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, 2007

      OR


  / / 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: 333-130684-38

      Morgan Stanley Mortgage Loan Trust 2007-12
      (exact name of issuing entity as specified in its charter)

      Morgan Stanley Capital I Inc.
      (exact name of the depositor as specified in its charter)

      Morgan Stanley Mortgage Capital Holdings LLC, successor-in-interest by
      merger to Morgan Stanley Mortgage Capital Inc.
      (exact name of the sponsor as specified in its charter)



  New York                                54-2200278
  (State or other jurisdiction of         54-2200279
  incorporation or organization of        54-2200280
  issuing entity)                         54-2200288
                                          54-6755302
                                          (I.R.S. Employer
                                          Identification No. of
                                          issuing entity)


   c/o Wells Fargo Bank, N.A.
   9062 Old Annapolis Road
   Columbia, MD                                 21045
   (Address of principal executive              (Zip Code of issuing
   offices of issuing entity)                   entity)


 Issuing entity's telephone number, including area code: (410) 884-2000




  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 (Section 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.

    Not applicable.



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

   Large accelerated filer ___
   Accelerated filer ___
   Non-accelerated filer X (Do not check if a smaller reporting company)
   Smaller reporting company ___

  Indicate by check mark whether the registrant is a shell company (as defined
  in Rule 12b-2 of the Act).

    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.



  DOCUMENTS INCORPORATED BY REFERENCE

    See Item 15(a).





                                     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.

               Not applicable.


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

               Not applicable.




                                     PART II

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

               Not applicable.


  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.

               Not applicable.


  Item 9A.     Controls and Procedures.

               Not applicable.


  Item 9A(T).  Controls and Procedures.

               Not applicable.


  Item 9B.     Other Information.

               None.




                                    PART III

  Item 10.     Directors, Executive Officers and Corporate Governance.

               Not applicable.


  Item 11.     Executive Compensation.

               Not applicable.


  Item 12.     Security Ownership of Certain Beneficial Owners and Management
               and Related Stockholder Matters.

               Not applicable.


  Item 13.     Certain Relationships and Related Transactions, and Director
               Independence.

               Not applicable.


  Item 14.     Principal Accounting Fees and Services.

               Not applicable.




                    ADDITIONAL DISCLOSURE ITEMS FOR REGULATION AB


Item 1112(b) of Regulation AB, Significant Obligor Financial Information.

No single obligor represents 10% or more of the pool assets held by the issuing
entity.



Item 1114(b)(2) of Regulation AB, Significant Enhancement Provider Financial
Information.

No entity or group of affiliated entities provides any external credit
enhancement or other support for the certificates within this transaction as
described under Item 1114 (a) of Regulation AB.



Item 1115(b) of Regulation AB, Certain Derivatives Instruments (Financial
Information).

No entity or group of affiliated entities provides any derivative instruments
or other support for the certificates within this transaction as described
under Item 1115 of Regulation AB.



Item 1117 of Regulation AB, Legal Proceedings.

Legal Proceedings Regarding Morgan Stanley Mortgage Capital Holdings LLC

In addition to the matters described below, in the normal course of
business, Morgan Stanley Mortgage Capital Holdings LLC ("the Company") has
been named, from time to time, as a defendant in various legal actions.
Certain of the actual or threatened legal actions include claims for
substantial compensatory and/or punitive damages or claims for indeterminate
amounts of damages.

Regulatory and Governmental Investigations: The Company and its affiliates
are currently responding to subpoenas and requests for information from
certain regulatory and governmental entities concerning the origination,
purchase, securitization and/or servicing of subprime and non-subprime
residential mortgages and related issues.

Civil Litigation re American Business Financial Services, Inc. The Company
has been named as one of a number of defendants in a matter styled Miller v.
Santilli, et al., which is pending in the Court of Common Pleas for
Philadelphia County, Pennsylvania. The complaint in this action was filed on
July 13, 2006 and is being brought by the bankruptcy trustee for American
Business Financial Services, Inc. ("ABFS"). The complaint alleges, inter
alia, that the Company, certain of the Company's affiliates, and various
other financial institutions deepened the insolvency of ABFS, and aided and
abetted fraud and breaches of fiduciary duties committed by certain former
officers and directors of ABFS, by providing warehouse loans to ABFS and
participating in securitization transactions with ABFS. The complaint seeks
damages in excess of $750 million. The deepening insolvency claim has been
dismissed, and the case is currently in discovery.

Bauer, et al., v. Saxon Mortgage Services, Inc., et al. is a matter filed on
December 1, 2004 in the Civil District Court for the Parish of Orleans,
State of Louisiana, Case No. 2004-17015. On February 17, 2005, the
plaintiffs re-filed the case as two separate class action lawsuits, Bauer,
et al., v. Dean Morris, et al., filed as Case No. 05-2173 in the Civil
District Court for the Parish of Orleans, State of Louisiana, and Patterson,
et al., v. Dean Morris, et al., filed as Case No. 05-2174 in the Civil
District Court for the Parish of Orleans, State of Louisiana. On January 24,
2006, the United States District Court for the Eastern District of Louisiana
granted the Company's motion to compel arbitration in Bauer, et al., v. Dean
Morris, et al. On January 25, 2006, the United States District Court for the
Eastern District of Louisiana granted the Saxon Mortgage Services' motion to
compel arbitration in Patterson, et al., v. Dean Morris, et al. At the
present time, neither plaintiff has initiated arbitration.

