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Filed Pursuant to Rule 497
Registration File No.: 333-58643
SUPPLEMENT TO THE PROSPECTUS OF
MORGAN STANLEY DEAN WITTER VALUE FUND
DATED NOVEMBER 30, 2000
The third paragraph under the section "FUND MANAGEMENT" in the Prospectus
is replaced in its entirety by the following paragraph:
Richard M. Behler is currently the primary portfolio manager of the Fund
(since the Fund's inception). Mr. Behler is a Principal of the Sub-Advisor
and has been managing portfolios for the Sub-Advisor for over five years.
In addition, a group of three individuals, Steven Epstein, Brian Kramp and
Eric Scharpf, render assistance to the primary portfolio manager by
providing financial and market analysis and idea generation with respect to
securities. Mr. Epstein is a Principal of the Sub-Advisor and has been a
Financial Analyst with the Sub-Advisor since 1996; prior thereto he
attended the Wharton School of the University of Pennsylvania (1994-1996),
receiving an MBA. Mr. Kramp is a Principal of the Sub-Advisor and has been
affiliated with the Sub-Advisor since 1997; prior to that he was an
analyst/portfolio manager with Meridian Investment Company (1984-1997). Mr.
Scharpf is a Vice President of the Sub-Advisor and has been a Financial
Analyst with the Sub-Advisor since 1997; prior thereto he attended the
Wharton School of the University of Pennsylvania (1995-1997), receiving an
MBA.
January 2, 2001
