DEAN WITTER PORTFOLIO STRATEGY FUND LP
10-Q, 1999-11-12
COMMODITY CONTRACTS BROKERS & DEALERS
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                         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 quarterly period ended September 30, 1999 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. 0-19046

                  DEAN WITTER PORTFOLIO STRATEGY FUND L.P.
     (Exact name of registrant as specified in its charter)


                  Delaware                             13-3589337
(State or other jurisdiction of              (I.R.S. Employer
incorporation  or organization)                    Identification
No.)


c/o Demeter Management Corporation
Two  World Trade Center, 62 Fl., New York,  NY              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 PORTFOLIO STRATEGY FUND L.P.

             INDEX TO QUARTERLY REPORT ON FORM 10-Q

                       September 30, 1999


<CAPTION>
PART I. FINANCIAL INFORMATION
<S>                                                      <C>
Item 1.  Financial Statements

     Statements of Financial Condition
     September 30, 1999 (Unaudited) and December 31, 1998....2

     Statements of Operations for the Quarters Ended
     September 30, 1999 and 1998 (Unaudited).................3

     Statements of Operations for the Nine Months Ended
     September 30, 1999 and 1998 (Unaudited).................4

     Statements of Changes in Partners' Capital for the
     Nine Months Ended September 30, 1999 and 1998
     (Unaudited).............................................5

     Statements of Cash Flows for the Nine Months Ended
     September 30, 1999 and 1998 (Unaudited).................6

     Notes to Financial Statements (Unaudited) ...........7-11

Item 2. Management's Discussion and Analysis
        of Financial Condition and Results of
        Operations.......................................12-21

Item 3. Quantitative and Qualitative Disclosures
        about Market Risk ...............................22-33

PART II. OTHER INFORMATION

Item 1. Legal Proceedings.................................. 34

Item    6.        Exhibits    and    Reports    on    Form     8-
K....................34



</TABLE>








<PAGE>
<TABLE>


                 PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

            DEAN WITTER PORTFOLIO STRATEGY FUND L.P.
               STATEMENTS OF FINANCIAL CONDITION
<CAPTION>
                                   September 30,   December 31,
                                        1999           1998
                                         $              $
                                    (Unaudited)


ASSETS
<S>                              <C>              <C>
Equity in futures interests trading accounts:
 Cash                            120,890,313     119,724,918
 Net unrealized gain on open contracts    2,259,149                    12,941,546

      Total Trading Equity       123,149,462     132,666,464

Interest receivable (DWR)            408,830         366,700
Due from DWR                           6,630               -

                                  Total Assets  123,564,922        133,033,164

LIABILITIES AND PARTNERS' CAPITAL

Liabilities

 Redemptions payable                 613,420       1,065,454
 Management fees payable             411,474         443,168
 Accrued administrative expenses     122,708          85,003
 Incentive fees payable              -                305,087

      Total Liabilities            1,147,602       1,898,712

Partners' Capital

 Limited Partners (46,331.508 and
       49,902.250 Units, respectively)120,914,098  129,638,096
 General Partner (576 Units)       1,503,222       1,496,356

 Total Partners' Capital         122,417,320     131,134,452

  Total  Liabilities and Partners' Capital  123,564,922     133,0
33,164

NET ASSET VALUE PER UNIT            2,609.76         2,597.84

<FN>
          The accompanying notes are an integral part
                 of these financial statements.
</TABLE>
<PAGE>
<TABLE>
            DEAN WITTER PORTFOLIO STRATEGY FUND L.P.
                     STATEMENTS OF OPERATIONS
                           (Unaudited)

<CAPTION>

                              For the Quarters Ended September 30,

                                       1999           1998
                                        $            $
REVENUES
<S>                          <C>             <C>
 Trading profit (loss):
    Realized                     2,667,394   (6,711,476)
    Net change in unrealized     (9,068,839)  25,524,956

      Total Trading Results      (6,401,445) 18,813,480

 Interest Income (DWR)           1,205,901      1,254,217
      Total Revenues             (5,195,544)   20,067,697


EXPENSES

 Brokerage commissions (DWR)       1,450,549  1,381,577
 Management fees                   1,265,929  1,280,597
 Transaction fees and costs         102,348     100,305
 Administrative expenses             27,000          32,000
 Incentive fees                     -           1,767,966

      Total Expenses               2,845,826     4,562,445


NET INCOME (LOSS)                (8,041,370)   15,505,252


NET INCOME (LOSS) ALLOCATION

 Limited Partners                (7,944,079) 15,223,733
 General Partner                    (97,291)    281,519

NET INCOME (LOSS) PER UNIT

 Limited Partners                   (168.91)     294.48
 General Partner                   (168.91)      294.48
<FN>




          The accompanying notes are an integral part
                 of these financial statements.
</TABLE>
<PAGE>
<TABLE>
            DEAN WITTER PORTFOLIO STRATEGY FUND L.P.
                     STATEMENTS OF OPERATIONS
                           (Unaudited)

<CAPTION>

                             For the Nine Months Ended September 30,

                                       1999            1998
                                        $            $
REVENUES
<S>                       <C>                <C>
 Trading profit (loss):
    Realized                    18,079,969    3,651,115
    Net change in unrealized    (10,682,397)    12,480,291

      Total Trading Results      7,397,572   16,131,406

 Interest Income (DWR)           3,412,430        3,893,659
      Total Revenues            10,810,002      20,025,065


EXPENSES

 Brokerage commissions (DWR)     4,309,955    4,243,499
 Management fees                 3,880,529    3,848,949
 Incentive fees                  1,548,449     1,767,966
 Transaction fees and costs        304,604      306,165
 Administrative expenses            79,000           83,000

                                                Total    Expenses
10,122,537                                   10,249,579


NET INCOME                         687,465       9,775,486


NET INCOME ALLOCATION

 Limited Partners                  680,599    9,593,359
 General Partner                     6,866      182,127

