128		259
UDR, Inc. REIT		2,530		152
				668
Data Centers (7.0%)
Digital Realty Trust, Inc. REIT		1,549		274
GDS Holdings Ltd. ADR (China) (a)		628		30
Switch, Inc., Class A		3,459		99
				403
Free Standing (5.5%)
NETSTREIT Corp. REIT		4,174		95
Realty Income Corp. REIT		3,056		219
				314
Health Care (12.3%)
Healthcare Trust of America, Inc., Class A REIT		1,960		65
Healthpeak Properties, Inc. REIT		5,477		198
Medical Properties Trust, Inc. REIT		4,435		105
Ventas, Inc. REIT		2,128		109
Welltower, Inc. REIT		2,670		229
				706
Industrial (13.1%)
ProLogis, Inc. REIT		3,352		564
Rexford Industrial Realty, Inc. REIT		2,262		184
				748
Lodging/Resorts (2.4%)
Boyd Gaming Corp. (a)		1,670		109
Caesars Entertainment, Inc. (a)		310		29
				138
Manufactured Homes (4.5%)
Sun Communities, Inc. REIT		1,226		257
Office (1.8%)
Kilroy Realty Corp. REIT		1,600		106
Self Storage (13.0%)
Extra Space Storage, Inc. REIT		1,242		282
Life Storage, Inc. REIT		1,080		165
Public Storage REIT		791		296
				743
Shopping Centers (9.5%)
Brixmor Property Group, Inc. REIT		6,149		156
Kite Realty Group Trust REIT		4,869		106
RPT Realty REIT		7,831		105
SITE Centers Corp. REIT		11,294		179
				546
Specialty (18.4%)
American Tower Corp. REIT		1,341		393
Outfront Media, Inc. REIT		4,293		115
SBA Communications Corp. REIT		1,404		546
				1,054
Total Common Stocks (Cost $5,003)				5,683

	Shares		Value (000)
Short-Term Investment (0.5%)
Investment Company (0.5%)
Morgan Stanley Institutional Liquidity Funds — Treasury Portfolio — Institutional Class (See Note G) (Cost $28)		28,122	$	28
Total Investments (99.7%) (Cost $5,031) (b)				5,711
Other Assets in Excess of Liabilities (0.3%)				19
Net Assets (100.0%)			$	5,730

(a) Non-income producing security.

(b) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $5,031,000. The aggregate gross unrealized appreciation is approximately $698,000 and the aggregate gross unrealized depreciation is approximately $18,000, resulting in net unrealized appreciation of approximately $680,000.

ADR American Depositary Receipt.

REIT Real Estate Investment Trust.

Portfolio Composition

Classification	Percentage of Total Investments
Specialty		18.4	%
Industrial		13.1
Self Storage		13.0
Health Care		12.4
Apartments		11.7
Shopping Centers		9.6
Other*		9.3
Data Centers		7.0
Free Standing		5.5
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the financial statements.
6

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Focus Real Estate Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $5,003)	$	5,683
Investment in Security of Affiliated Issuer, at Value (Cost $28)		28
Total Investments in Securities, at Value (Cost $5,031)		5,711
Prepaid Offering Costs		121
Due from Adviser		93
Dividends Receivable		13
Receivable from Affiliate		—	@
Other Assets		3
Total Assets		5,941
Liabilities:
Payable for Offering Costs		156
Payable for Professional Fees		46
Payable for Custodian Fees		1
Payable for Transfer Agency Fees — Class I		—	@
Payable for Transfer Agency Fees — Class A		—	@
Payable for Transfer Agency Fees — Class C		—	@
Payable for Transfer Agency Fees — Class IS		—	@
Payable for Shareholder Services Fees — Class A		—	@
Payable for Distribution and Shareholder Services Fees — Class C		—	@
Payable for Administration Fees		—	@
Other Liabilities		8
Total Liabilities		211
Net Assets	$	5,730
Net Assets Consist of:
Paid-in-Capital	$	5,011
Total Distributable Earnings		719
Net Assets	$	5,730
CLASS I:
Net Assets	$	5,559
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		486,337
Net Asset Value, Offering and Redemption Price Per Share	$	11.43
CLASS A:
Net Assets	$	57
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		5,009
Net Asset Value, Redemption Price Per Share	$	11.43
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	0.63
Maximum Offering Price Per Share	$	12.06
CLASS C:
Net Assets	$	57
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		5,000
Net Asset Value, Offering and Redemption Price Per Share	$	11.43
CLASS IS:
Net Assets	$	57
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		5,014
Net Asset Value, Offering and Redemption Price Per Share	$	11.43

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Focus Real Estate Portfolio

Statement of Operations	Period from September 30, 2021^ to December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers	$	24
Dividends from Security of Affiliated Issuer (Note G)		—	@
Total Investment Income		24
Expenses:
Professional Fees		53
Offering Costs		41
Advisory Fees (Note B)		9
Shareholder Reporting Fees		7
Transfer Agency Fees — Class I (Note E)		1
Transfer Agency Fees — Class A (Note E)		—	@
Transfer Agency Fees — Class C (Note E)		—	@
Transfer Agency Fees — Class IS (Note E)		—	@
Custodian Fees (Note F)		1
Administration Fees (Note C)		1
Shareholder Services Fees — Class A (Note D)		—	@
Distribution and Shareholder Services Fees — Class C (Note D)		—	@
Pricing Fees		—	@
Registration Fees		—	@
Other Expenses		—	@
Total Expenses		113
Expenses Reimbursed by Adviser (Note B)		(92	)
Waiver of Advisory Fees (Note B)		(9	)
Reimbursement of Class Specific Expenses — Class A (Note B)		(—	@)
Reimbursement of Class Specific Expenses — Class C (Note B)		(—	@)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(—	@)
Rebate from Morgan Stanley Affiliate (Note G)		(—	@)
Net Expenses		12
Net Investment Income		12
Realized Gain:
Investments Sold		38
Change in Unrealized Appreciation (Depreciation):
Investments		680
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		718
Net Increase in Net Assets Resulting from Operations	$	730

^ Commencement of Operations.

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Focus Real Estate Portfolio

Statement of Changes in Net Assets	Period from September 30, 2021^ to December 31, 2021 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Income	$	12
Net Realized Gain		38
Net Change in Unrealized Appreciation (Depreciation)		680
Net Increase in Net Assets Resulting from Operations		730
Dividends and Distributions to Shareholders:
Class I		(15	)
Class A		(—	@)
Class C		(—	@)
Class IS		(—	@)
Total Dividends and Distributions to Shareholders		(15	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		4,850
Distributions Reinvested		15
Class A:
Subscribed		50
Distributions Reinvested		—	@
Class C:
Subscribed		50
Distributions Reinvested		—	@
Class IS:
Subscribed		50
Distributions Reinvested		—	@
Net Increase in Net Assets Resulting from Capital Share Transactions		5,015
Total Increase in Net Assets		5,730
Net Assets:
Beginning of Period		—
End of Period	$	5,730
(1) Capital Share Transactions:
Class I:
Shares Subscribed		485
Shares Issued on Distributions Reinvested		1
Net Increase in Class I Shares Outstanding		486
Class A:
Shares Subscribed		5
Shares Issued on Distributions Reinvested		—	@@
Net Increase in Class A Shares Outstanding		5
Class C:
Shares Subscribed		5
Shares Issued on Distributions Reinvested		—	@@
Net Increase in Class C Shares Outstanding		5
Class IS:
Shares Subscribed		5
Shares Issued on Distributions Reinvested		—	@@
Net Increase in Class IS Shares Outstanding		5

^ Commencement of Operations.

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

U.S. Focus Real Estate Portfolio

	Class I
Selected Per Share Data and Ratios	Period from September 30, 2021⁽¹⁾ to December 31, 2021
Net Asset Value, Beginning of Period	$	10.00
Income from Investment Operations:
Net Investment Income⁽²⁾		0.02
Net Realized and Unrealized Gain		1.44
Total from Investment Operations		1.46
Distributions from and/or in Excess of:
Net Investment Income		(0.03	)
Net Asset Value, End of Period	$	11.43
Total Return⁽³⁾		14.62	%⁽⁴⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	5,559
Ratio of Expenses Before Expense Limitation		8.45	%⁽⁵⁾
Ratio of Expenses After Expense Limitation		0.89	%⁽⁵⁾⁽⁶⁾
Ratio of Net Investment Income		0.92	%⁽⁵⁾⁽⁶⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾
Portfolio Turnover Rate		26	%⁽⁴⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(4) Not annualized.

(5) Annualized.

(7) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

U.S. Focus Real Estate Portfolio

	Class A
Selected Per Share Data and Ratios	Period from September 30, 2021⁽¹⁾to December 31, 2021
Net Asset Value, Beginning of Period	$	10.00
Income from Investment Operations:
Net Investment Income⁽²⁾		0.02
Net Realized and Unrealized Gain		1.43
Total from Investment Operations		1.45
Distributions from and/or in Excess of:
Net Investment Income		(0.02	)
Net Asset Value, End of Period	$	11.43
Total Return⁽³⁾		14.51	%⁽⁴⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	57
Ratio of Expenses Before Expense Limitation		11.91	%⁽⁵⁾
Ratio of Expenses After Expense Limitation		1.25	%⁽⁵⁾⁽⁶⁾
Ratio of Net Investment Income		0.56	%⁽⁵⁾⁽⁶⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾
Portfolio Turnover Rate		26	%⁽⁴⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(4) Not annualized.

(5) Annualized.

(7) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

U.S. Focus Real Estate Portfolio

	Class C
Selected Per Share Data and Ratios	Period from September 30, 2021⁽¹⁾ to December 31, 2021
Net Asset Value, Beginning of Period	$	10.00
Income from Investment Operations:
Net Investment Loss⁽²⁾		(0.01	)
Net Realized and Unrealized Gain		1.44
Total from Investment Operations		1.43
Distributions from and/or in Excess of:
Net Investment Income		(0.00	)⁽³⁾
Net Asset Value, End of Period	$	11.43
Total Return⁽⁴⁾		14.30	%⁽⁵⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	57
Ratio of Expenses Before Expense Limitation		12.67	%⁽⁶⁾
Ratio of Expenses After Expense Limitation		2.00	%⁽⁶⁾⁽⁷⁾
Ratio of Net Investment Loss		(0.19	)%⁽⁶⁾⁽⁷⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁸⁾
Portfolio Turnover Rate		26	%⁽⁵⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(5) Not annualized.

(6) Annualized.

(8) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

U.S. Focus Real Estate Portfolio

	Class IS
Selected Per Share Data and Ratios	Period from September 30, 2021⁽¹⁾ to December 31, 2021
Net Asset Value, Beginning of Period	$	10.00
Income from Investment Operations:
Net Investment Income⁽²⁾		0.03
Net Realized and Unrealized Gain		1.43
Total from Investment Operations		1.46
Distributions from and/or in Excess of:
Net Investment Income		(0.03	)
Net Asset Value, End of Period	$	11.43
Total Return⁽³⁾		14.63	%⁽⁴⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	57
Ratio of Expenses Before Expense Limitation		11.65	%⁽⁵⁾
Ratio of Expenses After Expense Limitation		0.85	%⁽⁵⁾⁽⁶⁾
Ratio of Net Investment Income		0.95	%⁽⁵⁾⁽⁶⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁷⁾
Portfolio Turnover Rate		26	%⁽⁴⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(4) Not annualized.

(5) Annualized.

(7) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the U.S. Focus Real Estate Portfolio. The Fund seeks to provide current income and long-term capital appreciation.

The Fund commenced operations on September 30, 2021 and offers four classes of shares — Class I, Class A, Class C and Class IS.

asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser"), a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) when market quotations are not readily available, including circumstances under which the Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (5) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; and (6) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Apartments	$	668	$	—	$	—	$	668
Data Centers		403		—		—		403
Free Standing		314		—		—		314
Health Care		706		—		—		706
Industrial		748		—		—		748
Lodging/Resorts		138		—		—		138
Manufactured Homes		257		—		—		257

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Common Stocks (cont'd)
Office	$	106	$	—	$	—	$	106
Self Storage		743		—		—		743
Shopping Centers		546		—		—		546
Specialty		1,054		—		—		1,054
Total Common Stocks		5,683		—		—		5,683
Short-Term Investment
Investment Company		28		—		—		28
Total Assets	$	5,711	$	—	$	—	$	5,711

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

4. Dividends and Distributions to Shareholders: Dividends and distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income, if any, are declared and paid quarterly. Net realized capital gains, if any, are distributed at least annually.

5. Security Transactions, Income and Expenses: Security transactions are accounted for on the trade date (date the order to buy or sell is executed). Realized gains and losses on the sale of investment securities are determined on the specific identified cost method. Dividend income and other distributions are recorded on the ex-dividend date (except for certain foreign dividends which may be recorded as soon as the Fund is informed of such dividends) net of applicable withholding taxes. Non-cash dividends received in the form of stock, if any, are recognized on the ex-dividend date and recorded as non-cash dividend income at fair value. Interest income is recognized on the accrual basis net of applicable withholding taxes except where collection is in doubt. Discounts are accreted and premiums are amortized over the life of the respective securities. Most expenses of the Company can be directly attributed to a particular Fund. Expenses which cannot be directly attributed are apportioned among the Funds based upon relative net assets or other appropriate methods. Income, expenses (other than class specific expenses — distribution and shareholder services, transfer

agency and sub transfer agency fees) and realized and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

First $1 billion				Over $1 billion
	0.70	%			0.65	%

For the period ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.00% of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses, excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 0.90% for Class I shares, 1.25% for Class A shares, 2.00% for Class C shares and 0.85% for Class IS shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the period ended December 31, 2021, approximately $9,000 of advisory fees were waived and approximately $92,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

G. Security Transactions and Transactions with Affiliates: For the period ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $6,337,000 and $1,360,000, respectively. There were no purchases and sales of

long-term U.S. Government securities for the period ended December 31, 2021.

