SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


SCHEDULE 13D
(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE
13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a)

Trump Entertainment Resorts, Inc.

(Name of Issuer)
 
Class A Common Stock, Par Value $0.001 per Share

(Title of Class of Securities)
 
89816T103

(CUSIP Number)
 
James Panella
Morgan Stanley
1585 Broadway
NY, NY 10036
Tel: (212) 762-6942

(Name, Address and Telephone Number of
Person Authorized to Receive Notices
and Communications)
 

January 4, 2006


(Date of Event which Requires Filing of this Statement)
 

     If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d -1(e), 13d -1(f) or 13d -1(g), check the following box x.

     Note. Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d -7 for other parties to whom copies are to be sent.







CUSIP No. 89816T103 13D Page 2 of 13 Pages

1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)


MORGAN STANLEY
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) 
(b) 
3 SEC USE ONLY


4 SOURCE OF FUNDS*

WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

6 CITIZENSHIP OR PLACE OF ORGANIZATION

DELAWARE
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
7 SOLE VOTING POWER

0
8 SHARED VOTING POWER

5,537,226
9 SOLE DISPOSITIVE POWER

0
10 SHARED DISPOSITIVE POWER

5,537,226
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

5,537,226
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*


13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

20.40%
14 TYPE OF REPORTING PERSON*

CO






CUSIP No. 89816T103 13D Page 3 of 13 Pages

1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)


MORGAN STANLEY & CO. INCORPORATED
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) 
(b) 
3 SEC USE ONLY


4 SOURCE OF FUNDS*

WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

6 CITIZENSHIP OR PLACE OF ORGANIZATION

DELAWARE
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
7 SOLE VOTING POWER

0
8 SHARED VOTING POWER

5,478,132
9 SOLE DISPOSITIVE POWER

0
10 SHARED DISPOSITIVE POWER

5,478,132
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

5,478,132
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*


13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

20.18%
14 TYPE OF REPORTING PERSON*

CO






CUSIP No. 89816T103 13D Page 4 of 13 Pages

1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)


MORGAN STANLEY DW INC.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) 
(b) 
3 SEC USE ONLY


4 SOURCE OF FUNDS*

OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) or 2(e)

6 CITIZENSHIP OR PLACE OF ORGANIZATION

DELAWARE
NUMBER OF SHARES
BENEFICIALLY OWNED BY
EACH REPORTING PERSON
WITH
7 SOLE VOTING POWER

0
8 SHARED VOTING POWER

59,094
9 SOLE DISPOSITIVE POWER

0
10 SHARED DISPOSITIVE POWER

59,094
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

59,094
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*


13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

0.22%
14 TYPE OF REPORTING PERSON*

CO

Page 4 of 14




   Item 1. Security and Issuer.

     The class of equity securities to which this statement relates is the Class A Common Stock, $.001 par value per share (“Common Stock”) of Trump Entertainment Resorts, Inc., a Delaware corporation (the “Company”). The principal executive offices of the Company are located at 1000 Boardwalk at Virginia Avenue, Atlantic City, NJ 08401.

   Item 2. Identity and Background.

     (a) This Schedule 13D is being filed jointly on behalf of Morgan Stanley, a Delaware corporation (“MS”), Morgan Stanley & Co. Incorporated, a Delaware corporation (“MS&Co.”), and Morgan Stanley DW Inc., a Delaware corporation (“MSDW” and, together with MS and MS&Co., the “Reporting Persons”). MS&Co. and MSDW are wholly-owned subsidiaries of MS.

     (b) The address of the principal business and the principal office of each of the Reporting Persons is 1585 Broadway, New York, New York 10036. The name, business address, present principal occupation or employment and citizenship of each director and executive officer of the Reporting Persons are set forth on Schedules A, B and C.

     (c) Not applicable.

     (d) None of the Reporting Persons nor, to the knowledge of the Reporting Persons, any of the other persons listed on Schedules A, B or C attached hereto has been convicted in a criminal proceeding in the past five years (excluding traffic violations or similar misdemeanors).

     (e) During the past five years, none of the Reporting Persons nor, to the knowledge of the Reporting Persons, any of the other persons listed on Schedules A, B or C attached hereto was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which such person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

     (f) Delaware.

   Item 3. Source and Amount of Funds or Other Consideration.

