PROSPECTUS Dated March 26, 1998 Pricing Supplement No. 51 to
PROSPECTUS SUPPLEMENT Registration Statement No. 333-46935
Dated April 6, 1998 Dated February 4, 1999
Rule 424(b)(3)
Morgan Stanley Dean Witter & Co.
GLOBAL MEDIUM-TERM NOTES, SERIES E
Euro Fixed Rate Senior Bearer Notes Due 2001
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We may not redeem these Global Medium-Term Notes, Series E (Senior Euro
Fixed Rate Notes Due 2001) 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 in the section called
"Description of Notes--Fixed Rate Notes" in the accompanying Prospectus
Supplement, subject to and as modified by the provisions described below.
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 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.
Principal Amount: Euro 8,850,000
Maturity Date: February 8, 2001
Settlement Date
(Original Issue Date): February 8, 1999
Interest Accrual Date: February 8, 1999
Issue Price: 100%
Specified Currency: Euro
Redemption Percentage
at Maturity: 100%
Initial Redemption
Percentage: N/A
Annual Redemption
Percentage Reduction: N/A
Optional Repayment
Date(s): N/A
Interest Rate: 3.22% per annum
Maximum Interest Rate: N/A
Minimum Interest Rate: N/A
Interest Payment Dates: Each February 8,
commencing February 8,
2000, provided that if any
such day (except the Maturity
Date) is not a Business Day,
such Interest Payment Date
will be the next succeeding
day that is a Business Day.
Interest Payment Period: Annually
Calculation Agent: The Chase Manhattan Bank
(London branch)
Denominations: Euro 10,000
Common Code: 9470247
ISIN: XS0094702478
Other Provisions: See below
Business Day: Any day, other than a
Saturday or Sunday, that is
neither a legal holiday nor a
day on which commercial
banking institutions are
authorized or required by law
or regulation to close in The
City of New York or The City
of London and which is a
TARGET Settlement Day.
TARGET Settlement Any day on which the Trans-
Day: European Automated Real-
Time Gross Settlement Express
Transfer (TARGET) System is
open.
Capitalized terms not defined above have the meanings given to such terms in
the accompanying Prospectus Supplement.
MORGAN STANLEY DEAN WITTER