A summary of the Fund's transactions in shares of affiliated investments during the period ended December 31, 2021 is as follows:

Affiliated Investment Company				Value September 30, 2021 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	—			$	5,112			$	5,084			$	—	@

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	28

@ Amount is less than $500.

The Fund is permitted to purchase and sell securities ("cross-trade") from and to other Morgan Stanley funds as well as other funds and client accounts for which the Adviser or an affiliate of the Adviser serves as investment adviser, pursuant to procedures approved by the Directors in compliance with Rule 17a-7 under the Act (the "Rule"). Each cross-trade is executed at the current market price in compliance with provisions of the Rule. For the period ended December 31, 2021, the Fund did not engage in any cross-trade transactions.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

FASB ASC 740-10, "Income Taxes — Overall", sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Management has concluded there are no significant uncertain tax positions that would require recognition in the financial statements. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in "Interest Expense" and penalties in "Other Expenses" in the Statement of Operations. The Fund files tax returns with the U.S. Internal Revenue Service, New York and various states. The tax year ended December 31, 2021 remains subject to examination by taxing authorities.

2021 Distributions Paid From: Ordinary Income (000)
$	15

Permanent differences, due to a nondeductible expense, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Distributable Earnings (000)				Paid-in- Capital (000)
$	4			$	(4	)

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	36			$	4

I. Other: At December 31, 2021, the Fund did not have record owners of 10% or greater.

J. Market Risk: The outbreak of the coronavirus ("COVID-19") and the recovery responses could adversely impact the operations of the Fund and its service providers and financial performance of the Fund and the Fund's investments. The extent of such impact depends on future developments, including (i) the duration and spread of the outbreak, (ii) the restrictions and advisories, (iii) the effects on the financial markets, (iv) government and regulatory responses, and (v) the effects on the economy overall as a result of developments such as disruption to consumer demand, economic output and supply chains. The duration and extent of COVID-19 and associated economic and market conditions and uncertainty over the long term cannot be reasonably estimated at this time. The ultimate impact of COVID-19 and the extent to which the associated conditions impact the Fund will also depend on future developments, which are highly uncertain, difficult to accurately predict and subject to change at any time. If the financial performance of the Fund's investments is impacted because of these factors for an extended period, the Fund's investment results may be adversely affected.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
U.S. Focus Real Estate Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of U.S. Focus Real Estate Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statements of operations and changes in net assets and the financial highlights for the period from September 30, 2021 (commencement of operations) through December 31, 2021 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of U.S. Focus Real Estate Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the results of its operations and the changes in its net assets and its financial highlights for the period from September 30, 2021 (commencement of operations) through December 31, 2021, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Fund's financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities law and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021.

The Fund designated approximately $5,000 of its distributions paid as qualified business income.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

President, Strategic Decisions, LLC (consulting) (since February 2009); Director or Trustee of various Morgan Stanley Funds (since August 2006); Chairperson of the Compliance and Insurance Committee (since October 2015); formerly, Chairperson of the Insurance Sub- Committee of the Compliance and Insurance Committee (2007-2015); served as President and Chief Executive Officer of the Nuclear Energy Institute (policy organization) (February 2005-November 2008); retired as Admiral, U.S. Navy after serving over 38 years on active duty including 8 years as Director of the Naval Nuclear Propulsion Program in the Department of the Navy and the U.S. Department of Energy (1996-2004); served as Chief of Naval Personnel (July 1994-September 1996) and on the Joint Staff as Director of Political Military Affairs (June 1992-July 1994); knighted as Honorary Knight Commander of the Most Excellent Order of the British Empire; awarded the Officier de l'Orde National du Mérite by the French Government; elected to the National Academy of Engineering (2009).

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE
Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIUSFREANN
3997517 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

U.S. Real Estate Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					7
Statement of Assets and Liabilities					9
Statement of Operations					11
Statements of Changes in Net Assets					12
Financial Highlights					14
Notes to Financial Statements					20
Report of Independent Registered Public Accounting Firm					28
Liquidity Risk Management Program					29
Federal Tax Notice					30
U.S. Customer Privacy Notice					31
Director and Officer Information					34

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual Report, in which you will learn how your investment in U.S. Real Estate Portfolio (the "Fund") performed during the latest twelve-month period.

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

U.S. Real Estate Portfolio

This example is based on an investment of $1,000 invested at the beginning of the six-month period ended December 31, 2021 and held for the entire six-month period.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 7/1/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
U.S. Real Estate Portfolio Class I	$	1,000.00	$	1,149.80	$	1,020.67	$	4.88	$	4.58		0.90	%
U.S. Real Estate Portfolio Class A		1,000.00		1,148.10		1,019.26		6.39		6.01		1.18
U.S. Real Estate Portfolio Class L		1,000.00		1,144.60		1,016.38		9.46		8.89		1.75
U.S. Real Estate Portfolio Class C		1,000.00		1,143.80		1,015.12		10.81		10.16		2.00
U.S. Real Estate Portfolio Class IS		1,000.00		1,150.40		1,021.02		4.50		4.23		0.83
U.S. Real Estate Portfolio Class IR		1,000.00		1,150.40		1,021.02		4.50		4.23		0.83

** Annualized.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

U.S. Real Estate Portfolio

The Fund seeks to provide above average current income and long-term capital appreciation by investing primarily in equity securities of companies in the U.S. real estate industry, including real estate investment trusts ("REITs").

Performance

For the fiscal year ended December 31, 2021, the Fund's Class I shares had a total return based on net asset value and reinvestment of distributions per share of 38.96%, net of fees. The Fund's Class I shares underperformed the Fund's benchmark, the FTSE Nareit Equity REITs Index (the "Index"), which returned 43.24%, and outperformed the S&P 500® Index, which returned 28.71%.

Factors Affecting Performance

• In the U.S., after a strong start to 2021 in more economically sensitive sectors such as office, lodging and retail, rising concerns regarding COVID-19 and the Delta and Omicron variants led investors to question the sustainability of economic growth, which resulted in sector leadership rotation. Ultimately the more defensive and secularly favored sectors, such as storage, apartments and industrial, outperformed and posted strong returns for the year. An exception to this sector leadership rotation was within retail, where regional malls posted the best returns for the year on continued strength in retail sales and robust discretionary spending. In contrast, health care and office companies underperformed.

• The Fund's overweight to storage, underweight to skilled nursing health care and REIT hotels, and security selection in industrial were top relative contributors for the year. Key detractors included the underweights to regional malls and industrial; security selection within and the underweight to apartments, overweight to "big 3" health care companies, and security selection in data centers and NYC offices.

Management Strategies

intrinsic value, equity multiples and growth prospects of each security, with a top-down view that incorporates fundamental inflection points, macroeconomic considerations and geopolitical risk. By incorporating both an equity market valuation and a more traditional real estate valuation with a top-down overlay, we believe the Fund will be better prepared to identify securities with the best expected total returns.

• Forecasted market strength in the asset class is supported by a number of macro and fundamental factors, including continued vaccine distribution, the continued recovery of economies around the world, and growing demand for real estate. We believe the relative valuation of real estate securities is attractive compared to investable alternatives, including the broader equity market, fixed income and direct property investment. Fundamental recovery and strength, coupled with attractive relative valuations, appear to be supportive of above-trend growth over the next several years. We believe continued merger and acquisition activity and privatizations are possible given discounts to private market valuations observed across sectors. Transaction volumes are expected to increase given the growing clarity on the recovery in fundamentals across most major sectors. However, an elevated risk premium should be expected for assets with operational, leasing or repositioning risk.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

U.S. Real Estate Portfolio

* Minimum Investment for Class I shares

Performance Compared to the FTSE Nareit Equity REITs Index⁽¹⁾, the S&P 500^® Index⁽²⁾ and the Lipper Real Estate Funds Index⁽³⁾

	Period Ended December 31, 2021 Total Returns⁽⁴⁾
				Average Annual
	One Year			Five Years			Ten Years			Since Inception⁽¹¹⁾
Fund — Class I Shares w/o sales charges⁽⁵⁾		38.96	%		4.98	%		8.05	%		10.94	%
Fund — Class A Shares w/o sales charges⁽⁶⁾		38.46			4.65			7.73			10.16
Fund — Class A Shares with maximum 5.25% sales charges⁽⁶⁾		31.25			3.53			7.15			9.93
Fund — Class L Shares w/o sales charges⁽⁷⁾		37.78			4.10			7.16			7.19
Fund — Class C Shares w/o sales charges⁽⁹⁾		37.50			3.83			—			4.13
Fund — Class C Shares with maximum 1.00% deferred sales charges⁽⁹⁾		36.50			3.83			—			4.13
Fund — Class IS Shares w/o sales charges⁽⁸⁾		39.06			5.05			—			7.61
Fund — Class IR Shares w/o sales charges⁽¹⁰⁾		39.06			—			—			7.07
FTSE Nareit Equity REITs Index		43.24			10.75			11.38			10.99
S&P 500^® Index		28.71			18.47			16.55			10.94
Lipper Real Estate Funds Index		38.99			11.53			11.18			N/A

⁽¹⁾ The FTSE Nareit (National Association of Real Estate Investment Trusts) Equity REITs Index is free float-adjusted market capitalization weighted index of tax-qualified REITs listed on the New York Stock Exchange, NYSE Amex and the NASDAQ National Market Systems. The Index is unmanaged and its 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 Standard & Poor's 500^® Index (S&P 500^® Index) measures the performance of the large cap segment of the U.S. equities market, covering approximately 80% of the U.S. equities market. The Index includes 500 leading companies in leading industries of the U.S. economy. The Index is unmanaged and its returns do not include any sales charges or fees. Such costs would lower performance. It is not possible to invest directly in an index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited) (cont'd)

U.S. Real Estate Portfolio

⁽³⁾ The Lipper Real Estate Funds Index is an equally weighted performance index of the largest qualifying funds (based on net assets) in the Lipper Real Estate 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. As of the date of this report, the Fund was in the Lipper Real Estate Funds classification.

⁽⁵⁾ Commenced operations on February 24, 1995.

⁽⁶⁾ Commenced offering on January 2, 1996.

⁽⁷⁾ Commenced offering on November 11, 2011.

⁽⁸⁾ Commenced offering on September 13, 2013.

⁽⁹⁾ Commenced offering on April 30, 2015.

⁽¹⁰⁾ Commenced offering on June 15, 2018.

⁽¹¹⁾ For comparative purposes, average annual since inception returns listed for the Indexes refer to the inception date of Class I of the Fund, not the inception of the Index.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

U.S. Real Estate Portfolio

	Shares		Value (000)
Common Stocks (99.3%)
Apartments (13.4%)
Equity Residential REIT		23,219	$	2,101
Mid-America Apartment Communities, Inc. REIT		9,390		2,155
UDR, Inc. REIT		35,288		2,117
				6,373
Data Centers (7.3%)
Digital Realty Trust, Inc. REIT		14,727		2,605
GDS Holdings Ltd. ADR (China) (a)		3,740		176
Switch, Inc., Class A		24,835		711
				3,492
Free Standing (6.1%)
Agree Realty Corp. REIT		6,790		484
NETSTREIT Corp. REIT		28,773		659
Realty Income Corp. REIT		24,303		1,740
				2,883
Health Care (13.0%)
Healthcare Trust of America, Inc., Class A REIT		18,106		605
Healthpeak Properties, Inc. REIT		45,247		1,633
Medical Properties Trust, Inc. REIT		37,511		886
Ventas, Inc. REIT		17,826		911
Welltower, Inc. REIT		25,146		2,157
				6,192
Industrial (16.1%)
Exeter Industrial Value Fund, LP (a)(b)(c)		7,905,000		523
ProLogis, Inc. REIT		32,828		5,527
Rexford Industrial Realty, Inc. REIT		20,102		1,631
				7,681
Lodging/Resorts (2.1%)
Boyd Gaming Corp. (a)		10,115		663
Caesars Entertainment, Inc. (a)		3,695		346
				1,009
Manufactured Homes (3.7%)
Sun Communities, Inc. REIT		8,499		1,784
Office (5.1%)
Alexandria Real Estate Equities, Inc. REIT		6,837		1,524
Kilroy Realty Corp. REIT		13,278		883
				2,407
Regional Malls (3.0%)
Simon Property Group, Inc. REIT		8,947		1,429
Self Storage (13.5%)
Extra Space Storage, Inc. REIT		8,475		1,922
Life Storage, Inc. REIT		6,553		1,004
Public Storage REIT		9,431		3,532
				6,458

	Shares		Value (000)
Shopping Centers (8.2%)
Brixmor Property Group, Inc. REIT		40,605	$	1,032
Kite Realty Group Trust REIT		48,637		1,060
RPT Realty REIT		45,085		603
SITE Centers Corp. REIT		76,833		1,216
				3,911
Single Family Homes (2.8%)
Invitation Homes, Inc. REIT		29,487		1,337
Specialty (5.0%)
Outfront Media, Inc. REIT		40,098		1,076
SBA Communications Corp. REIT		1,234		480
VICI Properties, Inc. REIT27,207				819
				2,375
Total Common Stocks (Cost $36,504)				47,331
Short-Term Investment (0.5%)
Investment Company (0.5%)
Morgan Stanley Institutional Liquidity Funds — Treasury Portfolio — Institutional Class (See Note G) (Cost $261)		261,162		261
Total Investments (99.8%) (Cost $36,765) (d)				47,592
Other Assets in Excess of Liabilities (0.2%)				115
Net Assets (100.0%)			$	47,707

(a) Non-income producing security.

