PROSPECTUS Dated March 26, 1998 Pricing Supplement No. 30 to
PROSPECTUS SUPPLEMENT Registration Statement No. 333-46935
Dated April 6, 1998 Dated July 1, 1998
Rule 424(b)(3)
Morgan Stanley Dean Witter & Co.
GLOBAL MEDIUM-TERM NOTES, SERIES D
Euro Fixed/Floating Rate Callable Senior Bearer Notes Due 2013
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The Global Medium-Term Notes, Series D (Euro Fixed/Floating
Rate Callable Senior Bearer Notes Due 2013) described in this Pricing
Supplement (the "Notes") will mature on the Maturity Date. The Notes will be
redeemable in whole, but not in part, at the option of Morgan Stanley Dean
Witter & Co. (the "Company") on July 22, 2005 upon not less than 30 nor more
than 60 calendar days notice and 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--Fixed Rate Notes" in the accompanying Prospectus Supplement, subject to
and as modified by the provisions described below.
Principal Amount: LIT 100,000,000,000
Maturity Date: July 22, 2013
Settlement and Date
of Issuance: July 22, 1998
Interest Accrual Date: July 22, 1998
Issue Price: 101.375%. See "Plan of Distribution" below.
Specified Currency: Italian Lira ("LIT")
Redemption Date: Redeemable in whole, but not in part, at the
option of the Company on July 22, 2005 upon not
less than 30 nor more than 60 calendar days notice
Initial Redemption
Percentage: 100%
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 Rate: 9.00% per annum for the period commencing on the
Date of Issuance to but excluding the Interest
Payment Date scheduled to occur on July 22, 1999.
6.25% per annum for the period commencing on the
Interest Payment Date scheduled to occur on July
22, 1999 to but excluding the Interest Payment
Date scheduled to occur on July 22, 2005.
For each Interest Reset Period commencing on the
Interest Payment Date scheduled to occur on July
22, 2005 to but excluding the Maturity Date, the
Interest Rate will be 15.00% per annum minus the
product of 2 times the 12 Month LIT LIBOR times
the Adjustment Factor.
Adjustment Factor: 365 (or 366 in the case of an Interest Reset
Period that ends in a leap year) divided by 360
Maximum Interest Rate: N/A
Minimum Interest Rate: N/A
Interest Payment Dates: Each July 22, commencing July 22, 1999, provided
that if any such day (except the Maturity Date or
the Redemption 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.
Calculation Agent: The Chase Manhattan Bank (London branch)
Denominations: LIT 100,000,000
LIT 10,000,000
LIT 1,000,000
Common Code: 8886890
ISIN: XS0088868905
Other Provisions:
Initial Interest Reset
Date: July 22, 2005
Interest Reset Dates: Each Interest Payment Date, commencing July 22, 2005
Interest Reset Periods: The period from and including an Interest Reset
Date to but excluding the immediately succeeding
Interest Reset Date
Interest Determination
Dates: For each Interest Reset Date, the second London
Banking Day immediately preceding such Interest
Reset Date.
12 Month LIT LIBOR: See below.
Capitalized terms not defined above have the meanings given to such terms in
the accompanying Prospectus Supplement.
MORGAN STANLEY DEAN WITTER
Banka Akros S.p.A. Credito Bergamasco S.p.A.
12 Month LIT LIBOR: The 12 month LIT LIBOR rate (or the equivalent
successor LIBOR rate for euro, if applicable) that
appears on Telerate Page 3740 as of 11:00 A.M.
(London time) on each Interest Determination Date.
If no such rate appears, the Calculation Agent
will request the principal London office of each
of five major reference banks in the London
interbank market, as selected by the Calculation
Agent (after consultation with the Company), to
provide the Calculation Agent with its offered
rate for deposits in Italian Lira (or euro, if
applicable) for 12 months, commencing on the
second London Banking Day immediately following
such Interest Determination Date, to prime banks
in the London interbank market at approximately
11:00 A.M. (London time), on such Interest
Determination Date and in a principal amount equal
to an amount of not less than the equivalent of
U.S.$1 million in Italian Lira (or euro, if
applicable) that is representative of a single
transaction in Italian Lira (or euro, if
applicable) in such market at such time. If at
least two such quotations are provided, 12 Month
LIT LIBOR (or the equivalent successor LIBOR rate
for euro, if applicable) will be the arithmetic
mean of such quotations. If fewer than two
quotations are provided, 12 Month LIT LIBOR (or
the equivalent successor LIBOR rate for euro, if
applicable) in respect of that Interest
Determination Date will be the arithmetic mean of
the rates quoted by major banks in London, as
selected by the Calculation Agent (after
consultation with the Company), at approximately
11:00 A.M. (London time), on such Interest
Determination Date for loans in Italian Lira (or
euro, if applicable) to leading European banks for
a period of twelve months in a principal amount
equal to an amount of not less than the equivalent
of U.S.$1 million in Italian Lira (or euro, if
applicable).
The Company has agreed to sell to the managers listed in this Pricing
Supplement (the "Managers"), and the Managers severally agreed to purchase the
principal amount of Notes set forth opposite their respective names below at a
net price of 99.50% (the "Purchase Price"). The Purchase Price equals the
Issue Price less a selling concession of 1.50% and a combined management and
underwriting commission of 0.375% of the principal amount of the Notes. The
Managers initially reoffered the Notes at a price of 99.875%.
Principal Amount of
Name Notes
- ---- -------------------
Morgan Stanley & Co. International Limited....... ITL 96,000,000,000
Banka Akros S.p.A................................ 2,000,000,000
Credito Bergamasco S.p.A......................... 2,000,000,000
Total........................................ ITL 100,000,000,000
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Sales of the Notes to any person in the Republic of Italy may only be
made in accordance with Italian securities, tax and other applicable laws and
regulations. The offer, sale or delivery of the Notes or the distribution of
copies of any offering document relating to the Notes may only be directed to
professional investors, as defined in Article 4.1(A) of Consob Regulation No.
6430 of 26th August, 1992, as amended ("Regulation No. 6430"), provided the
following conditions are satisfied: (A) such activities are carried out by or
through one of the following authorised intermediaries: (1) investment
companies and banks authorised to place and distribute securities in the
Republic of Italy pursuant to Article 18 of Legislative Decree No. 58 of 24th
February, 1998 ("Legislative Decree No. 58"); (2) foreign banks or financial
institutions (the controlling shareholder of which is owned by one or more
banks located in the same E.U. member state) authorised to place and
distribute securities in the Republic of Italy pursuant to, respectively,
Articles 16 and 18 of the Legislative Decree No. 385 of 1st September 1993
(the "Consolidated Banking Act"), in each case acting in compliance with the
relevant provisions of Legislative Decree No. 58 and related regulations and
any other applicable laws and regulations; (B) it is in compliance with
requirements of Consob Resolution No. 10942 of 30th September, 1997; (C) it is
preceded and followed by the communications to Consob as required by
Regulation No. 6430; (D) it is in compliance with Article 129 of the
Consolidated Banking Act and with the relevant instructions of the Bank of
Italy, pursuant to which placement of foreign securities is subject to prior
notification to the Bank of Italy depending on the amount of the issue and the
characteristics of the Notes to be issued; and (E) it will be conducted in
accordance with any relevant limitations which the Bank of Italy or Consob may
impose upon the offer or sale of the Notes. Notwithstanding the provisions
above, the Managers will be permitted to carry out individual sales of Notes
to Italian residents who, without receiving any solicitation in whatever form
or by whatever means (so that it can be established that no offer has or may
be deemed to have occurred thereto), directly approach the Managers to
purchase the Notes therefrom.
