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



                                          FORM 10-K


  (Mark one)

  /X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934
      For the fiscal year ended December 31, 2004

      OR



  / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934


      Commission File Number:  333-104283-19


Morgan Stanley Capital I Inc.
(as Depositor under the Pooling and Servicing Agreement, dated as of September
1, 2004, providing for the issuance of the Morgan Stanley Mortgage Loan Trust
2004-8AR Mortgage Pass-Through Certificates, Series 2004-8AR)

     (Exact name of registrant as specified in its charter)


   Delaware
  (State or other jurisdiction of                   13-3291626
  incorporation or organization)                    (I.R.S. Employer
                                                    Identification No.)



   1585 Broadway
   New York, New York                          10036
  (Address of principal executive offices)     (Zip Code)


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


  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 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 an accelerated filer
  (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


        Not applicable.


                                   PART I

  Item 1.  Business.

            Not applicable.

  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 Trust), the Trustee, the 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 and Related Stockholder
           Matters and Issuer Purchases of Equity Securities.

            Currently, there is no established public trading market for the
            Certificates known to the registrant.

            Records provided by the DTC indicate that as of December 31, 2004,
            the total number of holders of record for the Series of Certificates
            is 43.


  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.

            None.


                                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) Exhibits

     (31.1) Sarbanes-Oxley Section 302 Certification

     (99.1) Annual Independent Accountants' Servicing Reports concerning
            servicing activities.

      <TABLE>

      
         <c>
      a) Bank of America, N.A., as Servicer <F1>
      b) Cendant Mortgage Corp, as Servicer <F1>
      c) Chase Manhattan Mtg Corp, as Servicer <F1>
      d) Greenpoint Mortgage Funding, Inc., as Servicer <F1>
      e) National City Mortgage Co, as Servicer <F1>
      f) Option One, as Servicer <F1>
      </TABLE>

     (99.2) Reports of Management as to Compliance with Minimum Servicing
            Standards.

      <TABLE>

      
        <c>
      a) Bank of America, N.A., as Servicer <F1>
      b) Cendant Mortgage Corp, as Servicer <F1>
      c) Chase Manhattan Mtg Corp, as Servicer <F1>
      d) Greenpoint Mortgage Funding, Inc., as Servicer <F1>
      e) National City Mortgage Co, as Servicer <F1>
      f) Option One, as Servicer <F1>

      </TABLE>

     (99.3) Annual Statements of Compliance under the Pooling and Servicing
            Agreements.

      <TABLE>

      
         <c>
      a) Bank of America, N.A., as Servicer <F1>
      b) Cendant Mortgage Corp, as Servicer <F1>
      c) Chase Manhattan Mtg Corp, as Servicer <F1>
      d) Greenpoint Mortgage Funding, Inc., as Servicer <F1>
      e) National City Mortgage Co, as Servicer <F1>
      f) Option One, as Servicer <F1>

      </TABLE>


     (99.4) Aggregate Statement of Principal and Interest Distributions to
            Certificate Holders.


   (b) The exhibits required to be filed by Registrant pursuant to Item 601
      of Regulation S-K are listed above.

   (c) Not applicable.


  <F1> Filed herewith.


                                SIGNATURES

  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:



  Wells Fargo Bank, N.A., as Master Servicer

  By:  /s/ Chris Regnier

  Name: Chris Regnier
  Title: Vice President

  Dated:  March 31, 2005


  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 other than
  with respect to aggregate principal and interest distributions.


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




  Exhibit No.

  Ex-31.1 Sarbanes-Oxley Section 302 Certification

Re: Morgan Stanley Mortgage Loan Trust 2004-8AR (the "Trust"), Mortgage
Pass-Through Certificates, Series 2004-1, issued pursuant to the Pooling and
Servicing Agreement, dated as of September 1, 2004 (the "Pooling and Servicing
Agreement"), among Morgan Stanley Capital I Inc. (the "Depositor"), Wells Fargo
Bank, National Association (the "Master Servicer") and Deutsche Bank National
Trust Company (the "Trustee")

I, Chris Regnier, certify that:

1.   I have reviewed this annual report on Form 10-K (the "Annual Report"),
     and all reports on Form 8-K containing distribution or servicing
     reports (collectively with the 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 Master Servicer and the
     servicers under the pooling and servicing, or similar agreement, for
     inclusion in the Reports is included in the Reports;

4.   I am responsible for reviewing the activities performed by the Master
     Servicer and each servicer under the pooling and servicing, or similar,
     agreement, and based on upon my knowledge and the annual compliance
     review required under that agreement, and except as disclosed in the
     reports, the Master Servicer and each servicer has fulfilled its
     respective obligations under the pooling and servicing, or similar,
     agreement; and

5.   The reports disclose all significant deficiencies relating to each
     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, or similar agreement, that is included in these
     reports.

     In giving the certifications above, I have reasonably relied on
     information provided to me by the following unaffiliated parties:
     Bank of America, N.A. as Servicer, Cendant Mortgage Corp as Servicer,
     Chase Manhattan Mtg Corp as Servicer, Greenpoint Mortgage Funding,
     Inc. as Servicer, National City Mortgage Co as Servicer, Option One
     as Servicer.

