PROSPECTUS Dated March 26, 1998 Pricing Supplement No. 63 to
PROSPECTUS SUPPLEMENT Registration Statement No. 333-46935
Dated April 6, 1998 Dated March 17, 1999
Rule 424(b)(3)
Morgan Stanley Dean Witter & Co.
GLOBAL MEDIUM-TERM NOTES, SERIES E
Senior Euro Fixed Rate Notes Due April 2002
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We may not redeem these Global Medium-Term Notes, Series E
(Senior Euro Fixed Rate Notes Due April 2002) prior to the maturity date other
than under the circumstances described under "Description of Notes--Tax
Redemption" in the accompanying prospectus supplement.
We will issue the notes only in bearer form, which form is
further described under "Description of Notes--Forms, Denominations, Exchange
and Transfer" in the accompanying prospectus supplement. You may not exchange
notes in bearer form at any time for notes in registered form.
We describe the basic features of this type of note, known as
an Original Issue Discount Note, in the section called "Description of Notes"
in the accompanying prospectus supplement, subject to and as modified by the
provisions described below.
Principal Amount: $243,000,000
Maturity Date: April 7, 2002
Settlement and Issue
Date: April 7, 1999
Interest Accrual Date: N/A
Issue Price: 84.42%
Specified Currency: U.S. Dollars
Redemption Percentage
at Maturity: 100%
Interest Rate: N/A
Maximum Interest Rate: N/A
Minimum Interest Rate: N/A
Modified Payment Upon
Acceleration or
Redemption: Yes
Initial Redemption Date: N/A
Initial Redemption
Percentage: N/A
Annual Redemption
Percentage Reduction: N/A
Optional Repayment
Date(s): N/A
Interest Payment Dates: N/A
Interest Payment Period: N/A
Business Days: London and New York
Agent: Morgan Stanley & Co. International Limited
Paying Agent: The Chase Manhattan Bank (London Branch)
Denominations: $1,000
Common Code: 9611592
ISIN: XS0096115927
United States Federal Income Taxation:
The Internal Revenue Service Restructuring and Reform Act of 1998
eliminated the 18-month holding period requirement for certain individual
taxpayers to qualify for the lowest tax rate for capital gain. The minimum
holding period required to qualify for the lowest tax rate currently is 12
months. In addition, the effective date of the New Regulations (as defined in
"United States Federal Taxation -- Backup Withholding" in the accompanying
prospectus supplement) has been changed so that the New Regulations will apply
to payments made after December 31, 1999. Lastly, the definition of "Foreign
Holder" (as defined in "United States Federal Taxation" in the accompanying
Prospectus Supplement) has been amended so that, with respect to a corporation
or partnership, Foreign Holder means a corporation, partnership or other
entity that was not created or organized in or under the laws of the United
States, any State thereof or the District of Columbia.
Limitations on Issuance of Bearer Securities and Bearer Debt Warrants:
The definition of "United States person" (as defined in "Limitations on
Issuance of Bearer Securities and Bearer Debt Warrants" in the accompanying
prospectus) has been amended so that, with respect to a corporation or
partnership, United States person means a corporation, partnership or other
entity that was created or organized in or under the laws of the United
States, any State thereof or the District of Columbia.
Capitalized terms not defined above have the meanings given to such terms in
the accompanying prospectus supplement.
MORGAN STANLEY DEAN WITTER