NET INCOME PER UNIT

 Limited Partners                    11.92       190.51
 General Partner                     11.92       190.51

<FN>




          The accompanying notes are an integral part
                 of these financial statements.
</TABLE>
<PAGE>
<TABLE>
            DEAN WITTER PORTFOLIO STRATEGY FUND L.P.
           STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
     For the Nine Months Ended September 30, 1999 and 1998
                          (Unaudited)

<CAPTION>



                          Units of
                        Partnership Limited   General
                          Interest   Partners Partner    Total


<S>             <C>                        <C>                   <C>
<C>
Partners' Capital,
 December 31, 1997   56,305.245            $131,363,711          $2,268,933
$133,632,644

Net Income             -                   9,593,359             182,127
9,775,486

Redemptions           (4,564.246)           (9,776,832)             (974,271)
(10,751,103)

Partners' Capital,
 September 30, 1998   51,740.999           $131,180,238          $1,476,789
$132,657,027




Partners' Capital,
 December 31, 1998   50,478.250            $129,638,096          $1,496,356
$131,134,452

Net Income               -                 680,599       6,866        687,465

Redemptions           (3,570.742)            (9,404,597)                 -
(9,404,597)

Partners' Capital,
 September 30, 1999    46,907.508           $120,914,098          $1,503,222
$122,417,320







<FN>



           The accompanying notes are an integral part
                 of these financial statements.
</TABLE>




<PAGE>
<TABLE>
            DEAN WITTER PORTFOLIO STRATEGY FUND L.P.
                    STATEMENTS OF CASH FLOWS
                           (Unaudited)



<CAPTION>


                             For the Nine Months Ended September 30,

                                       1999            1998
                                        $            $
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                               <C>                    <C>
Net   income                              687,465               9
,775,486
Noncash item included in net income:
      Net  change  in  unrealized       10,682,397              (
12,480,291)

(Increase) decrease in operating assets:
    Interest receivable (DWR)        (42,130)            84,829
    Due from DWR                     (6,630)             -

Increase (decrease) in operating liabilities:
    Management fees payable         (31,694)               4,368
          Accrued      administrative      expenses        37,705
41,279
          Incentive      fees      payable              (305,087)
966,851

 Net cash provided by (used for) operating activities  11,022,026
(1,607,478)

CASH FLOWS FROM FINANCING ACTIVITIES

   Increase  (decrease)  in  redemptions  payable(452,034)      1
,314,597
       Redemptions      of      units                 (9,404,597)
(10,751,103)

Net   cash   used   for   financing   activities      (9,856,631)
(9,436,506)


Net  increase  (decrease)  in  cash    1,165,395                (
11,043,984)

Balance      at     beginning     of     period       119,724,918
125,280,410

Balance      at      end     of     period            120,890,313
114,236,426

<FN>


          The accompanying notes are an integral part
                 of these financial statements.
</TABLE>





<PAGE>

            DEAN WITTER PORTFOLIO STRATEGY FUND L.P.

                  NOTES TO 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 of Dean Witter  Portfolio

Strategy Fund L.P. (the "Partnership").  The financial statements

and condensed notes herein should be read in conjunction with the

Partnership's December 31, 1998 Annual Report on Form 10-K.



1.  Organization

Dean Witter Portfolio Strategy Fund L.P. is a limited partnership

organized  to  engage  primarily in the  speculative  trading  of

futures  and forward contracts on physical commodities and  other

commodity  interests  (collectively, "futures  interests").   The

general   partner  for  the  Partnership  is  Demeter  Management

Corporation  ("Demeter").  The non-clearing commodity  broker  is

Dean  Witter  Reynolds Inc. ("DWR") and an unaffiliated  clearing

commodity  broker, Carr Futures Inc. ("Carr"), provides  clearing

and  execution  services.  Both Demeter and DWR are  wholly-owned

subsidiaries of Morgan Stanley Dean Witter & Co. ("MSDW").   John

W.  Henry & Company, Inc. (the "Trading Advisor") is the  trading

advisor to the Partnership.





<PAGE>

            DEAN WITTER PORTFOLIO STRATEGY FUND L.P.
            NOTES TO FINANCIAL STATEMENTS (CONTINUED)



2.  Related Party Transactions

The Partnership's cash is on deposit with DWR and Carr in futures

interests trading accounts to meet margin requirements as needed.

DWR  pays interest on these funds based on a prevailing  rate  on

U.S.   Treasury  bills.  Brokerage  expenses  incurred   by   the

Partnership are paid to DWR.



3.  Financial Instruments

The Partnership trades primarily futures and forward contracts on

physical commodities and other commodity interests.  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.



In  June  1998, the Financial Accounting Standards  Board  issued

Statement  of  Financial Accounting Standard  ("SFAS")  No.  133,

"Accounting  for  Derivative Instruments and Hedging  Activities"

effective  for fiscal years beginning after June 15,  1999.   The

Partnership  elected  to adopt the provisions  of  SFAS  No.  133

beginning  with  the  fiscal year that ended December  31,  1998.

SFAS  No. 133 supersedes SFAS No. 119 and No. 105, which required

the



<PAGE>

            DEAN WITTER PORTFOLIO STRATEGY FUND L.P.
            NOTES TO FINANCIAL STATEMENTS (CONTINUED)



disclosure of average aggregate fair values and contract/notional

values, respectively, of derivative financial instruments for  an

entity  which carries its assets at fair value.  The  application

of  SFAS  No.  133  does  not have a significant  effect  on  the

Partnership's financial statements.



The  net  unrealized  gain on open contracts  is  reported  as  a

component  of  "Equity in futures interests trading accounts"  on

the  Statements of Financial Condition and totaled $2,259,149 and

$12,941,546  at  September  30,  1999  and  December  31,   1998,

respectively.



Of  the  $2,259,149  net unrealized gain  on  open  contracts  at

September 30, 1999, $2,388,190 related to exchange-traded futures

contracts  and $(129,041) related to off-exchange-traded  forward

currency contracts.



