MORGAN STANLEY DEAN WITTER & CO
8-K, 1999-01-07
FINANCE SERVICES
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<PAGE>
 
                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C. 20549

                            ----------------------


                                   FORM 8-K

                                CURRENT REPORT

                    Pursuant to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934

      Date of Report (Date of earliest event reported):  January 7, 1999

                       Morgan Stanley Dean Witter & Co.
                    --------------------------------------
                    (Exact name of Registrant as specified
                                in its charter)


          Delaware                1-11758                 36-3145972
   -------------------------------------------------------------------------
         (state or other        (Commission            (I.R.S. Employer
         jurisdiction of        File Number)          Identification No.)
         incorporation)


                    1585 Broadway, New York, New York 10036
               ------------------------------------------------
              (Address of principal executive offices)(Zip Code)

      Registrant's telephone number, including area code: (212) 761-4000
                                                          --------------


   -------------------------------------------------------------------------
                (Former address, if changed since last report.)


<PAGE>
 
Item 5.  Other Events
- ---------------------

        On January 7, 1999, Morgan Stanley Dean Witter & Co. (the "Registrant")
released financial information with respect to the quarter ended November 30,
1998. A copy of the press release containing such financial information is
annexed as Exhibit 99.1 to this Report and by this reference incorporated herein
and made a part hereof.

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
- --------------------------------------------------------------------------

        99.1            Press release of the Registrant dated January 7, 1999
                        containing financial information for the fourth quarter
                        ended November 30, 1998.
<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, thereto duly authorized.


                                  MORGAN STANLEY DEAN WITTER & CO.
                                  --------------------------------
                                          (Registrant)
                                  
                                  By: /s/ Ronald T. Carman
                                  --------------------------------
                                      Ronald T. Carman
                                      Assistant Secretary


Dated: January 7, 1999


<PAGE>
 
                       MORGAN STANLEY DEAN WITTER & CO.
                               Financial Summary
              (unaudited, dollars in millions, except per share data)

<TABLE> 
<CAPTION> 
                                                                                Percentage      
                                                 Quarter Ended                 Change From:        Twelve Months Ended
                                      -------------------------------------   ----------------  -------------------------
                                         Nov 30,     Nov 30,      Aug 31,     Nov 30,  Aug 31,    Nov 30,       Nov 30,   Percentage
                                          1998        1997         1998        1997     1998       1998          1997       Change
                                      -----------  -----------  -----------   ------   ------   -----------   ----------- ----------
<S>                                   <C>          <C>          <C>           <C>      <C>      <C>           <C>         <C> 
Net revenues
 Securities                           $     2,505  $     2,405  $     2,549       4%      (2%)  $    10,834   $     9,390    15%
 Asset Management                             636          608          409       5%      56%         2,410         2,476    (3%)
 Credit and Transaction Services              828          719          883      15%      (6%)        3,200         2,967     8%
                                      -----------  -----------  -----------                     -----------   -----------
 Consolidated net revenues            $     3,969  $     3,732  $     3,841       6%       3%   $    16,444   $    14,833    11%
                                      ===========  ===========  ===========                     ===========   ===========
Net income                                                                                                                      
 Securities                           $       610  $       620  $       439      (2%)     39%   $     2,052   $     1,650    24%
 Asset Management                             367          111           12     231%    2958%           653           531    23%
 Credit and Transaction Services              247           79          175     213%      41%           688           468    47%
                                      -----------  -----------  -----------                     -----------   -----------
 Net income before cumulative effect                                                                                            
     of a change in accounting              1,224          810          626      51%      96%         3,393         2,649    28%
 Cumulative effect of a change in 
     accounting(1)                              0            0            0      --       --           (117)            0     * 
                                      -----------  -----------  -----------                     -----------   -----------
 Consolidated net income              $     1,224  $       810  $       626      51%      96%   $     3,276   $     2,649    24%
                                      ===========  ===========  ===========                     ===========   ===========
 Preferred stock dividend 
     requirements                     $        12  $        14  $        14     (14%)    (14%)  $        55   $        66   (17%)
                                      ===========  ===========  ===========                     ===========   ===========
 Earnings applicable to common shares $     1,212  $       796  $       612      52%      98%   $     3,221   $     2,583    25%
                                      ===========  ===========  ===========                     ===========   ===========
 Merger charges                       $         0  $         0  $         0      --       --    $         0   $        63     * 
                                      ===========  ===========  ===========                     ===========   ===========
 Earnings applicable to common shares                                                                                           
     after merger charges             $     1,212  $       796  $       612      52%      98%   $     3,221   $     2,520    28%
                                      ===========  ===========  ===========                     ===========   ===========
                                                                                                                                
Operating results(2)                                                                           
 Securities                           $       610  $       620  $       439      (2%)     39%   $     2,052   $     1,650    24% 
 Asset Management                             185          111           12      67%    1442%           471           531   (11%)
 Credit and Transaction Services               84           79          175       6%     (52%)          525           468    12% 
                                      -----------  -----------  -----------                     -----------   -----------
 Operating results                    $       879  $       810  $       626       9%      40%   $     3,048   $     2,649    15%  
                                      ===========  ===========  ===========                     ===========   ===========
</TABLE> 

(1) Represents the effects of an accounting change adopted in the fourth quarter
    (effective December 1, 1997) with respect to the accounting for offering
    costs paid by investment advisors of closed end funds where such costs are
    not specifically reimbursed through separate advisory contracts.  In
    addition, quarterly results have been restated.