     Date:  March 31, 2005

     /s/ Chris Regnier
     Signature

     Vice President
     Title


  EX-99.1 (a)
  (Logo) PricewaterhouseCoopers


  PricewaterhouseCoopers LLP
  214 N. Tryon Street
  Ste 3600
  Charlotte NC 28202

  Telephone (704) 344 7500
  Facsimile (704) 344 4100


  Report of Independent Accountants

  To the Board of Directors and Shareholder of Bank of America, N.A.

  We have examined managements assertion concerning the mortgage division of
  Bank of America, N.A.s (the "Company"), an operating division of
  Bank of America, N.A., compliance with the minimum servicing standards
  identified in the Mortgage Bankers Association of Americas Uniform Single
  Attestation Program for Mortgage Bankers ("USAP") as of and for the year ended
  December 31, 2004 included in the accompanying management assertion (see
  Exhibit 1). Management is responsible for the Companys compliance with those
  minimum servicing standards. Our responsibility is to express an opinion on
  managements assertion about the Companys compliance based on our
  examination.

  Our examination was made in accordance with standards established by the
  American Institute of Certified Public Accountants and, accordingly, included
  examining, on a test basis, evidence about the Companys compliance with the
  minimum servicing standards 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 Companys compliance with the minimum servicing
  standards.

  In our opinion, managements assertion that the Company complied with the
  aforementioned minimum servicing standards as of and for the year ended
  December 31, 2004 is fairly stated, in all material respects.


  /s/ PriceWaterhouseCoopers LLP
  March 11, 2005



  Exhibit 1

  Bank of America
  (Logo)

  Bank of America
  475 CrossPoint Parkway
  PO Box 9000
  Getzville, NY 14068-9000

  Managements Assertion Concerning Compliance
  with USAP Minimum Servicing Standards


  March 11, 2005

  As of and for the year ended December 31, 2004, Bank of America, N.A. (the
  "Company"), has complied in all material respects with the minimum servicing
  standards set forth in the Mortgage Bankers Association of Americas Uniform
  Single Attestation Program for Mortgage Bankers ("USAP").

  As of and for this same period, the Company had in effect a fidelity bond and
  errors and omissions policy in the amounts of $325,000,000 and $180,000,000,
  respectively.


  /s/ Floyd S. Robinson
  Floyd S. Robinson
  Senior Vice President
  President Consumer Real Estate
  Bank of America, N.A.

  /s/ H. Randall Chestnut
  H. Randall Chestnut
  Senior Vice President
  Bank of America, N.A.

  /s/ Mike Kula
  Mike Kula
  Senior Vice President
  Finance Executive
  Bank of America, N.A.

  /s/ Robert Caruso
  Robert Caruso
  Senior Vice President
  National Servicing Executive
  Bank of America, N.A.

  /s/ J. Mark Hanson
  J. Mark Hanson
  Senior Vice President
  Bank of America, N.A.





  EX-99.1 (b)
(logo) Deloitte

Deloitte & Touche LLP
750 College Road East
Third Floor
Princeton, NJ 08540
USA

Tel: +1 609 514 3600
www.deloitte.com



REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To Cendant Mortgage Corporation:


We have examined Cendant Mortgage Corporation's (the "Company") compliance with
its established minimum servicing standards described in the accompanying
Management's Assertion, dated February 28, 2005, as of and for the year ended
December 31, 2004. Management is responsible for compliance with those minimum
servicing standards. Our responsibility is to express an opinion on 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 as
adopted by the Public Company Accounting Oversight Board and, accordingly,
included examining, on a test basis, evidence about the Company's compliance
with its minimum servicing standards 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 its minimum servicing
standards.

Our examination disclosed the following instance of material noncompliance with
the reconciliation of custodial bank accounts applicable to the Company during
the year ended December 31, 2004. The Company did not comply with the
requirement to prepare custodial bank account reconciliations within 45
calendar days after the cutoff date and the requirement to resolve reconciling
items within 90 calendar days of their original identification as specified by
their minimum servicing standards.

In our opinion, except for the material noncompliance described in the
preceding paragraph, the Company complied, in all material respects, with the
aforementioned minimum servicing standards as of and for the year ended
December 31, 2004, as set forth in Appendix I.


/s/ Deloitte & Touche LLP

February 28, 2005



Member of
Deloitte Touche Tohmatsu




APPENDIX I

MINIMUM SERVICING STANDARDS SET FORTH IN THE MORTGAGE BANKERS
ASSOCIATION OF AMERICA'S UNIFORM SINGLE ATTESTATION PROGRAM FOR
MORTGAGE BANKERS

I. CUSTODIAL BANK ACCOUNTS

1. Reconciliations shall be prepared on a monthly basis for all custodial bank
   accounts and related bank clearing accounts. These reconciliations shall:
    * be mathematically accurate;
    * be prepared within forty-five (45) calendar days after the cutoff date;
    * be reviewed and approved by someone other than the person who prepared
      the reconciliation; and
    * document explanations for reconciling items. These reconciling items
      shall be resolved within ninety (90) calendar days of their original
      identification.

2. Funds of the servicing entity shall be advanced in cases where there is an
   overdraft in an investor's or a mortgagor's account.

3. Each custodial account shall be maintained at a federally insured depository
   institution in trust for the applicable investor.

4. Escrow funds held in trust for a mortgagor shall be returned to the
   mortgagor within thirty (30) calendar days of payoff of the mortgage loan.