Jumar Hooks and Diane Felder, et al., v. Saxon Mortgage, Inc. is a matter
filed on October 12, 2005 in the Common Pleas Court for Cuyahoga County,
Ohio as Case No. CV 05 574577. The plaintiffs filed this case as a class
action, on behalf of themselves and similarly situated Ohio borrowers,
alleging that the Company's subsidiary, Saxon Mortgage, Inc. ("Saxon
Mortgage") engaged in unlawful practices in originating and servicing the
plaintiffs' loans. During the second quarter of 2006, the court granted the
Saxon Mortgage's motion to compel individual arbitration as to each of the
two named plaintiffs and stayed the court proceedings with no class having
been certified.

Jones, et al., v. ABN AMRO Mortgage Group, et al. is a matter filed on
September 24, 2007 in the Court of Common Pleas for Berks County,
Pennsylvania as Civil Action-Law No. 07-10540. The plaintiffs allege that
the putative class members were not credited properly for payments made on
their mortgage loans which were allegedly collected by non-affiliated
intermediary entities and forwarded to the servicer defendants. Saxon
Mortgage Services services two loans for putative class members. Saxon
Mortgage Services and other defendants filed a consolidated motion to
dismiss the case.

Legal Proceedings Regarding Saxon Mortgage Services, Inc.

Because the Saxon Mortgage Services, Inc. (the "Company") and its affiliates
are subject to many laws and regulations, including but not limited to
federal and state consumer protection laws, it is regularly involved in
numerous lawsuits filed against it, some of which seek certification as
class action lawsuits on behalf of similarly situated individuals.

The Company and/or its affiliates are also involved, from time to time, in
other reviews, investigations and proceedings (both formal and informal) by
governmental agencies regarding the Company's and/or its affiliates
businesses, certain of which may result in adverse judgments, settlements,
fines, penalties, injunctions or other relief.

The Company contests liability and/or the amount of damages as appropriate
in each pending matter. In view of the inherent difficulty of predicting the
outcome of such matters, particularly in cases where claimants seek
substantial or indeterminate damages or where investigations and proceedings
are in the early stages, the Company cannot predict with certainty the loss
or range of loss, if any, related to such matters, how or if such matters
will be resolved, when they will ultimately be resolved, or what the
eventual settlement, fine, penalty or other relief, if any, might be.
Subject to the foregoing, the following matters are potentially material to
the financial condition of the Company.

Regulatory and Governmental Investigations: The Company and its affiliates
are currently responding to subpoenas and requests for information from
certain regulatory and governmental entities concerning the origination,
purchase, and/or servicing of subprime and non-subprime residential
mortgages and related issues.

Bauer, et al., v. Saxon Mortgage Services, Inc., et al. is a matter filed on
December 1, 2004 in the Civil District Court for the Parish of Orleans,
State of Louisiana, Case No. 2004-17015. On January 26, 2005, the plaintiffs
filed a motion to dismiss the case without prejudice, and the court entered
an order dismissing the case on January 31, 2005. On February 17, 2005, the
plaintiffs re-filed the case as two separate class action lawsuits, Bauer,
et al., v. Dean Morris, et al., filed as Case No. 05-2173 in the Civil
District Court for the Parish of Orleans, State of Louisiana, and Patterson,
et al., v. Dean Morris, et al., filed as Case No. 05-2174 in the Civil
District Court for the Parish of Orleans, State of Louisiana. On January 24,
2006, the United States District Court for the Eastern District of Louisiana
granted the Company's motion to compel arbitration and stayed the court
proceedings as to named plaintiffs Keenan and Karen Duckworth in Bauer, et
al., v. Dean Morris, et al., filed as Case No. 05-2173 in the Civil District
Court for the Parish of Orleans, State of Louisiana. On January 25, 2006,
the United States District Court for the Eastern District of Louisiana
granted the Saxon Mortgage Services's motion to compel arbitration and
stayed the court proceedings as to named plaintiff Debra Herron in
Patterson, et al., v. Dean Morris, et al., filed as Case No. 05-2174 in the
Civil District Court for the Parish of Orleans, State of Louisiana. The
court subsequently remanded the underlying court proceedings in both the
Bauer and Patterson cases to the Civil District Court for the Parish of
Orleans, State of Louisiana. At the present time, neither plaintiff has
initiated arbitration.

Jones, et al., v. ABN AMRO Mortgage Group, et al. is a matter filed on
September 24, 2007 in the Court of Common Pleas for Berks County,
Pennsylvania as Civil Action-Law No. 07-10540. The matter was subsequently
removed to the United States District Court for the Eastern District of
Pennsylvania as Civil Action No. 2:07-cv-04328-JG. The plaintiffs filed an
Amended Complaint on October 9, 2007 naming the Company as a defendant. The
plaintiffs allege that the putative class members were not credited properly
for payments made on their mortgage loans which were allegedly collected by
non-affiliated intermediary entities and forwarded to the servicer
defendants. The Company services two loans for putative class members. The
plaintiffs subsequently voluntarily dismissed all named plaintiffs except
for the Jones's. Saxon Mortgage Services and other defendants filed a
consolidated motion to dismiss the case.

Jumar Hooks and Diane Felder, et al., v. Saxon Mortgage, Inc. is a matter
filed on October 12, 2005 in the Common Pleas Court for Cuyahoga County,
Ohio as Case No. CV 05 574577. The plaintiffs filed this case as a class
action, on behalf of themselves and similarly situated Ohio borrowers,
alleging that the Company's affiliate, Saxon Mortgage, Inc. ("Saxon
Mortgage") engaged in unlawful practices in originating and servicing the
plaintiffs' loans. During the second quarter of 2006, the court granted the
Saxon Mortgage's motion to compel individual arbitration as to each of the
two named plaintiffs and stayed the court proceedings with no class having
been certified.