Of  the  $12,941,546  net unrealized gain on  open  contracts  at

December 31, 1998, $13,874,856 related to exchange-traded futures

contracts  and $(933,310) related to off-exchange-traded  forward

currency contracts.



Exchange-traded  futures contracts held  by  the  Partnership  at

September 30, 1999 and December 31, 1998 mature through September

2000 and December 1999, respectively. Off-exchange-traded forward

<PAGE>

            DEAN WITTER PORTFOLIO STRATEGY FUND L.P.
            NOTES TO FINANCIAL STATEMENTS (CONTINUED)




currency contracts held by the Partnership at September 30,  1999

and  December  31, 1998 mature through December  1999  and  March

1999, respectively.



The  Partnership  is subject to the credit risk  associated  with

counterparty  non-performance.  The credit risk  associated  with

the  instruments in which the Partnership is involved is  limited

to  the  amounts  reflected  in the Partnership's  Statements  of

Financial  Condition.  DWR and Carr act as the futures commission

merchants  or  the counterparties with respect  to  most  of  the

Partnership's  assets.  Exchange-traded  futures  contracts   are

marked  to  market  on  a daily basis, with variations  in  value

settled  on  a  daily basis. Each of DWR and Carr, as  a  futures

commission  merchant for all of the Partnership's exchange-traded

futures contracts, are required, pursuant to regulations  of  the

Commodity  Futures Trading Commission ("CFTC") to segregate  from

their  own  assets, and for the sole benefit of  their  commodity

customers, all funds held by them with respect to exchange-traded

futures   contracts,  including  an  amount  equal  to  the   net

unrealized  gain on all open futures contracts, which  funds,  in

the aggregate, totaled $123,278,503 and $133,599,774 at September

30, 1999 and December 31, 1998, respectively.


With  respect  to  the Partnership's off-exchange-traded  forward

currency contracts, there are no daily settlements of variations

<PAGE>

            DEAN WITTER PORTFOLIO STRATEGY FUND L.P.
            NOTES TO FINANCIAL STATEMENTS (CONCLUDED)




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 Carr, the

sole  counterparty on all of such contracts, to perform.   Carr's

parent,   Credit  Agricole  Indosuez,  has  guaranteed   to   the

Partnership  payment  of  the  net  liquidating  value   of   the

transactions  in  the Partnership's account with Carr  (including

foreign currency contracts).
































<PAGE>
Item   2.  MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

Liquidity -  Assets of the Partnership are deposited with DWR  as

non-clearing  broker  and  Carr as clearing  broker  in  separate

futures interest trading accounts. Such assets are held in either

non-interest bearing bank accounts or in securities  approved  by

the  CFTC  for  investment of customer funds.  The  Partnership's

assets held by DWR and Carr may be used as margin solely for  the

Partnership's trading.  Since the Partnership's sole  purpose  is

to   trade  in  futures  interests,  it  is  expected  that   the

Partnership  will continue to own such liquid assets  for  margin

purposes.



The  Partnership's investment in futures interests may, from time

to time, be illiquid.  Most United States futures exchanges limit

fluctuations in certain futures interest prices during  a  single

day  by  regulations  referred to as  "daily  price  fluctuations

limits" or "daily limits".  Pursuant to such regulations,  during

a  single trading day no trades may be executed at prices  beyond

the  daily limit.  If the price for a particular futures interest

has increased or decreased by an amount equal to the daily limit,

positions  in  such  futures interest can neither  be  taken  nor

liquidated  unless  traders are willing to effect  trades  at  or

within  the  limit.   Futures interests 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 futures interests and  result  in

restrictions on redemptions.



<PAGE>

There  is  no limitation on daily price moves in trading  forward

contracts  on  foreign  currency.  The  markets  for  some  world

currencies  have low trading volume and are illiquid,  which  may

prevent  the  Partnership from trading in potentially  profitable

markets  or  from  promptly  liquidating  unfavorable  positions,

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.  Future redemptions of  Units

of  Limited  Partnership  Interest ("Unit(s)")  will  affect  the

amount of funds available for investment in futures interests  in

subsequent periods.  Since they 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, 1999

For  the  quarter  ended  September  30,  1999,  the  Partnership

recorded   total  trading  losses  net  of  interest  income   of

$5,195,544 and posted a decrease in Net Asset Value per Unit. The

most  significant losses were experienced in the global  interest

rate   futures  markets  during  September  from  short  Japanese

government  bond  futures  positions as  prices  rallied  on  the

strength  of  the  Japanese yen and expectations that  additional

monetary  easing  in that country would come.  Losses  were  also

recorded  in U.S. interest rate futures trading as domestic  bond

prices  moved in an erratic sideways pattern throughout September

as the future



<PAGE>

direction   of   U.S.  interest  rates  remained   in   question.

Additional  losses were experienced in the metals markets  during

September from short gold futures positions as gold prices, which

had  trended  lower in previous months, reversed  sharply  higher

following  the  Bank  of England's second  gold  auction  and  an

announcement  of  a  plan by several European  central  banks  to

restrict  gold  sales  for  five  years.   Short  silver  futures

positions  resulted  in losses during July  as  prices  increased

after  a fall in U.S. market reserves and the announcement  of  a

cutback in metal production.  Newly established long positions in

this  market held during August resulted in additional losses  as

prices  declined due to an increase in supplies.  In  the  global

stock  index futures markets, losses were recorded from long  S&P

500  Index futures positions as prices declined during July after

Federal  Reserve  Chairman  Alan Greenspan  said  that  the  U.S.

economy  may be growing fast enough to warrant a second  interest

rate  increase.   During  August, short  S&P  500  Index  futures

positions  resulted  in  losses as  prices  increased  after  the

Producer  Price  Index  for July showed that  inflation  remained

under  control.   In the currency markets, losses  were  incurred

from  long  positions in the European common currency, the  euro,

and the Swiss franc as the U.S. dollar rallied higher versus most

major  currencies on August 23 amid a rally in U.S. stock  prices

and  on  September 10 after an intervention by the Bank of Japan.

