UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] Quarterly report pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934
For the Period ended September 30, 1996 or
[ ] Transition report pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934
For the transition period from to
Commission File No. 33-25041
DEAN WITTER PRINCIPAL PLUS FUND L.P.
(Exact name of registrant as specified in its charter)
Delaware 13-3541588
(State or other jurisdiction of (I.R.S. Employer
Incorporation or organization) Identification No.)
c/o Demeter Management Corp.
Two World Trade Center, New York, NY 62 Fl. 10048
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 392-5454
(Former name, former address, and former fiscal year, if changed
since last report)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements
for the past 90 days.
Yes X No
<PAGE>
<TABLE>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
INDEX TO QUARTERLY REPORT ON FORM 10-Q
September 30, 1996
<CAPTION>
PART I. FINANCIAL INFORMATION
<S> <C>
Item 1. Consolidated Financial Statements
Consolidated Statements of Financial Condition
September 30, 1996 (Unaudited) and December 31, 1995.....2
Consolidated Statements of Operations for the
Quarters Ended September 30, 1996 and 1995 (Unaudited).. 3
Consolidated Statements of Operations for the Nine
Months Ended September 30, 1996 and 1995 (Unaudited).....4
Consolidated Statements of Changes in Partners'
Capital for the Nine Months Ended September 30, 1996
and 1995 (Unaudited).....................................5
Consolidated Statements of Cash Flows for the
Nine Months Ended September 30, 1996 and 1995
(Unaudited)..............................................6
Notes to Consolidated Financial Statements
(Unaudited)...........................................7-12
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of
Operations....................................13-18
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.................19
</TABLE>
<PAGE>
<TABLE>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
<CAPTION>
September 30, December 31,
1996 1995
$ $
(Unaudited)
ASSETS
<S> <C> <C>
Equity in Commodity futures trading accounts:
Cash 5,305,138 8,897,293
Net unrealized gain on open contracts 1,241,069 787,729
Net option premiums (297,250) -
Total Trading Equity 6,248,957 9,685,022
Investment in zero-coupon U.S. Treasury
Securities 47,750,642 32,867,974
Interest receivable (DWR) 22,153 28,912
Total Assets 54,021,752 42,581,908
LIABILITIES AND PARTNERS' CAPITAL
Liabilities
Redemptions payable 2,408,129 1,148,358
Accrued administrative fees 217,507 240,726
Accrued brokerage fees (DWR) 190,236 141,131
Accrued management fees 47,559 35,283
Accrued transaction fees and costs 11,286 1,777
Total Liabilities 2,874,717 1,567,275
Minority Interest 129,471 242,689
Partners' Capital
Limited Partners (35,373.450 and
25,314.968 Units, respectively) 49,911,348 39,547,302
General Partner (783 Units) 1,106,216 1,224,642
Total Partners' Capital 51,017,564 40,771,944
Total Liabilities and Partners' Capital 54,021,752 42,581,908
NET ASSET VALUE PER UNIT 1,411.02 1,562.26
<FN>
The accompanying footnotes are an integral part
of these financial statements.
</TABLE>
<PAGE>
<TABLE>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<CAPTION>
For the Quarters Ended September 30,
1996 1995
$ $
<S> <C> <C>
REVENUES
Trading profit (loss):
Realized (313,932) (268,437)
Net change in unrealized 972,658 (135,632)
Total Trading Results 658,726 (404,069)
Interest Income 780,999 909,793
Change in value of Yield Pool 283,981 32,221
Total Revenues 1,723,706 537,945
EXPENSES
Brokerage fees 568,347 566,411
Management fees 141,482 141,603
Transaction fees and costs 35,500 36,371
Administrative expenses 15,000 29,000
Total Expenses 760,329 773,385
NET INCOME (LOSS) BEFORE MINORITY INTEREST 963,377 (235,440)
Minority interest in (income) losses (2,377) 21,981
NET INCOME (LOSS) 961,000 (213,459)
NET INCOME (LOSS) ALLOCATION
Limited Partners 941,126 (214,498)
General Partner 19,874 1,039
NET INCOME (LOSS) PER UNIT
Limited Partners 25.38 1.33
General Partner 25.38 1.33
<FN>
The accompanying footnotes are an integral part
of these financial statements.