Item 1119 of Regulation AB, Affiliations and Certain Relationships and Related
Transactions.

The information regarding this Item has been previously filed in a 424(b)(5)
filed on July 31, 2007 (Commission File No. 333-130684-38).



Item 1122 of Regulation AB, Compliance with Applicable Servicing Criteria.

The reports on assessment of compliance with the servicing criteria for
asset-backed securities and the related attestation reports on such assessments
of compliance are attached hereto under Item 15(a).

The assessment of compliance for GMAC Mortgage, LLC disclosed the following
material noncompliance, as applicable during the twelve months ended
December 31, 2007:

Certain custodial account reconciliations were not reviewed within timelines
outlined in the GMACM's policies and procedures, as required by criteria
1122 (d)(2)(vii)(C).  Certain custodial accounts had reconciling items which
were not resolved within 90 calendar days of original identification, as
required by criteria 1122(d)(2)(vii)(D).

LaSalle Bank National Association's ("LaSalle") Report on Assessment of
Compliance with Servicing Criteria for 2007 (the "2007 Assessment") attached
to this Form 10-K as Exhibit 33.5 the following material instance of
noncompliance related to investor reporting:

"1122(d)(3)(i)(A) and (B) - During the Reporting Period, certain monthly
investor or remittance reports were not prepared in accordance with the
terms set forth in the transaction agreements and certain investor reports
did not provide the information calculated in accordance with the terms
specified in the transaction agreements for which certain individual errors
may or may not have been material."

The investor reporting errors identified on LaSalle's 2007 Assessment as
material instances of noncompliance (the "Investor Reporting Errors")
included, for example, revised delinquency, REO, foreclosure, repurchase,
payoff or modified loan counts, category indicators and/or balances. The
conclusion that the Investor Reporting Errors amounted to a material
instance of noncompliance was based primarily on the aggregate number of
errors as opposed to the materiality of any one error.

The Investor Reporting Errors were generally caused by human error resulting
primarily from high volume monthly data processing demands that had to be
addressed within constricted time frames with less than a full complement of
operational staff. Between the fourth quarter of the Reporting Period and
the date of the 2007 Assessment, LaSalle has employed additional operational
staff to accommodate the high volume of monthly investor reporting
requirements and minimize the risk of the Investor Reporting Errors
recurring. Other necessary controls are in place to minimize the risk of
such errors.

With respect to the specific pool assets and asset-backed securities related
to the Investor Reporting Errors, the errors did not have, and are not
reasonable likely in the future to have, any material impact or effect on
pool asset performance, servicing of the pool assets and payments or
expected payments on the mortgage-backed securities.

Although each servicing criterion required by Item 1122(d) of Regulation AB
is addressed in one or more of the Assessments of Compliance with Servicing
Criteria and related Attestation Reports included with this report, the
Servicers', Morgan Stanley Credit Corporation, and GMAC Mortgage, LLC f/k/a
GMAC Mortgage Corporation, Assessments of Compliance and related Attestation
Reports did not address each of the servicing criteria that the Servicers
were required to address under the terms of the related Servicing
Agreements. The Servicers have not identified such failure to provide an
Assessment and Attestation for these items as a material failure to fulfill
its obligations under the related servicing agreements in the Servicer
Compliance Statements provided under Item 1123 of Regulation AB, because the
Servicers assert that those items are not applicable to the Servicers.



Item 1123 of Regulation AB, Servicer Compliance Statement.

The servicer compliance statements are attached hereto under Item 15(a).



                               Part IV

  Item 15. Exhibits, Financial Statement Schedules.

  (a) Exhibits.

  (1) Not applicable.

  (2) Not applicable.

  (3) Exhibits filed herewith.

  (4.1) Pooling and Servicing Agreement, dated as of July 1, 2007, among
        Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank,
        National Association, as master servicer and as securities
        administrator and LaSalle Bank National Association, as trustee and
        custodian. (Filed as part of the Registrant's Current Report on Form
        8-K filed on October 29, 2007 (Commission File No.: 333-130684-38)
        and is incorporated by reference herein.)

  (4.2) Omnibus Assignment, Assumption and Recognition Agreement, dated as of
        December 1, 2007, among Morgan Stanley Mortgage Capital Holdings LLC,
        Wells Fargo Bank, National Association, as servicer, and LaSalle Bank
        National Association, as trustee, and acknowledged by Wells Fargo
        Bank, National Association, as master servicer and securities
        administrator. (Filed as part of the Registrant's Current Report on
        Form 8-K filed on January 4, 2008 (Commission File No.:
        333-130684-38) and is incorporated by reference herein.)

  (10.1) MSMCH Mortgage Loan and Purchase Agreement, dated as of July 1,
         2007, between Morgan Stanley Mortgage Capital Inc. and Morgan
         Stanley Mortgage Capital Holdings LLC. (Filed as part of the
         Registrant's Current Report on Form 8-K filed on October 29, 2007
         (Commission File No.: 333-130684-38) and is incorporated by
         reference herein.)

  (10.2) FNBN Assignment Agreement, dated as of July 1, 2007, among Morgan
         Stanley Capital I Inc., Morgan Stanley Mortgage Capital Holdings
         LLC, First National Bank of Nevada, and acknowledged by LaSalle Bank
         National Association, as trustee. (Filed as part of the Registrant's
         Current Report on Form 8-K filed on October 29, 2007 (Commission
         File No.: 333-130684-38) and is incorporated by reference herein.)

