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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0001167420-07-000021.txt : 20070424
<SEC-HEADER>0001167420-07-000021.hdr.sgml : 20070424
<ACCEPTANCE-DATETIME>20070424114855
ACCESSION NUMBER:		0001167420-07-000021
CONFORMED SUBMISSION TYPE:	24F-2NT
PUBLIC DOCUMENT COUNT:		1
CONFORMED PERIOD OF REPORT:	20070228
FILED AS OF DATE:		20070424
DATE AS OF CHANGE:		20070424
EFFECTIVENESS DATE:		20070424

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			MORGAN STANLEY DIVIDEND GROWTH SECURITIES INC
		CENTRAL INDEX KEY:			0000350183
		IRS NUMBER:				133054236
		STATE OF INCORPORATION:			MD
		FISCAL YEAR END:			0228

	FILING VALUES:
		FORM TYPE:		24F-2NT
		SEC ACT:		1933 Act
		SEC FILE NUMBER:	002-70423
		FILM NUMBER:		07783609

	BUSINESS ADDRESS:	
		STREET 1:		C/O MORGAN STANLEY TRUST
		STREET 2:		HAROBOSIDE FINANCIAL CENTER, PLAZA TWO
		CITY:			JERSEY CITY
		STATE:			NJ
		ZIP:			07311
		BUSINESS PHONE:		(212) 869-6397

	MAIL ADDRESS:	
		STREET 1:		C/O MORGAN STANLEY TRUST
		STREET 2:		HARBORSIDE FINANCIAL CENTER, PLAZA TWO
		CITY:			JERSEY CITY
		STATE:			NJ
		ZIP:			07311

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	MORGAN STANLEY DEAN WITTER DIVIDEND GROWTH SECURITIES INC
		DATE OF NAME CHANGE:	19980622

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	WITTER DEAN DIVIDEND GROWTH SECURITIES INC
		DATE OF NAME CHANGE:	19920703

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	INTERCAPITAL DIVIDEND GROWTH SECURITIES INC
		DATE OF NAME CHANGE:	19830308
<SERIES-AND-CLASSES-CONTRACTS-DATA>
<EXISTING-SERIES-AND-CLASSES-CONTRACTS>
<SERIES>
<OWNER-CIK>0000350183
<SERIES-ID>S000002342
<SERIES-NAME>NONE
<CLASS-CONTRACT>
<CLASS-CONTRACT-ID>C000006142
<CLASS-CONTRACT-NAME>A
<CLASS-CONTRACT-TICKER-SYMBOL>DIVAX
</CLASS-CONTRACT>
<CLASS-CONTRACT>
<CLASS-CONTRACT-ID>C000006143
<CLASS-CONTRACT-NAME>B
<CLASS-CONTRACT-TICKER-SYMBOL>DIVBX
</CLASS-CONTRACT>
<CLASS-CONTRACT>
<CLASS-CONTRACT-ID>C000006144
<CLASS-CONTRACT-NAME>C
<CLASS-CONTRACT-TICKER-SYMBOL>DIVCX
</CLASS-CONTRACT>
<CLASS-CONTRACT>
<CLASS-CONTRACT-ID>C000006145
<CLASS-CONTRACT-NAME>D
<CLASS-CONTRACT-TICKER-SYMBOL>DIVDX
</CLASS-CONTRACT>
</SERIES>
</EXISTING-SERIES-AND-CLASSES-CONTRACTS>
</SERIES-AND-CLASSES-CONTRACTS-DATA>
</SEC-HEADER>
<DOCUMENT>
<TYPE>24F-2NT
<SEQUENCE>1
<FILENAME>divgrth.txt
<TEXT>

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

FORM 24F-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2

Read instructions at end of Form before preparing Form
Please print or type.

  1. Name and address of issuer:


        MORGAN STANLEY DIVIDEND GROWTH SECURITIES INC.



  2. The name of each series or class of securities for which this
     Form is filed (if the Form is being filed for all series
     and classes of securities of the issuer, check the box but do
     not list series or classes):
                                  X




  3. Investment Company Act File Number:
                                     811-3128


     Securities Act File Number:
                                     2-70423

 4(a)     Last day of fiscal year for which this Form is filed:

        February 28, 2007



 4(b).       Check box if this Form is being filed late (i.e., more
             than 90 calendar days after the end of the
             issuer's fiscal year).  (See Instruction A.2)


     Note: If the Form is being filed late, interest must be paid on
     the registration fee due.


 4(c).       Check box if this is the last time the issuer will be filing
             this Form.







  5.    Calculation of registration fee:

        (i)  Aggregate sale price of securities sold during the fiscal
            year pursuant to section 24(f):
                                      $        2,099,415,461.76

        (ii)  Aggregate price of securities redeemed or repurchased
              during the fiscal year:
                                      $        2,043,750,310.97

        (iii)  Aggregate price of securities redeemed or
              repurchased during any prior fiscal year ending no
              earlier than October 11, 1995 that were not
              previously used to reduce registration fees payable
              to the Commission:
                                      $        7,481,597,279.52

        (iv)  Total available redemption credits [add Items 5(ii)
              and 5(iii):
                                      $       (9,525,347,590.49)

        (v)  Net sales - if Item 5(i) is greater than Item 5(iv)
        [subtract Item 5(iv) from Item 5(i)]:
                                                 $0.00


        (vi)  Redemption credits available for use in future years
              -- if Item 5(i) is less than 5(iv) [subtract Item
              5(iv) from Item 5(i)]:
                                      $       (7,425,932,128.73)


        (vii)  Multiplier for determining registration fee (See
               Instruction C.9):
                                              0.0000307

        (viii) Registration fee due [multiply Item 5(v) by Item 5(vii]
                 (enter "0" if no fee is due):
                                                 $0.00

  6.    Prepaid Shares:

        If the response to item 5(i) was determined by deducting an
        amount of securities that were registered under the
        Securities Act of 1933 pursuant to rule 24e-2 as in effect
        before [effective date of rescisison of rule 24e-2], then
        report the amount of securities (number of shares or other
        units) deducted here:_______.  If there is a number
        of shares or other units that were registered pursuant to rule
        24e-2 remaining unsold at the end of the fiscal year
        for which this form is filed that are available for use by the
        issuer in future fiscal years, then state that number
        here:_______.

  7.    Interest due - if this Form is being filed more than 90 days
        after the end of the issuer's fiscal year
        (see Instruction D):
                                                 $0.00

  8.    Total of the amount of the registration fee due plus any
        interest due [line 5(viii) plus line 7]:
                                                 $0.00


  9.    Date the registration fee and any interest payment was
        sent to the Commission's lockbox depository:

                        Method of Delivery:

                                      Wire Transfer

                                      Mail or other means



SIGNATURES


        This report has been signed below by the following persons
         on behalf of the issuer and in the capacities
        and on the dates indicated.


        By (Signature and Title)*
                                 /s/ Frank Smith

                                 Frank Smith
                                 Treasurer
        Date                             April 25, 2007

*Please print the name and title of the signing officer below the signature.
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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