II. MORTGAGE PAYMENTS

1.  Mortgage payments shall be deposited into the custodial bank accounts and
    related bank clearing accounts within two business days of receipt.

2.  Mortgage payments made in accordance with the mortgagor's loan documents
    shall be posted to the applicable mortgagor records within two business days
    of receipt.

3.  Mortgage payments shall be allocated to principal, interest, insurance,
    taxes or other escrow items in accordance with the mortgagor's loan
    documents.

4.  Mortgage payments identified as loan payoffs shall be allocated in
    accordance with the mortgagor's loan documents.

III DISBURSEMENTS

1.  Disbursement made via wire transfer on behalf of a mortgagor or investor
    shall be made only by authorized personnel.

2.  Disbursements made on behalf of a mortgagor or investor shall be posted
    within two business days to the mortgagor's or investor's records
    maintained by the servicing entity.

3.  Tax and insurance payments shall be made on or before the penalty or
    insurance policy expiration dates, as indicated on tax bills and insurance
    premium notices, respectively, provided that such support has been received
    by the servicing entity at least thirty (30) calendar days prior to these
    dates.

4.  Any late payment penalties paid in conjunction with the payment of any tax
    bill or insurance premium notice shall be paid from the servicing entity's
    funds and not charged to the mortgagor, unless the late payment was due to
    the mortgagor's error or omission.

5.  Amounts remitted to investors per the servicer's investor reports shall
    agree with cancelled checks, or other form of payment, or custodial bank
    statements.

6.  Unused checks shall be safeguarded so as to prevent unauthorized access.

IV. INVESTOR ACCOUNTING AND REPORTING

1.  The servicing entity's investor reports shall agree with, or reconcile to,
    investors' records on a monthly basis as to the total unpaid principal
    balance and number of loans serviced by the servicing entity.

V.  MORTGAGOR LOAN ACCOUNTING

1.  The servicing entity's mortgage loan records shall agree with, or reconcile
    to, the records of mortgagors with respect to the unpaid principal balance
    on a monthly basis.

2.  Adjustments on ARM loans shall be computed based on the related mortgage
    note and any ARM rider.

3.  Escrow accounts shall be analyzed, in accordance with the mortgagor's loan
    documents, on at least an annual basis.

4.  Interest on escrow accounts shall be paid, or credited, to mortgagors in
    accordance with the applicable state laws. (A compilation of state laws
    relating to the payment of interest on escrow accounts may be obtained
    through the MBA's FAX ON DEMAND service. For more information, contact MBA.)

VI. DELINQUENCIES

1.  Records documenting collection efforts shall be maintained during the
    period a loan is in default and shall be updated at least monthly. Such
    records shall describe the entity's activities in monitoring delinquent
    loans including, for example, phone calls, letters and mortgage payment
    rescheduling plans in cases where the delinquency is deemed temporary
    (e.g., illness or unemployment).

VII. INSURANCE POLICIES

1.   A fidelity bond and errors and omissions policy shall be in effect on the
     servicing entity throughout the reporting period in the amount of coverage
     represented to investors in management's assertion.





  EX-99.1 (c)
(logo) PRICEWATERHOUSECOOPERS

PricewaterhouseCoopers LLP
PricewaterhouseCoopers Center
300 Madison Avenue
New York NY 10017
Telephone (646) 471 3000
Facsimile (813) 286 6000



Report of Independent Auditors


To the Board of Directors and Stockholder
of Chase Home Finance LLC:


We have examined management's assertion about Chase Home Finance LLC's
(formerly known as Chase Manhattan Mortgage Corporation) (the "Company")
compliance with the minimum servicing standards identified 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, 2004
included in the accompanying management assertion (see Exhibit I). 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 made 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 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 the Company complied with the
aforementioned minimum servicing standards as of and for the year ended
December 31, 2004 is fairly stated, in all material respects.


/s/ PricewaterhouseCoopers LLP

March 11, 2005


(logo) JPMorganChase


Exhibit I


Management's Assertion Concerning Compliance
with USAP Minimum Servicing Standards


March 11, 2005


As of and for the year ended December 31, 2004, Chase Home Finance LLC
(formerly known as Chase Manhattan Mortgage Corporation) (the "Company") has
complied in all material respects with the minimum servicing standards
(the "Standards") set forth in the Mortgage Bankers Association of America's
Uniform Single Attestation Program for Mortgage Bankers ("USAP"). These
Standards are applicable only to the Company's prime and subprime mortgage
portfolios.

As of and for this same period, the Company had in effect fidelity bond and
errors and omissions policies in the amounts of $250,000,000 and $25,000,000
respectively.



/s/ Thomas L. Wind
Thomas L. Wind
Co-Chief Executive Officer
Chase Home Finance LLC


/s/ Scott Powell
Scott Powell
Co-Chief Executive Officer
Chase Home Finance LLC


/s/ Terry L. Gentry
Terry L. Gentry
SVP of Servicing
Chase Home Finance LLC





  EX-99.1 (d)
(logo) KPMG

KPMG LLP
55 Second Street
San Francisco, CA 94105



Independent Accountants' Report


The Board of Directors
North Fork Bancorporation, Inc.:


We have examined management's assertion, included in the accompanying Management
Assertion, that GreenPoint Mortgage Funding, Inc., a wholly owned subsidiary of
North Fork Bancorporation, Inc., 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, 2004. Management is responsible for GreenPoint Mortgage Funding,
Inc.'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 GreenPoint
Mortgage Funding, Inc.'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 GreenPoint Mortgage Funding, Inc.'s compliance with the minimum servicing
standards.