  (10.3) FNBN Purchase Agreement, dated as of April 1, 2006, between Morgan
         Stanley Capital I Inc. and First National Bank of Nevada. (Filed as
         part of the Registrant's Current Report on Form 8-K filed on October
         29, 2007 (Commission File No.: 333-130684-38) and is incorporated
         by reference herein.)

  (10.4) Wachovia Servicing-Retained Assignment Agreement, dated as of July
         1, 2007, among Morgan Stanley Capital I Inc., Morgan Stanley
         Mortgage Capital Holdings LLC, Wachovia Mortgage Corporation and
         acknowledged by LaSalle Bank National Association, as trustee, and
         Wells Fargo Bank, National Association, as master servicer and as
         securities administrator. (Filed as part of the Registrant's Current
         Report on Form 8-K filed on October 29, 2007 (Commission File No.:
         333-130684-38) and is incorporated by reference herein.)

  (10.5) Wachovia Servicing-Retained Purchase Agreement, dated as of June 1,
         2006, between Morgan Stanley Mortgage Capital Inc. and Wachovia
         Mortgage Corporation. (Filed as part of the Registrant's Current
         Report on Form 8-K filed on October 29, 2007 (Commission File No.:
         333-130684-38) and is incorporated by reference herein.)

  (10.6) GMACM Assignment Agreement, dated as of July 1, 2007, among Morgan
         Stanley Capital I Inc., Morgan Stanley Mortgage Capital Holdings
         LLC, GMAC Mortgage, LLC and LaSalle Bank National Association, as
         trustee, and acknowledged by Wells Fargo Bank, National Association,
         as master servicer and as securities administrator. (Filed as part
         of the Registrant's Current Report on Form 8-K filed on October 29,
         2007 (Commission File No.: 333-130684-38) and is incorporated by
         reference herein.)

  (10.7) GMACM Assignment Agreement, dated as of July 1, 2007, among Morgan
         Stanley Capital I Inc., Morgan Stanley Mortgage Capital Holdings
         LLC, GMAC Mortgage, LLC and LaSalle Bank National Association, as
         trustee, and acknowledged by Wells Fargo Bank, National Association,
         as master servicer and as securities administrator. (Filed as part
         of the Registrant's Current Report on Form 8-K filed on October 29,
         2007 (Commission File No.: 333-130684-38) and is incorporated by
         reference herein.)

  (10.8) GMACM Servicing Agreement, dated as of January 1, 2006, between
         Morgan Stanley Mortgage Capital Inc. and GMAC Mortgage Corporation.
         (Filed as part of the Registrant's Current Report on Form 8-K filed
         on October 29, 2007 (Commission File No.: 333-130684-38) and is
         incorporated by reference herein.)

  (10.9) GreenPoint Assignment Agreement, dated as of July 1, 2007, among
         Morgan Stanley Capital I Inc., Morgan Stanley Mortgage Capital
         Holdings LLC, GreenPoint Mortgage Funding, Inc. and LaSalle Bank
         National Association, as trustee, and acknowledged by Wells Fargo
         Bank, National Association, as master servicer and as securities
         administrator. (Filed as part of the Registrant's Current Report on
         Form 8-K filed on October 29, 2007 (Commission File No.:
         333-130684-38) and is incorporated by reference herein.)

  (10.10) GreenPoint June Sale Agreement, dated as of June 1, 2006, between
          Morgan Stanley Mortgage Capital Inc. and GreenPoint Mortgage
          Funding, Inc. (Filed as part of the Registrant's Current Report on
          Form 8-K filed on October 29, 2007 (Commission File No.:
          333-130684-38) and is incorporated by reference herein.)

  (10.11) Indymac Bank Assignment Agreement, dated as of July 1, 2007, among
          Morgan Stanley Capital I Inc., Morgan Stanley Mortgage Capital
          Holdings LLC, IndyMac Bank, F.S.B. and LaSalle Bank National
          Association, as trustee, and acknowledged by Wells Fargo Bank,
          National Association, as master servicer and as securities
          administrator. (Filed as part of the Registrant's Current Report on
          Form 8-K filed on October 29, 2007 (Commission File No.:
          333-130684-38) and is incorporated by reference herein.)

  (10.12) IndyMac Purchase Agreement, dated as of September 1, 2006, between
          Morgan Stanley Mortgage Capital Inc. and IndyMac Bank, F.S.B.
          (Filed as part of the Registrant's Current Report on Form 8-K filed
          on October 29, 2007 (Commission File No.: 333-130684-38) and is
          incorporated by reference herein.)

  (10.13) IndyMac Servicing Agreement, dated as of September 1, 2006, between
          Morgan Stanley Mortgage Capital Inc. and IndyMac Bank, F.S.B.
          (Filed as part of the Registrant's Current Report on Form 8-K filed
          on October 29, 2007 (Commission File No.: 333-130684-38) and is
          incorporated by reference herein.)

  (10.14) MSCC Assignment Agreement, dated as of July 1, 2007, among
          Morgan Stanley Capital I Inc., Morgan Stanley Mortgage Capital
          Holdings LLC, Morgan Stanley Credit Corporation and acknowledged by
          LaSalle Bank National Association, as trustee, and Wells Fargo
          Bank, National Association, as master servicer and as securities
          administrator. (Filed as part of the Registrant's Current Report on
          Form 8-K filed on October 29, 2007 (Commission File No.:
          333-130684-38) and is incorporated by reference herein.)