(2) Excludes the effects of the net gain on sales of businesses and the
    cumulative effect of a change in accounting.


                                     F - 1
<PAGE>
 
                       MORGAN STANLEY DEAN WITTER & CO.
                               Financial Summary
              (unaudited, dollars in millions, except per share data)


<TABLE> 
<CAPTION> 
                                                                                Percentage      
                                                 Quarter Ended                 Change From:        Twelve Months Ended
                                      -------------------------------------   ----------------  -------------------------
                                         Nov 30,     Nov 30,      Aug 31,     Nov 30,  Aug 31,    Nov 30,       Nov 30,   Percentage
                                          1998        1997         1998        1997     1998       1998          1997       Change
                                      -----------  -----------  -----------   ------   ------   -----------   ----------- ----------
<S>                                   <C>          <C>          <C>           <C>      <C>      <C>           <C>         <C> 
Basic earnings per common share
  Net income before cumulative effect
    of a change in accounting         $      2.16  $      1.37  $      1.07     58%     102%    $      5.80   $      4.38     32%
  Cumulative effect of a change 
    in accounting                     $      0.00  $      0.00  $      0.00     --       --     $     (0.20)  $      0.00      * 
  Net income                          $      2.16  $      1.37  $      1.07     58%     102%    $      5.60   $      4.38     28%
                                                                                                                                 
Diluted earnings per common share                                                                                                
  Net income before cumulative effect                                                                                             
    of a change in accounting         $      2.07  $      1.30  $      1.01     59%     105%    $      5.52   $      4.16     33%
  Cumulative effect of a change 
    in accounting                     $      0.00  $      0.00  $      0.00     --       --     $     (0.19)  $      0.00      * 
  Net income                          $      2.07  $      1.30  $      1.01     59%     105%    $      5.33   $      4.16     28%
                                                                                                                                 
  Excluding gain on sales of 
    businesses and merger charges(1)  $      1.49  $      1.30  $      1.01     15%      48%    $      4.95   $      4.27     16%
                                                                                                                                 
Average common shares outstanding                                                                                                
  Basic                               560,108,890  580,985,871  573,170,507                     575,822,725   574,818,233        
  Diluted                             585,533,337  612,092,405  604,779,594                     606,294,065   606,306,475        
Period end common shares 
    outstanding                       565,670,808  594,708,971  582,790,622                     565,670,808   594,708,971        
                                                                                                                                 
Return on common equity excluding the                                                                                            
  cumulative effect of a change in 
  accounting                               37.2%        25.8%        18.7%                            25.2%         22.0%       
Return on common equity excluding gain 
  on sales of businesses and merger 
  charges(1)                               27.0%        25.8%        18.7%                            22.7%         22.6%        
</TABLE> 
- ---------------
(1) Excludes from net income the effects of the net gain on sales of businesses,
    expenses associated with the merger of Dean Witter, Discover & Co. and
    Morgan Stanley Group Inc. and the cumulative effect of a change in
    accounting.

                                     F - 2

<PAGE>

                       MORGAN STANLEY DEAN WITTER & CO.
                   Consolidated Income Statement Information
            (unaudited, dollars in millions, except per share data)

