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


                                    FORM 10-K

[X]     Annual  report  pursuant  to  Section  13 or  15(d)  of the Securities
        Exchange  Act of  1934   for  the  fiscal year ended December 31, 2005

[ ]     Transition report pursuant to Section 13 or 15(d) of the
        Securities Exchange Act of 1934 for the transition period from   to


                                        Commission File Number 333-121914-01

                       MORGAN STANLEY ABS CAPITAL I INC.
             (Exact name of registrant as specified in its charter)

         Delaware                                            13-3939229
State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization                            Identification No.)

1585 Broadway, 2nd Floor,
New York, New York                                               10036
(Address of Principal Executive Offices)                      (Zip Code)

       Registrant's telephone number, including area code : (212) 761-4000

                IXIS Real Estate Mortgage Capital Trust 2005-HE2
               Mortgage Pass-through Certificates, Series 2005-HE2
            (Title of each class of securities covered by this Form)

Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as
defined in Rule 405 of the Securities Act.  Yes [ ]  No [X]

Indicate by check mark if the registrant is not required to file reports
pursuant to Section 13 or Section 15(d) of the Act.  Yes [  ]   No [X]

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes [X] No [ ]

Indicate by check mark if disclosure of delinquent  filers  pursuant to Item 405
of Regulation  S-K (229.405 of this chapter) is not contained  herein,  and will
not be contained,  to the best of registrant's knowledge, in definitive proxy or
information  statements  incorporated by reference in Part III of this Form 10-K
or any amendment to this Form 10-K. [X]

Indicate by check mark whether the registrant is a large  accelerated  filer, an
accelerated  filer, or a  non-accelerated  filer. See definition of "accelerated
filer and large accelerated filer" in Rule 12-b-2 of the Exchange Act.

Large accelerated filer [ ]   Accelerated filer [ ]   Non-accelerated filer [x]

Indicate by check mark whether the  registrant is a shell company (as defined in
Exchange Act Rule 12b-2).    Yes  No [X]

State the aggregate market value of the voting and non-voting common equity held
by non-affiliates  computed by reference to the price at which the common equity
was last sold, or the average bid and asked price of such common  equity,  as of
the last business day of the registrant's most recently  completed second fiscal
quarter.   Not Applicable.

Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the latest practicable date.  Not Applicable.

Documents incorporated by reference:  None


<PAGE>
PART I

Item 1.  Business.

         Not Applicable.

Item 1A. Risk Factors.

         Not Applicable.

Item 1B. Unresolved Staff Comments.

         None.

Item 2.  Properties.

         Not Applicable.

Item 3.  Legal Proceedings.

     The Registrant knows of no material pending legal proceedings involving the
trust  created  under the Pooling and  Servicing  Agreement,  the  trustee,  any
servicer  or the  registrant  with  respect  to the  trust  other  than  routine
litigation incidental to the duties of the respective parties.

Item 4.  Submission of Matters to a Vote of Security Holders.

        None

PART II

Item 5. Market for Registrant's Common Equity,  Related Stockholder Matters
        and Issuer Purchases of Equity Securities.

     There is  currently  no  established  secondary  record for the  registered
market for the  certificates  known to the Registrant.  As of December 31, 2005,
the number of holders of record for the registered  certificates was 58 based on
records provided by The Depository Trust Company.

Item 6.  Selected Financial Data.

         Not Applicable.

Item 7.  Management's Discussion and Analysis of Financial Condition and
         Results of Operation.

         Not Applicable.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

         Not Applicable.

Item 8.  Financial Statements and Supplementary Data.

         Not Applicable.

Item 9.  Changes in and Disagreements with Accountants on Accounting and
         Financial Disclosure.

         None

Item 9A. Controls and Procedures.

         Not Applicable.

Item 9B. Other Information.

         Not Applicable.

                                      -2-

<PAGE>

PART III

Item 10. Directors and Executive Officers of the Registrant.

         Not Applicable.

Item 11. Executive Compensation.

         Not Applicable.

Item 12. Security Ownership of Certain Beneficial Owners and Management.

         Not Applicable.

Item 13. Certain Relationships and Related Transactions.

         Not Applicable.

Item 14. Principal Accounting Fees and Services.

         Not Applicable.

PART IV

Item 15. Exhibits, Financial Statement Schedules.

(a) The following documents are filed as part of this report:

    (1)  Financial Statements:

         Not Applicable.