</TABLE>
<PAGE>
<TABLE>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<CAPTION>
For the Nine Months Ended September 30,
1996 1995
$ $
REVENUES
<S> <C> <C>
Trading profit (loss):
Realized (3,403,033) 6,344,753
Net change in unrealized 453,340 466,367
Total Trading Results (2,949,693) 6,811,120
Interest Income 2,274,839 3,311,246
Change in value of Yield Pool (3,277,705) 143,476
Total Revenues (3,952,559) 10,265,842
EXPENSES
Brokerage fees (DWR) 1,702,479 1,881,290
Management fees 421,048 470,324
Transaction fees and costs 116,084 100,896
Administrative expenses 56,000 75,000
Total Expenses 2,295,611 2,527,510
INCOME (LOSS) BEFORE MINORITY INTEREST (6,248,170) 7,738,332
Minority interest in (income) loss 113,218 (109,939)
NET INCOME (LOSS) (6,134,952) 7,628,393
NET INCOME (LOSS) ALLOCATION
Limited Partners (6,016,526) 7,492,230
General Partner (118,426) 136,163
NET INCOME (LOSS) PER UNIT
Limited Partners (151.24) 172.19
General Partners (151.24) 172.19
<FN>
The accompanying footnotes are an integral part
of these financial statements.
</TABLE>
<PAGE>
<TABLE>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
For the Nine Months Ended September 30, 1996 and 1995
(Unaudited)
<CAPTION>
Units of
Partnership Limited General
Interest Partners Partner Total
<S> <C> <C> <C> <C>
Partners' Capital
December 31, 1994 47,286.564 $61,577,369 $1,036,851 $62,614,220
Net Income - 7,492,230 136,163 7,628,393
Redemptions (20,453.535) (30,091,567) - (30,091,567)
Partners' Capital
September 30, 1995 26,833.029 $38,978,032 $1,173,014 $40,151,046
Partners' Capital
December 31, 1995 26,097.968 $39,547,302 $1,224,642 $40,771,944
Subscriptions 13,844.606 21,697,912 - 21,697,912
Net Loss - (6,016,526) (118,426) (6,134,952)
Redemptions (3,786.124) (5,317,340) - (5,317,340)
Partners' Capital
September 30, 1996 36,156.450 $49,911,348 $1,106,216 $51,017,564
<FN>
The accompanying footnotes are an integral part
of these financial statements.
</TABLE>
<PAGE>
<TABLE>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<CAPTION>
For the Nine Months Ended September 30,
1996 1995
$ $
CASH FLOWS FROM OPERATING ACTIVITIES
<S> <C> <C>
Net income (loss) (6,134,952) 7,628,393
Noncash item included in net income (loss):
Net change in unrealized (453,340) (466,367)
(Increase) decrease in operating assets:
Net option premiums 297,250 (186,000)
Investment in zero-coupon U.S.
Treasury Securities (14,882,668) 60,143,331
Interest receivable (DWR) 6,759 (3,270)
Investment in U.S. Treasury Bills - (36,038,053)
Increase (decrease) in operating liabilities:
Accrued administrative fees (23,219) 11,303
Accrued brokerage fees (DWR) 49,105 (78,728)
Accrued management fees 12,276 (19,683)
Accrued transaction fees and costs 9,509 66
Net cash provided by (used for) operating activities (21,119,280) 30,990,992
CASH FLOWS FROM FINANCING ACTIVITIES
Subscriptions of units 21,697,912 -
Increase (decrease) in redemptions payable 1,259,771 (1,166,688)
Minority interest (113,218) 109,939
Redemptions of units (5,317,340) (30,091,567)
Net cash provided by (used for) financing activities 17,527,125 (31,148,316)
Net decrease in cash (3,592,155) (157,324)
Balance at beginning of period 8,897,293 5,915,049
Balance at end of period 5,305,138 5,757,725
<FN>
The accompanying footnotes are an integral part
of these financial statements.
</TABLE>
<PAGE>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
The financial statements include, in the opinion of management, all
adjustments necessary for a fair presentation of the results of
operations and financial condition. The consolidated financial
statements and condensed notes herein should be read in conjunction
with the Partnership's December 31, 1995 Annual Report on Form
10-K.