<TABLE> 
<CAPTION> 
                                                                                Percentage
                                                 Quarter Ended                 Change From:        Twelve Months Ended
                                      -------------------------------------   ----------------  -------------------------
                                         Nov 30,     Nov 30,      Aug 31,     Nov 30,  Aug 31,    Nov 30,       Nov 30,   Percentage
                                          1998        1997         1998        1997     1998       1998          1997       Change
                                      -----------  -----------  -----------   ------   ------   -----------   ----------- ----------
<S>                                   <C>          <C>          <C>           <C>      <C>      <C>           <C>         <C> 
Investment banking                    $       733  $       773  $       819      (5%)    (11%)  $     3,340   $     2,694     24%
Principal transactions:                                                                                                          
 Trading                                      798          822          499      (3%)     60%         3,291         3,191      3%
 Investments                                   90           65         (174)     38%     152%            89           463    (81%)
Commissions                                   587          553          608       6%      (3%)        2,353         2,086     13%
Fees:                                                                                                                            
 Asset management, distribution and
    administration                            714          652          718      10%      (1%)        2,849         2,505     14%
 Merchant and cardmember                      377          411          438      (8%)    (14%)        1,647         1,704     (3%)
 Servicing                                    270          180          255      50%       6%           928           762     22%
Interest and dividends                      4,007        3,447        4,283      16%      (6%)       16,436        13,583     21%
Other                                          44           36           52      22%     (15%)          198           144     38%
                                      -----------  -----------  -----------                     -----------   -----------
 Total revenues                             7,620        6,939        7,498      10%       2%        31,131        27,132     15%
Interest expense                            3,438        2,854        3,377      20%       2%        13,514        10,806     25%
Provision for consumer loan losses            213          353          280     (40%)    (24%)        1,173         1,493    (21%)
                                      -----------  -----------  -----------                     -----------   -----------
 Net revenues                               3,969        3,732        3,841       6%       3%        16,444        14,833     11%
                                      -----------  -----------  -----------                     -----------   -----------
Compensation and benefits                   1,222        1,175        1,609       4%     (24%)        6,636         6,019     10%
Occupancy and equipment                       152          137          148      11%       3%           583           526     11%
Brokerage, clearing and exchange fees         136          122          160      11%     (15%)          552           460     20%
Information processing and communications     307          294          291       4%       5%         1,140         1,080      6%
Marketing and business development            477          324          354      47%      35%         1,411         1,179     20%
Professional services                         217          132          176      64%      23%           677           451     50%
Other                                         197          191          193       3%       2%           745           770     (3%)
                                      -----------  -----------  -----------                     -----------   -----------
 Total non-interest expenses                2,708        2,375        2,931      14%      (8%)       11,744        10,485     12%
                                      -----------  -----------  -----------                     -----------   -----------
Gain on sales of businesses                   685            0            0       *        *            685             0      * 
                                      -----------  -----------  -----------                     -----------   -----------
Income before income taxes and 
     cumulative effect of a change 
     in accounting                          1,946        1,357          910      43%     114%         5,385         4,348     24%
Income tax expense                            722          547          284      32%     154%         1,992         1,699     17%
                                      -----------  -----------  -----------                     -----------   -----------
Net income before cumulative effect of                                                                                           
     a change in accounting                 1,224          810          626      51%      96%         3,393         2,649     28%
Cumulative effect of a change in 
     accounting(1)                              0            0            0      --       --           (117)            0      * 
                                      -----------  -----------  -----------                     -----------   -----------
Net income                            $     1,224  $       810  $       626      51%      96%   $     3,276   $     2,649     24%
                                      ===========  ===========  ===========                     ===========   ===========
Preferred stock dividend requirements $        12  $        14  $        14     (14%)    (14%)  $        55   $        66    (17%)
                                      ===========  ===========  ===========                     ===========   ===========
Earnings applicable to common shares  $     1,212  $       796  $       612      52%      98%   $     3,221   $     2,583     25%
                                      ===========  ===========  ===========                     ===========   ===========
Merger charges                        $         0  $         0  $         0      --       --    $         0   $        63      * 
                                      ===========  ===========  ===========                     ===========   ===========
Earnings applicable to common shares                                                                                             
 after merger charges                 $     1,212  $       796  $       612      52%      98%   $     3,221   $     2,520     28% 
                                      ===========  ===========  ===========                     ===========   ===========
</TABLE> 

(1) Represents the effects of an accounting change adopted in the fourth quarter
    (effective December 1, 1997) with respect to the accounting for offering
    costs paid by investment advisors of closed end funds where such costs are
    not specifically reimbursed through separate advisory contracts.  In
    addition, quarterly results have been restated.

                                        F - 3
<PAGE>

                       MORGAN STANLEY DEAN WITTER & CO.
         Securities and Asset Management Income Statement Information
                       (unaudited, dollars in millions)

<TABLE> 
<CAPTION> 
                                                                                Percentage      
                                                 Quarter Ended                 Change From:        Twelve Months Ended
                                      -------------------------------------   ----------------  -------------------------
                                         Nov 30,     Nov 30,      Aug 31,     Nov 30,  Aug 31,    Nov 30,       Nov 30,   Percentage
                                          1998        1997         1998        1997     1998       1998          1997       Change
                                      -----------  -----------  -----------   ------   ------   -----------   ----------- ----------
<S>                                   <C>          <C>          <C>           <C>      <C>      <C>           <C>         <C> 
Investment banking                    $       733  $       773  $       819      (5%)    (11%)  $     3,340   $     2,694     24%
Principal transactions:                                                                                                          
 Trading                                      798          822          499      (3%)     60%         3,291         3,191      3%
 Investments                                   90           65         (174)     38%     152%            89           463    (81%)
Commissions                                   577          544          599       6%      (4%)        2,317         2,059     13%
Asset management, distribution and                                                              
    admininistration fees                     713          652          718       9%      (1%)        2,848         2,505     14%  
Interest and dividends                      3,405        2,679        3,601      27%      (5%)       13,696        10,455     31%  
Other                                          44           32           41      38%       7%           182           132     38%  
                                      -----------  -----------  -----------                     -----------   -----------
 Total revenues                             6,360        5,567        6,103      14%       4%        25,763        21,499     20%  
Interest expense                            3,219        2,554        3,145      26%       2%        12,519         9,633     30%  
                                      -----------  -----------  -----------                     -----------   -----------
 Net revenues                               3,141        3,013        2,958       4%       6%        13,244        11,866     12%  
                                      -----------  -----------  -----------                     -----------   -----------
                                                                                                                                   