As a result, new short positions were established in the euro and

the  Swiss  franc  only to result in additional losses  as  these

currencies strengthened versus the U.S. dollar during the  latter

half of September.  These losses were partially offset by gains

<PAGE>

from  long Japanese yen positions as the value of the yen climbed

to a 44-month high versus the U.S. dollar amid continued optimism

regarding  the  Japanese economy.  A portion of the Partnership's

overall losses was offset by gains recorded in the energy markets

throughout  the quarter from long crude oil futures positions  as

oil  prices mounted higher during July after a fall in  U.S.  oil

inventories,  production difficulties in  Nigeria  and  continued

adherence  to output reductions from OPEC countries.  Oil  prices

continued  to  climb  during August and  September  on  increased

demand, fears of production problems and an announcement by  OPEC

ministers confirming that they will uphold their global  cutbacks

until  April  of next year.  Total expenses for the three  months

ended September 30, 1999 were $2,845,826, resulting in a net loss

of  $8,041,370.  The value of a Unit decreased from $2,778.67  at

June 30, 1999 to $2,609.76 at September 30, 1999.



For  the  nine  months ended September 30, 1999, the  Partnership

recorded  total  trading revenues including  interest  income  of

$10,810,002 and posted an increase in Net Asset Value  per  Unit.

The  most  significant gains were recorded in the metals  markets

from long silver futures positions as prices retreated during mid-

March  after Berkshire Hathaway's annual report failed to provide

any   new   information  on  the  company's   silver   positions.

Additional losses were incurred in this market during the  second

quarter  as  supply  and demand concerns resulted  in  short-term

price  volatility.  In the global interest rate futures  markets,

losses  were  incurred  during  July  and  September  from  short

Japanese government bond futures positions as prices rallied on

<PAGE>

fears  that  strength  in the Japanese yen  would  slowdown  that

country's  budding recovery.  In the global stock  index  futures

markets, losses were experienced from long S&P 500 Index  futures

positions  as  prices declined during July after Federal  Reserve

Chairman Alan Greenspan said that the U.S. economy may be growing

fast  enough to warrant a second interest rate increase.   During

August, short S&P 500 Index futures positions resulted in  losses

as  prices  increased  after the Producer Price  Index  for  July

showed that inflation remained under control.  The losses in this

market  were  partially offset by gains from  long  Nikkei  Index

futures positions as Japanese equity prices experienced a  strong

upward  move  during  June on news that  Japan's  gross  domestic

product  had grown much more than market expectations.  A portion

of  the Partnership's overall losses was offset by gains recorded

in  the  energy markets from long crude oil futures positions  as

oil   prices  climbed  higher  during  April,  June,  August  and

September  amid  tightening of supply and growing global  demand.

Additional gains were recorded in the currency markets from short

positions in the European common currency, the euro, as the value

of  the  U.S.  dollar strengthened versus the euro  throughout  a

majority  of  the first half of the year on the strength  in  the

U.S.  economy,  concerns  pertaining to the  economic  health  of

Europe  and  Japan  and  ongoing military action  in  Yugoslavia.

Total expenses for the nine months ended September 30, 1999  were

$10,122,537, resulting in net income of $687,465.  The value of a

Unit  increased from $2,597.84 at December 31, 1998 to  $2,609.76

at September 30, 1999.



<PAGE>

For the Quarter and Nine Months Ended September 30, 1998

For  the  quarter  ended  September  30,  1998,  the  Partnership

recorded  total  trading revenues including  interest  income  of

$20,067,697 and posted an increase in Net Asset Value  per  Unit.

The  most  significant  gains  were recorded  during  August  and

September,  and to a lesser extent during July, in the  financial

futures  markets from long positions in German, U.S. and Japanese

bond  futures  as  prices in these markets  were  driven  sharply

higher  due to a "flight-to-quality" by investors seeking  refuge

from  the  recent  volatility in the  global  financial  markets.

Smaller  gains  were  recorded from long  positions  in  British,

Italian  and  Spanish bond futures as prices  in  these  European

markets also moved higher as investors sought a "safe haven" amid

the  uncertainty  in  many of the world's economies.   Additional

gains  were recorded in the agricultural markets during July  and

August   from  short  corn  futures  positions  as  grain  prices

increased  due  to  reports of abundant supplies  and  decreasing

demand  from  overseas.   These gains were  partially  offset  by

losses incurred from transactions involving the British pound  as

its  value failed to move with consistent direction throughout  a

majority of the quarter. Smaller currency losses were experienced

from  short Japanese yen positions during September as the  value

of  the  yen  strengthened versus the U.S. dollar as  a  Japanese

finance  official  hinted that Japan was ready  to  intervene  to

support  the yen.  Due to this upward move in the yen,  new  long

positions were established, only to experienced additional losses

later in the month as the Japanese government failed to unveil

<PAGE>

any  initiatives towards economic reform.  In metals, losses were

recorded during September from short silver futures positions  as

precious metals prices were driven higher by the weakness in  the

U.S.   dollar.   Smaller  losses  were  recorded  in   the   soft

commodities markets during July and in the energy markets  during

September.   Total expenses for the three months ended  September

30, 1998 were $4,562,445, resulting in net income of $15,505,252.

The value of a Unit increased from $2,269.39 at June 30, 1998  to

$2,563.87 at September 30, 1998.



For  the  nine  months ended September 30, 1998, the  Partnership

recorded  total  trading revenues including  interest  income  of

$20,025,065 and posted an increase in Net Asset Value  per  Unit.