(b) At December 31, 2021, the Fund held a fair valued security valued at approximately $523,000, representing 1.1% of net assets. This security has been fair valued as determined in good faith under procedures established by and under the general supervision of the Company's (as defined herein) Directors.

(c) Restricted security valued at fair value and not registered under the Securities Act of 1933. Exeter Industrial Value Fund, LP was acquired between 11/07 - 4/11 and has a current cost basis of approximately $0. At December 31, 2021, this security had an aggregate market value of approximately $523,000, representing 1.1% of net assets.

(d) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $37,562,000. The aggregate gross unrealized appreciation is approximately $11,180,000 and the aggregate gross unrealized depreciation is approximately $1,151,000, resulting in net unrealized appreciation of approximately $10,029,000.

ADR American Depositary Receipt.

REIT Real Estate Investment Trust.

The accompanying notes are an integral part of the financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments (cont'd)

U.S. Real Estate Portfolio

Portfolio Composition

Classification	Percentage of Total Investments
Industrial		16.1	%
Self Storage		13.6
Apartments		13.4
Health Care		13.0
Other*		12.2
Shopping Centers		8.2
Data Centers		7.3
Free Standing		6.1
Office		5.1
Specialty		5.0
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Real Estate Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $36,504)	$	47,331
Investment in Security of Affiliated Issuer, at Value (Cost $261)		261
Total Investments in Securities, at Value (Cost $36,765)		47,592
Foreign Currency, at Value (Cost $3)		3
Dividends Receivable		110
Receivable for Fund Shares Sold		87
Receivable from Affiliate		—	@
Other Assets		79
Total Assets		47,871
Liabilities:
Payable for Professional Fees		40
Payable for Fund Shares Redeemed		27
Payable for Sub Transfer Agency Fees — Class I		9
Payable for Sub Transfer Agency Fees — Class A		2
Payable for Sub Transfer Agency Fees — Class L		—	@
Payable for Sub Transfer Agency Fees — Class C		—	@
Payable for Custodian Fees		9
Payable for Advisory Fees		7
Payable for Transfer Agency Fees — Class I		3
Payable for Transfer Agency Fees — Class A		1
Payable for Transfer Agency Fees — Class L		1
Payable for Transfer Agency Fees — Class C		1
Payable for Transfer Agency Fees — Class IS		1
Payable for Transfer Agency Fees — Class IR		—	@
Payable for Shareholder Services Fees — Class A		3
Payable for Distribution and Shareholder Services Fees — Class L		1
Payable for Distribution and Shareholder Services Fees — Class C		—	@
Payable for Administration Fees		3
Other Liabilities		56
Total Liabilities		164
Net Assets	$	47,707
Net Assets Consist of:
Paid-in-Capital	$	35,170
Total Distributable Earnings		12,537
Net Assets	$	47,707

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Real Estate Portfolio

Statement of Assets and Liabilities (cont'd)	December 31, 2021 (000)
CLASS I:
Net Assets	$	31,909
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		2,678,948
Net Asset Value, Offering and Redemption Price Per Share	$	11.91
CLASS A:
Net Assets	$	13,121
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		1,157,600
Net Asset Value, Redemption Price Per Share	$	11.33
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	0.63
Maximum Offering Price Per Share	$	11.96
CLASS L:
Net Assets	$	2,101
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		185,722
Net Asset Value, Offering and Redemption Price Per Share	$	11.31
CLASS C:
Net Assets	$	365
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		32,459
Net Asset Value, Offering and Redemption Price Per Share	$	11.24
CLASS IS:
Net Assets	$	201
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		16,838
Net Asset Value, Offering and Redemption Price Per Share	$	11.91
CLASS IR:
Net Assets	$	10
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		833
Net Asset Value, Offering and Redemption Price Per Share	$	11.91

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Real Estate Portfolio

Statement of Operations	Year Ended December 31, 2021 (000)
Investment Income:
Dividends from Securities of Unaffiliated Issuers (Net of $ — @ of foreign Taxes Withheld)	$	565
Dividends from Security of Affiliated Issuer (Note G)		—	@
Non-Cash Dividends from Securities of Unaffiliated Issuers		101
Income from Securities Loaned — Net		—	@
Total Investment Income		666
Expenses:
Advisory Fees (Note B)		331
Professional Fees		116
Registration Fees		82
Shareholder Services Fees — Class A (Note D)		30
Distribution and Shareholder Services Fees — Class L (Note D)		14
Distribution and Shareholder Services Fees — Class C (Note D)		3
Administration Fees (Note C)		38
Transfer Agency Fees — Class I (Note E)		13
Transfer Agency Fees — Class A (Note E)		7
Transfer Agency Fees — Class L (Note E)		3
Transfer Agency Fees — Class C (Note E)		3
Transfer Agency Fees — Class IS (Note E)		4
Transfer Agency Fees — Class IR (Note E)		2
Sub Transfer Agency Fees — Class I		23
Sub Transfer Agency Fees — Class A		5
Sub Transfer Agency Fees — Class L		1
Sub Transfer Agency Fees — Class C		—	@
Shareholder Reporting Fees		20
Custodian Fees (Note F)		12
Directors' Fees and Expenses		5
Pricing Fees		3
Other Expenses		13
Total Expenses		728
Waiver of Advisory Fees (Note B)		(228	)
Reimbursement of Class Specific Expenses — Class I (Note B)		(13	)
Reimbursement of Class Specific Expenses — Class L (Note B)		(1	)
Reimbursement of Class Specific Expenses — Class C (Note B)		(3	)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(4	)
Reimbursement of Class Specific Expenses — Class IR (Note B)		(2	)
Rebate from Morgan Stanley Affiliate (Note G)		(—	@)
Net Expenses		477
Net Investment Income		189
Realized Gain:
Investments Sold		15,451
Foreign Currency Translation		—	@
Net Realized Gain		15,451
Change in Unrealized Appreciation (Depreciation):
Investments		(267	)
Foreign Currency Translation		(—	@)
Net Change in Unrealized Appreciation (Depreciation)		(267	)
Net Realized Gain and Change in Unrealized Appreciation (Depreciation)		15,184
Net Increase in Net Assets Resulting from Operations	$	15,373

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Real Estate Portfolio

Statements of Changes in Net Assets	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Income	$	189		$	1,257
Net Realized Gain (Loss)		15,451			(7,920	)
Net Change in Unrealized Appreciation (Depreciation)		(267	)		(36,112	)
Net Increase (Decrease) in Net Assets Resulting from Operations		15,373			(42,775	)
Dividends and Distributions to Shareholders:
Class I		(813	)		(1,465	)
Class A		(295	)		(330	)
Class L		(35	)		(30	)
Class C		(6	)		(3	)
Class IS		(5	)		(94	)
Class IR		(—	@)		(—	@)
Paid-in-Capital:
Class I		—			(273	)
Class A		—			(62	)
Class L		—			(5	)
Class C		—			(1	)
Class IS		—			(17	)
Class IR		—			(—	@)
Total Dividends and Distributions to Shareholders		(1,154	)		(2,280	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		3,876			10,619
Distributions Reinvested		800			1,717
Redeemed		(16,439	)		(81,226	)
Class A:
Subscribed		1,672			2,945
Distributions Reinvested		290			388
Redeemed		(3,443	)		(16,948	)
Class L:
Exchanged		43			209
Distributions Reinvested		35			35
Redeemed		(111	)		(394	)
Class C:
Subscribed		248			62
Distributions Reinvested		6			4
Redeemed		(195	)		(41	)
Class IS:
Subscribed		40			484
Distributions Reinvested		5			111
Redeemed		(10	)		(8,403	)
Class IR:
Distributions Reinvested		—	@		—	@
Net Decrease in Net Assets Resulting from Capital Share Transactions		(13,183	)		(90,438	)
Total Increase (Decrease) in Net Assets		1,036			(135,493	)
Net Assets:
Beginning of Period		46,671			182,164
End of Period	$	47,707		$	46,671

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Real Estate Portfolio

Statements of Changes in Net Assets (cont'd)	Year Ended December 31, 2021 (000)			Year Ended December 31, 2020 (000)
(1) Capital Share Transactions:
Class I:
Shares Subscribed		373			1,302
Shares Issued on Distributions Reinvested		73			240
Shares Redeemed		(1,601	)		(9,879	)
Net Decrease in Class I Shares Outstanding		(1,155	)		(8,337	)
Class A:
Shares Subscribed		171			365
Shares Issued on Distributions Reinvested		28			58
Shares Redeemed		(360	)		(2,193	)
Net Decrease in Class A Shares Outstanding		(161	)		(1,770	)
Class L:
Shares Exchanged		4			28
Shares Issued on Distributions Reinvested		3			5
Shares Redeemed		(11	)		(48	)
Net Decrease in Class L Shares Outstanding		(4	)		(15	)
Class C:
Shares Subscribed		26			8
Shares Issued on Distributions Reinvested		1			1
Shares Redeemed		(19	)		(6	)
Net Increase in Class C Shares Outstanding		8			3
Class IS:
Shares Subscribed		4			53
Shares Issued on Distributions Reinvested		—	@@		17
Shares Redeemed		(1	)		(1,167	)
Net Increase (Decrease) in Class IS Shares Outstanding		3			(1,097	)
Class IR:
Shares Issued on Distributions Reinvested		—	@@		—	@@

@ Amount is less than $500.

@@ Amount is less than 500 shares.

The accompanying notes are an integral part of the financial statements.
13

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

U.S. Real Estate Portfolio

	Class I
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	8.79		$	11.08		$	10.82		$	15.24		$	17.21
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.05			0.13			0.26			0.34			0.37
Net Realized and Unrealized Gain (Loss)		3.35			(2.18	)		1.69			(1.33	)		0.16
Total from Investment Operations		3.40			(2.05	)		1.95			(0.99	)		0.53
Distributions from and/or in Excess of:
Net Investment Income		(0.12	)		(0.20	)		(0.40	)		(0.34	)		(0.26	)
Net Realized Gain		(0.16	)		—			(1.29	)		(3.09	)		(2.24	)
Paid-in-Capital		—			(0.04	)		—			—			—
Total Distributions		(0.28	)		(0.24	)		(1.69	)		(3.43	)		(2.50	)
Net Asset Value, End of Period	$	11.91		$	8.79		$	11.08		$	10.82		$	15.24
Total Return⁽²⁾		38.96	%		(18.05	)%		18.40	%		(8.44	)%		3.31	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	31,909		$	33,708		$	134,856		$	177,690		$	331,637
Ratio of Expenses Before Expense Limitation		1.42	%		1.19	%		1.02	%		1.02	%		1.02	%
Ratio of Expenses After Expense Limitation		0.90	%⁽³⁾		0.90	%⁽³⁾		0.90	%⁽³⁾		0.95	%⁽³⁾⁽⁴⁾		1.00	%⁽³⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		0.90	%		0.90	%⁽³⁾		N/A			0.95	%⁽³⁾		1.00	%⁽³⁾
Ratio of Net Investment Income		0.50	%⁽³⁾		1.52	%⁽³⁾		2.18	%⁽³⁾		2.44	%⁽³⁾		2.19	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		132	%		39	%		21	%		39	%		43	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value as of the last business day of the period.

(4) Effective July 1, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 0.90% for Class I shares. Prior to July 1, 2018, the maximum ratio was 1.00% for Class I shares.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
14

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

U.S. Real Estate Portfolio

	Class A
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	8.38		$	10.56		$	10.38		$	14.76		$	16.74
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.03			0.09			0.22			0.29			0.31
Net Realized and Unrealized Gain (Loss)		3.18			(2.06	)		1.61			(1.28	)		0.15
Total from Investment Operations		3.21			(1.97	)		1.83			(0.99	)		0.46
Distributions from and/or in Excess of:
Net Investment Income		(0.10	)		(0.17	)		(0.36	)		(0.30	)		(0.20	)
Net Realized Gain		(0.16	)		—			(1.29	)		(3.09	)		(2.24	)
Paid-in-Capital		—			(0.04	)		—			—			—
Total Distributions		(0.26	)		(0.21	)		(1.65	)		(3.39	)		(2.44	)
Net Asset Value, End of Period	$	11.33		$	8.38		$	10.56		$	10.38		$	14.76
Total Return⁽²⁾		38.46	%		(18.28	)%		18.02	%		(8.71	)%		2.98	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	13,121		$	11,043		$	32,596		$	34,459		$	55,640
Ratio of Expenses Before Expense Limitation		1.66	%		1.52	%		1.31	%		1.30	%		N/A
Ratio of Expenses After Expense Limitation		1.18	%⁽³⁾		1.25	%⁽³⁾		1.22	%⁽³⁾		1.26	%⁽³⁾⁽⁴⁾		1.34	%⁽³⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.18	%		1.25	%⁽³⁾		N/A			1.26	%⁽³⁾		1.34	%⁽³⁾
Ratio of Net Investment Income		0.26	%⁽³⁾		1.09	%⁽³⁾		1.91	%⁽³⁾		2.14	%⁽³⁾		1.87	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		132	%		39	%		21	%		39	%		43	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(4) Effective July 1, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 1.25% for Class A shares. Prior to July 1, 2018, the maximum ratio was 1.35% for Class A shares.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
15

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

U.S. Real Estate Portfolio

	Class L
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	8.36		$	10.55		$	10.37		$	14.74		$	16.73
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.03	)		0.09			0.16			0.23			0.22
Net Realized and Unrealized Gain (Loss)		3.18			(2.11	)		1.61			(1.28	)		0.15
Total from Investment Operations		3.15			(2.02	)		1.77			(1.05	)		0.37
Distributions from and/or in Excess of:
Net Investment Income		(0.04	)		(0.13	)		(0.30	)		(0.23	)		(0.12	)
Net Realized Gain		(0.16	)		—			(1.29	)		(3.09	)		(2.24	)
Paid-in-Capital		—			(0.04	)		—			—			—
Total Distributions		(0.20	)		(0.17	)		(1.59	)		(3.32	)		(2.36	)
Net Asset Value, End of Period	$	11.31		$	8.36		$	10.55		$	10.37		$	14.74
Total Return⁽²⁾		37.78	%		(18.77	)%		17.43	%		(9.16	)%		2.37	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	2,101		$	1,586		$	2,164		$	2,057		$	2,787
Ratio of Expenses Before Expense Limitation		2.31	%		2.11	%		1.88	%		1.84	%		1.89	%
Ratio of Expenses After Expense Limitation		1.75	%⁽³⁾		1.75	%⁽³⁾		1.75	%⁽³⁾		1.79	%⁽³⁾⁽⁴⁾		1.85	%⁽³⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		1.75	%		1.75	%⁽³⁾		N/A			1.79	%⁽³⁾		1.85	%⁽³⁾
Ratio of Net Investment Income (Loss)		(0.30	)%⁽³⁾		1.41	%⁽³⁾		1.42	%⁽³⁾		1.71	%⁽³⁾		1.37	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		132	%		39	%		21	%		39	%		43	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value as of the last business day of the period.

