Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  MORGAN STANLEY
2. Date of Event Requiring Statement (Month/Day/Year)
11/23/2018
3. Issuer Name and Ticker or Trading Symbol
Bloom Energy Corp [BE]
(Last)
(First)
(Middle)
1585 BROADWAY
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10036
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Class A Common Stock 1,669
I
By subsidiary

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Class B Common Stock   (1)   (1) Class A Common Stock 3,615,315 $ 0 I By subsidiary
Call Option (right to buy)   (2) 12/21/2018 Class A Common Stock 100 $ 12.5 I By subsidiary
Call Option (right to buy)   (2) 12/21/2018 Class A Common Stock 1,500 $ 15 I By subsidiary
Put Option (right to sell)   (2) 12/21/2018 Class A Common Stock 100 $ 15 I By subsidiary
Call Option (right to buy)   (2) 02/15/2019 Class A Common Stock 800 $ 20 I By subsidiary
Call Option (right to buy)   (2) 02/15/2019 Class A Common Stock 13,700 $ 25 I By subsidiary
Call Option (right to buy)   (2) 02/15/2019 Class A Common Stock 300 $ 15 I By subsidiary
Put Option (right to sell)   (2) 02/15/2019 Class A Common Stock 1,100 $ 15 I By subsidiary
Put Option (right to sell)   (2) 02/15/2019 Class A Common Stock 1,700 $ 17.5 I By subsidiary
Call Option (right to buy)   (2) 05/17/2019 Class A Common Stock 100 $ 30 I By subsidiary
Call Option (right to buy)   (2) 05/17/2019 Class A Common Stock 2,700 $ 35 I By subsidiary
Put Option (right to sell)   (2) 05/17/2019 Class A Common Stock 2,800 $ 15 I By subsidiary
Put Option (right to sell)   (2) 05/17/2019 Class A Common Stock 100 $ 17.5 I By subsidiary
Put Option (obligation to buy)   (3) 12/21/2018 Class A Common Stock 3,100 $ 10 I By subsidiary
Call Option (obligation to sell)   (3) 02/15/2019 Class A Common Stock 8,600 $ 22.5 I By subsidiary
Call Option (obligation to sell)   (3) 02/15/2019 Class A Common Stock 600 $ 45 I By subsidiary
Put Option (obligation to buy)   (3) 02/15/2019 Class A Common Stock 1,600 $ 30 I By subsidiary
Call Option (obligation to sell)   (3) 05/17/2019 Class A Common Stock 1,900 $ 25 I By subsidiary
Call Option (obligation to sell)   (3) 05/17/2019 Class A Common Stock 1,000 $ 40 I By subsidiary
Call Option (obligation to sell)   (3) 12/21/2018 Class A Common Stock 100 $ 22.5 I By subsidiary
Call Option (obligation to sell)   (3) 12/21/2018 Class A Common Stock 700 $ 25 I By subsidiary

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
MORGAN STANLEY
1585 BROADWAY
NEW YORK, NY 10036
    X    

Signatures

/s/ Christina Huffman, Authorized Signatory 11/28/2018
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Subject to the terms of the applicable lock-up agreement, the shares of Class B Common Stock are convertible into Class A Common Stock upon the election of the reporting person at any time. All the outstanding shares of Class B Common Stock will convert automatically into shares of Class A Common Stock upon the date that is the earliest to occur of (i) immediately prior to the close of business on the fifth anniversary of July 27, 2018, (ii) immediately prior to the close of business on the date on which the outstanding shares of Class B Common Stock represent less than 5% of the aggregate number of shares of Class A Common Stock and Class B Common Stock then outstanding, (iii) the date and time, or the occurrence of an event, specified in a written conversion election delivered by KR Sridhar to the Secretary or Chairman of the Board of Directors of the Issuer to so convert all shares of Class B Common Stock or (iv) immediately following the date of the death of KR Sridhar.
(2) Exercisable by the reporting person at any time.
(3) Exercisable by the holder at any time.

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