The  most  significant trading gains were recorded in the  global

bond  futures  markets  as long positions  in  German,  U.S.  and

Japanese bond futures profited from an upward price trend  during

the  third  quarter.  This upward trend was due to a  "flight-to-

quality"  by  investors  seeking a safe  haven  from  the  recent

volatility   plaguing   many  of  the  world's   stock   markets.

Additional profits were recorded from long positions in  Italian,

British and Spanish bond futures as prices in these markets  also

moved  higher.   In the energy markets, gains were recorded  from

short  crude  oil futures positions as oil prices moved  downward

for a majority of the first quarter.  Following a spike higher in

late  March, oil prices preceded to move lower during the  second

quarter and early third quarter.  Smaller gains were recorded



<PAGE>

during  July  and August in the agricultural markets  from  short

corn  futures positions as prices increased due to rising  supply

and  declining  demand.   These gains were  partially  offset  by

losses   recorded  in  the  currency  markets  from  transactions

involving  the  British pound as its value moved in  a  trendless

pattern  relative to the U.S. dollar during the second and  third

quarters.   Similarly, gold futures trading during May  and  mid-

June  added  to losses incurred during the first nine  months  of

1998 as a result of choppy price movement.  Additional losses  in

metals  were  recorded  from short silver  futures  positions  as

precious  metals prices were pushed higher by a weakness  in  the

U.S. dollar during September.  Total expenses for the nine months

ended  September  30,  1998 were $10,249,579,  resulting  in  net

income  of  $9,775,486.   The value  of  a  Unit  increased  from

$2,373.36  at  December 31, 1997 to $2,563.87  at  September  30,

1998.



Year  2000 Problem.  Commodity pools, like financial and business

organizations  and individuals around the world,  depend  on  the

smooth functioning of computer systems.  Many computer systems in

use  today cannot recognize the computer code for the year  2000,

but revert to 1900 or some other date.  This is commonly known as

the  "Year  2000  Problem". The Partnership  could  be  adversely

affected  if computer systems used by it or any third party  with

whom  it has a material relationship do not properly process  and

calculate date-related information and data concerning  dates  on

or after January 1, 2000.  Such a failure could adversely affect



<PAGE>

the  handling or determination of futures trades and  prices  and

other services.



MSDW  began its planning for the Year 2000 Problem in  1995,  and

currently  has several hundred employees working on  the  matter.

It  has developed its own Year 2000 compliance plan to deal  with

the  problem and had the plan approved by the company's executive

management,   Board  of  Directors  and  Information   Technology

Department. Demeter is coordinating with MSDW to address the Year

2000  Problem  with  respect to Demeter's computer  systems  that

affect  the  Partnership.  This includes  hardware  and  software

upgrades, systems consulting and computer maintenance.



Beyond  the  challenge  facing  internal  computer  systems,  the

systems  failure  of  any  of the third  parties  with  whom  the

Partnership  has a material relationship - the futures  exchanges

and  clearing organizations through which it trades, Carr, or the

Trading  Advisor - could result in a material financial  risk  to

the  Partnership.  All  U.S. futures  exchanges  are  subject  to

monitoring  by the CFTC of their Year 2000 preparedness  and  the

major  foreign futures exchanges are also expected to be  subject

to market-wide testing of their Year 2000 compliance during 1999.

Demeter  intends to monitor the progress of Carr and the  Trading

Advisor throughout 1999 in their Year 2000 compliance and,  where

applicable,  to  test its external interface with  Carr  and  the

Trading Advisor.





<PAGE>

A  worst case scenario would be one in which trading of contracts

on  behalf  of the Partnership becomes impossible as a result  of

the  Year 2000 problem encountered by any third parties.  A  less

catastrophic  but  more likely scenario would  be  one  in  which

trading  opportunities diminish as a result of technical problems

resulting  in  illiquidity  and  fewer  opportunities   to   make

profitable trades. MSDW has begun developing various "contingency

plans" in the event that the systems of such third parties  fail.

Demeter  intends  to  consult closely with MSDW  in  implementing

those  plans.  Despite the best efforts of both Demeter and MSDW,

however,  it is possible that these steps will not be  sufficient

to avoid any adverse impact to the Partnership.



Risks  Associated  With  the Euro.  On January  1,  1999,  eleven

countries  in  the  European Union established  fixed  conversion

rates on their existing sovereign currencies and converted  to  a

common   single  currency  (the  "euro").   During  a  three-year

transition  period,  the sovereign currencies  will  continue  to

exist  but  only as a fixed denomination of the euro.  Conversion

to  the euro prevents the Trading Advisor from trading in certain

currencies  and thereby limits its ability to take  advantage  of

potential market opportunities that might otherwise have  existed

had  separate  currencies been available  to  trade.  This  could

adversely affect the performance results of the Partnership.








<PAGE>
Item  3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES  ABOUT  MARKET
RISK

Introduction

The  Partnership  is a commodity pool engaged  primarily  in  the

speculative  trading of futures interests.  The  market-sensitive

instruments  held  by  the Partnership are  acquired  solely  for

speculative   trading  purposes  and,  as  a   result,   all   or

substantially all of the Partnership's assets are subject to  the

risk  of trading loss.  Unlike an operating company, the risk  of

market-sensitive instruments is integral, not incidental, to  the

Partnership's primary business activities.



The  futures interests traded by the Partnership involve  varying

degrees  of  related  market risk.  Such  market  risk  is  often

dependent  upon  changes in the level or volatility  of  interest

rates,   exchange  rates,  and/or  market  values  of   financial

instruments and commodities.  Fluctuations in related market risk

based  upon the aforementioned factors result in frequent changes

in  the  fair  value  of the Partnership's open  positions,  and,

consequently, in its earnings and cash flow.



The  Partnership's  total market risk is  influenced  by  a  wide

variety  of factors, including the diversification effects  among

the Partnership's existing open positions, the volatility present

within  the  market(s), and the liquidity of the  market(s).   At

varying  times,  each of these factors may act to  exacerbate  or

mute the market risk associated with the Partnership.



