OMB APPROVAL
OMB NUMBER:
3235-0456
EXPIRES: AUGUST 31, 2000
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 24f-2
Annual Notice of Securities Sold
Pursuant to Rule 24f-2
Read instructions at end of Form before
preparing Form. Please print or type.
1. Name and address of issuer:
Morgan Stanley Dean Witter Strategist Fund
Two World Trade Center, 70th Floor
New York, N.Y. 10048
2. The name of each series or class of
securities for
which this Form is filed ( If the Form is
being filed for all series and classes of
securities of the issuer, check the box but
do not list the series or classes) :
[ x ]
3. Investment Company Act File Number: 33-23669
Securities Act File Number: 811-5634
4 (a). Last day of fiscal year for which this
Form is filed: 07/31/98
4 (b). [ ] Check box if this Form is being
filed late (i.e., more than 90 calendar
days after the end of the issuer's fiscal
year). (See Instruction A.2)
Note: If this Form is being filed late, interest
must be
paid on the registration fee due.
4 (c). [ ] Check box if this is the last time
the issuer will be filing this Form.
5. Calculation of registration fee:
(i) Aggregate sale price of securities sold
during
fiscal year pursuant to section 24(f):
$367,050,984.02
(ii) Aggregate price of securities redeemed
or repurchased during the fiscal year:
$ 328,190,304,74
(iii)Aggregate price of securities redeemed
or repurchased during any prior fiscal
year ending no earlier than October 11,
1995 that were not previously used to
reduce registration fees payable to the
Commission: $ 0.00
(iv)Total available redemption credits [add
Items 5(ii) and 5(iii)] :
$(328,190,340.74)
(v) Net sales - if Item 5(i) is greater
than Item 5(iv) [subtract Item 5(iv)
from item 5(i)] :
$ 38,860,679.28
(vi Redemption credits available for use in
future years if Item 5(i) is less than
Item 5(iv) [subtract Item 5(iv) from
Item 5(i)]:
$0.00
(vii)Multiplier for determining
registration fee (See Instruction C.9):
0.000295
(viii)Registration fee due [multiply Item 5(v)
by Item 5(vii)] (enter 0 if no fee is due):
=$11,463.51
6. Prepaid Shares
If the response to Item 5(i) was determined
by deduction and amount of securities that
were registered under the Securities Act of
1933 pursuant to rule 24e-2 as in effect
before [effective date of rescission of rule
24e2], then report the amount of securities
(number of shares or other units) deducted
here: If there is a number of shares or other units
that were registered pursuant to rule 24e-2
remaining unsold at the end of the fiscal
year for which this Form is filed that are
available for use by the issuer in future
fiscal years, then state that number here:
7. Interest due if this Form is being filed
more than 90 days after
the end of the issuer's fiscal year (see
Instruction D):
+$0.00
8. Total of the amount of the registration fee
due plus any interest
due [line 5(viii) plus line 7]:
=11,463.95
9. Date the registration fee and any interest
payment was sent
to the Commission's lockbox depository:
September 16, 1998
Method of Delivery:
[X] Wire Transfer
[ ] Mail or other means
SIGNATURES
This report has been signed by the following
persons on behalf of the issuer and in the
capacities and on the dates indicated.
By (Signature and Title)* /s/Barry Fink
Barry Fink
Vice President
Date September 18, 1998
*Please print the name and title of
the signing officer below the signature.