  (10.15) MSCC Purchase Agreement, dated as of November 1, 2005, between
          Morgan Stanley Mortgage Capital Inc. and Morgan Stanley Credit
          Corporation. (Filed as part of the Registrant's Current Report on
          Form 8-K filed on October 29, 2007 (Commission File No.:
          333-130684-38) and is incorporated by reference herein.)

  (10.16) MSCC Servicing Agreement, dated as of February 1, 2004, between
          Morgan Stanley Mortgage Capital Inc. and Morgan Stanley Credit
          Corporation. (Filed as part of the Registrant's Current Report on
          Form 8-K filed on October 29, 2007 (Commission File No.:
          333-130684-38) and is incorporated by reference herein.)

  (10.17) Quicken Assignment Agreement, dated as of July 1, 2007, among
          Morgan Stanley Capital I Inc., Morgan Stanley Mortgage Capital
          Holdings LLC, Quicken Loans, Inc. and acknowledged by LaSalle Bank
          National Association, as trustee, and Wells Fargo Bank, National
          Association, as master servicer and as securities administrator.
          (Filed as part of the Registrant's Current Report on Form 8-K filed
          on October 29, 2007 (Commission File No.: 333-130684-38) and is
          incorporated by reference herein.)

  (10.18) Quicken Purchase Agreement, dated as of June 1, 2006, between
          Morgan Stanley Mortgage Capital Inc. and Quicken Loans, Inc. (Filed
          as part of the Registrant's Current Report on Form 8-K filed on
          October 29, 2007 (Commission File No.: 333-130684-38) and is
          incorporated by reference herein.)

  (10.19) Saxon Assignment Agreement, dated as of July 1, 2007, among
          Morgan Stanley Capital I Inc., Morgan Stanley Mortgage Capital
          Holdings LLC, Saxon Mortgage Services, Inc. and LaSalle Bank
          National Association, as trustee, and acknowledged by Wells Fargo
          Bank, National Association, as master servicer and as securities
          administrator. (Filed as part of the Registrant's Current Report on
          Form 8-K filed on October 29, 2007 (Commission File No.:
          333-130684-38) and is incorporated by reference herein.)

  (10.20) Saxon Servicing Agreement, dated as of July 1, 2007, between
          Morgan Stanley Mortgage Capital Inc. and Saxon Mortgage Services,
          Inc. (Filed as part of the Registrant's Current Report on Form 8-K
          filed on October 29, 2007 (Commission File No.: 333-130684-38) and
          is incorporated by reference herein.)

  (10.21) US Bank Assignment Agreement, dated as of July 1, 2007, among
          Morgan Stanley Capital I Inc., Morgan Stanley Mortgage Capital
          Holdings LLC, US Bank, National Association and acknowledged by
          LaSalle Bank National Association, as trustee, and Wells Fargo
          Bank, National Association, as master servicer and as securities
          administrator. (Filed as part of the Registrant's Current Report on
          Form 8-K filed on October 29, 2007 (Commission File No.:
          333-130684-38) and is incorporated by reference herein.)

  (10.22) US Bank Purchase Agreement, dated as of April 1, 2007, between
          Morgan Stanley Capital Inc. and US Bank, National Association.
          (Filed as part of the Registrant's Current Report on Form 8-K filed
          on October 29, 2007 (Commission File No.: 333-130684-38) and is
          incorporated by reference herein.)

  (10.23) Seller's Warranties and Servicing Agreement, dated as of April 1,
          2006, between Morgan Stanley Mortgage Capital Holdings LLC and
          Wells Fargo Bank, National Association. (Filed as part of the
          Registrant's Current Report on Form 8-K filed on January 4, 2008
          (Commission File No.: 333-130684-38) and is incorporated by
          reference herein.)

  (10.24) Omnibus Assignment, Assumption and Recognition Agreement, dated as
          of December 1, 2007, among Morgan Stanley Mortgage Capital Holdings
          LLC, Saxon Mortgage Services, Inc., as servicer, and LaSalle Bank
          National Association, as trustee, and acknowledged by Wells Fargo
          Bank, National Association, as master servicer and securities
          administrator. (Filed as part of the Registrant's Current Report on
          Form 8-K filed on January 10, 2008 (Commission File No.:
          333-130684-38) and is incorporated by reference herein.)

  (10.25) Servicing Agreement, dated as of July 1, 2007, between Morgan
          Stanley Mortgage Capital Holdings LLC and Saxon Mortgage Services,
          Inc. (Filed as part of the Registrant's Current Report on Form 8-K
          filed on January 10, 2008 (Commission File No.: 333-130684-38) and
          is incorporated by reference herein.)

  (31) Rule 13a-14(d)/15d-14(d) Certification.

  (33) Reports on assessment of compliance with servicing criteria for
       asset-backed securities.


    <TABLE>
    
      <c>

    33.1 First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for Saxon Mortgage Services, Inc.
    33.2 FIS Tax Services f/k/a LSI Tax Services as Sub-Contractor for Saxon Mortgage Services, Inc.
    33.3 GMAC Bank as Sub-Contractor for GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation
    33.4 GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation as Servicer
    33.5 LaSalle Bank National Association as Custodian
    33.6 Morgan Stanley Credit Corporation as Servicer
    33.7 Saxon Mortgage Services, Inc. as Servicer and as Sub-Servicer for Morgan Stanley Credit Corporation
    33.8 Southwest Business Corporation as Sub-Contractor for Saxon Mortgage Services, Inc.
    33.9 Wells Fargo Bank, N.A. as Servicer
    33.10 Wells Fargo Bank, N.A. as Master Servicer and as Securities Administrator
    33.11 Wells Fargo Bank, N.A. as Custodian

    </TABLE>


  (34) Attestation reports on assessment of compliance with servicing
       criteria for asset-backed securities.


