PROSPECTUS SUPPLEMENT
(To Prospectus dated June 2, 1997)
Morgan Stanley Dean Witter & Co.
Morgan Stanley Finance plc
DEBT SECURITIES
GUARANTEES OF DEBT SECURITIES
PREFERRED STOCK
PREFERRED STOCK PURCHASE CONTRACTS
CAPITAL UNITS
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As of May 31, 1997, Morgan Stanley Group Inc., which we refer to as Morgan
Stanley, merged with and into Dean Witter, Discover & Co. Dean Witter,
Discover & Co. continued as the surviving corporation and subsequently changed
its name to Morgan Stanley Dean Witter & Co.
Prior to the merger, Morgan Stanley issued from time to time contracts that
required the holders thereof to purchase preferred stock of Morgan Stanley on
terms determined at the time of sale. Purchase contracts issued by Morgan
Stanley were issued together with debt securities of Morgan Stanley Finance
plc, an indirect wholly owned subsidiary of Morgan Stanley Dean Witter & Co.
(and formerly of Morgan Stanley), and full and unconditional guarantees of
Morgan Stanley in the form of units, which we refer to as capital units.
In connection with, and immediately upon the effectiveness of, the merger,
Morgan Stanley Dean Witter & Co. assumed all of the obligations of Morgan
Stanley under the guarantees and the purchase contracts and, upon any
acceleration of the purchase contracts, will issue one share of its preferred
stock, par value $0.01 per share, having terms otherwise identical to those of
the underlying Morgan Stanley preferred stock, for each share of Morgan
Stanley preferred stock required to be delivered pursuant to the terms of the
purchase contracts. We refer to the debt securities, guarantees, preferred
stock, purchase contracts and capital units as the "securities."
Morgan Stanley & Co. Incorporated, which we refer to as MS & Co., Morgan
Stanley & Co. International Limited, which we refer to as MSIL, and Dean
Witter Reynolds Inc., which we refer to as DWR, are wholly owned subsidiaries
of Morgan Stanley Dean Witter & Co. This prospectus supplement and (i) the
accompanying prospectus of Morgan Stanley setting forth the general terms of
the securities, (ii) the accompanying prospectus supplement of Morgan Stanley
setting forth the specific terms of the securities and (iii) the accompanying
prospectus of Morgan Stanley Dean Witter & Co. setting forth information about
itself, may be used by MS & Co., MSIL, DWR and other affiliates of Morgan
Stanley Dean Witter & Co. to offer and sell previously issued securities that
remain outstanding in connection with market-making transactions in the course
of their businesses as broker-dealers. Sales of the securities, if any, will
be made at varying prices related to prevailing market prices at the time of
sale or otherwise. MS & Co., MSIL, DWR and other affiliates may act as
principal or agent in those transactions. None of MS & Co., MSIL, DWR or any
other affiliates are obligated to make a market and may discontinue any
market-making activities at any time without notice.
The securities currently outstanding include $131,250,000 face amount of the
9.00% Capital Units, $175,000,000 face amount of the 8.40% Capital Units,
$150,000,000 face amount of the 8.20% Capital Units and $69,660,000 face
amount of the 8.03% Capital Units.
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The Securities and Exchange Commission and state securities regulators have
not approved or disapproved these securities, or determined if this prospectus
supplement or the accompanying prospectus is truthful or complete. Any
representation to the contrary is a criminal offense.
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MORGAN STANLEY DEAN WITTER
June 11, 1999