(4) Effective July 1, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 1.75% for Class L shares. Prior to July 1, 2018, the maximum ratio was 1.85% for Class L shares.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
16

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

U.S. Real Estate Portfolio

	Class C
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	8.31		$	10.48		$	10.31		$	14.68		$	16.67
Income (Loss) from Investment Operations:
Net Investment Income (Loss)⁽¹⁾		(0.05	)		0.09			0.14			0.19			0.20
Net Realized and Unrealized Gain (Loss)		3.16			(2.10	)		1.59			(1.29	)		0.13
Total from Investment Operations		3.11			(2.01	)		1.73			(1.10	)		0.33
Distributions from and/or in Excess of:
Net Investment Income		(0.02	)		(0.12	)		(0.27	)		(0.18	)		(0.08	)
Net Realized Gain		(0.16	)		—			(1.29	)		(3.09	)		(2.24	)
Paid-in-Capital		—			(0.04	)		—			—			—
Total Distributions		(0.18	)		(0.16	)		(1.56	)		(3.27	)		(2.32	)
Net Asset Value, End of Period	$	11.24		$	8.31		$	10.48		$	10.31		$	14.68
Total Return⁽²⁾		37.50	%		(18.91	)%		17.07	%		(9.47	)%		2.14	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	365		$	206		$	232		$	338		$	486
Ratio of Expenses Before Expense Limitation		3.28	%		3.39	%		2.92	%		2.75	%		2.46	%
Ratio of Expenses After Expense Limitation		2.00	%⁽³⁾		2.00	%⁽³⁾		2.00	%⁽³⁾		2.05	%⁽³⁾⁽⁴⁾		2.10	%⁽³⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		2.00	%		2.00	%⁽³⁾		N/A			2.05	%⁽³⁾		2.10	%⁽³⁾
Ratio of Net Investment Income (Loss)		(0.54	)%⁽³⁾		1.20	%⁽³⁾		1.18	%⁽³⁾		1.39	%⁽³⁾		1.21	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		132	%		39	%		21	%		39	%		43	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value which does not reflect sales charges, if applicable, as of the last business day of the period.

(4) Effective July 1, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 2.00% for Class C shares. Prior to July 1, 2018, the maximum ratio was 2.10% for Class C shares.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
17

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

U.S. Real Estate Portfolio

	Class IS
	Year Ended December 31,
Selected Per Share Data and Ratios	2021			2020			2019			2018			2017
Net Asset Value, Beginning of Period	$	8.79		$	11.08		$	10.82		$	15.24		$	17.22
Income (Loss) from Investment Operations:
Net Investment Income⁽¹⁾		0.07			0.09			0.25			0.28			0.39
Net Realized and Unrealized Gain (Loss)		3.34			(2.13	)		1.71			(1.26	)		0.14
Total from Investment Operations		3.41			(2.04	)		1.96			(0.98	)		0.53
Distributions from and/or in Excess of:
Net Investment Income		(0.13	)		(0.21	)		(0.41	)		(0.35	)		(0.27	)
Net Realized Gain		(0.16	)		—			(1.29	)		(3.09	)		(2.24	)
Paid-in-Capital		—			(0.04	)		—			—			—
Total Distributions		(0.29	)		(0.25	)		(1.70	)		(3.44	)		(2.51	)
Net Asset Value, End of Period	$	11.91		$	8.79		$	11.08		$	10.82		$	15.24
Total Return⁽²⁾		39.06	%		(17.98	)%		18.48	%		(8.36	)%		3.32	%
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	201		$	121		$	12,307		$	29,523		$	196,536
Ratio of Expenses Before Expense Limitation		4.18	%		1.20	%		1.04	%		0.97	%		N/A
Ratio of Expenses After Expense Limitation		0.83	%⁽³⁾		0.83	%⁽³⁾		0.83	%⁽³⁾		0.91	%⁽³⁾⁽⁴⁾		0.93	%⁽³⁾
Ratio of Expenses After Expense Limitation Excluding Interest Expenses		0.83	%		0.83	%⁽³⁾		N/A			0.91	%⁽³⁾		0.93	%⁽³⁾
Ratio of Net Investment Income		0.64	%⁽³⁾		1.00	%⁽³⁾		2.09	%⁽³⁾		1.98	%⁽³⁾		2.33	%⁽³⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾		0.00	%⁽⁵⁾
Portfolio Turnover Rate		132	%		39	%		21	%		39	%		43	%

(1) Per share amount is based on average shares outstanding.

(2) Calculated based on the net asset value as of the last business day of the period.

(4) Effective July 1, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 0.83% for Class IS shares. Prior to July 1, 2018, the maximum ratio was 0.93% for Class IS shares.

(5) Amount is less than 0.005%.

The accompanying notes are an integral part of the financial statements.
18

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

U.S. Real Estate Portfolio

	Class IR
	Year Ended December 31,									Period from June 15, 2018⁽¹⁾ to
Selected Per Share Data and Ratios	2021			2020			2019			December 31, 2018
Net Asset Value, Beginning of Period	$	8.79		$	11.08		$	10.82		$	14.74
Income (Loss) from Investment Operations:
Net Investment Income⁽²⁾		0.05			0.20			0.33			0.43
Net Realized and Unrealized Gain (Loss)		3.36			(2.24	)		1.63			(0.98	)
Total from Investment Operations		3.41			(2.04	)		1.96			(0.55	)
Distributions from and/or in Excess of:
Net Investment Income		(0.13	)		(0.21	)		(0.41	)		(0.28	)
Net Realized Gain		(0.16	)		—			(1.29	)		(3.09	)
Paid-in-Capital		—			(0.04	)		—			—
Total Distributions		(0.29	)		(0.25	)		(1.70	)		(3.37	)
Net Asset Value, End of Period	$	11.91		$	8.79		$	11.08		$	10.82
Total Return⁽³⁾		39.06	%		(17.98	)%		18.48	%		(5.73	)%⁽⁷⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period, (Thousands)	$	10		$	7		$	9		$	7
Ratio of Expenses Before Expense Limitation		26.04	%		30.10	%		23.80	%		19.12	%⁽⁸⁾
Ratio of Expenses After Expense Limitation		0.83	%⁽⁴⁾		0.83	%⁽⁴⁾		0.83	%⁽⁴⁾		0.84	%^(4)(5)(8)
Ratios of Expenses After Expense Limitation Excluding Interest Expenses		0.83	%		0.83	%⁽⁴⁾		N/A			0.84	%⁽⁴⁾⁽⁸⁾
Ratio of Net Investment Income		0.46	%⁽⁴⁾		2.40	%⁽⁴⁾		2.70	%⁽⁴⁾		4.23	%⁽⁴⁾⁽⁸⁾
Ratio of Rebate from Morgan Stanley Affiliates		0.00	%⁽⁶⁾		N/A			0.00	%⁽⁶⁾		0.00	%⁽⁶⁾⁽⁸⁾
Portfolio Turnover Rate		132	%		39	%		21	%		39	%

(1) Commencement of Offering.

(2) Per share amount is based on average shares outstanding.

(3) Calculated based on the net asset value as of the last business day of the period.

(5) Effective July 1, 2018, the Adviser has agreed to limit the ratio of expenses to average net assets to the maximum ratio of 0.83% for Class IR shares. Prior to July 1, 2018, the maximum ratio was 0.93% for Class IR shares.

(6) Amount is less than 0.005%.

(7) Not annualized.

(8) Annualized.

The accompanying notes are an integral part of the financial statements.
19

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the U.S. Real Estate Portfolio. The Fund seeks to provide above average current income and long-term capital appreciation by investing primarily in equity securities of companies in the U.S. real estate industry, including real estate investment trusts ("REITs"). The Fund has a capital subscription commitment to an investee company for this same purpose, the details of which are disclosed in the Unfunded Commitments note.

1. Security Valuation: (1) An equity portfolio security listed or traded on an exchange is valued at its latest reported sales price (or at the exchange official closing price if such exchange reports an official closing price), and if there were no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant exchanges. If only bid prices are available then the latest bid price may be used. Listed equity securities not traded on the valuation date with no reported bid and asked prices available on the exchange are valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers. In cases where a

security is traded on more than one exchange, the security is valued on the exchange designated as the primary market; (2) all other equity portfolio securities for which over-the-counter ("OTC") market quotations are readily available are valued at the latest reported sales price (or at the market official closing price if such market reports an official closing price), and if there was no trading in the security on a given day and if there is no official closing price from relevant markets for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser"), a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; (4) when market quotations are not readily available, including circumstances under which the Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of a security's market value, portfolio securities are valued at their fair value as determined in good faith under

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

procedures established by and under the general supervision of the Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors; (5) quotations of foreign portfolio securities, other assets and liabilities and forward contracts stated in foreign currency are translated into U.S. dollar equivalents at the prevailing market rates prior to the close of the NYSE; and (6) investments in mutual funds, including the Morgan Stanley Institutional Liquidity Funds, are valued at the net asset value ("NAV") as of the close of each business day.

The Fund invests a significant portion of its assets in securities of REITs. The market's perception of prospective declines in private real estate values and other financial assets may result in increased volatility of market prices that can negatively impact the valuation of certain issuers held by the Fund.

2. Fair Value Measurement: Financial Accounting Standards Board ("FASB") Accounting Standards Codification^TM ("ASC") 820, "Fair Value Measurement"

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Apartments	$	6,373	$	—	$	—	$	6,373
Data Centers		3,492		—		—		3,492
Free Standing		2,883		—		—		2,883
Health Care		6,192		—		—		6,192
Industrial		7,158		—		523		7,681
Lodging/Resorts		1,009		—		—		1,009
Manufactured Homes		1,784		—		—		1,784
Office		2,407		—		—		2,407
Regional Malls		1,429		—		—		1,429
Self Storage		6,458		—		—		6,458
Shopping Centers		3,911		—		—		3,911
Single Family Homes		1,337		—		—		1,337
Specialty		2,375		—		—		2,375
Total Common Stocks		46,808		—		523		47,331
Short-Term Investment
Investment Company		261		—		—		261
Total Assets	$	47,069	$	—	$	523	$	47,592

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

Following is a reconciliation of investments in which significant unobservable inputs (Level 3) were used in determining fair value:

	Common Stock (000)
Beginning Balance	$	530
Purchases		—
Sales		—
Amortization of discount		—
Transfers in		—
Transfers out		—
Corporate actions		—
Change in unrealized appreciation (depreciation)		(7	)
Realized gains (losses)		—
Ending Balance	$	523
Net change in unrealized appreciation (depreciation) from investments still held as of December 31, 2021	$	(7	)

The following table presents additional information about valuation techniques and inputs used for investments that are measured at fair value and categorized within Level 3 as of December 31, 2021:

Fair Value at
December 31,
2021
(000)

Valuation
Technique

Unobservable
Input

Common
Stock

523

Reported Capital balance,
adjustments for NAV
practical expedient;
including adjustments
for subsequent
Capital Calls, Return
of Capital and Significant
Market Changes between
last Capital Statement and
Valuation Date

Adjusted Capital
Balance

3. Foreign Currency Translation and Foreign Investments: The books and records of the Fund are maintained in U.S. dollars. Foreign currency amounts are translated into U.S. dollars as follows:

– investments, other assets and liabilities at the prevailing rate of exchange on the valuation date;

– investment transactions and investment income at the prevailing rates of exchange on the dates of such transactions.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

ensure that a minimum of 100% collateral coverage is maintained.

The Fund has the right under the securities lending agreement to recover the securities from the borrower on demand.

At December 31, 2021, the Fund did not have any outstanding securities on loan.

5. Unfunded Commitments: Subject to the terms of a Subscription Agreement between the Fund and Exeter Industrial Value Fund LP, the Fund has made a subscription commitment of $8,500,000 for which it will receive 8,500,000 shares of common stock. As of December 31, 2021, Exeter Industrial Value Fund LP has drawn down approximately $7,905,000, which represents 93.0% of the commitment.