    <TABLE>
    
      <c>

    34.1 First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for Saxon Mortgage Services, Inc.
    34.2 FIS Tax Services f/k/a LSI Tax Services as Sub-Contractor for Saxon Mortgage Services, Inc.
    34.3 GMAC Bank as Sub-Contractor for GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation
    34.4 GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation as Servicer
    34.5 LaSalle Bank National Association as Custodian
    34.6 Morgan Stanley Credit Corporation as Servicer
    34.7 Saxon Mortgage Services, Inc. as Servicer and as Sub-Servicer for Morgan Stanley Credit Corporation
    34.8 Southwest Business Corporation as Sub-Contractor for Saxon Mortgage Services, Inc.
    34.9 Wells Fargo Bank, N.A. as Servicer
    34.10 Wells Fargo Bank, N.A. as Master Servicer and as Securities Administrator
    34.11 Wells Fargo Bank, N.A. as Custodian

    </TABLE>


   (35) Servicer compliance statement.


    <TABLE>
    
       <c>

    35.1 GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation as Servicer
    35.2 Morgan Stanley Credit Corporation as Servicer
    35.3 Saxon Mortgage Services, Inc. as Servicer and as Sub-Servicer for Morgan Stanley Credit Corporation
    35.4 Wells Fargo Bank, N.A. as Master Servicer and as Securities Administrator

    </TABLE>


   (b) See (a) above.

   (c) Not applicable.



                          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.


   Morgan Stanley Mortgage Loan Trust 2007-12
   (Issuing Entity)

   Wells Fargo Bank, N.A.
   (Master Servicer)

   /s/ Diane Courtney
   Diane Courtney, Vice President
   (senior officer in charge of the servicing function of the master
   servicer)


    Date:   March 26, 2008



  Exhibit Index

  Exhibit No.


   (4.1) Pooling and Servicing Agreement, dated as of July 1, 2007, among
         Morgan Stanley Capital I Inc., as depositor, Wells Fargo Bank,
         National Association, as master servicer and as securities
         administrator and LaSalle Bank National Association, as trustee and
         custodian. (Filed as part of the Registrant's Current Report on Form
         8-K filed on October 29, 2007 (Commission File No.: 333-130684-38)
         and is incorporated by reference herein.)

   (4.2) Omnibus Assignment, Assumption and Recognition Agreement, dated as of
         December 1, 2007, among Morgan Stanley Mortgage Capital Holdings LLC,
         Wells Fargo Bank, National Association, as servicer, and LaSalle Bank
         National Association, as trustee, and acknowledged by Wells Fargo
         Bank, National Association, as master servicer and securities
         administrator. (Filed as part of the Registrant's Current Report on
         Form 8-K filed on January 4, 2008 (Commission File No.:
         333-130684-38) and is incorporated by reference herein.)

   (10.1) MSMCH Mortgage Loan and Purchase Agreement, dated as of July 1,
          2007, between Morgan Stanley Mortgage Capital Inc. and Morgan
          Stanley Mortgage Capital Holdings LLC. (Filed as part of the
          Registrant's Current Report on Form 8-K filed on October 29, 2007
          (Commission File No.: 333-130684-38) and is incorporated by
          reference herein.)

   (10.2) FNBN Assignment Agreement, dated as of July 1, 2007, among Morgan
          Stanley Capital I Inc., Morgan Stanley Mortgage Capital Holdings
          LLC, First National Bank of Nevada, and acknowledged by LaSalle Bank
          National Association, as trustee. (Filed as part of the Registrant's
          Current Report on Form 8-K filed on October 29, 2007 (Commission
          File No.: 333-130684-38) and is incorporated by reference herein.)

   (10.3) FNBN Purchase Agreement, dated as of April 1, 2006, between Morgan
          Stanley Capital I Inc. and First National Bank of Nevada. (Filed as
          part of the Registrant's Current Report on Form 8-K filed on October
          29, 2007 (Commission File No.: 333-130684-38) and is incorporated
          by reference herein.)

   (10.4) Wachovia Servicing-Retained Assignment Agreement, dated as of July
          1, 2007, among Morgan Stanley Capital I Inc., Morgan Stanley
          Mortgage Capital Holdings LLC, Wachovia Mortgage Corporation and
          acknowledged by LaSalle Bank National Association, as trustee, and
          Wells Fargo Bank, National Association, as master servicer and as
          securities administrator. (Filed as part of the Registrant's Current
          Report on Form 8-K filed on October 29, 2007 (Commission File No.:
          333-130684-38) and is incorporated by reference herein.)

   (10.5) Wachovia Servicing-Retained Purchase Agreement, dated as of June 1,
          2006, between Morgan Stanley Mortgage Capital Inc. and Wachovia
          Mortgage Corporation. (Filed as part of the Registrant's Current
          Report on Form 8-K filed on October 29, 2007 (Commission File No.:
          333-130684-38) and is incorporated by reference herein.)

   (10.6) GMACM Assignment Agreement, dated as of July 1, 2007, among Morgan
          Stanley Capital I Inc., Morgan Stanley Mortgage Capital Holdings
          LLC, GMAC Mortgage, LLC and LaSalle Bank National Association, as
          trustee, and acknowledged by Wells Fargo Bank, National Association,
          as master servicer and as securities administrator. (Filed as part
          of the Registrant's Current Report on Form 8-K filed on October 29,
          2007 (Commission File No.: 333-130684-38) and is incorporated by
          reference herein.)