1. Organization
Dean Witter Principal Plus Fund L.P. (the "Partnership") is a
limited partnership organized to engage in the speculative trading
of commodity futures contracts, commodity options contracts and
forward contracts on foreign currencies. The General Partner for
the Partnership is Demeter Management Corporation (the "General
Partner"). The commodity broker is Dean Witter Reynolds Inc.
("DWR"). The General Partner has retained RXR Inc. ("RXR") as the
trading manager of the Trading Company. Both the General Partner
and DWR are wholly owned subsidiaries of Dean Witter, Discover &
Co.
On February 1, 1996, the Partnership concluded a public
offering resulting in additional subscriptions to the Partnership
of $21,697,912 representing 13,844.606 Units. The Partnership's
objective is to achieve long-term appreciation while assuring
investors at least a 3% compound annual rate of return over
approximately seven and one-half years from February 1, 1996 to
<PAGE>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
August 31, 2003. At August 31, 2003, which is the Partnership's
"Guaranteed Redemption Date" the Net Asset Value is guaranteed to be
at least $1,961.00
2. Revenue Recognition
The investment in zero-coupon U.S. Treasury Securities (the "Yield
Pool") maintained to provide for the Partnership's guaranteed
return is valued at the lesser of cost plus accreted interest or
market value. For the nine months ended September 30, 1996,
$2,034,132 of interest income has been accreted on the Yield Pool.
At September 30, 1996, the cost of the Yield Pool was $49,170,878
and the accreted interest receivable thereon was $1,857,469. The
market value of the Yield Pool on September 30, 1996 was
approximately $47,750,642.
3. Related Party Transactions
The Partnership's cash is on deposit with DWR in commodity trading
accounts to meet margin requirements as needed. DWR pays interest
on these funds based on current 13-week U.S. Treasury Bill rates.
Brokerage expenses incurred by the Partnership are paid to DWR.
4. Financial Instruments
The Partnership trades futures contracts, forward contracts and
options on futures contracts in interest rates, stock indices,
<PAGE>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
commodities, currencies, petroleum and precious metals. Futures
and forwards represent contracts for delayed delivery of an
instrument at a specified date and price. Risk arises from changes
in the value of these contracts and the potential inability of
counterparties to perform under the terms of the contracts. There
are numerous factors which may significantly influence the market
value of these contracts, including interest rate volatility. At
September 30, 1996, open contracts were:
Contract or
Notional Amount
$
Exchange-Traded Contracts
Financial Futures:
Commitments to Purchase 28,908,000
Commitments to Sell 25,666,000
Options Written 10,025,000
Commodity Futures:
Commitments to Purchase 3,923,000
Commitments to Sell 6,642,000
Foreign Futures:
Commitments to Purchase 72,260,000
Commitments to Sell 39,218,000
Off-Exchange-Traded Forward
Currency Contracts
Commitments to Purchase 27,025,000
Commitments to Sell 22,479,000
A portion of the amounts indicated as off-balance-sheet risk in
forward currency contracts is due to offsetting forward commitments
to purchase and to sell the same currency on the same date in the
future. These commitments are economically offsetting, but are not
offset in the forward market until the settlement date.
<PAGE>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
The net unrealized gain on open contracts is reported as a component
of "Equity in Commodity futures trading accounts" on the Statement of
Financial Condition and totaled $1,241,069 at September 30, 1996.
Of this amount, $1,169,771 related to exchange-traded futures
contracts and $71,298 related to off-exchange-traded forward
currency contracts.
Exchange-traded futures contracts held by the Partnership at
September 30, 1996 mature through March 1997. Off-exchange-traded
forward currency contracts held by the Partnership at September 30,
1996 mature through October 1996. The contract amounts in the
above table represent the Partnership's extent of involvement in
the particular class of financial instrument, but not the credit
risk associated with counterparty nonperformance. The credit risk
associated with these statements is limited to the amounts
reflected in the Partnership's Statements of Financial Condition.