6. Restricted Securities: The Fund invests in unregistered or otherwise restricted securities. The term "restricted securities" refers to securities that are unregistered or are held by control persons of the issuer and securities that are subject to contractual restrictions on their resale. As a result, restricted securities may be more difficult to value and the Fund may have difficulty disposing of such assets either in a timely manner or for a reasonable price. In order to dispose of an unregistered security, the Fund, where it has contractual rights to do so, may have to cause such security to be registered. A considerable period may elapse between the time the decision is made to sell the security and the time the security is registered so that the Fund can sell it. Contractual restrictions on the resale of securities vary in length and scope and are generally the result of a negotiation between the issuer and the acquirer of

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

the securities. The Fund would, in either case, bear market risks during that period. Restricted securities are identified in the Portfolio of Investments.

8. Dividends and Distributions to Shareholders: Dividends and distributions to shareholders are recorded on the ex-dividend date. Dividends from net investment income, if any, are declared and paid quarterly. Net realized capital gains, if any, are distributed at least annually.

9. Security Transactions, Income and Expenses: Security transactions are accounted for on the trade date (date the order to buy or sell is executed). Realized gains and losses on the sale of investment securities are determined on the specific identified cost method. Dividend income and other distributions are recorded on the ex-dividend date (except for certain foreign dividends which may be recorded as soon as the Fund is informed of such dividends) net of applicable withholding taxes. Non-cash dividends received in the form of stock, if any, are recognized on the ex-dividend date and recorded as non-cash dividend income at fair value. Interest income is recognized on the accrual basis net of applicable withholding taxes except where collection is in doubt. Discounts are accreted and premiums are amortized over the life of the respective securities. Most expenses of the Company can be directly attributed to a particular Fund. Expenses which cannot be directly attributed are apportioned among the Funds based upon relative net assets or other appropriate methods. Income, expenses (other than class specific expenses — distribution and shareholder services, transfer agency and sub transfer agency fees) and realized and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

First $500 million				Next $500 million				Over $1 billion
	0.70	%			0.65	%			0.60	%

For the year ended December 31, 2021, the advisory fee rate (net of waiver/rebate) was equivalent to an annual effective rate of 0.22% of the Fund's average daily net assets.

The Adviser has agreed to reduce its advisory fee and/or reimburse the Fund so that total annual Fund operating expenses, excluding certain investment related expenses, taxes, interest and other extraordinary expenses (including litigation), will not exceed 0.90% for Class I shares, 1.25% for Class A shares, 1.75% for Class L shares, 2.00% for Class C shares, 0.83% for Class IS shares and 0.83% for Class IR shares. The fee waivers and/or expense reimbursements will continue for at least one year from the date of the Fund's prospectus or until such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the year ended December 31, 2021, approximately $228,000 of advisory fees were waived and approximately $23,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Distributor a shareholder services fee, accrued daily and paid monthly, at an annual rate of 0.25% of the Fund's average daily net assets attributable to Class A shares.

respectively. There were no purchases and sales of long-term U.S. Government securities for the year ended December 31, 2021.

The Fund invests in the Institutional Class of the Morgan Stanley Institutional Liquidity Funds — Treasury Portfolio (the "Liquidity Funds"), an open-end management investment company managed by the Adviser, both directly and as a portion of the securities held as collateral on loaned securities. Advisory fees paid by the Fund are reduced by an amount equal to its pro-rata share of the advisory and administration fees paid by the Fund due to its investment in the Liquidity Funds. For the year ended December 31, 2021, advisory fees paid were reduced by less than $500 relating to the Fund's investment in the Liquidity Funds.

A summary of the Fund's transactions in shares of affiliated investments during the year ended December 31, 2021 is as follows:

Affiliated Investment Company				Value December 31, 2020 (000)				Purchases at Cost (000)				Proceeds from Sales (000)				Dividend Income (000)
Liquidity Funds				$	1,051			$	18,940			$	19,730			$	—	@

Affiliated Investment Company (cont'd)				Realized Gain (Loss) (000)				Change in Unrealized Appreciation (Depreciation) (000)				Value December 31, 2021 (000)
Liquidity Funds				$	—			$	—			$	261

@ Amount is less than $500.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

and distributions received from these investments are recorded with an offsetting increase/decrease in the deferred compensation obligation and do not affect the NAV of the Fund.

2021 Distributions Paid From:						2020 Distributions Paid From:
Ordinary Income (000)		Paid-in- Capital (000)		Long-Term Capital Gain (000)		Ordinary Income (000)		Paid-in- Capital (000)		Long-Term Capital Gain (000)
$	1,154	$	—	$	—	$	1,906	$	358	$	16

Temporary differences are attributable to differing book and tax treatments for the timing of the recognition of gains

(losses) on certain investment transactions and the timing of the deductibility of certain expenses.

Permanent differences, due to a prior year tax return adjustment, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Distributable Earnings (000)				Paid-in- Capital (000)
$	219			$	(219	)

At December 31, 2021, the components of distributable earnings for the Fund on a tax basis were as follows:

Undistributed Ordinary Income (000)				Undistributed Long-Term Capital Gain (000)
$	2,541			$	—

During the year ended December 31, 2021, the Fund utilized capital loss carryforwards for U.S. federal income tax purposes of approximately $9,164,000.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
U.S. Real Estate Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of U.S. Real Estate Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, the financial highlights for each of the five years in the period then ended and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of U.S. Real Estate Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, 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 its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Federal Tax Notice (unaudited)

For federal income tax purposes, the following information is furnished with respect to the distributions paid by the Fund during its taxable year ended December 31, 2021.

The Fund designated approximately $235,000 of its distributions paid as qualified business income.

In January, the Fund provides tax information to shareholders for the preceding calendar year.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

President, Strategic Decisions, LLC (consulting) (since February 2009); Director or Trustee of various Morgan Stanley Funds (since August 2006); Chairperson of the Compliance and Insurance Committee (since October 2015); formerly, Chairperson of the Insurance Sub-Committee of the Compliance and Insurance Committee (2007-2015); served as President and Chief Executive Officer of the Nuclear Energy Institute (policy organization) (February 2005-November 2008); retired as Admiral, U.S. Navy after serving over 38 years on active duty including 8 years as Director of the Naval Nuclear Propulsion Program in the Department of the Navy and the U.S. Department of Energy (1996-2004); served as Chief of Naval Personnel (July 1994-September 1996) and on the Joint Staff as Director of Political Military Affairs (June 1992-July 1994); knighted as Honorary Knight Commander of the Most Excellent Order of the British Empire; awarded the Officier de l'Orde National du Mèrite by the French Government; elected to the National Academy of Engineering (2009).

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE
Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIUSREAANN
3997526 EXP 02.28.23

Morgan Stanley Institutional Fund, Inc.

Vitality Portfolio

Annual Report

December 31, 2021

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Table of Contents

Shareholders' Letter					2
Expense Example					3
Investment Overview					4
Portfolio of Investments					5
Statement of Assets and Liabilities					6
Statement of Operations					7
Statement of Changes in Net Assets					8
Financial Highlights					9
Notes to Financial Statements					13
Report of Independent Registered Public Accounting Firm					18
Liquidity Risk Management Program					19
U.S. Customer Privacy Notice					20
Director and Officer Information					23

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Shareholders' Letter (unaudited)

Dear Shareholders,

We are pleased to provide this Annual report, in which you will learn how your investment in Vitality Portfolio (the "Fund") performed during the period December 31, 2021 (when the Fund commenced operations).

As always, we thank you for selecting Morgan Stanley Investment Management, and look forward to working with you in the months and years ahead.

Sincerely,

John H. Gernon
President and Principal Executive Officer

January 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Expense Example (unaudited)

Vitality Portfolio

This example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period 12/31/21 - 12/31/21.

Actual Expenses

Hypothetical Example for Comparison Purposes

	Beginning Account Value 12/31/21		Actual Ending Account Value 12/31/21		Hypothetical Ending Account Value		Actual Expenses Paid During Period*		Hypothetical Expenses Paid During Period*		Net Expense Ratio During Period**
Vitality Portfolio Class I^	$	1,000.00	$	1,000.00	$	1,000.11	$	0.03	$	0.03		0.95	%
Vitality Portfolio Class A^		1,000.00		1,000.00		1,000.10		0.04		0.04		1.30
Vitality Portfolio Class C^		1,000.00		1,000.00		1,000.08		0.06		0.06		2.05
Vitality Portfolio Class IS^		1,000.00		1,000.00		1,000.11		0.02		0.02		0.90

* Expenses are calculated using each Fund Class' annualized net expense ratio (as disclosed), multiplied by the average account value over the period and multiplied by 1/365 (to reflect the actual days accrued in the period).

** Annualized.

^ The Fund commenced operations on December 31, 2021.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Investment Overview (unaudited)

Vitality Portfolio

Seeks long-term capital appreciation.

Performance

The Fund's inception (December 31, 2021) was the same day as the close of the fiscal year on December 31, 2021.

Factors Affecting Performance

• As of the end of the reporting period, the Fund did not have any performance history.

Management Strategies

• We seek to invest primarily in health care companies in the United States, principally engaged in the discovery, development, production, or distribution of products or services related to advances in health care, and that we believe have sustainable competitive advantages, strong research and development and productive new product flow, financial strength, and an attractive risk/reward profile.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Portfolio of Investments

Vitality Portfolio

	Shares		Value (000)
Common Stocks (100.4%)
Biotechnology (33.3%)
4D Molecular Therapeutics, Inc. (a)		2,367	$	54
Abcam PLC ADR (United Kingdom) (a)		2,187		52
Alnylam Pharmaceuticals, Inc. (a)		432		73
Argenx SE ADR (Netherlands) (a)		251		88
Beam Therapeutics, Inc. (a)		997		79
C4 Therapeutics, Inc. (a)		2,024		65
Century Therapeutics, Inc. (a)		2,412		38
Exact Sciences Corp. (a)		949		74
Fate Therapeutics, Inc. (a)		1,231		72
Graphite Bio, Inc. (a)		3,564		44
Intellia Therapeutics, Inc. (a)		732		87
Lyell Immunopharma, Inc. (a)		2,938		23
Moderna, Inc. (a)		265		67
Relay Therapeutics, Inc. (a)		1,645		51
Sana Biotechnology, Inc. (a)		1,878		30
Vertex Pharmaceuticals, Inc. (a)		332		73
				970
Health Care Equipment & Supplies (12.6%)
Abbott Laboratories		315		44
DexCom, Inc. (a)		137		75
IDEXX Laboratories, Inc. (a)		78		51
Intuitive Surgical, Inc. (a)		244		88
Outset Medical, Inc. (a)		1,252		60
Quotient Ltd. (a)		18,335		47
				365
Health Care Providers & Services (11.0%)
Agilon health, Inc. (a)		3,953		107
Guardant Health, Inc. (a)		1,107		110
UnitedHealth Group, Inc.		205		103
				320
Health Care Technology (8.3%)
Doximity, Inc., Class A (a)		1,157		58
Inspire Medical Systems, Inc. (a)		385		89
Schrodinger, Inc. (a)		860		30
Veeva Systems, Inc., Class A (a)		250		65
				242
Internet & Direct Marketing Retail (1.9%)
Chewy, Inc., Class A (a)		946		56
Life Sciences Tools & Services (23.8%)
10X Genomics, Inc., Class A (a)		784		117
AbCellera Biologics, Inc. (Canada) (a)		1,031		15
Evotec SE ADR (Germany) (a)		2,495		60
Illumina, Inc. (a)		135		52
MaxCyte, Inc. (a)		4,230		43
NanoString Technologies, Inc. (a)		2,767		117
Olink Holding AB ADR (Sweden) (a)		1,581		31
Seer, Inc. (a)		1,953		44

	Shares		Value (000)
SomaLogic, Inc. (a)		2,620	$	30
Stevanato Group SpA (Italy) (a)		2,642		59
Thermo Fisher Scientific, Inc.		189		126
				694
Pharmaceuticals (9.5%)
ATAI Life Sciences N.V. (a)		7,043		54
Eli Lilly & Co.		293		81
GH Research PLC (a)		1,000		23
Royalty Pharma PLC, Class A		1,107		44
Zoetis, Inc.		302		74
				276
Total Common Stocks (Cost $2,969)				2,923
Total Investments (100.4%) (Cost $2,969) (b)				2,923
Liabilities in Excess of Other Assets (–0.4%)				(11	)
Net Assets (100.0%)			$	2,912

(a) Non-income producing security.

(b) At December 31, 2021, the aggregate cost for federal income tax purposes is approximately $2,969,000. The aggregate gross unrealized appreciation is approximately $4,000 and the aggregate gross unrealized depreciation is approximately $50,000, resulting in net unrealized depreciation of approximately $46,000.

Portfolio Composition

Classification	Percentage of Total Investments
Biotechnology		33.2	%
Life Sciences Tools & Services		23.7
Health Care Equipment & Supplies		12.5
Health Care Providers & Services		11.0
Pharmaceuticals		9.4
Health Care Technology		8.3
Other*		1.9
Total Investments		100.0	%

* Industries and/or investment types representing less than 5% of total investments.

