MORGAN STANLEY DEAN WITTER INSTITUTIONAL FUND INC
497, 2000-03-01
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                         SUPPLEMENT DATED MARCH 1, 2000
                        TO PROSPECTUS DATED MAY 1, 1999
              AS AMENDED AND SUPPLEMENTED THROUGH AUGUST 11, 1999

                                       OF

                         GLOBAL FIXED INCOME PORTFOLIO
                              HIGH YIELD PORTFOLIO

                               PORTFOLIOS OF THE

              MORGAN STANLEY DEAN WITTER INSTITUTIONAL FUND, INC.
                                 P.O. BOX 2798
                             BOSTON, MASSACHUSETTS
                                   02208-2798
                             ---------------------

    The Prospectus is hereby amended and supplemented to reflect changes in the
portfolio management of the Global Fixed Income and High Yield Portfolios. Ram
Willner no longer serves as a Portfolio Manager to the Global Fixed Income
Portfolio. David Stanley now shares primary responsibility for managing the
assets of the Global Fixed Income Portfolio. In addition, Deanna L. Loughnane
now shares primary responsibility for managing the assets of the High Yield
Portfolio. Accordingly, the paragraphs "GLOBAL FIXED INCOME PORTFOLIO" and "HIGH
YIELD PORTFOLIO" on page 7 are hereby deleted and replaced with the following:

GLOBAL FIXED INCOME PORTFOLIO
J. DAVID GERMANY, MICHAEL B. KUSHMA, PAUL F. O'BRIEN, CHRISTIAN G. ROTH AND
DAVID STANLEY

J. David Germany, a Managing Director of Morgan Stanley, joined MSDW Investment
Management's affiliated institutional investment management company, Miller
Anderson & Sherrerd, LLP ("MAS") in 1991 as a Portfolio Manager. He was a Vice
President and Senior Economist for Morgan Stanley from 1989 to 1991.
Mr. Germany holds an A.B. degree (VALEDICTORIAN) from Princeton University and a
Ph.D. in Economics from the Massachusetts Institute of Technology. Michael B.
Kushma, Principal, joined Morgan Stanley in 1987. He was a member of Morgan
Stanley's Global Fixed Income Strategy Group in the fixed income division from
1987 to 1995, where he became the division's senior government bond strategist.
He joined MSDW Investment Management in 1995, where he took responsibility for
global fixed income bond strategy. Mr. Kushma received an A.B. in Economics from
Princeton University in 1979, a Masters in Economics from the London School of
Economics in 1981 and a Masters of Philosophy from Columbia University in 1983.
Paul F. O'Brien, a Principal of Morgan Stanley, joined MSDW Investment
Management and MAS in 1996 as a Portfolio Manager. He was head of European
Economics from 1993 through 1995 for JP Morgan and a Principal Administrator
from 1991 through 1992 for the Organization for Economic Cooperation and
Development. Mr. O'Brien attended the United States Naval Academy and holds a
B.S. degree from the Massachusetts Institute of Technology and a Ph.D. in
Economics from the University of Minnesota. Christian G. Roth, a Principal of
Morgan Stanley, joined MAS in 1991. He has been a Portfolio Manager with MAS
since 1993. Prior to joining MAS, Mr. Roth served as a Senior Associate in the
Merchant Banking Group of Dean Witter Capital Corporation. Mr. Roth received a
B.S. from The Wharton School of the University of Pennsylvania. David Stanley, a
Vice President of MSDW
<PAGE>
Investment Management and Morgan Stanley, joined MSDW Investment Management in
1994 as a Fixed Income Portfolio Manager. Prior to joining MSDW Investment
Management, he was with Aetna Capital Management International, where he had
sole responsibility for managing all European and Global bond funds. Previously,
he spent over five years at Marine and General Mutual Life Assurance Society,
where he managed Sterling and Global bond funds. Mr. Stanley graduated from
Manchester University. Messrs. Germany, Kushma and O'Brien have shared primary
responsibility for managing the Portfolio's assets since September 1997. Messrs.
Roth and Stanley have shared primary responsibility for managing the Portfolio's
assets since July 1999 and January 2000, respectively.

                            ------------------------

HIGH YIELD PORTFOLIO

ROBERT E. ANGEVINE, STEPHEN F. ESSER, GORDON W. LOERY AND DEANNA L. LOUGHNANE

Robert E. Angevine, a Principal of MSDW Investment Management and Morgan
Stanley, joined Morgan Stanley in 1988 as a Fixed Income Portfolio Manager.
Currently, he is a Portfolio Manager for high yield investments. Prior to
joining Morgan Stanley, he spent over eight years at Prudential Insurance where
he was responsible for one of the largest open-end high yield mutual funds in
the country. His other experience includes international treasury operations at
a major pharmaceutical company and commercial banking. Mr. Angevine received a
B.A. in Economics from Lafayette College and an M.B.A. from Fairleigh Dickinson
University. He served two years as a Lieutenant in the U.S. Army. Stephen F.
Esser, a Managing Director of Morgan Stanley, joined MAS in 1988. Mr. Esser is a
member of the New York Society of Security Analysts and holds a B.S. degree
(SUMMA CUM LAUDE AND PHI BETA KAPPA) from the University of Delaware. Gordon W.
Loery, a Principal of Morgan Stanley, joined Morgan Stanley in 1990 as a Fixed
Income Analyst and joined MAS in 1996. Mr. Loery received a B.A. in Economics
from Cornell University. Deanna L. Loughnane, a Principal of Morgan Stanley,
joined MAS in 1997 as a Financial Analyst. She served as a Vice President and
Senior Corporate Bond Analyst for Putnam Investments from 1993 to 1997. Ms.
Loughnane received a B.S. from the University of Virginia's McIntire School of
Commerce and an M.B.A from Harvard University. Mr. Angevine has had primary
responsibility for managing the Portfolio's assets since its inception. Messrs.
Esser and Loery and Ms. Loughnane have shared primary responsibility for
managing the Portfolio's assets since April 1996, April 1999 and January 2000,
respectively.

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