MORGAN STANLEY DEAN WITTER MID CAP DIVIDEND GROWTH SEC
N-8A, 1997-12-23
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM N-8A

                          NOTIFICATION OF REGISTRATION
                     FILED PURSUANT TO SECTION 8(a) OF THE
                         INVESTMENT COMPANY ACT OF 1940

         The undersigned investment company hereby notifies the Securities and
Exchange Commission that it registers under and pursuant to the provisions of
Section 8(a) of the Investment Company Act of 1940 and in connection with such
notification of registration submits the following information:
                                                            

Name:   MORGAN STANLEY DEAN WITTER MID-CAP DIVIDEND GROWTH SECURITIES
        (a Massachusetts Business Trust)

Address of Principal Business Office (No. & Street, City, State,
      Zip Code):

         Two World Trade Center, New York, New York  10048

Telephone Number (including area code):  (212) 392-2550
                                        -----------------------

Name and address of agent for services of process:

Barry Fink, Esq.

Two World Trade Center, New York, New York  10048

Check Appropriate Box:

        Registrant is filing a Registration Statement pursuant to
        Section 8(b) of the Investment Company Act of 1940 con-
        currently with the filing of Form N-8A:  Yes  X   No
                                                     ---     ---

Pursuant to the requirements of the Investment Company Act of 1940, the
registrant has caused this notification of registration to be duly signed on
its behalf in the city of New York and the state of New York on the 23rd of
December, 1997.

MORGAN STANLEY DEAN WITTER MID-CAP DIVIDEND GROWTH SECURITIES
                                           (SEAL)

                               By:  /s/ Barry Fink
                                 --------------------------
                                        Barry Fink
                                        Vice President
                               
Attest:   /s/ Todd Lebo
              Todd Lebo
               Assistant Secretary




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