     On April 5, 2005, the United States Bankruptcy Court for the District of New Jersey, confirmed the Second Amended Joint Plan of Reorganization of Trump Hotels & Casino Resorts, Inc. (the “Predecessor Company”), dated March 30, 2005 (the “Reorganization Plan”) and the findings of fact and conclusions of law, together with all documents and instruments prepared in connection therewith. The Reorganization Plan became effective on May 19, 2005, pursuant to which Morgan Stanley received 4,758,463 shares of Class A Common Stock of the Company and MSDW received 47,973 shares of Class A Common Stock of the Company, each in full and final satisfaction of their claims as pre-petition note holders of the Predecessor Company.1 The purchase price for the additional 719,669 shares of Common Stock purchased by MS&Co. was $13,416,296. Such price was funded through internally generated funds. In addition, MSDW holds 11,121 shares of Common Stock on behalf of clients for investment purposes.

   Item 4. Purpose of Transaction.

     As a result of the Reorganization Plan described in Item 3 above, on May 20, 2005, MS&Co. received 4,758,463 shares of Common Stock and MSDW received 47,973 shares of Common Stock. In addition, 719,669 shares of Common Stock were acquired by MS&Co. for investment purposes and MSDW holds 11,121 shares of Common Stock on behalf of client accounts.

     The Reporting Persons intend to review their holdings in the Company on a continuing basis and, depending upon the price and availability of the Company securities, subsequent developments affecting the Company, the business prospects of the Company, general stock market and economic conditions, tax considerations and other factors deemed relevant, may consider increasing or decreasing their investment in the Company. As part of this


1.   Note that this number includes an additional 397 shares that were not included in the Reporting Persons original Schedule 13G due to a rounding error.

Page 5 of 14






ongoing review, the Reporting Persons have engaged and/or may in the future engage, legal and financial advisors to assist them in such review and in evaluating strategic alternatives that are or may become available with respect to their holdings in the Company.

     Except as set forth in this Statement, none of the Reporting Persons has any plan or proposals that relate to or would result in any of the transactions described in subparagraphs (a) through (j) of Item 4 of Schedule 13D.

   Item 5. Interest in Securities of the Issuer.

     (a) For the purposes of Rule 13d-3 promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), MS may be deemed to beneficially own 5,537,226 shares of Common Stock, or approximately 20.40% of the outstanding shares of Common Stock. MS is filing solely in its capacity as parent company of, and indirect beneficial owner of securities held by, one of its business units.

     For the purposes of Rule 13d-3 promulgated under the Exchange Act, MS&Co. may be deemed to beneficially own 5,478,132 shares of Common Stock, or approximately 20.18% of the outstanding shares of Common Stock.

     For the purposes of Rule 13d-3 promulgated under the Exchange Act, MSDW may be deemed to beneficially own 59,094 shares of Common Stock, or approximately 0.22% of the outstanding shares of Common Stock.

     The Reporting Persons do not affirm the existence of a group and are filing this statement jointly pursuant to Rule 13d-1(k)(1) promulgated under the Exchange Act.

     (b) By virtue of the relationship previously reported under Item 2 of this statement, MS may be deemed to have shared voting and dispositive power with respect to the shares of Common Stock owned by MS&Co and MSDW.

     (c) MS&Co. has effected the following purchases of Common Stock during the past 60 days:

Date    Amount    Price 
11/15/2005    30,520    $17.64 
11/16/2005    18,457    $17.48 
11/17/2005    20,000    $17.47 
11/18/2005    70,000    $17.53 
11/21/2005    5,000    $17.50 
11/25/2005    20,000    $17.70 
11/29/2005    50,000    $17.68 
11/30/2005    41,000    $18.08 
12/1/2005    32,800    $18.45 
12/5/2005    34,294    $18.98 
12/12/2005    600    $20.42 
12/15/2005    6,302    $19.97 
12/16/2005    40,000    $20.05 
12/19/2005    100    $20.00 
12/22/2005    81,175    $20.00 
12/23/2005    50,000    $20.00 
12/27/2005    50,000    $19.99 
12/28/2005    148    $20.00 
12/30/2005    1,255    $20.00 
1/3/2006    33,166    $19.99 
1/4/2006    94,852    $20.00 

Page 6 of 14






     Other than the transactions described above, to the best of the Reporting Person’s knowledge, none of the executive officers or directors of the Reporting Persons (listed on attached Schedules A, B and C) nor any other Reporting Person have effected any transaction in the Common Stock during the past 60 days.