<PAGE>

The  Partnership's past performance is not necessarily indicative

of  its  future results.  Any attempt at quantifying the Partner-

ship's  market risk must be qualified by the inherent uncertainty

of  its  speculative trading, which may cause future  losses  and

volatility   (i.e.  "risk  of  ruin")  far  in  excess   of   the

Partnership's   experience   to  date   and/or   any   reasonable

expectation premised upon historical changes in the fair value of

its market-sensitive instruments.



Quantifying the Partnership's Trading Value at Risk

The  following  quantitative disclosures regarding  the  Partner-

ship's market risk exposures contain "forward-looking statements"

within  the  meaning  of  the safe harbor  from  civil  liability

provided for such statements by the Private Securities Litigation

Reform  Act  of 1995 (set forth in Section 27A of the  Securities

Act  of  1933 and Section 21E of the Securities Exchange  Act  of

1934).   All quantitative disclosures in this section are  deemed

to be forward-looking statements for purposes of the safe harbor,

except for statements of historical fact.



The Partnership accounts for open positions on the basis of mark-

to-market accounting principles.  As such, any loss in the fair

value  of  the Partnership's open positions is directly reflected

in  the  Partnership's earnings, whether realized or  unrealized,

and the Partnership's cash flow, as profits and losses on open





<PAGE>

positions of exchange-traded futures interests are settled  daily

through variation margin.



The  Partnership's  risk exposure in the various  market  sectors

traded  by  the Trading Advisor is estimated below  in  terms  of

Value  at Risk ("VaR"). The VaR model employed by the Partnership

incorporates numerous variables that could impact the fair  value

of   the   Partnership's  trading  portfolio.   The   Partnership

estimates VaR using a model based on historical simulation with a

confidence   level   of  99%.   Historical  simulation   involves

constructing  a  distribution of hypothetical  daily  changes  in

trading  portfolio  value.  The VaR model  generally  takes  into

account linear exposures to price and interest rate risk.  Market

risks  that are incorporated in the VaR model include equity  and

commodity prices, interest rates, foreign exchange rates, as well

as   correlation   that  exists  among  these   variables.    The

hypothetical  changes  in  portfolio value  are  based  on  daily

observed percentage changes in key market indices or other market

factors  ("market  risk  factors")  to  which  the  portfolio  is

sensitive.   In the case of the Partnership's VaR, the historical

observation   period   is   approximately   four   years.     The

Partnership's one-day 99% VaR corresponds to the negative  change

in  portfolio  value that, based on observed market  risk  factor

moves, would have been exceeded once in 100 trading days.



VaR models such as the Partnership's are continually evolving  as

trading  portfolios  become more diverse and modeling  techniques

and systems capabilities improve.  It must also be noted that the

<PAGE>

VaR  model is used to quantify market risk for historic reporting

purposes  only  and  is  not utilized by either  Demeter  or  the

Trading Advisor in their daily risk management activities.



The Partnership's Value at Risk in Different Market Sectors

The  following  table  indicates  the  VaR  associated  with  the

Partnership's open positions as a percentage of total Net  Assets

by market category as of September 30, 1999.  As of September 30,

1999,  the  Partnership's total capitalization was  approximately

$122  million.

     Primary Market           September 30, 1999
     Risk Category              Value at Risk

     Interest Rate                  (1.57)%

     Currency                       (2.26)

     Equity                         (0.42)

      Commodity                          (0.99)

      Aggregate Value at Risk       (2.83)%



Aggregate  value  at  risk represents the aggregate  VaR  of  the

Partnership's open positions and not the sum of the  VaR  of  the

individual categories listed above.  Aggregate VaR will be  lower

as  it  takes into account correlation among different  positions

and categories.



The  table  above  represents the VaR of the  Partnership's  open

positions  at  September  30, 1999 only and  is  not  necessarily

representative  of  either the historic  or  future  risk  of  an

investment  in  the  Partnership.   As  the  Partnership's   sole

business

<PAGE>

is  the  speculative trading of primarily futures interests,  the

composition  of  its  portfolio  of  open  positions  can  change

significantly over any given time period or even within a  single

trading  day.   Such changes in open positions  could  materially

impact  market  risk  as  measured by VaR  either  positively  or

negatively.



The table below supplements the quarter-end VaR by presenting the

Partnership's high, low and average VaR as a percentage of  total

Net  Assets for the four quarterly reporting periods from October

1, 1998 through September 30, 1999.

Primary Market Risk Category        High      Low      Average

Interest Rate                      (1.95)%   (1.50)%    (1.69)%

Currency                           (2.88)    (1.16)     (2.18)

Equity                             (0.57)    (0.33)     (0.41)

Commodity                          (0.99)    (0.60)     (0.73)

Aggregate Value at Risk            (3.42)%   (2.27)%    (2.81)%

Limitations on Value at Risk as an Assessment of Market Risk

The  face  value  of the market sector instruments  held  by  the

Partnership is typically many times the applicable margin require-

ments, as such margin requirements generally range between 2% and

15%  of  contract face value.  Additionally, due to  the  use  of

leverage, the face value of the market sector instruments held by

the  Partnership is typically many times the total capitalization

of the Partnership.  The financial magnitude of the Partnership's

open  positions thus creates a "risk of ruin" not typically found

in other investment vehicles.  Due to the relative size of the

<PAGE>

positions   held,  certain  market  conditions  may   cause   the

Partnership  to incur losses greatly in excess of  VaR  within  a

short  period of time.  The foregoing VaR tables, as well as  the

past  performance of the Partnership, gives no indication of such

"risk  of  ruin".  In  addition,  VaR  risk  measures  should  be

interpreted  in  light  of the methodology's  limitations,  which

include  the following: past changes in market risk factors  will

not  always  yield accurate predictions of the distributions  and

correlations  of  future market movements; changes  in  portfolio

value  in  response  to  market movements  may  differ  from  the

responses implicit in a VaR model; published VaR results  reflect

past  trading  positions  while future  risk  depends  on  future

positions;  VaR  using  a  one-day time horizon  does  not  fully

capture the market risk of positions that cannot be liquidated or

hedged within one day; and the historical market risk factor data

used  for  VaR  estimation may provide only limited insight  into

losses  that  could  be  incurred under  certain  unusual  market

movements.



