MORGAN STANLEY DEAN WITTER QUALITY MUNICIPAL SECURITIES
DEFR14A, 2000-05-17
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<PAGE>




              Schedule 14A Information required in proxy statement.
                            Schedule 14A Information
                Proxy Statement Pursuant to Section 14(a) of the
              Securities and Exchange Act of 1934 (Amendment No. )

Filed by the Registrant                     [ X ]
Filed by a Party other than the Registrant  [   ]

Check the appropriate box:

[   ]   Preliminary Proxy Statement
[   ]   Preliminary Additional Materials
[   ]   Confidential, for Use of the Commission Only (as permitted by
        Rule 14a-6 (e)(2))
[ X ]   Definitive Proxy Statement
[   ]   Definitive Additional Materials
[   ]   Soliciting Material Pursuant to Section 240.149-11 (c) or Section
        240.14

        Morgan Stanley Dean Witter Quality Municipal Securities
        Morgan Stanley Dean Witter California Quality Municipal Securities
        Morgan Stanley Dean Witter New York Quality Municipal Securities

        -----------------------------------------------
        (Name of Registrant as Specified in its Charter)

                            LouAnne McInnis
- -------------------------------------------------------------------------------
              (Name of Person(s) Filing Proxy Statement)

        Payment of Filing Fee (check the appropriate box):

[ X ]   No fee required.
[   ]   Fee computed on table below per Exchange Act Rules 14a-6(j)(4) and
        0-11.

1)      Title of each class of securities to which transaction applies:

2)      Aggregate number of securities to which transaction applies:

3)      Per unit price or other underlying value of transaction computed
        pursuant to Exchange Act Rule 0-11:


        Set forth the amount on which the filing fee is calculated and state how
        it was determined.

4)      Proposed maximum aggregate value of transaction:

5)      Fee previously paid:

[   ]   Check box if any part of the fee is offset as provided by Exchange Act
        Rule 0-11(a) (2) and identify the filing for which the offsetting fee
        was paid previously. Identify the previous filing by registration
        statement number, or the Form or Schedule and the date of its filing.

1)      Amount Previously paid:

2)      Form, Schedule or Registration Statement No.:

3)      Filing Party:

4)      Date Filed:



<PAGE>


            MORGAN STANLEY DEAN WITTER QUALITY MUNICIPAL SECURITIES
       MORGAN STANLEY DEAN WITTER CALIFORNIA QUALITY MUNICIPAL SECURITIES
        MORGAN STANLEY DEAN WITTER NEW YORK QUALITY MUNICIPAL SECURITIES


                   NOTICE OF ANNUAL MEETINGS OF SHAREHOLDERS

                            TO BE HELD JUNE 22, 2000

     Annual Meetings of Shareholders ("Meeting(s)") of MORGAN STANLEY DEAN
WITTER QUALITY MUNICIPAL SECURITIES, MORGAN STANLEY DEAN WITTER CALIFORNIA
QUALITY MUNICIPAL SECURITIES and MORGAN STANLEY DEAN WITTER NEW YORK QUALITY
MUNICIPAL SECURITIES, (individually, a "Trust" and, collectively, the
"Trusts"), unincorporated business trusts organized under the laws of the
Commonwealth of Massachusetts, will be held jointly in Conference Room A,
Forty-Fourth Floor, 2 World Trade Center, New York, New York 10048, on June 22,
2000 at 11:00 a.m., New York City time, for the following purposes:


MATTERS TO BE VOTED ON BY ALL SHAREHOLDERS


     1. For each Trust, to elect three (3) Trustees to serve until the year
   2003 Annual Meeting of each Trust or until their successors shall have been
   elected and qualified; and

     2. To transact such other business as may properly come before the
   Meetings or any adjournments thereof.


     Shareholders of record of each Trust as of the close of business on April
18, 2000 are entitled to notice of and to vote at the Meeting. If you cannot be
present in person, your management would greatly appreciate your filling in,
signing and returning the enclosed proxy promptly in the envelope provided for
that purpose. Alternatively, if you are eligible to vote telephonically by
touchtone telephone or electronically on the Internet (as discussed in the
enclosed Proxy Statement) you may do so in lieu of attending the Meeting in
person.

     In the event that the necessary quorum to transact business or the vote
required to approve or reject any proposal is not obtained at the Meeting of
any Trust, the persons named as proxies may propose one or more adjournments of
the Meeting to permit further solicitation of proxies. Any such adjournment
will require the affirmative vote of the holders of a majority of the
applicable Trust's shares present in person or by proxy at the Meeting. The
persons named as proxies will vote in favor of such adjournment those proxies
which have been received by the date of the Meeting.


