PROSPECTUS Dated June 2, 1997 Amendment No. 1 to
PROSPECTUS SUPPLEMENT Pricing Supplement No. 47 to
Dated June 17, 1997 Registration Statement No. 333-27919
Dated February 11, 1998
Rule 424(b)(3)
Morgan Stanley, Dean Witter, Discover & Co.
GLOBAL MEDIUM-TERM NOTES, SERIES D
Euro Floating Rate Senior Bearer Notes Due February 2001
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The Global Medium-Term Notes, Series D (Euro Floating Rate
Senior Bearer Notes Due February 2001) described in this Pricing Supplement
(the "Notes") will mature on the Maturity Date. The Notes will not be
redeemable at the option of Morgan Stanley, Dean Witter, Discover & Co. (the
"Company") prior to the Maturity Date other than under the circumstances
described under "Description of Notes--Tax Redemption" in the accompanying
Prospectus Supplement.
The Notes will be issued only in bearer form, which form is
further described under "Description of Notes--Forms, Denominations, Exchange
and Transfer" in the accompanying Prospectus Supplement. Notes in bearer form
will not be exchangeable at any time for Notes in registered form at the
option of the holder.
Application has been made to the London Stock Exchange Limited
(the "London Stock Exchange") for the Notes to be admitted to the Official
List.
The Notes are further described under "Description of
Notes--Floating Rate Notes" in the accompanying Prospectus Supplement, except
that to the extent the terms described below are inconsistent with such
description, the terms described below shall control.
Principal Amount: ITL 30,000,000,000
Maturity Date: February 23, 2001; provided that if such day is not a
Business Day, the Maturity Date will be the next
succeeding day that is a Business Day, and no
interest shall accrue for the period from and
after the Maturity Date.
Settlement and Issue
Date: February 23, 1998
Interest Accrual Date: February 23, 1998
Issue Price: 100%
Specified Currency: Italian Lira ("ITL")
Redemption Percentage
at Maturity: 100% See also "Other Provisions--Premium" below.
Base Rate: LIBOR. See also "Other Provisions--Interest Rate"
below.
Spread
(Plus or Minus): Plus 0.80% per annum. See also "Other Provisions--
Interest Rate" below.
Spread Multiplier: N/A
Alternate Rate
Event Spread: N/A
Index Currency: Italian Lira
Index Maturity: 3 months
Maximum Interest Rate: N/A
Minimum Interest Rate: See "Other Provisions--Premium" below.
Initial Redemption Date: N/A
Initial Redemption
Percentage: N/A
Annual Redemption
Percentage
Reduction: N/A
Optional Repayment
Date(s): N/A
Total Amount of OID: None
Original Yield to
Maturity: N/A
Initial Accrual
Period OID: N/A
Interest Payment Dates: Each February 23, May 23, August 23 and November 23,
commencing May 23, 1998 (each an "Interest Payment
Date"); provided that if any such day (other than
the Maturity Date) is not a Business Day, such
Interest Payment Date will be the next succeeding
day that is a Business Day, unless such succeeding
Business Day falls in the next succeeding calendar
month, in which case such Interest Payment Date
will be the immediately preceding day that is a
Business Day
Interest Payment
Period: Quarterly
Initial Interest
Rate: 6.925% per annum
Initial Interest
Reset Date: May 23, 1998; provided that if such day is not a
Business Day, such Initial Interest Reset Date
will be the next succeeding day that is a Business
Day, unless such succeeding Business Day falls in
the next succeeding calendar month, in which case
such Initial Interest Reset Date will be the
immediately preceding day that is a Business Day.
Interest Reset Dates: Each Interest Payment Date
Interest Reset Periods: The period from and including an Interest Reset Date
to but excluding the immediately succeeding Interest
Reset Date.
Interest Determination
Date: Two London Banking Days preceding each Interest
Reset Date
Reporting Service: Telerate 3740
Business Days: Milan, London, New York
Agent: Morgan Stanley & Co. International Limited
Calculation Agent: The Chase Manhattan Bank (London Branch)
(Continued on next page)
Capitalized terms not defined above have the meanings given to such terms in
the accompanying Prospectus Supplement.
MORGAN STANLEY DEAN WITTER
(Continued from previous page)
Paying Agent: The Chase Manhattan Bank (London Branch)
Exchange Rate Agent: Morgan Stanley & Co. International Limited
Denominations: ITL 10,000,000
Common Code: 8464685
ISIN: XS0084646859
Other Provisions:
Interest Rate: For the Interest Payment Period from and including
February 23, 1998 to but excluding May 23, 1998,
the Interest Rate shall be the Initial Interest
Rate. For each Interest Payment Period commencing
on or after May 23, 1998, the Notes will bear
interest at the rate of (i) 3 Month ITL LIBOR plus
.80% per annum during each Interest Payment Period
on which 3 Month ITL LIBOR is equal to or greater
than the Floorside Strike Interest Rate and less
than or equal to the Topside Strike Interest Rate
on the Interest Determination Date for such
Interest Payment Period and (ii) 0.00% during any
other Interest Payment Period. But see "Other
Provisions--Premium" below.
Floorside Strike
Interest Rate: 4.15%
Topside Strike
Interest Rate: 6.50% for each Interest Payment Period from and
including February 23, 1998 to but excluding
February 23, 1999. 6.00% for each Interest Payment
Period from and including February 23, 1999 to but
excluding February 23, 2001.
Premium: At maturity, the holder of each Note
will receive a premium equal to 4.00% of the par
amount of such Note less the sum of the interest
payments received by the holder on all Interest
Payment Dates including the Maturity Date;
provided that the Premium shall not be less than
zero.
