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Filed Pursuant to Rule 497
Registration File No.: 333-06935
SUPPLEMENT TO THE PROSPECTUS OF
DEAN WITTER SPECIAL VALUE FUND
DATED SEPTEMBER 30, 1997
The Fund's Trustees have approved the resumption of the offering of shares
of Dean Witter Special Value Fund (the "Fund") to new investors effective
December 16, 1997, as well as continuing to offer shares of the Fund to
current shareholders. Accordingly, the disclosure in the Fund's Prospectus
pertaining to the suspension of the offering of shares of the Fund to new
investors is hereby deleted and replaced by the following:
The Fund will reopen for purchases by new investors on December 16,
1997. Following that reopening, the Fund intends to suspend the offering
of its shares to new investors whenever the Fund's Investment Manager
determines that doing so is in the best interests of prudent portfolio
management. During any such suspension, the Fund will continue to offer
its shares to current shareholders. Automatic reinvestment of dividends
and distributions, and other shareholder services for existing
shareholders such as the Systematic Withdrawal Plan, EasyInvestSM and the
Exchange Privilege (see "Shareholder Services" in the Prospectus), are not
affected. Currently, the Fund anticipates suspending offering its shares
to new investors when its net assets reach a level of approximately $150
million above the level of net assets on December 15, 1997, unless the
Investment Manager determines that the continued offering of the Fund's
shares is consistent at that time with prudent portfolio management, or
determines at an earlier time that suspension at a lower level of net
assets is consistent at that time with prudent portfolio management.
December 8, 1997