     (d) By virtue of the relationships described in Item 2 of this statement, MS may be deemed to have the power to direct the receipt of dividends declared on the shares of Common Stock held by MS&Co. and the proceeds from the sale of the shares of Common Stock.

     (e) Not applicable.

   Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

     See response to Item 4.

   Item 7. Material to be Filed as Exhibits.

     Exhibit 1: Voting Agreement between the Reporting Persons and Donald J. Trump.

     Exhibit 2: Joint Filing Agreement

Page 7 of 14






SIGNATURE

     After reasonable inquiry and to the best knowledge and belief of the undersigned, the undersigned certify that the information set forth in this statement is true, complete and correct.

Date: January 17, 2006

   
  MORGAN STANLEY
   
       
  By:  /s/ Dennine Bullard
   
    Name: Dennine Bullard
    Title: Authorized Signatory

   
  MORGAN STANLEY & CO. INCORPORATED
   
       
  By:  /s/ Dennine Bullard
   
    Name: Dennine Bullard
    Title: Authorized Signatory

   
  MORGAN STANLEY DW INC.
   
       
  By:  /s/ Ron Carman
   
    Name: Ron Carman
    Title: Authorized Signatory

Page 8 of 14






SCHEDULE A

EXECUTIVE OFFICERS AND DIRECTORS
OF
MORGAN STANLEY

     The names of the Directors and the names and titles of the Executive Officers of Morgan Stanley (“MS”) and their principal occupations are set forth below. The business address of each of the Directors or Executive Officers is that of MS at 1585 Broadway, New York, New York 10036. Unless otherwise indicated, each occupation set forth opposite an individual's name refers to MS and each individual is a United States citizen.

 

Name, Business Address   Present Principal Occupation
     
*Roy J. Bostock    Chairman of the Partnership for a Drug Free America 
     
*Erskine B. Bowles    President of the University of North Carolina 
     
*Edward A. Brennan    Former Chairman, President and Chief Executive Officer of Sears, Roebuck and Co. 
     
*Charles Chasin    Managing Director of MS&Co. and Chief of Staff to the Acting President of MS   
     
*Sir Howard J. Davies    Director, London School of Economics and Political Science 
     
*C. Robert Kidder    Principal, Stonehenge Partners, Inc. 
     
*John J. Mack    Chairman of the Board and Chief Executive Officer 
     
*Charles H. Noski    Former Corporate Vice President and Chief Financial Officer of Northrop Grumman Corporation   
     
*O. Griffith Sexton    Adjunct Professor, Columbia Business School and Visiting Lecturer, Princeton University   
     
*Dr. Laura D’Andrea Tyson    Dean of the London Business School 
     
*Dr. Klaus Zumwinkel    Chairman of the Board of Management, Deutsche Post AG 
     
Walid A. Chammah    Head of Investment Banking 
     
Jonathan Chenevix-Trench    Chairman, Morgan Stanley International 
     
Zoe Cruz    Acting President 
     
Thomas Daula    Chief Risk Officer 
     
Raymond Harris    Acting President and COO, Individual Investor Group 
     
David Heleniak    Vice Chairman 
     
Roger C. Hochschild    President and COO, Discover Financial Services 
     
Jerker Johansson    Co-Head of Institutional Sales and Trading 
     
Gary G. Lynch    Chief Legal Officer 

Page 9 of 14






Alasdair Morrison    Chairman and CEO, Morgan Stanley Asia 
     
Eileen Murray    Head of Global Operations and Technology 
     
David W. Nelms    Chairman and CEO, Discover Financial Services 
     
Thomas Nides    Chief Administrative Officer and Secretary 
     
Neal A. Shear    Co-Head of Institutional Sales and Trading 
     
David H. Sidwell    EVP and Chief Financial Officer 
     
Cordell G. Spencer    Deputy Head of Investment Banking 
     
Owen D. Thomas    President and COO, Investment Management 

* Director

Page 10 of 14






SCHEDULE B

EXECUTIVE OFFICERS AND DIRECTORS
OF
MORGAN STANLEY & CO. INCORPORATED

     The names of the directors and the names and titles of the executive officers of Morgan Stanley & Co. Incorporated (“MS&Co.”) and their principal occupations are set forth below. The business address of each of the directors or executive officers is that of MS&Co. at 1585 Broadway, New York, New York 10036. Unless otherwise indicated, each occupation set forth opposite an individual's name refers to MS&Co. and each individual is a United States citizen.