Management identified the following material noncompliance with minimum
servicing standards over mortgage payments as of and for the year ended
December 31, 2004. The mortgage interest rate changes on certain Home Equity
Lines of Credit were not adjusted at the appropriate date in accordance with
the mortgagor's loan documents. This resulted in the mortgagor being
overcharged for the period from the interest rate change until the correct
effective date, which was the first day of the following month.

In our opinion, except for the material noncompliance described in the third
paragraph, management's assertion that GreenPoint Mortgage Funding, Inc.
complied with the aforementioned minimum servicing standards as of and for the
year ended December 31, 2004 is fairly stated, in all material respects.


/s/ KPMG LLP


March 17, 2005



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





  EX-99.1 (e)
(logo) ERNST & YOUNG

Ernst & Young LLP
1300 Huntington Building
925 Euclid Avenue
Cleveland, Ohio 44115

Phone: (216) 861-5000
www.ey.com

Report on Management's Assertion on Compliance
with the Specified Minimum Servicing Standards Set Forth in the
Uniform Single Attestation Program for Mortgage Bankers

Report of Independent Accountants

Board of Directors
National City Mortgage Co.

We have examined management's assertion, included in the accompanying report
titled Report of Management, that National City Mortgage Co. (NCM) complied with
the minimum servicing standards identified in Exhibit A to the Report of
Management (the specific minimum servicing standards) as set forth in the
Mortgage Bankers Association of America's Uniform Single Attestation Program for
Mortgage Bankers (USAP) during the year-ended December 31, 2004. Management is
responsible for NCM's compliance with the specified minimum servicing standards.
Our responsibility is to express an opinion on management's assertions about
NCM's compliance based on our examination.

Our examination was made in accordance with attestation standards established by
the American Institute of Certified Public Accountants and, accordingly,
included examining, on a test basis, evidence about NCM's compliance with the
specified minimum servicing standards 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 NCM's compliance with specified minimum servicing
standards.

In our opinion, management's assertion that NCM complied with the aforementioned
specified minimum servicing standards during the year ended December 31, 2004,
is fairly stated, in all material respects.


/s/ Ernst & Young LLP


March 11, 2005



A Member Practice of Ernst & Young Global





  EX-99.1 (f)
(logo) KPMG

KPMG LLP
Suite 2000
355 South Grand Avenue
Los Angeles, CA 90071-1568


Independent Accountants' Report


The Board of Directors and Stockholder

Option One Mortgage Corporation


We have examined management's assertion, included in the accompanying
management assertion, that Option One Mortgage Corporation complied with the
minimum servicing standards set forth in the Mortgage Bankers Association of
America's Uniform Single Attestation Program for Mortgage Bankers as of and for
the year ended December 31, 2004. Management is responsible for Option One
Mortgage Corporation'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 Option One
Mortgage Corporation'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 Option
One Mortgage Corporation's compliance with the minimum servicing standards.

In our opinion, management's assertion that Option One Mortgage Corporation
complied with the aforementioned minimum servicing standards as of and for the
year ended December 31, 2004 is fairly stated, in all material respects.

/s/ KMPG LLP


Los Angeles, California
February 28, 2005



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





  EX-99.2 (a)
Exhibit I

Bank of America
(logo)

Bank of America
475 CrossPoint Parkway
PO Box 9000
Getzville, NY 14068.9000

Management's Assertion Concerning Compliance
with USAP Minimum Servicing Standards

March 11, 2005

As of and for the year ended December 31, 2004, Bank of America, N.A. (the
"Company"), has complied in all material respects 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 this same period, the Company had in effect a fidelity bond and
errors and omissions policy in the amounts of $325,000,000 and $180,000,000,
respectively.


/s/ Floyd S. Robinson
Floyd S. Robinson
Senior Vice President
President Consumer Real Estate
Bank of America, N.A.

/s/ H. Randall Chestnut
H. Randall Chestnut
Senior Vice President
Bank of America, N.A.

/s/ Mike Kula
Mike Kula
Senior Vice President
Finance Executive
Bank of America, N.A.

/s/ Robert Caruso
Robert Caruso
Senior Vice President
National Servicing Executive
Bank of America, N.A.

/s/ J. Mark Hanson
J. Mark Hanson
Senior Vice President
Bank of America, N.A.





  EX-99.2 (b)
Cendant Mortgage
3000 Leadenhall Road
Mt. Laurel, NJ 08054

(logo) CENDANT
       Mortgage

February 28, 2005



As of and for the year ended December 31, 2004, Cendant Mortgage Corporation
(the "Company") has complied in all material respects with the minimum servicing
standards set forth in the Mortgage Bankers Association of America's Uniform
Single Attestation Program for Mortgage Bankers, except for as discussed below.

During the year ended December 31, 2004, the Company determined it was
materially non-compliant with the requirement to prepare custodial bank account
reconciliations within 45 calendar days after the cutoff date and the
requirement to identify and resolve reconciling items within 90 calendar days
as specified by the minimum servicing standards.