Compensation and benefits                   1,091        1,038        1,464       5%     (25%)        6,071         5,475     11%  
Occupancy and equipment                       135          119          128      13%       5%           510           462     10%  
Brokerage, clearing and exchange fees         134          118          156      14%     (14%)          538           448     20%  
Information processing and communications     187          170          171      10%       9%           666           602     11%  
Marketing and business development            137           96          118      43%      16%           487           393     24%  
Professional services                         192          117          150      64%      28%           579           378     53%  
Other                                         139          125          138      11%       1%           529           511      4%  
                                      -----------  -----------  -----------                     -----------   -----------
 Total non-interest expenses                2,015        1,783        2,325      13%     (13%)        9,380         8,269     13%  
                                      -----------  -----------  -----------                     -----------   -----------
Gain on sales of businesses                   323            0            0       *        *            323             0      *   
                                      -----------  -----------  -----------                     -----------   -----------
Income before income taxes                  1,449        1,230          633      18%     129%         4,187         3,597     16%  
Income tax expense                            472          499          182      (5%)    159%         1,482         1,416      5%  
                                      -----------  -----------  -----------                     -----------   -----------
Net income                            $       977  $       731  $       451      34%     117%   $     2,705   $     2,181     24%  
                                      ===========  ===========  ===========                     ===========   ===========
                                                                                                                                    
Compensation and benefits as                                                                     
    a % of net revenues                       35%          34%          49%                              46%           46%
Non-compensation expenses as                                                                      
    a % of net revenues                       29%          25%          29%                              25%           24%   
Profit margin (1)                             31%          24%          15%                              20%           18%   
</TABLE> 
- ---------------
(1) Net income as a % of net revenues.

                                        F - 4
<PAGE>

                       MORGAN STANLEY DEAN WITTER & CO.
         Credit and Transaction Services Income Statement Information
                       (unaudited, dollars in millions)

<TABLE> 
<CAPTION> 
                                                                                Percentage      
                                                 Quarter Ended                 Change From:        Twelve Months Ended
                                      -------------------------------------   ----------------  -------------------------
                                         Nov 30,     Nov 30,      Aug 31,     Nov 30,  Aug 31,    Nov 30,       Nov 30,   Percentage
                                          1998        1997         1998        1997     1998       1998          1997       Change
                                      -----------  -----------  -----------   ------   ------   -----------   ----------- ----------
<S>                                   <C>          <C>          <C>           <C>      <C>      <C>           <C>         <C> 
Fees:
 Merchant and cardmember              $       377  $       411  $       438    (8%)      (14%)  $     1,647   $     1,704      (3%)
 Servicing                                    270          180          255    50%         6%           928           762      22%
Commissions                                    10            9            9    11%        11%            36            27      33%
Asset management, distribution and 
 administration                                 1            0            0     *          *              1             0       * 
Other                                           0            4           11     *          *             16            12      33%
                                      -----------  -----------  -----------                     -----------   -----------
 Total non-interest revenues                  658          604          713     9%        (8%)        2,628         2,505       5%
                                                                                                                                  
Interest revenue                              602          768          682   (22%)      (12%)        2,740         3,128     (12%)
Interest expense                              219          300          232   (27%)       (6%)          995         1,173     (15%)
                                      -----------  -----------  -----------                     -----------   -----------
 Net interest income                          383          468          450   (18%)      (15%)        1,745         1,955     (11%)
                                                                                                                                  
Provision for consumer loan losses            213          353          280   (40%)      (24%)        1,173         1,493     (21%)
                                      -----------  -----------  -----------                     -----------   -----------
 Net credit income                            170          115          170    48%        --            572           462      24%
                                      -----------  -----------  -----------                     -----------   -----------
 Net revenues                                 828          719          883    15%        (6%)        3,200         2,967       8%
                                      -----------  -----------  -----------                     -----------   -----------
                                                                                                                                  
Compensation and benefits                     131          137          145    (4%)      (10%)          565           544       4%
Occupancy and equipment                        17           18           20    (6%)      (15%)           73            64      14%
Brokerage, clearing and exchange fees           2            4            4   (50%)      (50%)           14            12      17%
Information processing and communications     120          124          120    (3%)       --            474           478      (1%)
Marketing and business development            340          228          236    49%        44%           924           786      18%
Professional services                          25           15           26    67%        (4%)           98            73      34%
Other                                          58           66           55   (12%)        5%           216           259     (17%)
                                      -----------  -----------  -----------                     -----------   -----------
 Total non-interest expenses                  693          592          606    17%        14%         2,364         2,216       7%
                                      -----------  -----------  -----------                     -----------   -----------
                                                                                                
Gain on sales of businesses                   362            0            0     *          *            362             0       *  
                                      -----------  -----------  -----------                     -----------   -----------
Income before income taxes                    497          127          277   291%        79%         1,198           751      60% 
Income tax expense                            250           48          102   421%       145%           510           283      80% 
                                      -----------  -----------  -----------                     -----------   -----------
Net income                            $       247  $        79  $       175   213%        41%   $       688   $       468      47% 
                                      ===========  ===========  ===========                     ===========   ===========
                                                                                                                                   
Compensation and benefits as 
 a % of net revenues                          16%          19%          16%                             18%           18%          
Non-compensation expenses as 
 a % of net revenues                          68%          63%          52%                             56%           56%          
Profit margin (1)                             30%          11%          20%                             22%           16%           
</TABLE> 

- ---------------
(1) Net income as a % of net revenues.

