PROSPECTUS Dated May 18, 2000 Pricing Supplement No. 49 to
PROSPECTUS SUPPLEMENT Registration Statement No. 333-34392
Dated May 19, 2000 Dated December 13, 2000
Rule 424(b)(3)
Morgan Stanley Dean Witter & Co.
GLOBAL MEDIUM-TERM NOTES, SERIES E
Euro Floating Rate Senior Bearer Notes Due 2006
-----------------------
We may not redeem these Global Medium-Term Notes, Series E (Euro Floating
Rate Senior Bearer Notes Due 2006) 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 of Notes" 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--Floating Rate Notes" in the accompanying prospectus
supplement, subject to and as modified by the provisions described below.
Principal Amount: $210,000,000
Maturity Date: January 11, 2006
Settlement and Original
Issue Date: January 11, 2001
Interest Accrual Date: January 11, 2001
Issue Price: 100%
Specified Currency: U.S. Dollars
Redemption Percentage
at Maturity: 100%
Base Rate: LIBOR
Spread (Plus or Minus): Plus 0.35% per annum
Spread Multiplier: N/A
Index Currency: U.S. Dollars
Index Maturity: 3 months
Maximum Interest Rate: N/A
Minimum Interest Rate: 0%
Initial Interest Rate: To be determined two London
banking days prior to the Original
Issue Date
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: Each January 11, April 11, July
11 and October 11, commencing
April 11, 2001; provided that if
any such day (including the
maturity date) is not a business
day, that interest payment date
will be the next succeeding day
that is a business day, unless that
succeeding business day would fall
in the next calendar month, in
which case such interest payment
date will be the immediately
preceding business day
Interest Payment Period: Quarterly
Interest Reset Dates: Two London banking days before
each Interest Payment Date
Interest Reset Periods: Quarterly
Business Day: London, Tokyo and New York
Calculation
Agent: The Chase Manhattan Bank (London
Branch)
Agent: Morgan Stanley & Co. International
Limited
Denominations: $10,000,000
Common Code: 012226381
ISIN: XS0122263816
Other Provisions: N/A
Terms not defined above have the meanings given to those terms in the
accompanying prospectus supplement.
MORGAN STANLEY DEAN WITTER