The Company has undertaken remediation activities to address this material
instance of non-compliance as of December 31, 2004.

As of and for this same period, the Company had in effect a fidelity bond and
errors and omissions policy in the amount of $160 million and $20 million,
respectively.



Cendant Mortgage Corporation

/s/ Terence Edwards
Terence W. Edwards
President and Chief Executive Officer


/s/ Mark Danahy
Mark Danahy
Senior Vice President and Chief Financial Officer


/s/ Martin L. Foster
Martin L. Foster
Senior Vice President - Loan Servicing





  EX-99.2 (c)
(logo) JPMorganChase


Exhibit I


Management's Assertion Concerning Compliance
with USAP Minimum Servicing Standards


March 11, 2005


As of and for the year ended December 31, 2004, Chase Home Finance LLC
(formerly known as Chase Manhattan Mortgage Corporation) (the "Company") has
complied in all material respects with the minimum servicing standards
(the "Standards") set forth in the Mortgage Bankers Association of America's
Uniform Single Attestation Program for Mortgage Bankers ("USAP"). These
Standards are applicable only to the Company's prime and subprime mortgage
portfolios.

As of and for this same period, the Company had in effect fidelity bond and
errors and omissions policies in the amounts of $250,000,000 and $25,000,000
respectively.



/s/ Thomas L. Wind
Thomas L. Wind
Co-Chief Executive Officer
Chase Home Finance LLC


/s/ Scott Powell
Scott Powell
Co-Chief Executive Officer
Chase Home Finance LLC


/s/ Terry L. Gentry
Terry L. Gentry
SVP of Servicing
Chase Home Finance LLC





  EX-99.2 (d)
PO Box 84013
Columbus, GA 31908-4013

(logo) GreenPoint Mortgage

Servicing Division

Management Assertion

March 17, 2005


As of and for the year ended December 31, 2004, GreenPoint Mortgage Funding,
Inc. (the "Company") has complied in all material respects with the minimum
servicing standards set forth in the Mortgage Bankers Association of America's
Uniform Single Attestation Program for Mortgage Bankers, except for the
following:

  * In certain circumstances, the mortgage interest rate changes on certain Home
    Equity Lines of Credit were not adjusted at the appropriate date in
    accordance with the mortgagor's loan documents. This resulted in the
    mortgagor being overcharged for the period from the interest rate change
    until the correct effective date, which was the first day of the following
    month. This error was identified by Management and the systemic issue that
    caused the incorrect calculation of interest was resolved prior to the
    issuance of this letter.

As of and for the year ended December 31, 2004, the Company had in effect a
fidelity bond in the amount of $25,000,000 for a single loss limit and an
aggregate limit of liability of $50,000,000 and an errors and omissions policy
in the amount of $25,000,000 for a single loss limit and no aggregate limit of
liability.

Very truly yours,

GreenPoint Mortgage Funding, Inc., as Servicer



/s/ S.A. Ibrahim
S.A Ibrahim
Chief Executive Officer


/s/ Mike De Francesco
Mike De Francesco
Senior Vice President - Loan Administration


/s/ David Petrini
Dave Petrini
Chief Financial Officer





  EX-99.2 (e)
(logo) National City Mortgage

National City Mortgage Co.
A Subsidiary of National City Bank of Indiana
3232 Newmark Drive * Miamisburg, Ohio 45342
Telephone: (937) 910-1200

Mailing Address:
P.O. Box 1820
Dayton, Ohio 45401-1820



Management's Assertion on Compliance with Minimum Servicing
Standards Set Forth in the Uniform Single Attestation Program for
Mortgage Bankers

Report of Management

We, as members of management of National City Mortgage Co. (NCM), are
responsible for complying with the minimum servicing standards as set forth in
the Mortgage Bankers Association of America's Uniform Single Attestation Program
for Mortgage Bankers (USAP). We are also responsible for establishing and
maintaining effective internal control over compliance with these standards. We
have performed an evaluation of NCM's compliance with the minimum servicing
standards as set forth in the USAP as of December 31, 2004 and for the year then
ended. Based on this evaluation, we assert that during the year ended December
31, 2004, NCM complied, in all material respects, with the minimum servicing
standards set forth in the USAP.

As of and for this same period, NCM had in effect a fidelity bond policy in
the amount of $200 million and an errors and omissions policy in the amount
of $250 million.



/s/ T. Jackson Case, Jr
T. Jackson Case, Jr., Executive Vice President


March 4, 2005



No one Cares More !





  EX-99.2 (f)
(logo) OPTION ONE
       MORTGAGE

(logo) H&R BLOCK
an H&R Block company


Management Assertion


As of and for the year ended December 31, 2004, Option One Mortgage Corporation
complied in all material respects with the minimum servicing standards set forth
in the Mortgage Bankers Association of America's Uniform Single Attestation
Program for Mortgage Bankers. As of and for this same period, Option One
Mortgage Corporation had in effect a fidelity bond and errors and omissions
policy in the amounts of $30,000,000 and $10,000,000, respectively.