   (10.7) GMACM Assignment Agreement, dated as of July 1, 2007, among Morgan
          Stanley Capital I Inc., Morgan Stanley Mortgage Capital Holdings
          LLC, GMAC Mortgage, LLC and LaSalle Bank National Association, as
          trustee, and acknowledged by Wells Fargo Bank, National Association,
          as master servicer and as securities administrator. (Filed as part
          of the Registrant's Current Report on Form 8-K filed on October 29,
          2007 (Commission File No.: 333-130684-38) and is incorporated by
          reference herein.)

   (10.8) GMACM Servicing Agreement, dated as of January 1, 2006, between
          Morgan Stanley Mortgage Capital Inc. and GMAC Mortgage Corporation.
          (Filed as part of the Registrant's Current Report on Form 8-K filed
          on October 29, 2007 (Commission File No.: 333-130684-38) and is
          incorporated by reference herein.)

   (10.9) GreenPoint Assignment Agreement, dated as of July 1, 2007, among
          Morgan Stanley Capital I Inc., Morgan Stanley Mortgage Capital
          Holdings LLC, GreenPoint Mortgage Funding, Inc. and LaSalle Bank
          National Association, as trustee, and acknowledged by Wells Fargo
          Bank, National Association, as master servicer and as securities
          administrator. (Filed as part of the Registrant's Current Report on
          Form 8-K filed on October 29, 2007 (Commission File No.:
          333-130684-38) and is incorporated by reference herein.)

   (10.10) GreenPoint June Sale Agreement, dated as of June 1, 2006, between
           Morgan Stanley Mortgage Capital Inc. and GreenPoint Mortgage
           Funding, Inc. (Filed as part of the Registrant's Current Report on
           Form 8-K filed on October 29, 2007 (Commission File No.:
           333-130684-38) and is incorporated by reference herein.)

   (10.11) Indymac Bank Assignment Agreement, dated as of July 1, 2007, among
           Morgan Stanley Capital I Inc., Morgan Stanley Mortgage Capital
           Holdings LLC, IndyMac Bank, F.S.B. and LaSalle Bank National
           Association, as trustee, and acknowledged by Wells Fargo Bank,
           National Association, as master servicer and as securities
           administrator. (Filed as part of the Registrant's Current Report on
           Form 8-K filed on October 29, 2007 (Commission File No.:
           333-130684-38) and is incorporated by reference herein.)

   (10.12) IndyMac Purchase Agreement, dated as of September 1, 2006, between
           Morgan Stanley Mortgage Capital Inc. and IndyMac Bank, F.S.B.
           (Filed as part of the Registrant's Current Report on Form 8-K filed
           on October 29, 2007 (Commission File No.: 333-130684-38) and is
           incorporated by reference herein.)

   (10.13) IndyMac Servicing Agreement, dated as of September 1, 2006, between
           Morgan Stanley Mortgage Capital Inc. and IndyMac Bank, F.S.B.
           (Filed as part of the Registrant's Current Report on Form 8-K filed
           on October 29, 2007 (Commission File No.: 333-130684-38) and is
           incorporated by reference herein.)

   (10.14) MSCC Assignment Agreement, dated as of July 1, 2007, among
           Morgan Stanley Capital I Inc., Morgan Stanley Mortgage Capital
           Holdings LLC, Morgan Stanley Credit Corporation and acknowledged by
           LaSalle Bank National Association, as trustee, and Wells Fargo
           Bank, National Association, as master servicer and as securities
           administrator. (Filed as part of the Registrant's Current Report on
           Form 8-K filed on October 29, 2007 (Commission File No.:
           333-130684-38) and is incorporated by reference herein.)

   (10.15) MSCC Purchase Agreement, dated as of November 1, 2005, between
           Morgan Stanley Mortgage Capital Inc. and Morgan Stanley Credit
           Corporation. (Filed as part of the Registrant's Current Report on
           Form 8-K filed on October 29, 2007 (Commission File No.:
           333-130684-38) and is incorporated by reference herein.)

   (10.16) MSCC Servicing Agreement, dated as of February 1, 2004, between
           Morgan Stanley Mortgage Capital Inc. and Morgan Stanley Credit
           Corporation. (Filed as part of the Registrant's Current Report on
           Form 8-K filed on October 29, 2007 (Commission File No.:
           333-130684-38) and is incorporated by reference herein.)

   (10.17) Quicken Assignment Agreement, dated as of July 1, 2007, among
           Morgan Stanley Capital I Inc., Morgan Stanley Mortgage Capital
           Holdings LLC, Quicken Loans, Inc. and acknowledged by LaSalle Bank
           National Association, as trustee, and Wells Fargo Bank, National
           Association, as master servicer and as securities administrator.
           (Filed as part of the Registrant's Current Report on Form 8-K filed
           on October 29, 2007 (Commission File No.: 333-130684-38) and is
           incorporated by reference herein.)

   (10.18) Quicken Purchase Agreement, dated as of June 1, 2006, between
           Morgan Stanley Mortgage Capital Inc. and Quicken Loans, Inc. (Filed
           as part of the Registrant's Current Report on Form 8-K filed on
           October 29, 2007 (Commission File No.: 333-130684-38) and is
           incorporated by reference herein.)