                                        F - 5
<PAGE>
 
                       MORGAN STANLEY DEAN WITTER & CO.
         Credit and Transaction Services Income Statement Information
                       (unaudited, dollars in millions)
                             (Managed loan basis)

<TABLE> 
<CAPTION> 
                                                                                Percentage      
                                                 Quarter Ended                 Change From:        Twelve Months Ended
                                      -------------------------------------   ----------------  -------------------------
                                         Nov 30,     Nov 30,      Aug 31,     Nov 30,  Aug 31,    Nov 30,       Nov 30,   Percentage
                                          1998        1997         1998        1997     1998       1998          1997       Change
                                      -----------  -----------  -----------   ------   ------   -----------   ----------- ----------
<S>                                   <C>          <C>          <C>           <C>      <C>      <C> <C>       <C>         <C> 
Fees:                                                                                                    
 Merchant and cardmember               $      522   $      522   $      577      --      (10%)  $    2,151    $    2,140       1%  
 Servicing                                      0            0            0      --       --             0             0      --   
Commissions                                    10            9            9      11%      11%           36            27      33%  
Asset management, distribution and                                                                                           
 administration                                 1            0            0       *        *             1             0       *  
Other                                           3            1            9     200%     (67%)          17            10      70% 
                                       -----------  -----------  -----------                    -----------   -----------         
 Total non-interest revenues                  536          532          595       1%     (10%)       2,205         2,177       1% 
                                                                                                                                  
Interest revenue                            1,289        1,340        1,365      (4%)     (6%)       5,337         5,246       2% 
Interest expense                              475          518          500      (8%)     (5%)       2,004         2,002      --  
                                       -----------  -----------  -----------                    -----------   -----------         
 Net interest income                          814          822          865      (1%)     (6%)       3,333         3,244       3% 
                                                                                                                                  
Provision for consumer loan losses            522          635          577     (18%)    (10%)       2,338         2,454      (5%)
                                       -----------  -----------  -----------                    -----------   -----------         
 Net credit income                            292          187          288      56%       1%          995           790      26% 
                                       -----------  -----------  -----------                    -----------   -----------         
 Net revenues                                 828          719          883      15%      (6%)       3,200         2,967       8% 
                                       -----------  -----------  -----------                    -----------   -----------         
                                                                                                                                  
Compensation and benefits                     131          137          145      (4%)    (10%)         565           544       4% 
Occupancy and equipment                        17           18           20      (6%)    (15%)          73            64      14% 
Brokerage, clearing and exchange fees           2            4            4     (50%)    (50%)          14            12      17% 
Information processing and communications     120          124          120      (3%)     --           474           478      (1%)
Marketing and business development            340          228          236      49%      44%          924           786      18% 
Professional services                          25           15           26      67%      (4%)          98            73      34% 
Other                                          58           66           55     (12%)      5%          216           259     (17%)
                                       -----------  -----------  -----------                    -----------   -----------         
 Total non-interest expenses                  693          592          606      17%      14%        2,364         2,216       7% 
                                       -----------  -----------  -----------                    -----------   -----------         
Gain on sales of businesses                   362            0            0       *        *           362             0       *  
                                       -----------  -----------  -----------                    -----------   -----------         
Income before income taxes                    497          127          277     291%      79%        1,198           751      60% 
Income tax expense                            250           48          102     421%     145%          510           283      80% 
                                       -----------  -----------  -----------                    -----------   -----------         
Net income                             $      247   $       79   $      175     213%      41%   $      688    $      468      47% 
                                       ===========  ===========  ===========                    ===========   ===========    
                                                                                                                             
Compensation & benefits as 
   a % of net revenues                         16%          19%          16%                            18%           18%     
Non-compensation expenses as 
   a % of net revenues                         68%          63%          52%                            56%           56%     
Profit margin (1)                              30%          11%          20%                            22%           16%       
</TABLE> 
- ----------
(1) Net income as a % of net revenues.

                                        F - 6
<PAGE>

                       MORGAN STANLEY DEAN WITTER & CO.
                         Segment and Statistical Data
                                  (unaudited)

<TABLE> 
<CAPTION> 
                                                        Quarter Ended                      Percentage Change From:
                                           -------------------------------------------   ----------------------------
                                           Nov 30, 1998   Nov 30, 1997    Aug 31, 1998   Nov 30, 1997    Aug 31, 1998   
                                           ------------   ------------    ------------   ------------    ------------
<S>                                        <C>           <C>             <C>             <C>            <C> 
MSDW                                                                                                  
                                                                                                      
Period end common shares outstanding       565,670,808     594,708,971     582,790,622           (5%)            (3%) 
Book value per common share              $       23.88   $       22.11   $       22.13            8%              8%  
Shareholder's equity (millions) (1)      $      14,519   $      13,956   $      13,904            4%              4%  
Total capital (millions) (2)             $      37,922   $      33,577   $      36,727           13%              3%  
                                                                                                                      