/s/ Robert E. Dubrish
Robert E. Dubrish, Chief Executive Officer


/s/ William L. O'Neill
William L. O'Neill, Chief Financial Officer


/s/ Matthew A. Engel
Matthew A. Engel, Controller


/s/ John A. Vella
John A. Vella, Chief Servicing Officer





  EX-99.3 (a)
(logo) BANK OF AMERICA, NA.
Bank of America
475 CrossPoint Parkway
PO Box 9000
Getzville, NY 14068-9000


BANK OF AMERICA, N.A.
OFFICER'S CERTIFICATE PURSUANT TO SECTION 11.20
OF SERIES MSM04-11A, MSM04-2AR, MSM04-5AR, MSM04-8AR


I, Suzanne M. Haumesser, Senior Vice President of Bank
of America, N.A. (the "Servicer"), hereby certify pursuant
to Section 11.20 of those Mortgage Loan Sale and Servicing
Agreements, (the "Servicing Agreements") between Bank of
America, N.A. and Wells Fargo Bank, N.A: that: (a) a review
of the activities of the Servicer during calendar year 2004
and of the performance of the. Servicer under the Agreements
has been made under my supervision, and (b) to the best of my
knowledge, based on such review, the Servicer has fulfilled
all its obligations. under the Agreements throughout calendar
year 2004.


Dated: March 15, 2005


BANK OFAMERICA N.A.
By: /s/ Suzanne M. Haumesser
Name: Suzanne M. Haumesser
Title: Senior Vice President





  EX-99.3 (b)
PHH Mortgage Services

(logo) PHH


Wells Fargo Bank. N.A.
9062 Old Annapolis Rd.
Columbia, MD 21054
Attention: Kim


RE: Annual Statement as to Compliance

Investor number(s)/Deal name(s): as listed on the attached Schedule A

Dear Investor, Master Servicer or Trustee,

The undersigned officer certifies the following for PHH Mortgage Corp. f/k/a
Cendant Mortgage Corp. for the 2004 calendar year. To the best of our knowledge:


a) The activities and performance of the Servicer during the preceding Fiscal
   year under the terms of the above Servicing Agreement, Trust Agreement,
   Pooling and Servicing Agreement and/or Servicer Guide and to the best of my
   knowledge the Servicer has fulfilled all of its duties, responsibilities or
   obligations under this Agreement throughout such year, or if there has been
   default or failure of the Servicer to perform any such duties,
   responsibilities or obligations, a description of each default or failure
   and the nature and status thereof has been reported to Wells Fargo Bank;
b) The Servicer is currently an approved FNMA or FHLMC Servicer in good
   standing:
c) The Fidelity Bond, the Errors and Omissions Insurance Policy and any other
   bonds required under the terms of the Servicing Agreement, Trust Agreement,
   Pooling and Servicing Agreement and/or Servicer Guide are in full force and
   effect;
d) All premiums for each Hazard Insurance Policy, Flood Insurance Policy
   (if applicable) and Primary Mortgage Insurance Policy (if applicable), with
   respect to each Mortgaged Property, have been paid and that such insurance
   policies are in full force and effect;
e) All real estate taxes, governmental assessments and any other expenses
   accrued and due, that if not paid could result in a lien or encumbrance on
   any Mortgage Property, have been paid, or if any such costs or expenses have
   been paid with respect to any Mortgaged Property, the reason for the
   non-payment has been reported to Wells Fargo Bank;
f) All Custodial Accounts have been reconciled and are properly funded; and
g) All annual reports of Foreclosure and Abandonment of Mortgaged Property
   required per section 6050H, 6050J and 6050P of the Internal Revenue Code,
   respectively, have been prepared and filed.


Certified by

/s/ William E. Fricke, Jr.
William E. Fricke, Jr.
Assistant Vice President

3/15/05
Date:




PHH Mortgage Services

(logo) PHH

SCHEDULE A

BAY     2004-C          MARM    2004-3          THB     2004-1
BAY     2004-D          MARM    2004-4          THB     2004-2
BSA     2003-AC7        MARM    2004-5          WFMBS   2004-1
BSA     2004-AC1        MASTR   2003-10
BSA     2004-AC2        MASTR   2003-11
BSA     2004-AC4        MASTR   2003-12
BSA     2004-AC5        MASTR   2003-7
BSA     2004-AC6        MASTR   2003-8
BSL     2003-7          MASTR   2003-9
BSL     2004-12         MASTR   2004-1
BSL     2004-3          MASTR   2004-10
BSL     2004-4          MASTR   2004-11
BSL     2004-6          MASTR   2004-3
BST     2003-9          MASTR   2004-4
BST     2004-1          MASTR   2004-5
BST     2004-10         MASTR   2004-6
BST     2004-12         MASTR   2004-8
CSF     2004-1          MASTR   2004-9
CSF     2004-AR1        MLC     2004-1
CSF     2004-AR2        MLC     2004-A
HBV     2004-10         MLC     2004-B
JPMMT   2004-Al         MLC     2004-C
JPMMT   2004-A2         MLC     2004-D
JPMMT   2004-A3         MLC     2004-E
JPMMT   2004-A4         MLC     2004-F
JPMMT   2004-A5         MLC     2004-G
JPMMT   2004-A6         MLC     2004-HB1
JPMMT   2004-S2         MLM     2004-A01
MAL     2004-1          MSML    2004-10AR
MAL     2004-10         MSML    2004-11A
MAL     2004-11         MSML    2004-2AR
MAL     2004-12         MSML    2004-3
MAL     2004-13         MSML    2004-4
MAL     2004-3          MSML    2004-5AR
MAL     2004-4          MSML    2004-6AR
MAL     2004-5          MSML    2004-7AR
MAL     2004-6          MSML    2004-8AR
MAL     2004-7          MSML    2004-9
MAL     2004-8          MSSTA   2004-1
MAL     2004-9          PAM     2004-CL1
MARM    2004-1          PRM     2004-CL2
MARM    2004-10         SAIL    2004-7
MARM    2004-11         SAM     2004-AR1
MARM    2004-15         THB     2003-2
MARM    2004-2          THB     2003-5





