PROSPECTUS Dated May 5, 1999 Pricing Supplement No. 49 to
PROSPECTUS SUPPLEMENT Registration Statement No. 333-75289
Dated May 6, 1999 March 10, 2000
Rule 424(b)(3)
Morgan Stanley Dean Witter & Co.
MEDIUM-TERM NOTES, SERIES C
Senior Floating Rate Notes
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We will not redeem these Medium-Term Notes, Series C (Senior Floating Rate
Notes) prior to the maturity date. 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. The notes are "short-term discount notes" as defined in the
accompanying prospectus supplement under the caption "United States Federal
Taxation-- Notes-- Discount Notes."
Principal Amount: $860,000,000
Maturity Date: March 16, 2001
Interest Accrual Date: March 16, 2000
Interest Payment Dates: The sixteenth day of each month, commencing April
16, 2000
Initial Interest Rate: To be determined two London banking days prior to
the Original Issue Date
Base Rate: LIBOR
Index Maturity: 1 Month
Spread (Plus or Minus): Minus 0.02% per annum
Index Currency: U.S. Dollars
Interest Payment Period: Monthly
Specified Currency: U.S. Dollars
Issue Price: 100%
Settlement Date
(Original Issue Date): March 16, 2000
Initial Interest Reset Date: April 16, 2000
Interest Reset Dates: Same as Interest Payment Dates
Interest Reset Period: Monthly
Interest Determination Dates: Two London banking days prior to each Interest
Reset Date
Reporting Service: Telerate (Page 3747)
Book Entry Note or
Certificated Note: Book Entry Note
Senior Note or
Subordinated Note: Senior Note
Agent: Morgan Stanley & Co. Incorporated
Calculation Agent: The Chase Manhattan Bank
Minimum Denomination: $1,000
CUSIP: 61745EPH8
Terms not defined above have the meanings given to such terms in the
accompanying prospectus supplement.
MORGAN STANLEY DEAN WITTER