The foregoing VaR tables present the results of the Partnership's

VaR for each of the Partnership's market risk exposures and on an

aggregate basis at September 30, 1999 and for the end of the four

quarterly   reporting  periods  from  October  1,  1998   through

September  30, 1999.  Since VaR is based on historical data,  VaR

should  not  be viewed as predictive of the Partnership's  future

financial  performance or its ability to manage and monitor  risk

and  there  can  be  no  assurance that the Partnership's  actual

losses on a





<PAGE>

particular day will not exceed the VaR amounts indicated or  that

such losses will not occur more than 1 in 100 trading days.



Non-Trading Risk

The  Partnership has non-trading market risk on its foreign  cash

balances not needed for margin.  However, such balances, as  well

as  any  market  risk  they may represent, are  immaterial.   The

Partnership  also maintains a substantial portion  (approximately

86%) of its available assets in cash at DWR.  A decline in short-

term interest rates will result in a decline in the Partnership's

cash  management  income. This cash flow risk is  not  considered

material.



Materiality,  as used throughout this section,  is  based  on  an

assessment  of  reasonably  possible  market  movements  and  the

potential  losses caused by such movements, taking  into  account

the   leverage,  optionality  and  multiplier  features  of   the

Partnership's market sensitive instruments.



Qualitative Disclosures Regarding Primary Trading Risk Exposures

The following qualitative disclosures regarding the Partnership's

market risk exposures - except for (i) those disclosures that are

statements  of historical fact and (ii) the descriptions  of  how

the  Partnership  manages  its primary market  risk  exposures  -

constitute  forward-looking  statements  within  the  meaning  of

Section  27A  of  the  Securities Act  and  Section  21E  of  the

Securities Exchange Act.





<PAGE>

The  Partnership's primary market risk exposures as well  as  the

strategies used and to be used by Demeter and the Trading Advisor

for   managing   such   exposures   are   subject   to   numerous

uncertainties,  contingencies and risks, any one of  which  could

cause  the  actual results of the Partnership's risk controls  to

differ   materially  from  the  objectives  of  such  strategies.

Government  interventions, defaults and expropriations,  illiquid

markets, the emergence of dominant fundamental factors, political

upheavals, changes in historical price relationships,  an  influx

of  new market participants, increased regulation and many  other

factors  could result in material losses as well as  in  material

changes  to the risk exposures and the risk management strategies

of  the  Partnership.  Investors must be prepared to lose all  or

substantially all of their investment in the Partnership.



The  following  were the primary trading risk  exposures  of  the

Partnership as of September 30, 1999, by market sector.   It  may

be  anticipated  however, that these market exposures  will  vary

materially over time.

       Interest  Rate.  The  primary  market  exposure   in   the

Partnership  at  September  30, 1999 was  in  the  interest  rate

sector.  Exposure was primarily spread across the U.S., Japanese,

German,  British and Australian interest rate sectors.   Interest

rate  movements  directly affect the price of the sovereign  bond

futures  positions held by the Partnership and indirectly  affect

the  value  of its stock index and currency positions.   Interest

rate  movements in one country as well as relative interest  rate

<PAGE>                                                  movements

between    countries   materially   impact   the    Partnership's

profitability.  The Partnership's primary interest rate  exposure

is  generally to interest rate fluctuations in the United  States

and the other G-7 countries.  However, the Partnership also takes

futures  positions  in the government debt of smaller  nations  -

e.g.  Australia.   Demeter anticipates that  G-7  and  Australian

interest rates will remain the primary interest rate exposure  of

the  Partnership  for  the foreseeable future.   The  changes  in

interest  rates,  which have the most effect on the  Partnership,

are  changes in long-term, as opposed to short-term, rates.  Most

of  the speculative futures positions held by the Partnership are

in   medium-to-long  term  instruments.   Consequently,  even   a

material  change in short-term rates would have little effect  on

the  Partnership, were the medium-to-long term  rates  to  remain

steady.

      Currency.  The second largest market exposure this  quarter

was in the currency complex.  The Partnership's currency exposure

is  to  exchange rate fluctuations, primarily fluctuations  which

disrupt  the  historical pricing relationships between  different

currencies and currency pairs.  Interest rate changes as well  as

political   and  general  economic  conditions  influence   these

fluctuations.   The  Partnership trades  in  a  large  number  of

currencies.   For  the third quarter of 1999,  the  Partnership's

major   exposures   were  in  outright  U.S.  dollar   positions.

(Outright  positions  consist  of  the  U.S.  dollar  vs.   other

currencies.  These other currencies include the major  and  minor

currencies).  Demeter does not anticipate that the risk profile

<PAGE>

of the Partnership's currency sector will change significantly in

the  future.   The  currency trading VaR figure includes  foreign

margin  amounts  converted into U.S. dollars with an  incremental

adjustment  to  reflect the exchange rate risk  inherent  to  the

dollar-based  Partnership  in  expressing  VaR  in  a  functional

currency other than dollars.

      Equity.   The primary equity exposure this quarter  was  to

equity  price risk in the G-7 countries.  The stock index futures

traded  by  the  Partnership are by law  limited  to  futures  on

broadly   based   indices.   As  of  September  30,   1999,   the

Partnership's primary exposures were in the S&P 500  (U.S.),  ASE

(Australia)  and FT-SE (Britain) stock indices.  The  Partnership

is  primarily  exposed  to the risk of adverse  price  trends  or

static markets in the U.S. and Japanese indices.  (Static markets

would  not cause major market changes but would make it difficult

for  the  Partnership  to avoid being "whipsawed"  into  numerous

small losses).