The Partnership also has credit risk because DWR acts as the
futures commission merchant or the sole counterparty, with respect
to most of the Partnership's assets. Exchange-traded futures and
options contracts are marked to market on a daily basis, with
variations in value settled on a daily basis. DWR, as the futures
commission merchant for all of the Partnership's exchange-traded
futures and options contracts, is required pursuant to regulations
of the Commodity Futures Trading Commission to segregate from its
<PAGE>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
own assets and for the sole benefit of its commodity customers all
funds held by DWR with respect to exchange-traded futures contracts
including an amount equal to the net unrealized gain on all open
futures and options contracts which, funds totaled $6,474,909 at
September 30, 1996. With respect to the Partnership's off-exchange-
traded forward currency contracts, there are no daily settlements
of variations in value nor is there any requirement that an amount
equal to the net unrealized gain on open forward contracts be
segregated. With respect to those off-exchange-traded forward
currency contracts, the Partnership is at risk to the ability of
DWR, the counterparty on all such contracts, to perform.
For the nine months ended September 30, 1996, the average fair
value of financial instruments held for trading purposes was as
follows:
Assets Liabilities
$ $
Exchange-Traded Contracts
Financial Futures 39,859,000 23,499,000
Options on Financial Futures 931,000 4,115,000
Commodity Futures 7,642,000 3,014,000
Foreign Futures 44,638,000 14,914,000
Off-Exchange-Traded Forward
Currency Contracts 29,782,000 27,960,000
5. Legal Matters
On September 6, 10, and 20, 1996, similar purported class actions
were filed in the Superior Court of the State of California, County
of Los Angeles, on behalf of all purchasers of interests in limited
partnership commodity pools sold by DWR. Named defendants include
DWR, the General Partner, Dean Witter Futures and Currency
<PAGE>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONCLUDED)
Management Inc., Dean Witter, Discover & Co. (all such parties
referred to hereafter as the "Dean Witter Parties"), certain other
limited partnership commodity pools of which Demeter is the general
partner, and certain trading advisors to those pools. Also, on
September 18 and 20, 1996 similar purported class actions were
filed in the Supreme Court of the State of New York, New York
County, against the Dean Witter Parties and certain trading
advisors on behalf of all purchasers of interests in various
limited partnership commodity pools sold by DWR. Generally, these
complaints allege, among other things, that the defendants
committed fraud, deceit, misrepresentation, breach of fiduciary
duty, fraudulent and unfair business practices, unjust enrichment,
and conversion in connection with the sale and operation of the
various limited partnership commodity pools. The complaints seek
unspecified amounts of compensatory and punitive damages and other
relief. It is possible that additional similar actions may be
filed and that, in the course of these actions, other parties could
be added as defendants. The Dean Witter Parties believe that they
have strong defenses to, and they will vigorously contest, the
actions. Although the ultimate outcome of legal proceedings cannot
be predicted with certainty, it is the opinion of management of the
Dean Witter Parties that the resolution of the actions will not
have a material adverse effect on the financial condition or the
results of operations of any of the Dean Witter Parties.
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Liquidity - The Partnership's assets are on deposit in separate
commodity interest trading accounts with DWR and are used by the
Partnership as margin to engage in commodity futures, forward
contracts and other commodity interest trading. DWR holds such
assets in either designated depositories or in securities approved
by the Commodity Futures Trading Commission for investment of
customer funds. The Partnership's assets held by DWR may be used
as margin solely for the Partnership's trading. Since the
Partnership's sole purpose is to trade in commodity futures
contracts, forward contracts on foreign currency and other
commodity interests, it is expected that the Partnership will
continue to own such liquid assets for margin purposes.
The Partnership's investment in commodity futures, forward
contracts and other commodity interests may be illiquid. If the
price for the futures contract for a particular commodity has
increased or decreased by an amount equal to the "daily limit",
positions in the commodity can neither be taken nor liquidated
unless traders are willing to effect trades at or within the limit.
Commodity futures prices have occasionally moved the daily limit
for several consecutive days with little or no trading. Such
market conditions could prevent the Partnership from promptly
liquidating its commodity futures positions.
There is no limitation on daily price moves in trading forward
contracts on foreign currencies. The markets for some world
<PAGE>
currencies have low trading volume and are illiquid, which may
prevent the Partnership from trading in potentially profitable
markets or prevent the Partnership from promptly liquidating
unfavorable positions in such markets and subjecting it to
substantial losses. Either of these market conditions could result
in restrictions on redemptions.