   (10.19) Saxon Assignment Agreement, dated as of July 1, 2007, among
           Morgan Stanley Capital I Inc., Morgan Stanley Mortgage Capital
           Holdings LLC, Saxon Mortgage Services, Inc. and LaSalle Bank
           National Association, as trustee, and acknowledged by Wells Fargo
           Bank, National Association, as master servicer and as securities
           administrator. (Filed as part of the Registrant's Current Report on
           Form 8-K filed on October 29, 2007 (Commission File No.:
           333-130684-38) and is incorporated by reference herein.)

   (10.20) Saxon Servicing Agreement, dated as of July 1, 2007, between
           Morgan Stanley Mortgage Capital Inc. and Saxon Mortgage Services,
           Inc. (Filed as part of the Registrant's Current Report on Form 8-K
           filed on October 29, 2007 (Commission File No.: 333-130684-38) and
           is incorporated by reference herein.)

   (10.21) US Bank Assignment Agreement, dated as of July 1, 2007, among
           Morgan Stanley Capital I Inc., Morgan Stanley Mortgage Capital
           Holdings LLC, US Bank, National Association and acknowledged by
           LaSalle Bank National Association, as trustee, and Wells Fargo
           Bank, National Association, as master servicer and as securities
           administrator. (Filed as part of the Registrant's Current Report on
           Form 8-K filed on October 29, 2007 (Commission File No.:
           333-130684-38) and is incorporated by reference herein.)

   (10.22) US Bank Purchase Agreement, dated as of April 1, 2007, between
           Morgan Stanley Capital Inc. and US Bank, National Association.
           (Filed as part of the Registrant's Current Report on Form 8-K filed
           on October 29, 2007 (Commission File No.: 333-130684-38) and is
           incorporated by reference herein.)

   (10.23) Seller's Warranties and Servicing Agreement, dated as of April 1,
           2006, between Morgan Stanley Mortgage Capital Holdings LLC and
           Wells Fargo Bank, National Association. (Filed as part of the
           Registrant's Current Report on Form 8-K filed on January 4, 2008
           (Commission File No.: 333-130684-38) and is incorporated by
           reference herein.)

   (10.24) Omnibus Assignment, Assumption and Recognition Agreement, dated as
           of December 1, 2007, among Morgan Stanley Mortgage Capital Holdings
           LLC, Saxon Mortgage Services, Inc., as servicer, and LaSalle Bank
           National Association, as trustee, and acknowledged by Wells Fargo
           Bank, National Association, as master servicer and securities
           administrator. (Filed as part of the Registrant's Current Report on
           Form 8-K filed on January 10, 2008 (Commission File No.:
           333-130684-38) and is incorporated by reference herein.)

   (10.25) Servicing Agreement, dated as of July 1, 2007, between Morgan
           Stanley Mortgage Capital Holdings LLC and Saxon Mortgage Services,
           Inc. (Filed as part of the Registrant's Current Report on Form 8-K
           filed on January 10, 2008 (Commission File No.: 333-130684-38) and
           is incorporated by reference herein.)

   (31) Rule 13a-14(d)/15d-14(d) Certification.

   (33) Reports on assessment of compliance with servicing criteria for
        asset-backed securities.


    <TABLE>

    
      <c>
    33.1 First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for Saxon Mortgage Services, Inc.
    33.2 FIS Tax Services f/k/a LSI Tax Services as Sub-Contractor for Saxon Mortgage Services, Inc.
    33.3 GMAC Bank as Sub-Contractor for GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation
    33.4 GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation as Servicer
    33.5 LaSalle Bank National Association as Custodian
    33.6 Morgan Stanley Credit Corporation as Servicer
    33.7 Saxon Mortgage Services, Inc. as Servicer and as Sub-Servicer for Morgan Stanley Credit Corporation
    33.8 Southwest Business Corporation as Sub-Contractor for Saxon Mortgage Services, Inc.
    33.9 Wells Fargo Bank, N.A. as Servicer
    33.10 Wells Fargo Bank, N.A. as Master Servicer and as Securities Administrator
    33.11 Wells Fargo Bank, N.A. as Custodian

    </TABLE>

   (34) Attestation reports on assessment of compliance with servicing
        criteria for asset-backed securities.


    <TABLE>

    
      <c>
    34.1 First American Real Estate Solutions of Texas, L.P. as Sub-Contractor for Saxon Mortgage Services, Inc.
    34.2 FIS Tax Services f/k/a LSI Tax Services as Sub-Contractor for Saxon Mortgage Services, Inc.
    34.3 GMAC Bank as Sub-Contractor for GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation
    34.4 GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation as Servicer
    34.5 LaSalle Bank National Association as Custodian
    34.6 Morgan Stanley Credit Corporation as Servicer
    34.7 Saxon Mortgage Services, Inc. as Servicer and as Sub-Servicer for Morgan Stanley Credit Corporation
    34.8 Southwest Business Corporation as Sub-Contractor for Saxon Mortgage Services, Inc.
    34.9 Wells Fargo Bank, N.A. as Servicer
    34.10 Wells Fargo Bank, N.A. as Master Servicer and as Securities Administrator
    34.11 Wells Fargo Bank, N.A. as Custodian

    </TABLE>

   (35) Servicer compliance statement.


    <TABLE>

    
       <c>
    35.1 GMAC Mortgage, LLC f/k/a GMAC Mortgage Corporation as Servicer
    35.2 Morgan Stanley Credit Corporation as Servicer
    35.3 Saxon Mortgage Services, Inc. as Servicer and as Sub-Servicer for Morgan Stanley Credit Corporation
    35.4 Wells Fargo Bank, N.A. as Master Servicer and as Securities Administrator

    </TABLE>