SECURITIES ($ billions)                                                                                               
                                                                                                                      
Individual Securities                                                                                                 
 Financial advisors                             11,238          10,157          10,753           11%              5%  
 Client assets                           $         438   $         378   $         392           16%             12%  
                                                                                                                      
Institutional Securities (3)                                                                                          
 Mergers and acquisitions announced                                                                                   
   transactions (4)                                                                                                   
  MSDW global market volume              $       622.3   $       339.7   $       450.1                                
  Rank                                               3               1               3                                
 Worldwide equity and related issues (4)                                                                                
  MSDW global market volume              $        32.6   $        33.5   $        23.2                                
  Rank                                               3               1               1                                
                                                                                                                      
ASSET MANAGEMENT ($ billions)                                                                                         
                                                                                                                      
Assets under managememt and administration                                                                                  
Products offered primarily to individuals                                                                                  
 Mutual funds                                                                                                         
  Equity                                 $          75   $          69   $          64            9%             17%  
  Fixed income                                      57              52              55           10%              4%  
  Money markets                                     37              29              35           28%              6%  
                                           ------------    ------------    ------------                               
  Total mutual funds                               169             150             154           13%             10%  
                                                                                                                      
 ICS Assets                                         19              14              16           36%             19%  
 Other                                              31              29              30            7%              3%  
                                                                                                                      
Products offered primarily to                                                                                         
   institutional clients                                                                                              
 Mutual funds                                       54              30              52           80%              4%  
 Separate accounts, pooled vehicle and                                                                                   
  other arrangements                               103             115             104          (10%)            (1%) 
                                                                                                                      
Total assets under management            $         376   $         338   $         356           11%              6%   
</TABLE> 
- ----------
(1) Includes preferred and common equity.
(2) Includes preferred equity, capital units and non-current portion of long-
    term debt.
(3) Source:  Securities Data Corp.
(4) Information is year to date and stated on a calendar year basis.

                                        F - 7
<PAGE>
 
                       MORGAN STANLEY DEAN WITTER & CO.
                         Segment and Statistical Data
                       (unaudited, dollars in millions)
<TABLE> 
<CAPTION> 
                                                                               Percentage      
                                              Quarter Ended                    Change From:        Twelve Months Ended
                                   ------------------------------------  --------------------  -------------------------
                                      Nov 30,     Nov 30,      Aug 31,     Nov 30,   Aug 31,     Nov 30,       Nov 30,   Percentage
                                       1998        1997         1998        1997      1998        1998          1997       Change
                                   -----------  -----------  ----------  ---------  ---------  -----------  -----------  ----------
<S>                                <C>          <C>         <C>         <C>         <C>       <C>           <C>          <C> 
CREDIT AND TRANSACTION SERVICES                                                                                         
                                                                                                                        
Owned consumer loans                                                                                                    
 Period end                         $   15,996  $   20,917  $   17,657      (24%)       (9%)   $   15,996   $    20,917      (24%) 
 Average                            $   16,822  $   21,186  $   17,416      (21%)       (3%)   $   18,557   $    21,285      (13%) 
                                                                                                                                   
Managed consumer loans (1)                                                                                                         
 Period end                         $   32,502  $   35,950  $   34,228      (10%)       (5%)   $   32,502   $    35,950      (10%) 
 Average                            $   33,126  $   35,298  $   34,076       (6%)       (3%)   $   34,619   $    34,619        --  
 Interest yield                         14.72%      14.79%      15.19%  (0.07 pp)  (0.47 pp)       14.86%        14.83%   0.03 pp  
 Interest spread                         8.71%       8.58%       9.06%   0.13 pp   (0.35 pp)        8.70%         8.66%   0.04 pp  
 Net charge-off rate                     6.94%       7.21%       6.56%  (0.27 pp)   0.38 pp         6.90%         6.95%  (0.05 pp) 
 Delinquency rate (over 30 days)         6.53%       6.98%       7.19%  (0.45 pp)  (0.66 pp)        6.53%         6.98%  (0.45 pp) 
                                                                                                                                   
General purpose credit card                                                                                                        
 transaction volume                                                                                                       
 (in billions)                                                                                 $       58   $        56        4%  
General purpose credit card                                                                                                        
 accounts (in millions)                                                                                38            40       (5%) 
General purpose credit card                                                                                                        
 active accounts (in millions)                                                                         22            23       (4%) 
General purpose average                                                                                                   
 receivables per average active                                                                                           
 account (actual $)                                                                            $    1,486   $     1,382        7%  
NOVUS Network increase in merchant                                                                                                 
 locations (in thousands)                                                                             394           405       (3%)  
</TABLE> 
- ----------
(1) Includes owned and securitized consumer loans.