  EX-99.3 (c)
(logo) CHASE


Wells Fargo Bank Minnesota, N.A.
9062 Old Annapolis Rd.
Columbia, MD 21045
Attention: Master Servicing

RE: Officer's Certificate

Dear Master Servicer:

The undersigned Officer certifies the following for the 2004 fiscal year:

(A) I have reviewed the activities and performance of the Servicer during the
    preceding fiscal year under the terms of the Servicing Agreement, Trust
    Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide and
    to the best of these Officers' knowledge, the Servicer has fulfilled all of
    its duties, responsibilities or obligations under these Agreements
    throughout such year, or if there has been a default or failure of the
    servicer to perform any of such duties, responsibilities or obligations, a
    description of each default or failure and the nature and status thereof has
    been reported to Wells Fargo Bank Minnesota, N.A.;

(B) I have confirmed that the Servicer is currently an approved FNMA or FHLMC
    servicer in good standing;

(C) I have confirmed that the Fidelity Bond, the Errors and Omissions Insurance
    Policy and any other bonds required under the terms of the Servicing
    Agreement, Trust Agreement, Pooling and Servicing Agreement and/or
    Seller/Servicer Guide are in full force and effect;

(D) All premiums for each Hazard Insurance Policy, Flood Insurance Policy
    (if applicable) and Primary Mortgage Insurance Policy (if applicable), with
    respect to each Mortgaged Property, have been paid and that all such
    insurance policies are in full force and effect;

(E) All real estate taxes, governmental assessments and any other expenses
    accrued and due, that if not paid could result in a lien or encumbrance on
    any Mortgaged Property, have been paid, or if any such costs or expenses
    have not been paid with respect to any Mortgaged Property, the reason for
    the non-payment has been reported to Wells Fargo Bank Minnesota, N.A.;

(F) All Custodial Accounts have been reconciled and are properly funded; and

(G) All annual reports of Foreclosure and Abandonment of Mortgage Property
    required per section 6050H, 6050J and 6050P of the Internal Revenue Code,
    respectively, have been prepared and filed.

Certified By:
/s/ Terry L. Gentry
Officer: Terry L. Gentry

Title: Senior Vice President

Date: March 15, 2005





  EX-99.3 (d)
PO Box 84013
Columbus GA 31908-4013
Tel. 800.784.5566

GreenPoint (logo) Mortgage



March 15, 2005


Wells Fargo Bank, National Association
9062 Old Annapolis Road
Columbia, Maryland 21045
Attn: Master Servicer-Morgan Stanley


Morgan Stanley Mortgage Capital Inc.
1633 Broadway
New York, New York 10019
Attn: Whole Loan Operations Manager


Re: Annual Statement of Compliance for the Assignment, Assumption
    and Recognition Agreements listed on Exhibit A hereto ( each as
    "Agreement") by GreenPoint Mortgage Funding, Inc., as Servicer

Ladies and Gentlemen:

Pursuant to the Assignment, Assumption and Recognition Agreement with respect
to the above-referenced offering, the undersigned officer of GreenPoint Mortgage
Funding, Inc. (as "Servicer") hereby certifies as to the following (capitalized
terms have the meanings used in each Agreement):

1. A review of the activities of the Servicer and its performance under each
Agreement during the preceding fiscal year since the inception of the trust has
been made under the direct supervision of the undersigned officer; and

2. To the best knowledge of the undersigned officer, based on such review, the
Servicer has fulfilled all of its material obligations under each Agreement
throughout the applicable period, and there has been no known default in the
fulfillment of the Servicer's material obligations throughout such period.


Very truly yours,

GREENPOINT MORTGAGE
FUNDING, INC., as Servicer


By: /s/ Michael DeFrancesco
Name: Michael DeFrancesco
Title: Senior Vice President,
       Loan Administrator

Aviso Importante Para Las Personas Habla Espanol
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immediamente

2300 Brookstone Centre Pkwy Columbus GA 31094
Customer Service Hours: Monday - Friday, 8:30 AM - 8:00 PM, Eastern
www.greenpointservice.com




Exhibit A

Assignment, Assumption and Recognition Agreement among Morgan Stanley
Mortgage Capital, Inc., Morgan Stanley Capital I Inc., Wells Fargo Bank,
National Association as master servicer and GreenPoint Mortgage Funding, Inc.
for the following Morgan Stanley Mortgage Loan Trusts:


MSM 2004 1
MSM 2004 4
MSM 2004 9
MSM 2004 2AR
MSM 2004 5AR
MSM 2004 6AR
MSM 2004 7AR
MSM 2004 8AR
MSM 2004 10AR
MSM 2004 11AR