The accompanying notes are an integral part of the financial statements.
5

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Vitality Portfolio

Statement of Assets and Liabilities	December 31, 2021 (000)
Assets:
Investments in Securities of Unaffiliated Issuers, at Value (Cost $2,969)	$	2,923
Cash		2,958
Prepaid Offering Costs		137
Due from Adviser		48
Total Assets		6,066
Liabilities:
Payable for Investments Purchased		2,969
Payable for Offering Costs		137
Payable for Professional Fees		45
Payable for Transfer Agency Fees — Class I		—	@
Payable for Transfer Agency Fees — Class A		—	@
Payable for Transfer Agency Fees — Class C		—	@
Payable for Shareholder Services Fees — Class A		—	@
Payable for Distribution and Shareholder Services Fees — Class C		—	@
Payable for Custodian Fees		—	@
Payable for Administration Fees		—	@
Other Liabilities		3
Total Liabilities		3,154
Net Assets	$	2,912
Net Assets Consist of:
Paid-in-Capital	$	2,958
Total Accumulated Loss		(46	)
Net Assets	$	2,912
CLASS I:
Net Assets	$	2,765
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		280,800
Net Asset Value, Offering and Redemption Price Per Share	$	9.85
CLASS A:
Net Assets	$	49
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		5,000
Net Asset Value, Offering and Redemption Price Per Share	$	9.85
Maximum Sales Load		5.25	%
Maximum Sales Charge	$	0.55
Maximum Offering Price Per Share	$	10.40
CLASS C:
Net Assets	$	49
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		5,000
Net Asset Value, Offering and Redemption Price Per Share	$	9.85
CLASS IS:
Net Assets	$	49
Shares Outstanding $0.001 par value shares of beneficial interest (unlimited shares authorized) (not in 000's)		5,000
Net Asset Value, Offering and Redemption Price Per Share	$	9.85

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
6

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Vitality Portfolio

Statement of Operations	Period Ended December 31, 2021^ (000)
Expenses:
Professional Fees	$	45
Shareholder Reporting Fees		3
Transfer Agency Fees — Class I (Note E)		—	@
Transfer Agency Fees — Class A (Note E)		—	@
Transfer Agency Fees — Class C (Note E)		—	@
Transfer Agency Fees — Class IS (Note E)		—	@
Shareholder Services Fees — Class A (Note D)		—	@
Distribution and Shareholder Services Fees — Class C (Note D)		—	@
Advisory Fees (Note B)		—	@
Custodian Fees (Note F)		—	@
Administration Fees (Note C)		—	@
Pricing Fees		—	@
Offering Costs		—	@
Total Expenses		48
Waiver of Advisory Fees (Note B)		(—	@)
Expense Reimbursed by Adviser (Note B)		(48	)
Reimbursement of Class Specific Expenses — Class I (Note B)		(—	@)
Reimbursement of Class Specific Expenses — Class A (Note B)		(—	@)
Reimbursement of Class Specific Expenses — Class C (Note B)		(—	@)
Reimbursement of Class Specific Expenses — Class IS (Note B)		(—	@)
Net Expenses		—	@
Net Investment Loss		(—	@)
Change in Unrealized Appreciation (Depreciation):
Investments		(46	)
Net Decrease in Net Assets Resulting from Operations	$	(46	)

^ Commencement of Operations.

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
7

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Vitality Portfolio

Statement of Changes in Net Assets	Period Ended December 31, 2021^ (000)
Increase (Decrease) in Net Assets:
Operations:
Net Investment Loss	$	(—	@)
Net Change in Unrealized Appreciation (Depreciation)		(46	)
Net Decrease in Net Assets Resulting from Operations		(46	)
Capital Share Transactions:⁽¹⁾
Class I:
Subscribed		2,808
Class A:
Subscribed		50
Class C:
Subscribed		50
Class IS:
Subscribed		50
Net Increase in Net Assets Resulting from Capital Share Transactions		2,958
Total Increase in Net Assets		2,912
Net Assets:
Beginning of Period		—
End of Period	$	2,912
(1) Capital Share Transactions:
Class I:
Shares Subscribed		281
Class A:
Shares Subscribed		5
Class C:
Shares Subscribed		5
Class IS:
Shares Subscribed		5

^ Commencement of Operations.

@ Amount is less than $500.

The accompanying notes are an integral part of the financial statements.
8

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Vitality Portfolio

	Class I
Selected Per Share Data and Ratios	Period Ended December 31, 2021⁽¹⁾
Net Asset Value, Beginning of Period	$	10.00
Loss from Investment Operations:
Net Investment Loss⁽²⁾		(0.00	)⁽³⁾
Net Realized and Unrealized Loss		(0.15	)
Total from Investment Operations		(0.15	)
Net Asset Value, End of Period	$	9.85
Total Return⁽⁴⁾		(1.50	)%⁽⁵⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	2,765
Ratio of Expenses Before Expense Limitation		595.07	%⁽⁶⁾
Ratio of Expenses After Expense Limitation		0.95	%⁽⁶⁾
Ratio of Net Investment Loss		(0.95	)%⁽⁶⁾
Portfolio Turnover Rate		0	%⁽⁵⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated using the NAV for US GAAP financial reporting purposes.

(5) Not annualized.

(6) Annualized.

The accompanying notes are an integral part of the financial statements.
9

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Vitality Portfolio

	Class A
Selected Per Share Data and Ratios	Period Ended December 31, 2021⁽¹⁾
Net Asset Value, Beginning of Period	$	10.00
Loss from Investment Operations:
Net Investment Loss⁽²⁾		(0.00	)⁽³⁾
Net Realized and Unrealized Loss		(0.15	)
Total from Investment Operations		(0.15	)
Net Asset Value, End of Period	$	9.85
Total Return⁽⁴⁾		(1.50	)%⁽⁵⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	49
Ratio of Expenses Before Expense Limitation		598.74	%⁽⁶⁾
Ratio of Expenses After Expense Limitation		1.30	%⁽⁶⁾
Ratio of Net Investment Loss		(1.30	)%⁽⁶⁾
Portfolio Turnover Rate		0	%⁽⁵⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated using the NAV for US GAAP financial reporting purposes. Does not reflect the deduction of sales charge.

(5) Not annualized.

(6) Annualized.

The accompanying notes are an integral part of the financial statements.
10

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Vitality Portfolio

	Class C
Selected Per Share Data and Ratios	Period Ended December 31, 2021⁽¹⁾
Net Asset Value, Beginning of Period	$	10.00
Loss from Investment Operations:
Net Investment Loss⁽²⁾		(0.00	)⁽³⁾
Net Realized and Unrealized Loss		(0.15	)
Total from Investment Operations		(0.15	)
Net Asset Value, End of Period	$	9.85
Total Return⁽⁴⁾		(1.50	)%⁽⁵⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	49
Ratio of Expenses Before Expense Limitation		599.49	%⁽⁶⁾
Ratio of Expenses After Expense Limitation		2.05	%⁽⁶⁾
Ratio of Net Investment Loss		(2.05	)%⁽⁶⁾
Portfolio Turnover Rate		0	%⁽⁵⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated using the NAV for US GAAP financial reporting purposes. Does not reflect the deduction of sales charge.

(5) Not annualized.

(6) Annualized.

The accompanying notes are an integral part of the financial statements.
11

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Financial Highlights

Vitality Portfolio

	Class IS
Selected Per Share Data and Ratios	Period Ended December 31, 2021⁽¹⁾
Net Asset Value, Beginning of Period	$	10.00
Loss from Investment Operations:
Net Investment Loss⁽²⁾		(0.00	)⁽³⁾
Net Realized and Unrealized Loss		(0.15	)
Total from Investment Operations		(0.15	)
Net Asset Value, End of Period	$	9.85
Total Return⁽⁴⁾		(1.50	)%⁽⁵⁾
Ratios to Average Net Assets and Supplemental Data:
Net Assets, End of Period (Thousands)	$	49
Ratio of Expenses Before Expense Limitation		598.49	%⁽⁶⁾
Ratio of Expenses After Expense Limitation		0.90	%⁽⁶⁾
Ratio of Net Investment Loss		(0.90	)%⁽⁶⁾
Portfolio Turnover Rate		0	%⁽⁵⁾

(1) Commencement of Operations.

(2) Per share amount is based on average shares outstanding.

(3) Amount is less than $0.005 per share.

(4) Calculated using the NAV for US GAAP financial reporting purposes.

(5) Not annualized.

(6) Annualized.

The accompanying notes are an integral part of the financial statements.
12

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements

The accompanying financial statements relate to the Vitality Portfolio. The Fund seeks long-term capital appreciation.

The Fund commenced operations on December 31, 2021 and offers four classes of shares — Class I, Class A, Class C and Class IS.

asked prices if such bid and asked prices are available on the relevant markets. An unlisted equity security that does not trade on the valuation date and for which bid and asked prices from the relevant markets are unavailable is valued at the mean between the current bid and asked prices obtained from one or more reputable brokers or dealers; (3) certain portfolio securities may be valued by an outside pricing service/vendor approved by the Company's Board of Directors (the "Directors"). The pricing service/vendor may employ a pricing model that takes into account, among other things, bids, yield spreads and/or other market data and specific security characteristics. Alternatively, if a valuation is not available from an outside pricing service/vendor, and the security trades on an exchange, the security may be valued at its latest reported sale price (or at the exchange official closing price if such exchange reports an official closing price), prior to the time when assets are valued. If there are no sales on a given day and if there is no official exchange closing price for that day, the security is valued at the mean between the last reported bid and asked prices if such bid and asked prices are available in the relevant exchanges. If only bid prices are available then the latest bid price may be used. If Morgan Stanley Investment Management Inc. (the "Adviser"), a wholly-owned subsidiary of Morgan Stanley, determines that the price provided by the outside pricing service/vendor or exchange does not reflect the security's fair value or is unable to provide a price, prices from brokers or dealers may also be utilized. In these circumstances, the value of the security will be the mean of bid and asked prices obtained from brokers or dealers; and (4) when market quotations are not readily available, including circumstances under which the Adviser determines that the closing price, last sale price or the mean between the last reported bid and asked prices are not reflective of 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 Directors. Occasionally, developments affecting the closing prices of securities and other assets may occur between the times at which valuations of such securities are determined (that is, close of the foreign market on which the securities trade) and the close of business of the New York Stock Exchange ("NYSE"). If developments occur during such periods that are expected to materially affect the value of such securities, such valuations may be adjusted to reflect the estimated fair value of such securities

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

as of the close of the NYSE, as determined in good faith by the Directors or by the Adviser using a pricing service and/or procedures approved by the Directors.

• Level 1 – unadjusted quoted prices in active markets for identical investments

• Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

The following is a summary of the inputs used to value the Fund's investments as of December 31, 2021:

Investment Type	Level 1 Unadjusted quoted prices (000)		Level 2 Other significant observable inputs (000)		Level 3 Significant unobservable inputs (000)		Total (000)
Assets:
Common Stocks
Biotechnology	$	970	$	—	$	—	$	970
Health Care Equipment & Supplies		365		—		—		365
Health Care Providers & Services		320		—		—		320
Health Care Technology		242		—		—		242
Internet & Direct Marketing Retail		56		—		—		56
Life Sciences Tools & Services		694		—		—		694
Pharmaceuticals		276		—		—		276
Total Common Stocks		2,923		—		—		2,923
Total Assets	$	2,923	$	—	$	—	$	2,923

Transfers between investment levels may occur as the markets fluctuate and/or the availability of data used in an investment's valuation changes.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

5. Security Transactions, Income and Expenses: Security transactions are accounted for on the trade date (date the order to buy or sell is executed). Realized gains and losses on the sale of investment securities are determined on the specific identified cost method. Dividend income and other distributions are recorded on the ex-dividend date (except for certain foreign dividends which may be recorded as soon as the Fund is informed of such dividends) net of applicable withholding taxes. Interest income is recognized on the accrual basis net of applicable withholding taxes except where collection is in doubt. Discounts are accreted and premiums are amortized over the life of the respective securities. Most expenses of the Company can be directly attributed to a particular Fund. Expenses which cannot be directly attributed are apportioned among the Funds based upon relative net assets or other appropriate methods. Income, expenses (other than class specific expenses — distribution and shareholder services, transfer agency and sub transfer agency fees) and realized and unrealized gains or losses are allocated to each class of shares based upon their relative net assets.

First $500 million				Over $500 million
	0.75	%			0.70	%

For the period ended December 31, 2021, the advisory fee rate (net of waiver) was equivalent to an annual effective rate of 0.00% of the Fund's average daily net assets.

such time as the Directors act to discontinue all or a portion of such waivers and/or reimbursements when they deem such action is appropriate. For the period ended December 31, 2021, less than $500 of advisory fees were waived and approximately $48,000 of other expenses were reimbursed by the Adviser pursuant to this arrangement.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

number of classes, accounts and transactions relating to the Funds of the Company.

G. Security Transactions and Transactions with Affiliates: For the period ended December 31, 2021, purchases and sales of investment securities for the Fund, other than long-term U.S. Government securities and short-term investments were approximately $2,969,000 and $0, respectively. There were no purchases and sales of long-term U.S. Government securities for the period ended December 31, 2021.

For the period ended December 31, 2021, the Fund did not have any transactions in affiliated investments.

The Fund is permitted to purchase and sell securities ("cross-trade") from and to other Morgan Stanley funds as well as other funds and client accounts for which the Adviser or an affiliate of the Adviser serves as investment adviser, pursuant to procedures approved by the Directors in compliance with Rule 17a-7 under the Act (the "Rule"). Each cross-trade is executed at the current market price in compliance with provisions of the Rule. For the period ended December 31, 2021, the Fund did not engage in any cross-trade transactions.

FASB ASC 740-10, "Income Taxes — Overall", sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. Management has concluded there are no significant uncertain tax positions that would require recognition in the financial statements. If applicable, the Fund recognizes interest accrued related to unrecognized tax benefits in "Interest Expense" and penalties in "Other Expenses" in the Statement of Operations. The Fund files tax returns with the U.S. Internal Revenue Service, New York and various states. The tax year ended December 31, 2021 remains subject to examination by taxing authorities.