                                     F - 8

<PAGE>
 
                                                                  Exhibit 99.1


 
Contact:                Investor Relations                Media Relations
                        John Andrews                      Jeanmarie McFadden
                        212-762-8131                      212-762-7842



                       MORGAN STANLEY DEAN WITTER REPORTS
                 RECORD FOURTH QUARTER AND FULL YEAR NET INCOME;
                 ADDITIONAL $1 BILLION SHARE BUYBACK AUTHORIZED;
                        QUARTERLY DIVIDEND INCREASED 20%


NEW YORK, January 7, 1999 -- Morgan Stanley Dean Witter & Co. (NYSE: MWD) today
reported record net income of $1,224 million and diluted earnings per share of
$2.07 for the fourth fiscal quarter ended November 30, 1998. Excluding a net
after tax gain of $345 million from the sales of businesses, net operating
income was $879 million -- also a record and 9 percent ahead of last year's
fourth quarter $810 million. Diluted earnings per share, excluding the net gain,
were $1.49 -- up 15 percent from $1.30 a year ago.

In the fourth quarter, the Company recorded a net gain of $345 million from the
sales of the Company's Global Custody business, its interest in SPS Transaction
Services Inc.'s operations and certain BRAVO receivables.

Net income for the full fiscal year was $3,276 million and diluted earnings per
share were $5.33. Excluding the $345 million net gain from sales of businesses
and a $117 million after tax charge resulting from the cumulative effect of an
accounting change, net operating income was a record $3,048 million, 15 percent

                                       1

<PAGE>
 
higher than last year's $2,649 million./1/ Diluted earnings per share, excluding
both the net gain and the cumulative effect of the accounting change, were $4.95
- -- up 16 percent from last year's $4.27.

Fourth quarter net revenues (total revenues less interest expense and the
provision for loan losses) were $4.0 billion -- 6 percent ahead of a year ago.
The annualized return on average common equity for the fourth fiscal quarter,
excluding the net gain, was 27 percent.

Full year net revenues rose 11 percent to a record $16.4 billion and the
twelve-month return on average common equity, excluding the net gain and the
cumulative effect of the accounting change, was 22.7 percent.


Philip J. Purcell, Chairman, and John J. Mack, President, said in a joint
statement, "We are extremely proud of these results. Our strategy is to build
diverse revenue streams based on strong, established franchises, and it is
working. We achieved a full year record performance despite some very difficult
market conditions. This is a tribute to our culture which emphasizes commitment
to customers and effective risk management throughout the firm. We have gained
market share across the board in our securities business, continued to grow our
asset management business, and our Discover Card(R) continues to be a strong,
highly profitable franchise. The recent upgrading by Moody's of our credit
rating to Aa3 is independent confirmation of our financial strength and the
continued success of our strategy."

The Company announced that its Board of Directors authorized the purchase,
subject to market conditions and certain other factors, of an additional $1
billion of

- ----------
/1/ Net income and diluted earnings per share for the fiscal year ended November
30, 1997 exclude merger-related expenses.

                                       2
<PAGE>
 
the Company's common stock. The Board of Directors also authorized the ongoing
repurchase of the Company's common stock in connection with awards granted under
the Company's equity-based compensation plans. The Company has repurchased
approximately 43.1 million shares of its common stock since the February 1998
announcement of its $3 billion stock repurchase authorization.

The Company also announced that its Board of Directors declared a $.24 quarterly
dividend per common share, a 20 percent increase from the previous quarter's
$.20 per common share. The dividend is payable on January 29, 1999 to common
shareholders of record as of January 19, 1999.

FOURTH QUARTER
SECURITIES

The Company's Securities business posted $610 million in net income, compared to
last year's fourth quarter record $620 million.

  . Investment banking's solid quarterly performance was driven by higher
    revenues from mergers and acquisitions, which offset an industry-wide
    decrease in underwriting activity.

  . Institutional sales and trading reported strong fourth quarter results.
    Equity trading had record results and foreign exchange achieved its second
    best quarter ever. Fixed income revenues, however, were adversely affected
    by the difficult global market conditions during the quarter, including a
    widening of credit spreads and decreased market liquidity. Internationally,
    the Company achieved strong performances in Europe and Japan, while results
    in the rest of Asia continued to reflect the region's reduced economic
    activity.

  . The influential European publication, International Financing Review,
                                          ------------------------------
    recently recognized the Company's performance in the securities business by
    naming it Bank of the Year, Bond House of the Year and Equity House of the
    Year. It was the first time that one company has won three top awards in a
    single year.

  .  Individual securities revenues increased from last year's fourth quarter on

                                       3
<PAGE>
 
    higher revenues from the distribution of asset management products,
    increased net interest income and increased customer trading activities,
    primarily in over-the-counter equities.

  . The number of financial advisors in the Company's individual securities
    business rose by 485 in the quarter to 11,238. Total client assets increased
    by $46 billion -- more than offsetting a third quarter decline -- to stand
    at $438 billion at fiscal year end.

ASSET MANAGEMENT

Asset Management quarterly net operating income, excluding the net gain from the
sale of the Global Custody business, was $185 million -- a 67 percent increase
from a year ago.

  .  The Company's total assets under management and administration increased by
     $20 billion during the quarter to stand at $376 billion at fiscal year end.

  .  Retail assets increased $19 billion for the quarter and $26 billion from a
     year ago -- to stand at $219 billion. Institutional assets increased $1
     billion for the quarter and $12 billion from last year -- to stand at $157
     billion.