    (2)  Financial Statement Schedules:

         Not Applicable.

    (3)  Exhibits:

         Rule 13a-14(a)/15d-14(a) Certification,  filed as Exhibit 33.1 hereto.

         Annual Independent Accountants' Servicing Report with Management
         Assertion for year ended December 31, 2005,  filed as
           Exhibit 99.1 hereto.

                Countrywide Home Loans Servicing LP

         Annual Servicer's Statement of Compliance for year ended
         December 31, 2005, filed as Exhibit 99.2 hereto.

                Countrywide Home Loans Servicing LP

         2005 Aggregate Distribution Amounts, filed as Exhibit 99.3 hereto.

(b) The exhibits required to be filed by Registrant pursuant to Item 601 of
    Regulation S-K are listed above and in the Exhibit Index that immediately
    follows the signature page hereof.

(c) Not Applicable.


                                      -3-
<PAGE>



SIGNATURE

Pursuant to the  requirements of Section 13 or 15(d) of the Securities  Exchange
Act of 1934,  the  registrant  has duly  caused  this report to be signed on its
behalf by the undersigned thereunto duly authorized.


              MORGAN STANLEY ABS CAPITAL I INC., as Depositor

              By: /s/  Gail McDonnell
                      -----------------------------
            Name:  Gail McDonnell
           Title:  President
            Date:  March 30, 2006




                                      -4-
<PAGE>



SUPPLEMENTAL  INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION
15(D) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO
SECTION 12 OF THE ACT.

     (a)(1) No annual report is provided to the certificateholders.

     (a)(2) No proxy statement, form of proxy or other proxy soliciting material
has been  sent to any  certificatholder  with  respect  to any  annual  or other
meeting of certificateholders

The  registrant  has not sent an annual report or proxy material to its security
holders.  The registrant  will not be sending an annual report or proxy material
to its security holders subsequent to the filing of this form.

                                      -5-
<PAGE>


                                 EXHIBIT INDEX

Exhibit   Description

31.1      Rule 13a-14(a)/15d-14(a) Certification

99.1      Annual Independent Accountants' Servicing Report with Management
          Assertion for year ended December 31, 2005

          Countrywide Home Loans Servicing LP, as Servicer

99.2      Annual Servicer's Statement of Compliance for year ended
          December 31, 2005

          Countrywide Home Loans Servicing LP, as Servicer

99.3      2005 Aggregate Distribution Amounts


                                      -6-

                                  EXHIBIT 31.1
                 Annual Rule 13a-14(a)/15d-14(a) Certification
                                ---------------

     Re:  IXIS  Real  Estate  Capital  Trust  2005-HE2   Mortgage   Pass-Through
Certificates,  Series  2005-HE2,  issued  pursuant to the Pooling and  Servicing
Agreement,  dated as of May 1, 2005 (the  "Pooling  and  Servicing  Agreement"),
among Morgan  Stanley ABS Capital I Inc., as depositor (the  "Depositor"),  IXIS
Real Estate Capital Inc., as unaffiliated  seller,  Deutsche Bank National Trust
Company,  as custodian (the "Custodian"),  JPMorgan Chase Bank, N.A., as trustee
(the  "Trustee"),  and  Countrywide  Home Loans  Servicing  LP, as servicer (the
"Servicer").


I, Gail McDonnell, certify that:

1.   I have reviewed this annual report on Form 10-K ("Annual Report"),  and all
     reports  on  Form  8-K  containing   distribution   or  servicing   reports
     (collectively  with this Annual Report,  the "Reports") filed in respect of
     periods included in the year covered by this Annual Report of the Depositor
     relating to the above-referenced trust and series of certificates;

2.   Based on my knowledge,  the  information in the Reports,  taken as a whole,
     does not contain any untrue statement of a material fact or omit to state a
     material  fact  necessary  to make  the  statements  made,  in light of the
     circumstances  under which such  statements were made, not misleading as of
     the last day of the period covered by this Annual Report;

3.   Based on my knowledge,  the distribution or servicing  information required
     to be  provided  to the  Trustee  by the  Servicer  under the  Pooling  and
     Servicing  Agreement  for  inclusion  in the  Reports is  included in these
     Reports;

4.   Based on my knowledge and upon the annual compliance  statement included in
     this  Annual  Report  and  required  to be  delivered  to  the  Trustee  in
     accordance  with the terms of the  Pooling  and  Servicing  Agreement,  and
     except  as  disclosed  in the  Reports,  the  Servicer  has  fulfilled  its
     obligations under the Pooling and Servicing Agreement; and

5.   The  Reports  disclose  all  significant   deficiencies   relating  to  the
     Servicer's  compliance with the minimum servicing  standards based upon the
     report provided by an independent  public  accountant,  after  conducting a
     review in  compliance  with the  Uniform  Single  Attestation  Program  for
     Mortgage  Bankers or similar  procedure,  as set forth in the  Pooling  and
     Servicing Agreement, that is included in the Reports.