The tax character of distributions paid may differ from the character of distributions shown for GAAP purposes due to short-term capital gains being treated as ordinary income for tax purposes. There were no distributions paid during fiscal year 2021.

Permanent differences, primarily due to a net operating loss, resulted in the following reclassifications among the components of net assets at December 31, 2021:

Total Accumulated Loss (000)				Paid-In Capital (000)
$	—	@		$	(—	@)

@ Amount is less than $500

At December 31, 2021, the Fund had no distributable earnings on a tax basis.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Notes to Financial Statements (cont'd)

I. Other: At December 31, 2021, the Fund had record owners of 10% or greater. Investment activities of these shareholders could have a material impact on the Fund. The aggregate percentage of such owners was 47.3%.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors of
Morgan Stanley Institutional Fund, Inc. —
Vitality Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities of Vitality Portfolio (the "Fund") (one of the funds constituting Morgan Stanley Institutional Fund, Inc. (the "Company")), including the portfolio of investments, as of December 31, 2021, and the related statements of operations and changes in net assets and the financial highlights for the period from December 31, 2021 (commencement of operations) through December 31, 2021 and the related notes (collectively referred to as the "financial statements"). In our opinion, the financial statements present fairly, in all material respects, the financial position of Vitality Portfolio (one of the funds constituting Morgan Stanley Institutional Fund, Inc.) at December 31, 2021, the results of its operations and changes in its net assets and its financial highlights for the period from December 31, 2021 (commencement of operations) through December 31, 2021, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Fund's financial statements based on our audit. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) ("PCAOB") and are required to be independent with respect to the Company in accordance with the U.S. federal securities law and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We have served as the auditor of one or more Morgan Stanley investment companies since 2000.
Boston, Massachusetts
February 28, 2022

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Liquidity Risk Management Program (unaudited)

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) April 2021

FACTS				WHAT DOES MSIM DO WITH YOUR PERSONAL INFORMATION?
Why?				Financial companies choose how they share your personal information. Federal law gives consumers the right to limit some but not all sharing. Federal law also requires us to tell you how we collect, share, and protect your personal information. Please read this notice carefully to understand what we do.
What?				The types of personal information we collect and share depend on the product or service you have with us. This information can include: ◼ Social Security number and income ◼ investment experience and risk tolerance ◼ checking account number and wire transfer instructions
How?				All financial companies need to share customers' personal information to run their everyday business. In the section below, we list the reasons financial companies can share their customers' personal information; the reasons MSIM chooses to share; and whether you can limit this sharing.

Reasons we can share your personal information	Does MSIM share?	Can you limit this sharing?
For our everyday business purposes — such as to process your transactions, maintain your account(s), respond to court orders and legal investigations, or report to credit bureaus	Yes	No
For our marketing purposes — to offer our products and services to you	Yes	No
For joint marketing with other financial companies	No	We don't share
For our investment management affiliates' everyday business purposes — information about your transactions, experiences, and creditworthiness	Yes	Yes
For our affiliates' everyday business purposes — information about your transactions and experiences	Yes	No
For our affiliates' everyday business purposes — information about your creditworthiness	No	We don't share
For our investment management affiliates to market to you	Yes	Yes
For our affiliates to market to you	No	We don't share
For non-affiliates to market to you	No	We don't share

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

To limit our sharing				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com Please note: If you are a new customer, we can begin sharing your information 30 days from the date we sent this notice. When you are no longer our customer, we continue to share your information as described in this notice. However, you can contact us at any time to limit our sharing.
Questions?				Call toll-free (844) 312-6327 or email: imprivacyinquiries@morganstanley.com

Who we are

Who is providing this notice?

Morgan Stanley Investment Management Inc. and its investment management affiliates ("MSIM") (see Investment Management Affiliates definition below)

What we do

How does MSIM protect my personal information?				To protect your personal information from unauthorized access and use, we use security measures that comply with federal law. These measures include computer safeguards and secured files and buildings. We have policies governing the proper handling of customer information by personnel and requiring third parties that provide support to adhere to appropriate security standards with respect to such information.
How does MSIM collect my personal information?				We collect your personal information, for example, when you ◼ open an account or make deposits or withdrawals from your account ◼ buy securities from us or make a wire transfer ◼ give us your contact information We also collect your personal information from others, such as credit bureaus, affiliates, or other companies.
Why can't I limit all sharing?				Federal law gives you the right to limit only ◼ sharing for affiliates' everyday business purposes — information about your creditworthiness ◼ affiliates from using your information to market to you ◼ sharing for non-affiliates to market to you State laws and individual companies may give you additional rights to limit sharing. See below for more on your rights under state law.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

U.S. Customer Privacy Notice (unaudited) (cont'd) April 2021

Definitions

Investment Management Affiliates				MSIM Investment Management Affiliates include registered investment advisers, registered broker-dealers, and registered and unregistered funds in the Investment Management Division. Investment Management Affiliates does not include entities associated with Morgan Stanley Wealth Management, such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Affiliates				Companies related by common ownership or control. They can be financial and non-financial companies. ◼ Our affiliates include companies with a Morgan Stanley name and financial companies such as Morgan Stanley Smith Barney LLC and Morgan Stanley & Co.
Non-affiliates				Companies not related by common ownership or control. They can be financial and non-financial companies. ◼ MSIM does not share with non-affiliates so they can market to you.
Joint marketing				A formal agreement between non-affiliated financial companies that together market financial products or services to you. ◼ MSIM doesn't jointly market

Other important information

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited)

Independent Directors:

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frank L. Bowman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1944

Director

Since
August
2006

Kathleen A. Dennis
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1953

Director

Since
August
2006

Board Member, University of Albany Foundation (2012-present); Board Member, Mutual Funds Directors Forum (2014-present); Director of various non-profit organizations.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Nancy C. Everett
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Director

Since
January
2015

Jakki L. Haussler
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1957

Director

Since
January
2015

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Dr. Manuel H. Johnson
c/o Johnson Smick
International, Inc.
220 I Street, NE
Suite 200
Washington, D.C. 20002
Birth Year: 1949

Director

Since
July
1991

Director of NVR, Inc. (home construction).

Joseph J. Kearns
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1942

Director

Since
August
1994

Michael F. Klein
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1958

Director

Since
August
2006

Director of certain investment funds managed or sponsored by Aetos Alternatives Management, LP; Director of Sanitized AG and Sanitized Marketing AG (specialty chemicals).

Patricia A. Maleski
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1960

Director

Since
January
2017

Trustee, Nutley Family Service Bureau, Inc. (since January 2022).

W. Allen Reed
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1947

Chair of the Board and Director

Chair of the Board since August 2020 and Director since August 2006

Formerly, Director of Legg Mason, Inc. (2006-2019); and Director of the Auburn University Foundation (2010-2015).

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Independent Directors: (cont'd)

Name, Address and
Birth Year of
Independent Director

Position(s)
Held with
Registrant

Length of Time
Served*

Principal Occupation(s) During Past 5 Years and
Other Relevant Professional Experience

Number of
Funds in
Fund Complex
Overseen by
Independent
Director**

Other Directorships
Held by Independent
Director During
Past 5 Years***

Frances L. Cashman
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1961

Advisory Board Member

Advisory Board Member Since January 2022

Eddie A. Grier
c/o Perkins Coie LLP
Counsel to the Independent
Directors
1155 Avenue of the Americas
22nd Floor
New York, NY 10036
Birth Year: 1955

Advisory Board Member

Advisory Board Member Since January 2022

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

*** This includes any directorships at public companies and registered investment companies held by the Director at any time during the past five years.

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Director and Officer Information (unaudited) (cont'd)

Executive Officers:

Name, Address and Birth Year of
Executive Officer

Position(s) Held
with
Registrant

Length of
Time Served*

Principal Occupation(s) During Past 5 Years

John H. Gernon
522 Fifth Avenue
New York, NY 10036
Birth Year: 1963

President and Principal Executive Officer

Since
September
2013

Deidre A. Downes
1633 Broadway
New York, NY 10019
Birth Year: 1977

Chief Compliance Officer

Since
November
2021

Francis J. Smith
522 Fifth Avenue
New York, NY 10036
Birth Year: 1965

Treasurer and Principal Financial Officer

Treasurer since July 2003 and Principal Financial Officer since September
2002

Managing Director of the Adviser and various entities affiliated with the Adviser; Treasurer (since July 2003) and Principal Financial Officer of various Morgan Stanley Funds (since September 2002).

Mary E. Mullin
1633 Broadway
New York, NY 10019
Birth Year: 1967

Secretary

Since
June
1999

Managing Director of the Adviser; Secretary of various Morgan Stanley Funds (since June 1999).

Michael J. Key
522 Fifth Avenue
New York, NY 10036
Birth Year: 1979

Vice President

Since
June
2017

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

Morgan Stanley Institutional Fund, Inc.

Annual Report — December 31, 2021

Adviser and Administrator

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

Distributor

Morgan Stanley Distribution, Inc.
522 Fifth Avenue
New York, New York 10036

Dividend Disbursing and Transfer Agent

DST Asset Manager Solutions, Inc.
2000 Crown Colony Drive
Quincy, Massachusetts 02169

Custodian

State Street Bank and Trust Company
One Lincoln Street
Boston, Massachusetts 02111

Legal Counsel

Dechert LLP
1095 Avenue of the Americas
New York, New York 10036

Counsel to the Independent Directors

Perkins Coie LLP
1155 Avenue of the Americas,
22nd Floor
New York, New York 10036

Independent Registered Public Accounting Firm

Ernst & Young LLP
200 Clarendon Street
Boston, Massachusetts 02116

Reporting to Shareholders

Proxy Voting Policies and Procedures and Proxy Voting Record

Householding Notice

Printed in U.S.A.
This Report has been prepared for shareholders and may be distributed to others only if preceded or accompanied by a current prospectus.

Morgan Stanley Investment Management Inc.
522 Fifth Avenue
New York, New York 10036

IFIVITANN
3997550 EXP 02.28.23

Item 2. Code of Ethics.

(a) The registrant 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 registrant or a third party.

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

(d) Not applicable.

(e) Not applicable.

(f)

(1) The registrant’s Code of Ethics is attached hereto as Exhibit 13 A.

(2) Not applicable.

(3) Not applicable.

Item 3. Audit Committee Financial Expert.

The registrant's Board of Directors has determined that Joseph J. Kearns, an “independent” Trustee, is an “audit committee financial expert" serving on its audit committee. 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 Directors in the absence of such designation or identification.

Item 4. Principal Accountant Fees and Services.

(a)(b)(c)(d) and (g). Based on fees billed for the periods shown:

2021
	Registrant			Covered Entities⁽¹⁾
Audit Fees	$	1,631,907			N/A

Non-Audit Fees
Audit-Related Fees	$	—	⁽²⁾	$	—	⁽²⁾
Tax Fees	$	—	⁽³⁾	$	—	⁽⁴⁾
All Other Fees	$	—		$	26,678,468	⁽⁵⁾
Total Non-Audit Fees	$	—		$	26,678,468

Total	$	1,631,907		$	26,678,468

2020
	Registrant			Covered Entities⁽¹⁾
Audit Fees	$	1,458,418			N/A

Non-Audit Fees
Audit-Related Fees	$	—	⁽²⁾	$	—	⁽²⁾
Tax Fees	$	—	⁽³⁾	$	231,320	⁽⁴⁾
All Other Fees	$	—		$	—	⁽⁵⁾
Total Non-Audit Fees	$	—		$	231,320

Total	$	1,458,418		$	231,320

N/A- Not applicable, as not required by Item 4.

⁽¹⁾

Covered Entities include the Adviser (excluding sub-advisors) and any entity controlling, controlled by or under common control with the Adviser that provides ongoing services to the Registrant.

⁽²⁾

Audit-Related Fees represent assurance and related services provided that are reasonably related to the performance of the audit of the financial statements of the Covered Entities' and funds advised by the Adviser or its affiliates, specifically data verification and agreed-upon procedures related to asset securitizations and agreed-upon procedures engagements.

⁽³⁾

Tax Fees represent tax compliance, tax planning and tax advice services provided in connection with the preparation and review of the Registrant’s tax returns.

⁽⁴⁾

Tax Fees represent tax compliance, tax planning and tax advice services provided in connection with the review of Covered Entities' tax returns.

⁽⁵⁾

The fees included under “All Other Fees” are for services provided by Ernst & Young LLP related to surprise examinations for certain investment accounts to satisfy SEC Custody Rules and consulting services related to merger integration for sister entity to the Adviser.

(e)(1) The audit committee’s pre-approval policies and procedures are as follows:

AUDIT COMMITTEE

AUDIT AND NON-AUDIT SERVICES

PRE-APPROVAL POLICY AND PROCEDURES

OF THE

MORGAN STANLEY FUNDS

AS ADOPTED AND AMENDED JULY 23, 2004 AND JUNE 12 AND 13, 2019³

Statement of Principles

The Audit Committee of the Board is required to review and, in its sole discretion, pre-approve all Covered Services to be provided by the Independent Auditors to the Fund and Covered Entities in order to assure that services performed by the Independent Auditors do not impair the auditor’s independence from the Fund.