Capital Resources - The Partnership does not have, nor does it
expect to have, any capital assets. Redemptions of additional
Units in the future will impact the amount of funds available for
investments in commodity futures and forward contracts and other
commodity interests. As redemptions are at the discretion of
Limited Partners, it is not possible to estimate the amount and
therefore, the impact of future redemptions.
Results of Operations
For the Quarter and Nine Months Ended September 30, 1996
For the quarter ended September 30, 1996, the Partnership's total
trading revenues including interest income and change in value of
Yield Pool were $1,723,706. During the third quarter, the
Partnership posted an increase in Net Asset Value per Unit. The
most significant gains were recorded in the managed futures
component of the Partnership's balanced portfolio from trading in
the financial futures, currency and energy markets. In the
financial futures markets, long positions in Australian, Japanese
and European bond futures profited from a steady upward move during
July and September. Additional gains were recorded during July in
the currency markets from long positions in the Swiss and French
<PAGE>
francs, as well as in the German mark, as the value of these
currencies finished the month higher versus the U.S. dollar. In
energy markets, long crude oil futures positions experienced gains
as prices trended higher throughout the quarter. A portion of
these gains was offset by losses experienced in soft commodities as
coffee and cotton futures prices moved in a trendless pattern
throughout the quarter. In the bond component of the portfolio,
small trading gains were recorded as losses from choppy price
movement during July and August were more than offset by gains
recorded during September as U.S. bond futures prices moved higher.
In the stock index portion of the balanced portfolio, losses
recorded during July due to a decline in U.S. stock prices were
offset by profits recorded during September as the S&P 500 Index
reached new highs. Total expenses for the quarter were $760,329,
resulting in a net income before minority interest of $963,377.
The minority interest in such income was $2,377 resulting in net
income of $961,000 for the Partnership. The value of an individual
Unit in the Partnership increased from $1,385.64 at June 30, 1996
to $1,411.02 at September 30, 1996.
For the nine months ended September 30, 1996, the Partnership's
total trading losses net of interest income and change in value of
the Yield Pool were $3,952,559. During the first nine months, the
Partnership posted a decrease in Net Asset Value per Unit. The
most significant losses were recorded in the bond portion, as well
as in the guarantee portion, of the portfolio as U.S. Treasury bond
prices moved lower during the first quarter. As a result, the
Partnership's long U.S. Treasury bond futures positions recorded
<PAGE>
losses and the value of the Yield Pool declined. Smaller losses
were recorded in the bond portion during the second quarter, as
well as early in third quarter, as the downward price movement
continued into April and May and was then followed by choppy
movement. Smaller losses recorded in the managed futures component
were due to trendless price movement in soft commodities and base
metals throughout the first nine months of the year. In the stock
index component, small losses were recorded between March and July
as S&P 500 Index futures prices experienced short-term volatility.
A portion of the Partnership's overall losses was offset by gains
recorded in the energy markets as long crude oil futures positions
profited from an upward price trend, particularly during the third
quarter. Smaller gains during the second quarter from long corn
futures positions also helped to mitigate losses experienced
elsewhere during the year. Total expenses for the period were
$2,295,611, resulting in a net loss before minority interest of
$6,248,170. The minority interest in such loss was $113,218
resulting in a net loss of $6,134,952 for the Partnership. The
value of an individual Unit in the Partnership decreased from
$1,562.26 at December 31, 1995 to $1,411.02 at September 30, 1996.
For the Quarter and Nine Months ended September 30, 1995
For the quarter ended September 30, 1995, the Partnership's total
revenues, consisting of net trading losses, an increase in the
value of the Yield Pool and interest income, were $537,945. During
the third quarter of the year, the Partnership posted a small
increase in Net Asset Value per Unit. Trading gains during the
quarter were offset by brokerage commissions resulting in net
<PAGE>
trading losses. The most significant gains were recorded in both
the managed futures and stock portions of the balanced portfolio as
a result of the Partnership's long S&P 500 Index futures positions,
as domestic stocks reached record highs during the quarter.
