PROSPECTUS Dated May 5, 1999 Pricing Supplement No. 71 to
PROSPECTUS SUPPLEMENT Registration Statement No. 333-75289
Dated May 6, 1999 May 5, 2000
Rule 424(b)(3)
Morgan Stanley Dean Witter & Co.
MEDIUM-TERM NOTES, SERIES C
Senior Fixed Rate Notes
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7.55% Notes due 2010
Continuously Offered INcome Securities(sm) (COINS(sm))
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We will not redeem these Medium-Term Notes, Series C (Senior Fixed Rate
Notes), which we refer to as Continuously Offered Income Securities (COINS),
prior to the maturity date. 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 COINS will not be listed on any national securities exchange or
accepted for quotation on a trading market. There may be little or no secondary
market for the COINS. Morgan Stanley & Co. Incorporated currently intends to
act as market maker for COINS, but is not required to do so.
Principal Amount: $620,425
Maturity Date: April 1, 2010
Settlement Date
(Original Issue
Date): May 10, 2000
Interest Accrual Date: May 10, 2000
Issue Price: 100%
Agent's Discount
or Commission: 1.50%
Proceeds to Company: 98.50%
Specified Currency: U.S. Dollars
Redemption
Percentage: N/A
Redemption Dates: N/A
Annual Redemption
Percentage
Reduction: N/A
Interest Rate: 7.55% per year
Interest Payment
Dates: Each January 1, April 1,
July 1 and October 1,
commencing July 1, 2000
Interest Payment
Period: Quarterly
Book Entry Note or
Certificated Note: Book Entry Note
Senior Note or
Subordinated Note: Senior Note
Agent: Morgan Stanley & Co.
Incorporated
Trustee: The Chase Manhattan
Bank
Minimum
Denomination: $25 and integral
multiples thereof
CUSIP: 61745EPW5
Terms not defined above have the meanings given to such terms in the
accompanying prospectus supplement. "Continuously Offered INcome Securities"
and "COINS" are our service marks.
MORGAN STANLEY DEAN WITTER