  EX-99.3 (e)
(logo) National City
Mortgage

National City Mortgage Co.
A Subsidiary of National City Bank of Indiana
3232 Newmark Drive * Miamisburg, Ohio 45342
Telephone: (937) 910-1200

Mailing Address:
P.O. Box 1820
Dayton, Ohio 45401-1820



Wells Fargo Bank, N.A.
9062 Old Annapolis Rd.
Columbia, MD 21045
Attention: Master Servicing

RE: Officer's Certificate

Dear Master Servicer:


The undersigned Officer certifies the following for the 2004 fiscal year


(A) I have reviewed the activities and performance of the Servicer during the
    preceding fiscal year under the terms of the Servicing Agreement, Trust
    Agreement, Pooling and Servicing Agreement and/or Seller/Servicer Guide
    and to the best of these Officers' knowledge, the Servicer has fulfilled
    all of its duties, responsibilities or obligations under these Agreements
    throughout such year, or if there has been a default or failure of the
    servicer to perform any of such duties, responsibilities or obligations,
    a description of each default or failure and the nature and status
    thereof has been reported to Wells Fargo Bank, N.A.;

(B) I have confirmed that the Servicer is currently an approved FNMA or FHLMC
    servicer in good standing;

(C) I have confirmed that the Fidelity Bond, the Errors and Omissions Insurance
    Policy and any other bonds required under the terms of the Servicing
    Agreement, Trust Agreement, Pooling and Servicing Agreement and/or
    Seller/Servicer Guide are in full force and effect;

(D) All premiums for each Hazard Insurance Policy, Flood Insurance Policy
    (if applicable) and Primary Mortgage Insurance Policy (if applicable), with
    respect to each Mortgaged Property, have been paid and that all such
    insurance policies are in full force and effect;

(E) All real estate taxes, governmental assessments and any other expenses
    accrued and due, that if not paid could result in a lien or encumbrance on
    any Mortgaged Property, have been paid, or if any such costs or expenses
    have not been paid with respect to any Mortgaged Property, the reason for
    the non-payment has been reported to Wells Fargo Bank, N.A.;

(F) All Custodial Accounts have been reconciled and are properly funded and

(G) All annual reports of Foreclosure and Abandonment of Mortgage Property
    required per section 6050H, 6050J and 6050P of the Internal Revenue Code,
    respectively, have been prepared and filed.

Certified by:
/s/ T. Jackson Case Jr.
Officer

Executive Vice President
Title

March 8, 2005
Date


No one Cares More!





  EX-99.3 (f)
OFFICER'S CERTIFICATE

ANNUAL STATEMENT OF THE SERVICER




I, William L. O'Neill, a duly appointed Senior Vice President/Chief
Financial Officer of Option One Mortgage Corporation, the Servicer, hereby
certify that (i) a review of the activities of the Servicer during the calendar
year ended December 31, 2004 and of performance under the Servicing Agreement,
as defined in the cover letter, has been made under my supervision, and (ii) to
the best of my knowledge, based on such review, the Servicer has fulfilled all
of its obligations under the Servicing Agreement during such year.


By: /s/ William L. O'Neill

Name: William L. O'Neill
Title: Senior Vice President/Chief Financial Officer
Date: February 28, 2005





  Ex-99.4

   Schedule of Year-To-Date Principal and Interest Distributions to
   Certificateholders


   <TABLE>

   Class                              Interest             Principal               Losses             Ending Balance
   
                       <c>                    <c>                  <c>                 <c>
   1-A                              261,247.22          2,808,558.77                 0.00              45,299,441.24
   1-X                              140,643.32                  0.00                 0.00              45,299,441.24
   2-A                              546,071.93          2,507,163.27                 0.00              63,264,836.73
   2-X                              131,164.87                  0.00                 0.00              63,264,836.73
   3-A                            1,530,353.81         16,556,383.74                 0.00             108,683,616.27
   4-A-1                          2,916,377.31          9,270,617.26                 0.00             206,703,382.74
   4-A-2                            540,134.89          1,716,987.65                 0.00              38,283,012.35
   4-A-3                            275,036.80          1,352,127.78                 0.00              19,147,872.23
   4-A-4                            150,319.43                  0.00                 0.00              11,000,000.00
   4-A-5                             51,717.91            164,401.56                 0.00               3,665,598.43
   A-R                                    0.28                100.00                 0.00                       0.00
   B-1                              168,741.12             12,601.94                 0.00              12,609,398.06
   B-2                               65,132.85              4,864.25                 0.00               4,867,135.74
   B-3                               35,520.93              2,652.77                 0.00               2,654,347.22
   B-4                               38,488.80              2,874.42                 0.00               2,876,125.58
   B-5                               26,644.04              1,989.84                 0.00               1,991,010.17
   B-6                               17,773.74              1,327.38                 0.00               1,328,165.62
   P                                 25,424.82                  0.00                 0.00                     100.00
   S-B-1                             41,534.23              1,527.45                 0.00               4,331,472.55
   S-B-2                             17,800.39                654.62                 0.00               1,856,345.38
   S-B-3                             11,857.34                436.07                 0.00               1,236,563.94
   S-B-4                             10,093.59                371.19                 0.00               1,052,628.80
   S-B-5                              7,706.79                283.42                 0.00                 803,716.58
   S-B-6                              5,938.91                218.42                 0.00                 619,349.59
   </TABLE>