Additional gains were recorded in the managed futures portion of
the balanced portfolio as a downward trend in the value of the
Japanese yen relative to the U.S. dollar was evident until late
September, resulting in profits for the Partnership's short yen
positions. Losses in the managed futures portion of the balanced
portfolio were recorded in each of the agricultural, soft commodities,
energy and metals complexes as prices moved in a trendless pattern for
most of the quarter.
Trading losses were also recorded in the bond portion of the
balanced portfolio as U.S. Treasury bond prices were choppy
throughout the quarter. These losses offset a portion of the
Partnership gains recorded in other complexes. Total expenses for
the quarter were $773,385, resulting in a net loss before minority
interest of $235,440. The minority interest in such losses was
$21,981, resulting in a net loss of $213,459 for the Partnership.
The value of an individual Unit in the Partnership increased from
$1,495.00 at June 30, 1995 to $1,496.33 at September 30, 1995.
For the nine months ended September 30, 1995, the Partnership's
total trading revenues including interest income and change in the
value of the Yield Pool were $10,265,842. During the first nine
months of the year, the Partnership posted an increase in Net Asset
Value per Unit. The most significant gains were experienced in the
stock and bond portions of the balanced portfolio as U.S. stock and
<PAGE>
bond prices trended higher for the first half of 1995. As a
result, profits for the Partnership's long S&P 500 Index and U.S.
Treasury bond futures positions were recorded. Gains within the
managed futures portion of the balanced portfolio were also
recorded in these same domestic financial markets. Additional
gains in this portion of the balanced portfolio were recorded from
trading currencies, primarily as a result of trending movement in
the value of the Japanese yen throughout the first nine months of
the year. Losses were experienced across a majority of traditional
commodities markets, including agriculturals, metals and soft
commodities, as a result of trendless price movement for much of
1995. These losses offset a portion of the profits recorded in
other market sectors. Total expenses for the period were
$2,527,510, resulting in net income before minority interest of
$7,738,332. The minority interest in such net trading income was
$109,939, resulting in a Partnership net gain of $7,628,393. The
value of an individual Unit in the Partnership increased from
$1,324.14 at December 31, 1994 to $1,496.33 at September 30, 1995.
<PAGE>
PART II. OTHER INFORMATION
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(A) Exhibits - None.
(B) Reports on Form 8-K. - None.
<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.
Dean Witter Principal Plus
Fund L.P. (Registrant)
By: Demeter Management Corporation
(General Partner)
November 7, 1996 By:/s/ Patti L. Behnke
Patti L. Behnke
Chief Financial Officer
The General Partner which signed the above is the only party
authorized to act for the Registrant. The Registrant has no
principal executive officer, principal financial officer,
controller, or principal accounting officer and has no Board of
Directors.
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
The schedule contains summary financial information extracted from Dean
Witter Principal Plus Fund L.P. and is qualified in its entirety by
reference to such financial infstruments.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-END> SEP-30-1996
<CASH> 5,305,138
<SECURITIES> 0
<RECEIVABLES> 22,153
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 54,021,752<F1>
<CURRENT-LIABILITIES> 0
<BONDS> 0
<COMMON> 0
0
0
<OTHER-SE> 0
<TOTAL-LIABILITY-AND-EQUITY> 54,021,752<F2>
<SALES> 0
<TOTAL-REVENUES> (3,952,559)<F3>
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 2,295,611
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (6,134,952)<F4>
<INCOME-TAX> 0
<INCOME-CONTINUING> (6,134,952)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (6,134,952)
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
<FN>
<F1>In addition to cash and receivables, total assets include net unrealized
gain on open contracts of $1,241,069, net option premiums of $(297,250)
and Investment in U.S. Treasury Securities of $47,750,642.
<F2>Liabilities include redemptions payable of $2,408,129, accrued brokerage
fee of $190,236, accrued administrative fees of $217,507, accrued
management fees of $47,559, and accrued transaction fees and costs of
$11,286.
<F3>Total revenues include realized trading revenue of $(3,403,033), net
change in unrealized of $453,340, interest income of $2,274,839 and
change in valuation of Yield Pool of $(3,277,705).
<F4>Income-Pretax, Income Continuing and Net Income includes minority
interest in loss of $113,218.
</FN>
</TABLE>