The SEC has issued rules specifying the types of services that an independent auditor may not provide to its audit client, as well as the audit committee’s administration of the engagement of the independent auditor. The SEC’s rules establish two different approaches to pre-approving services, which the SEC considers to be equally valid. Proposed services either: may be pre-approved without consideration of specific case-by-case services by the Audit Committee (“general pre-approval”); or require the specific pre-approval of the Audit Committee or its delegate (“specific pre-approval”). The Audit Committee believes that the combination of these two approaches in this Policy will result in an effective and efficient procedure to pre-approve services performed by the Independent Auditors. As set forth in this Policy, unless a type of service has received general pre-approval, it will require specific pre-approval by the Audit Committee (or by any member of the Audit Committee to which pre-approval authority has been delegated) if it is to be provided by the Independent Auditors. Any proposed services exceeding pre-approved cost levels or budgeted amounts will also require specific pre-approval by the Audit Committee.

The appendices to this Policy describe the Audit, Audit-related, Tax and All Other services that have the general pre-approval of the Audit Committee. The term of any general pre-approval is 12 months from the date of pre-approval, unless the Audit Committee considers and provides a different period and states otherwise. The Audit Committee will annually review and pre-approve the services that may be provided by the Independent Auditors without obtaining specific pre-approval from the Audit Committee. The Audit Committee will add to or subtract from the list of general pre-approved services from time to time, based on subsequent determinations.

The purpose of this Policy is to set forth the policy and procedures by which the Audit Committee intends to fulfill its responsibilities. It does not delegate the Audit Committee’s responsibilities to pre-approve services performed by the Independent Auditors to management.

The Fund’s Independent Auditors have reviewed this Policy and believes that implementation of the Policy will not adversely affect the Independent Auditors’ independence.

³ This Audit Committee Audit and Non-Audit Services Pre-Approval Policy and Procedures (the “Policy”), adopted as of the date above, supersedes and replaces all prior versions that may have been adopted from time to time.

Delegation

As provided in the Act and the SEC’s rules, the Audit Committee may delegate either type of pre-approval authority to one or more of its members. The member to whom such authority is delegated must report, for informational purposes only, any pre-approval decisions to the Audit Committee at its next scheduled meeting.

Audit Services

The annual Audit services engagement terms and fees are subject to the specific pre-approval of the Audit Committee. Audit services include the annual financial statement audit and other procedures required to be performed by the Independent Auditors to be able to form an opinion on the Fund’s financial statements. These other procedures include information systems and procedural reviews and testing performed in order to understand and place reliance on the systems of internal control, and consultations relating to the audit. The Audit Committee will approve, if necessary, any changes in terms, conditions and fees resulting from changes in audit scope, Fund structure or other items.

In addition to the annual Audit services engagement approved by the Audit Committee, the Audit Committee may grant general pre-approval to other Audit services, which are those services that only the Independent Auditors reasonably can provide. Other Audit services may include statutory audits and services associated with SEC registration statements (on Forms N-1A, N-2, N-3, N-4, etc.), periodic reports and other documents filed with the SEC or other documents issued in connection with securities offerings.

The Audit Committee has pre-approved the Audit services in Appendix A. All other Audit services not listed in Appendix A must be specifically pre-approved by the Audit Committee (or by any member of the Audit Committee to which pre-approval has been delegated).

Audit-related Services

Audit-related services are assurance and related services that are reasonably related to the performance of the audit or review of the Fund’s financial statements and, to the extent they are Covered Services, the Covered Entities or that are traditionally performed by the Independent Auditors. Because the Audit Committee believes that the provision of Audit-related services does not impair the independence of the auditor and is consistent with the SEC’s rules on auditor independence, the Audit Committee may grant general pre-approval to Audit-related services. Audit-related services include, among others, accounting consultations related to accounting, financial reporting or disclosure matters not classified as “Audit services”; assistance with understanding and implementing new accounting and financial reporting guidance from rulemaking authorities; agreed-upon or expanded audit procedures related to accounting and/or billing records required to respond to or comply with financial, accounting or regulatory reporting matters; and assistance with internal control reporting requirements under Forms N-CEN and/or N-CSR.

The Audit Committee has pre-approved the Audit-related services in Appendix A. All other Audit-related services not listed in Appendix A must be specifically pre-approved by the Audit Committee (or by any member of the Audit Committee to which pre-approval has been delegated).

Tax Services

The Audit Committee believes that the Independent Auditors can provide Tax services to the Fund and, to the extent they are Covered Services, the Covered Entities, such as tax compliance, tax planning and tax advice without impairing the auditor’s independence, and the SEC has stated that the Independent Auditors may provide such services.

Pursuant to the preceding paragraph, the Audit Committee has pre-approved the Tax Services in Appendix A. All Tax services in Appendix A must be specifically pre-approved by the Audit Committee (or by any member of the Audit Committee to which pre-approval has been delegated).

All Other Services

The Audit Committee believes, based on the SEC’s rules prohibiting the Independent Auditors from providing specific non-audit services, that other types of non-audit services are permitted. Accordingly, the Audit Committee believes it may grant general pre-approval to those permissible non-audit services classified as All Other services that it believes are routine and recurring services, would not impair the independence of the auditor and are consistent with the SEC’s rules on auditor independence.

The Audit Committee has pre-approved the All Other services in Appendix A. Permissible All Other services not listed in Appendix A must be specifically pre-approved by the Audit Committee (or by any member of the Audit Committee to which pre-approval has been delegated).

Pre-Approval Fee Levels or Budgeted Amounts

Pre-approval fee levels or budgeted amounts for all services to be provided by the Independent Auditors will be established annually by the Audit Committee. Any proposed services exceeding these levels or amounts will require specific pre-approval by the Audit Committee. The Audit Committee is mindful of the overall relationship of fees for audit and non-audit services in determining whether to pre-approve any such services.

Procedures

All requests or applications for services to be provided by the Independent Auditors that do not require specific approval by the Audit Committee will be submitted to the Fund’s Principal Financial and Accounting Officer and must include a detailed description of the services to be rendered. The Fund’s Principal Financial and Accounting Officer will determine whether such services are included within the list of services that have received the general pre-approval of the Audit Committee. The Audit Committee will be informed on a timely basis of any such services rendered by the Independent Auditors. Requests or applications to provide services that require specific approval by the Audit Committee or Chairperson of the Audit Committee will be submitted to the Audit Committee by the Fund's Principal Financial and Accounting Officer, who, after consultation with the Independent Auditors, will discuss whether, the request or application is consistent with the SEC’s rules on auditor independence.

The Audit Committee has designated the Fund’s Principal Financial and Accounting Officer to monitor the performance of all services provided by the Independent Auditors and to determine whether such services are in compliance with this Policy. The Fund’s Principal Financial and Accounting Officer will report to the Audit Committee on a periodic basis on the results of its monitoring. Both the Fund’s Principal Financial and Accounting Officer and management will immediately report to the Chairperson of the Audit Committee any breach of this Policy that comes to the attention of the Fund’s Principal Financial and Accounting Officer or any member of management.

Additional Requirements

The Audit Committee has determined to take additional measures on an annual basis to meet its responsibility to oversee the work of the Independent Auditors and to assure the auditor’s independence from the Fund, such as reviewing a formal written statement from the Independent Auditors delineating all relationships between the Independent Auditors and the Fund, consistent with the PCAOB’s Ethics and Independence Rule 3526, and discussing with the Independent Auditors its methods and procedures for ensuring independence.

10.

Covered Entities

Covered Entities include the Fund’s investment adviser(s) and any entity controlling, controlled by or under common control with the Fund’s investment adviser(s) that provides ongoing services to the Fund(s). Beginning with non-audit service contracts entered into on or after May 6, 2003, the Fund’s audit committee must pre-approve non-audit services provided not only to the Fund but also to the Covered Entities if the engagements relate directly to the operations and financial reporting of the Fund. This list of Covered Entities would include:

Morgan Stanley Funds

Morgan Stanley & Co. LLC

Morgan Stanley Investment Management Inc.

Morgan Stanley Investment Management Limited

Morgan Stanley Investment Management Private Limited

Morgan Stanley Asset & Investment Trust Management Co., Limited

Morgan Stanley Investment Management Company

Morgan Stanley Services Company, Inc.

Morgan Stanley Distribution, Inc.

Morgan Stanley AIP GP LP

Morgan Stanley Alternative Investment Partners LP

Morgan Stanley Smith Barney LLC

Morgan Stanley Capital Management LLC

Morgan Stanley Asia Limited

Morgan Stanley Services Group

(e)(2) Beginning with non-audit service contracts entered into on or after May 6, 2003, the audit committee also is required to pre-approve services to Covered Entities to the extent that the services are determined to have a direct impact on the operations or financial reporting of the Registrant. 100% of such services were pre-approved by the audit committee pursuant to the Audit Committee’s pre-approval policies and procedures (attached hereto).

(f) Not applicable.

(g) See table above.

(h) The audit committee of the Board of Directors has considered whether the provision of services other than audit services performed by the auditors to the Registrant and Covered Entities is compatible with maintaining the auditors' independence in performing audit services.

APPENDIX A

Pre-Approved Audit Services

Service

Range of Fees

The Fund(s)

Covered Entities

Statutory audits or financial audits for the Funds

For a complete list of fees, please contact the legal department

N/A

Services associated with SEC registration statements (including new fund filings/seed audits), periodic reports and other documents filed with the SEC or other documents issued in connection with securities offerings (e.g., comfort letters for closed-end fund offerings, consents), and assistance in responding to SEC comment letters

Consultations by the Fund’s management as to the accounting or disclosure treatment of transactions or events and/or the actual or potential impact of final or proposed rules, standards or interpretations by the SEC, FASB, or other regulatory or standard setting bodies (Note: Under SEC rules, some consultations may be “audit related” services rather than “audit” services)

Pre-Approved Audit-Related Services

Service

Range of Fees

The Fund(s)

Covered
Entities

Attest procedures not required by statute or regulation

Due diligence services pertaining to potential fund mergers

Consultations by the Fund’s management as to the accounting or disclosure

treatment of transactions or events and/or the actual or potential impact of final or proposed rules, standards or interpretations by the SEC, FASB, or other regulatory or standard-setting bodies (Note: Under SEC rules, some consultations may be “audit” services rather than “audit-related” services)

General assistance with implementation of the requirements of SEC rules or listing standards promulgated pursuant to the Sarbanes-Oxley Act

Pre-Approved Tax Services

Service

Range of Fees

The Fund(s)

Covered
Entities

U.S. federal, state and local tax planning and advice

U.S. federal, state and local tax compliance

International tax planning and advice

International tax compliance

Review/preparation of federal, state, local and international income, franchise, and other tax returns

$450,000

PwC

N/A

Identification of Passive Foreign Investment Companies

$150,000

PwC

PwC ITV Tool – assist in determining which Fund holdings have foreign capital gains tax exposure

$125,000
PwC

Foreign Tax Services - Preparation of local foreign tax returns and assistance with local tax compliance issues (including maintenance of transaction schedules, assistance in periodic tax remittances, tax registration, representing funds before foreign revenue authorities and assistance with assessment orders)

$500,000

PwC

Assistance with tax audits and appeals before the IRS and similar state, local and foreign agencies

Tax advice and assistance regarding statutory, regulatory or administrative developments (e.g., excise tax reviews, evaluation of Fund’s tax compliance function)

Pre-Approved All Other Services

Service

Range of Fees

The Fund(s)

Covered
Entities

Risk management advisory services, e.g., assessment and testing of security infrastructure controls

*Aggregate fees related to the pre-approved services will be limited to 10% of the 2021/2022 annual fees for audit and tax services (see fee schedule distributed by the Auditors).

** Audit and tax services for new funds/portfolios will be subject to the maximum audit and tax fee for a fund/portfolio on fee schedule distributed by the Auditors.

Prohibited Non-Audit Services

	●	Bookkeeping or other services related to the accounting records or financial statements of the audit client
	●	Financial information systems design and implementation
	●	Appraisal or valuation services, fairness opinions or contribution-in-kind reports
	●	Actuarial services
	●	Internal audit outsourcing services
	●	Management functions
	●	Human resources
	●	Broker-dealer, investment adviser or investment banking services
	●	Legal services
	●	Expert services unrelated to the audit

Item 5. Audit Committee of Listed Registrants.

(a) The registrant has a separately-designated standing audit committee established in accordance with Section 3(a)(58)(A) of the Exchange Act whose members are:

Joseph J. Kearns, Nancy C. Everett and Jakki L. Haussler.

(b) Not applicable.

Item 6. Schedule of Investments

(a) Refer to Item 1.

(b) Not applicable.

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

Applicable only to reports filed by closed-end funds.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Applicable only to reports filed by closed-end funds.

Item 9. Closed-End Fund Repurchases

Applicable only to reports filed by closed-end funds.

Item 10. Submission of Matters to a Vote of Security Holders

There have been no material changes to the procedures by which shareholders may recommend nominee to the Fund’s Board of Directors since the Fund last provided disclosure in response to this item.

Item 11. Controls and Procedures

(a) The registrant’s principal executive officer and principal financial officer have concluded that the registrant’s disclosure controls and procedures are sufficient to ensure that information required to be disclosed by the registrant 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.

(b) There were no changes in the registrant's internal control over financial reporting that

occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting.

Item 12. Disclosure of Securities Lending Activities for Closed End Management Investment Companies.

Not Applicable

Item 13. Exhibits

(a) The Code of Ethics for Principal Executive and Senior Financial Officers.

(b) A separate certification for each principal executive officer and principal financial officer of the registrant 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 Institutional Fund, Inc.

/s/ John H. Gernon
John H. Gernon
Principal Executive Officer
February 16, 2022

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/ John H. Gernon
John H. Gernon
Principal Executive Officer
February 16, 2022

/s/ Francis J. Smith
Francis J. Smith
Principal Financial Officer
February 16, 2022

Morgan Stanley Institutional Fund N-CSRCertified annual shareholder report (management investment company)