     Commodity.

     Energy.   On  September  30, 1999, the Partnership's  energy

exposure  was shared by futures contracts in the oil and  natural

gas  markets.   Price  movements in  these  markets  result  from

political developments in the Middle East, weather patterns,  and

other  economic fundamentals.  As oil prices have increased about

100%  this  year, and, given that the agreement by  OPEC  to  cut

production  is  approaching  expiration  in  March  2000,  it  is

possible   that   volatility  will  remain  on  the   high   end.

Significant  profits  and losses have been and  are  expected  to

<PAGE>

continue to be experienced in this market.  Natural gas,  also  a

primary  energy  market exposure, has exhibited  more  volatility

than  the  oil  markets on an intra-day and daily  basis  and  is

expected to continue in this choppy pattern.

     Metals.  The Partnership's primary metals market exposure is

to  fluctuations in the price of gold and silver.   Although  the

Trading  Advisor will, from time to time, trade base metals  such

as copper, the principal market exposures of the Partnership have

consistently  been  in  precious  metals,  gold  and  silver.   A

significant amount of exposure was evident in the gold market  as

the  price  of  gold  increased  dramatically  following  bullish

comments  by the European Central Bank.  Silver prices were  also

volatile over this period, and the Trading Advisor has, from time

to   time,  taken  substantial  positions  as  perceived   market

opportunities  developed.   Demeter  anticipates  that  gold  and

silver  will  remain the primary metals market exposure  for  the

Partnership.

     Soft  Commodities and Agriculturals.  On September 30, 1999,

the  Partnership  had  a reasonable amount  of  exposure  in  the

markets  that  comprise  these sectors.  Most  of  the  exposure,

however,  was in the coffee, sugar and corn markets.  Supply  and

demand   inequalities,  severe  weather  disruption  and   market

expectations affect price movements in these markets.



Qualitative Disclosures Regarding Non-Trading Risk Exposure

The  following  was  the only non-trading risk  exposure  of  the

Partnership as of September 30, 1999:

<PAGE>

Foreign  Currency  Balances.  The Partnership's  primary  foreign

currency balances are in Japanese yen, British pounds, euros  and

Swiss  francs.  The Partnership controls the non-trading risk  of

these  balances by regularly converting these balances back  into

dollars upon liquidation of the respective position.



Qualitative Disclosures Regarding Means of Managing Risk Exposure

The  means  by  which  the Partnership and the  Trading  Advisor,

severally,  attempt to manage the risk of the Partnership's  open

positions  are  essentially the same  in  all  market  categories

traded.   Demeter  attempts  to manage the  Partnership's  market

exposure  by  (i)  diversifying the  Partnership's  assets  among

different  market  sectors  and  trading  approaches,  and  (ii),

monitoring  the  performance of the Trading Advisor  on  a  daily

basis.    In    addition,   the   Trading   Advisor   establishes

diversification  guidelines, often set in terms  of  the  maximum

margin  to be committed to positions in any one market sector  or

market-sensitive instrument.



Demeter monitors and controls the risk of the Partnership's  non-

trading   instrument,  cash,  which  is  the   only   Partnership

investment directed by Demeter, rather than the Trading Advisor.











<PAGE>

                   PART II. OTHER INFORMATION



Item 1.  LEGAL PROCEEDINGS

The  following supplements Legal Proceedings previously disclosed

in the Partnership's 1998 Form 10-K:



In  the  New  York  action, the motion  to  dismiss  the  amended

complaint  with prejudice has been fully briefed and  argued  and

the Dean Witter Parties are awaiting the New York Supreme Court's

decision.



In  the  California action, on September 24, 1999,  the  Superior

Court in the State of California entered an order dismissing  the

consolidated amended complaint without prejudice on consent.




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 Portfolio Strategy
                         Fund L.P. (Registrant)

                         By: Demeter Management Corporation
                             (General Partner)

November 12, 1999        By:  /s/ Lewis A. Raibley, III
                                  Lewis A. Raibley, III
                                  Director and 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.








<TABLE> <S> <C>

<ARTICLE> 5
<LEGEND>
The schedule contains summary financial information extracted from Dean
Witter Portfolio Strategy Fund L.P. and is qualified in its entirety
by reference to such financial statements.
</LEGEND>

<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          DEC-31-1999
<PERIOD-END>                               SEP-30-1999
<CASH>                                     120,890,313
<SECURITIES>                                         0
<RECEIVABLES>                                  415,460<F1>
<ALLOWANCES>                                         0
<INVENTORY>                                          0
<CURRENT-ASSETS>                                     0
<PP&E>                                               0
<DEPRECIATION>                                       0
<TOTAL-ASSETS>                             123,564,922<F2>
<CURRENT-LIABILITIES>                                0
<BONDS>                                              0
                                0
                                          0
<COMMON>                                             0
<OTHER-SE>                                           0
<TOTAL-LIABILITY-AND-EQUITY>               123,564,922<F3>
<SALES>                                              0
<TOTAL-REVENUES>                            10,810,002<F4>
<CGS>                                                0
<TOTAL-COSTS>                                        0
<OTHER-EXPENSES>                            10,122,537
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                   0
<INCOME-PRETAX>                                687,465
<INCOME-TAX>                                         0
<INCOME-CONTINUING>                            687,465
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                   687,465
<EPS-BASIC>                                        0
<EPS-DILUTED>                                        0
<FN>
<F1>Receivables include interest receivable of $408,830 and due from
DWR of $6,630.
<F2>In addition to cash and receivables, total assets include net
unrealized gain on open contracts of $2,259,149.
<F3>Liabilities include redemptions payable of $613,420, management
fees payable of $411,474, and accrued administrative expenses of $122,708.
<F4>Total revenues includes realized trading revenue of $18,079,969,
net change in unrealized of $(10,682,397) and interest income
of $3,412,430.
</FN>


</TABLE>


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