     In giving the certifications above, I have reasonably relied on information
provided  to me by the  following  unaffiliated  parties:  the  Trustee  and the
Servicer.
                  By:    /s/  Gail McDonnell
                        -----------------------
                 Name:  Gail McDonnell
                Title:  President
                        Morgan Stanley ABS Capital I Inc.

                Date:   March 30, 2006


                                      -7-
<PAGE>


                                  EXHIBIT 99.1
                Annual Independent Accountants' Servicing Report
                            with Management Assertion
                                   ----------


                        KPMG LLP                      Telephone  213 972 4000
                        Suite 2000                    Fax        213 822 1217
                        355 South Grand Avenue        Internet   www.us.kpmg.com
                        Los Angeles, CA  90071


                        Independent Accountants' Report

The Board of Directors
Countrywide Financial Corporation:

We have examined management's assertion, included in the accompanying Management
Assertion,  that Countrywide Financial  Corporation and subsidiaries,  including
its  wholly-owned   subsidiary,   Countrywide  Home  Loans,  Inc.  ("CHL"),  and
Countrywide  Home Loans  Servicing,  L.P.,  a  wholly-owned  subsidiary  of CHL,
(collectively,  the "Company") complied with the minimum servicing standards set
forth  in  the  Mortgage  Bankers   Association  of  America's   Uniform  Single
Attestation  Program for  Mortgage  Bankers  (USAP) as of and for the year ended
December 31, 2005.  Management is responsible for the Company's  compliance with
those minimum servicing  standards.  Our responsibility is to express an opinion
on  management's   assertion  about  the  Company's   compliance  based  on  our
examination.

Our  examination  was  conducted  in  accordance  with   attestation   standards
established  by the  American  Institute of Certified  Public  Accountants  and,
accordingly,  included examining,  on a test basis, evidence about the Company's
compliance with the minimum servicing  standards  specified above and performing
such other  procedures  as we  considered  necessary  in the  circumstances.  We
believe that our examination  provides a reasonable  basis for our opinion.  Our
examination does not provide a legal  determination on the Company's  compliance
with the minimum servicing standards.

In our opinion,  management's  assertion that Countrywide  Financial Corporation
and subsidiaries, including its wholly-owned subsidiary, Countrywide Home Loans,
Inc.  ("CHL"),  and  Countrywide  Home Loans  Servicing,  L.P.,  a  wholly-owned
subsidiary of CHL, complied with the aforementioned  minimum servicing standards
as of and for year ended  December  31, 2005 is fairly  stated,  in all material
respects.


By:  /s/ KPMG LLP
---------------------------
March 3, 2006

          KPMG LLP, a U.S. limited liability partnership, is the U.S.
            member firm of KPMG International, a Swiss cooperative.



                                              COUNTRYWIDE
                                              Home Loans

                                              2900 Madera Road
                                              Simi Valley, California 93065-6298
                                              (805)955-1000

                             Management's Assertion

March 3, 2006

As  of  and  for  the  year  ended  December  31,  2005,  Countrywide  Financial
Corporation and subsidiaries, including its wholly-owned subsidiary, Countrywide
Home  Loans,  Inc.  ("CHL"),  and  Countrywide  Home Loans  Servicing,  L.P.,  a
wholly-owned subsidiary of CHL,  (collectively, the  "Company") have complied in
all material  respects  with the minimum  servicing  standards  set forth in the
Mortgage  Bankers  Association  of  America's  Uniform  Single  Attestation  for
Mortgage  Bankers.  As of and for this same period,  the Company had in effect a
mortgage banker's (fidelity) bond in the amount of $200 million and an errors ad
omissions  policy in the amount of $100  million and $130 million for the period
January  1, 2005 to August 1,  2005 and for the  period  from  August 1, 2005 to
December 31, 2005, respectively.