Name, Business Address   Present Principal Occupation
     
*Walid A. Chammah    Managing Director of MS&Co. and Head of Worldwide Institutional Equity Division of Morgan Stanley (“MS”)   
     
*Charles Chasin    Managing Director of MS&Co. and Chief of Staff to the Acting President of MS 
     
*Zoe Cruz    Managing Director, Chief Executive Officer and President of MS&Co. and Acting President of MS   
     
*Richard Portogallo    Managing Director of MS&Co. and Head of U.S. Equity Division of MS 
     
*Robin Roger    Managing Director of MS&Co. and Chief of Staff to the Chief Legal Officer of MS   
     
*Neal A. Shear    Managing Director of MS&Co. and Co-Head of Institutional Sales and Trading of MS   
     
*Cordell G. Spencer    Managing Director of MS&Co. and Deputy Head of Investment Banking of MS   
     
John H. Faulkner    Managing Director, General Counsel and Secretary of MS&Co. 
     
Alan Scheuer    Managing Director and Treasurer of MS&Co. and Treasurer of MS 
     
Paul C. Wirth    Managing Director and Chief Financial Officer of MS&Co. and Controller of MS   
     

* Director

Page 11 of 14






 

Page 12 of 14






SCHEDULE C

EXECUTIVE OFFICERS AND DIRECTORS
OF
MORGAN STANLEY DW INC

     The names of the Directors and the names and titles of the Executive Officers of Morgan Stanley (“MS”) and their principal occupations are set forth below. The business address of each of the Directors or Executive Officers is that of MS at 1585 Broadway, New York, New York 10036. Unless otherwise indicated, each occupation set forth opposite an individual's name refers to MS and each individual is a United States citizen.

Name, Business Address   Present Principal Occupation
     
*Frank Bianco    Managing Director, Controller and Chief Financial Officer 
     
*Michael R. Durbin    Managing Director 
     
*Raymond A. Harris    Acting President and COO, Individual Investor Group (MS) 
     
*Richard R. Sanchez    Managing Director 
     
*Kirk Wickman    Managing Director, General Counsel and Secretary 
     
Raymond A. Harris    President,
Chief Executive Officer, Chief Operating Officer, Managing Director 
 
     
Jeffrey L. Adams    Managing Director 
     
Ian Bernstein    Managing Director 
     
Michael A. Burke, Sr.    Managing Director 
     
Ronald T. Carman    Managing Director and Assistant Secretary 
     
Noland Cheng    Managing Director 
     
Scott R. Graflund    Managing Director 
     
Shelley S. Hanan    Managing Director 
     
Thomas K. Harms    Managing Director 
     
Henry E. Kaplan    Managing Director 
     
Douglas J. Ketterer    Managing Director 
     
Paul W. Klug    Managing Director 
     
Steven G. Magee    Managing Director 
     
William A. McMahon    Managing Director 
     
James Mahon    Managing Director 
     
Kevin Morano    Managing Director 

Page 13 of 14






Thomas P. O’Brien    Managing Director 
     
Daniel Petrozzo    Managing Director 
     
Raymond M. Smesko    Managing Director 
     
Sririam Subramaniam    Managing Director 
     
Edward M. Sullivan    Managing Director 
     
George D. Sullivan    Managing Director 
     
Jeffrey S. Swartz    Managing Director 
     
Benedict R. Tarantino    Managing Director 
     
Todd R. Taylor    Managing Director 
     
Chris Van Aeken    Managing Director 
     
Jacqueline T. Brody    Assistant Treasurer 
     
Maryann Fappiano    Assistant Treasurer 
     
William J. Forsell    Assistant Treasurer 
     
Jai Sooklai    Assistant Treasurer 
     
Charlene R. Herzer    Assistant Secretary 
     
Susan M. Krause    Assistant Secretary 
     
William J. O’Shaughnessy, Jr.    Assistant Secretary 

* Director

Page 14 of 14