  .  Private Equity recorded net investment gains of $54 million compared with
     $64 million in the fourth quarter a year ago. This result includes a gain
     on the Company's position in Jefferson Smurfit.

CREDIT AND TRANSACTION SERVICES

Credit and Transaction Services fourth quarter net operating income, excluding
the net gain on sales of its interests in SPS's operations and certain BRAVO
receivables, was $84 million -- a 6 percent increase from last year. On a
managed loan basis, income was favorably impacted by a lower provision for loan
losses. Marketing and business development expenses increased as a result of the
Company's increased investment in its core Discover brand.

  .  As part of the Company's focus on growth of the Discover Card franchise, it
     changed the name of its credit card business from NOVUS Services to
     Discover Financial Services. 


                                       4

<PAGE>
 
  .  On January 1, Discover Financial Services launched the Discover Platinum
     Card -- a new premium credit card featuring double Cashback Bonus award
     opportunities, low balance transfer and annual percentage rates, no annual
     fee, expanded credit lines and enhanced services.

  .  Credit quality, on a managed loan basis, improved from last year's fourth
     quarter. The consumer loan charge-off rate declined to 6.94 percent from
     7.21 percent last year, and the rate of loans delinquent over 30 days was
     6.53 percent compared to 6.98 percent a year ago.

  .  Discover Brokerage Direct, the Company's Internet brokerage service, had
     record trading volume in the fourth quarter. DBD launched a number of new
     products and services, including a mutual fund marketplace. DBD also
     commenced self-clearing activities which are expected to substantially
     reduce operating expenses.

FULL YEAR
SECURITIES

The Company's Securities business posted record net income of $2,052 million, a
24 percent increase from fiscal 1997. Net revenues were up 15 percent to $10.8
billion, reflecting record performances in both the institutional and individual
securities businesses.

In institutional securities, the Company achieved record results in investment
banking, equities, foreign exchange and commodities. For the calendar year, the
Company maintained a leadership position in announced global M&A transactions
with the dollar volume of its announced transactions increasing by more than 80
percent. The Company also maintained leadership positions in the underwriting
of worldwide equity and equity-related issues, high yield debt and U.S.
investment grade debt. The Company ranked first in the underwriting of U.S.
equity and equity related issues./2/ In equity research, the Company
ranked number one on a weighted average basis and had the greatest number of
first team positions in the 1998 Institutional Investor Research All-American
                                 ----------------------
Poll.

In individual securities, growth in the number of financial advisors
accelerated,

- --------
/2/ Source: Securities Data Corp. - January 1, to December 31, 1998 (reported as
of January 6, 1999)

                                       5
<PAGE>
 
increasing by a record 1,081 for the year -- after last year's 862 advance -- to
total 11,238. Individual securities also achieved a record net increase of
455,000 customer accounts to a total of approximately 4 million, and total
client assets increased $60 billion to stand at $438 billion at fiscal year end.

ASSET MANAGEMENT

Asset Management's net income for the year was $653 million. Excluding the net
gain on the sale of its Global Custody business, net operating income was $471
million -- down 11 percent from 1997. The decline from last year's record
earnings was attributable to a one time loss reported in the third quarter
related to an institutional leveraged emerging markets debt portfolio. For the
year, the Company continued to grow its assets under management and
administration. At fiscal year end, these assets stood at $376 billion, an
increase of $38 billion from a year earlier. 

CREDIT AND TRANSACTION SERVICES

Credit and Transaction Services reported net income of $688 million. Excluding
the net gain from the sales of businesses, net operating income was $525 
million--a 12 percent increase from last year. Net revenues rose 8 percent to
$3.2 billion. Managed loans of $32.5 billion increased by 2 percent for the
year, after adjusting for the sales of the Prime Option, SPS and BRAVO
receivables. Credit card transaction volume increased 4 percent and the NOVUS
Network enrolled nearly 400,000 merchant locations during 1998. During the year,
Discover Brokerage Direct continued to expand the range of services it offers to
its growing client base, including on-line equity research and 24-hour trading
in government securities.


Total capital (shareholders' equity and long-term debt) at November 30, 1998 was

                                       6
<PAGE>
 
$37.9 billion, including $14.5 billion of common and preferred shareholders'
equity. Book value per common share was $23.88, based on period-end shares
outstanding of 565,670,808.


Morgan Stanley Dean Witter & Co. is a global financial services firm and a
market leader in securities, asset management, and credit and transaction
services. The Company has offices in New York, London, Tokyo, Hong Kong, and
other principal financial centers around the world and has 438 securities branch
offices throughout the United States.


                                       # # #

                            (See Attached Schedules)


This release may contain forward-looking statements. These statements, which
reflect management's beliefs and expectations, are subject to risks and
uncertainties that may cause actual results to differ materially. For a
discussion of the risks and uncertainties that may affect the Company's future
results, please see "Management's Discussion and Analysis of Financial Condition
and Results of Operations" in the Company's 1997 Annual Report to Shareholders
and in the Company's Quarterly Reports on Form 10-Q for fiscal 1998.

                                       7


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