/s/ Steve Balley
------------------------------
Steve Balley
Senior Managing Director and
Chief Executive Officer, Loan Administration

/s/ Kevin Meyers
------------------------------
Kevin Meyers
Managing Director and Chief Financial Officer,
Loan Administration


                                      -8-
<PAGE>

                                  EXHIBIT 99.2
                   Annual Servicer's Statement of Compliance
                                   ----------


                                        COUNTRYWIDE
                                        Home Loans
                                        400 Countrywide Way
March 10, 2006                          Simi Valley, California 93065-6298



                             OFFICER'S CERTIFICATE

I, Joseph  Candelario,  hereby certify that I am the First Vice President,  Loan
Administration  of  Countrywide  Home  Loans,  Inc.,  fka  Countrywide   Funding
Corporation and that I am authorized to provide this  certification on behalf of
Countrywide  Home Loans  Servicing L.P.   I further certify, with respect to the
Pooling and  Servicing  Agreements  for  Countrywide  Home Loan  Servicing,  LP.
("Servicer"), the following:

I have reviewed the activities and performance of the Servicer during the fiscal
year ended December 31, 2005 under the Pooling and Servicing Agreements referred
to on Exhibit A,  attached  hereto and made a part hereto and, to the best of my
knowledge,  based on my review,  the Servicer has  fulfilled  all of its duties,
responsibilities or obligations under the Agreements throughout the fiscal year.


By: /s/ Joseph M. Candelario                    March 10, 2006
----------------------------                    --------------
Joseph M. Candelario                            Date
First Vice President
Compliance Officer
Loan Administration


EXHIBIT A

MSAC 2005-HE1
MSAC 2005-HE2
MSAC 2005-HE3
MSAC 2005-HE4
MSAC 2005-HE5
MSAC 2005-HE6
MSAC 2005-HE7
HSHEL 2005-2
MSAC 2005-WMC1
MSAC 2005-WMC2
MSAC 2005-WMC3
MSAC 2005-WMC4
MSAC 2005-WMC5
MSAC 2005-2MC6
MSAC 2005-NC2
IXIS 2005-HE1
IXIS 2005-HE2
IXIS 2005-HE3
                                      -9-
<page>


                                  EXHIBIT 99.3
                      2005 Aggregate Distribution Amounts
                                 ---------------
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>
-------------------------------------------------------------------------------------------------------------------
                                                                                                       Balance
  CUSIP       2005 Principal Paid             2005 Interest Paid           Original Balance        (as of 12/31/05)
-------------------------------------------------------------------------------------------------------------------
 45071KBD5         144,023,522.87                4,458,404.48             255,000,000.00            110,976,477.13
 45071KBE3                   0.00                3,976,705.54             175,000,000.00            175,000,000.00
 45071KBF0                   0.00                1,619,946.12              70,000,000.00             70,000,000.00
 45071KBG8                   0.00                2,621,075.00             109,858,000.00            109,858,000.00
 45071KBH6          22,439,838.68                2,021,511.05              95,020,000.00             72,580,161.32
 45071KBJ2                   0.00                  705,978.80              28,938,000.00             28,938,000.00
 45071KBK9                   0.00                  391,760.85              15,980,000.00             15,980,000.00
 45071KBL7                   0.00                  319,996.06              12,958,000.00             12,958,000.00
 45071KBM5                   0.00                  584,429.58              22,891,000.00             22,891,000.00
 45071KBN3                   0.00                  333,126.32              12,957,000.00             12,957,000.00
 45071KBP8                   0.00                  291,407.62              11,230,000.00             11,230,000.00
 45071KBQ6                   0.00                  388,212.24              13,389,000.00             13,389,000.00
 45071KBR4                   0.00                  255,616.47               8,638,000.00              8,638,000.00
 45071KBS2                   0.00                  306,752.93               9,503,000.00              9,503,000.00
 45071KBT0                   0.00                  369,110.16               8,638,000.00              8,638,000.00
 Class P                     0.00                3,394,996.71                     100.00                    100.00
 Class R                     0.00                        0.00                       0.00                      0.00
 Class X                     0.00               12,120,678.13              13,821,138.00             13,821,138.20

 Totals:           166,463,361.55               34,159,708.06             863,821,238.00            697,357,876.65
-------------------------------------------------------------------------------------------------------------------

</TABLE>


                                      -10-