                                   BARRY FINK
                                   Secretary
April 26, 2000
New York, New York

                                   IMPORTANT

   YOU CAN HELP AVOID THE NECESSITY AND EXPENSE OF SENDING FOLLOW-UP LETTERS TO
 ENSURE A QUORUM BY PROMPTLY RETURNING THE ENCLOSED PROXY. IF YOU ARE UNABLE TO
 BE PRESENT IN PERSON, PLEASE FILL IN, SIGN AND RETURN THE ENCLOSED PROXY IN
 ORDER THAT THE NECESSARY QUORUM MAY BE REPRESENTED AT THE MEETING. THE
 ENCLOSED ENVELOPE REQUIRES NO POSTAGE IF MAILED IN THE UNITED STATES. CERTAIN
 SHAREHOLDERS WILL BE ABLE TO VOTE TELEPHONICALLY BY TOUCHTONE TELEPHONE OR
 ELECTRONICALLY ON THE INTERNET BY FOLLOWING INSTRUCTIONS CONTAINED ON THEIR
 PROXY CARDS OR ON THE ENCLOSED VOTING INFORMATION CARD.
<PAGE>

            MORGAN STANLEY DEAN WITTER QUALITY MUNICIPAL SECURITIES
                 MORGAN STANLEY DEAN WITTER CALIFORNIA QUALITY
                              MUNICIPAL SECURITIES
                  MORGAN STANLEY DEAN WITTER NEW YORK QUALITY
                              MUNICIPAL SECURITIES

                TWO WORLD TRADE CENTER, NEW YORK, NEW YORK 10048


                             --------------------
                             JOINT PROXY STATEMENT
                             --------------------

                        ANNUAL MEETINGS OF SHAREHOLDERS

                                 JUNE 22, 2000


     This statement is furnished in connection with the solicitation of proxies
by the Boards of Trustees (the "Board(s)") of MORGAN STANLEY DEAN WITTER
QUALITY MUNICIPAL SECURITIES ("QUALITY MUNI"), MORGAN STANLEY DEAN WITTER
CALIFORNIA QUALITY MUNICIPAL SECURITIES ("CALIFORNIA QUALITY"), and MORGAN
STANLEY DEAN WITTER NEW YORK QUALITY MUNICIPAL SECURITIES ("NEW YORK QUALITY")
(individually, a "Trust" and, collectively, the "Trusts") for use at the Annual
Meetings of Shareholders of the Trusts to be held jointly on June 22, 2000 (the
"Meeting(s)"), and at any adjournments thereof. The first mailing of this Proxy
Statement is expected to be made on or about May 12, 2000.


     If the enclosed form of proxy is properly executed and returned in time to
be voted at the Meetings, the proxies named therein will vote the shares
("Shares") represented by the proxy in accordance with the instructions marked
thereon. Unmarked proxies will be voted for the nominees for election as
Trustee to be elected by all shareholders of each Trust set forth in the
attached Notice of Annual Meetings of Shareholders. A proxy may be revoked at
any time prior to its exercise by any of the following: written notice of
revocation to the Secretary of the Trusts, execution and delivery of a later
dated proxy to the Secretary of the Trusts (whether by mail or, as discussed
below, by touchtone telephone or the Internet) (if returned and received in
time to be voted), or attendance and voting at the Meetings. Attendance at the
Meetings will not in and of itself revoke a proxy.



     Shareholders of record ("Shareholders") of each Trust as of the close of
business on April 18, 2000, the record date for the determination of
Shareholders entitled to notice of and to vote at the Meetings (the "Record
Date"), are entitled to one vote for each share held and a fractional vote for
a fractional share. No person was known to own as much as 5% of the outstanding
shares of any of the Trusts on that date. The percentage ownership of shares of
each Trust changes from time to time depending on purchases and sales by
Shareholders and the total number of shares outstanding.


                                       2
<PAGE>

     The table below sets forth the total number of Common Shares and Preferred
Shares outstanding for each Trust as of the Record Date:


<TABLE>
<CAPTION>
                                 NUMBER OF COMMON      NUMBER OF PREFERRED
                                SHARES OUTSTANDING     SHARES OUTSTANDING
                                       AS OF                  AS OF
                                  APRIL 18, 2000         APRIL 18, 2000
NAME OF FUND                       (RECORD DATE)          (RECORD DATE)
- ----------------------------   --------------------   --------------------
<S>                            <C>                    <C>
QUALITY MUNI ...............        17,120,213               1,940
CALIFORNIA QUALITY .........        10,728,013               1,100
NEW YORK QUALITY ...........         4,911,813                 480
</TABLE>

     The cost of soliciting proxies for the Meeting for each Trust, consisting
principally of printing and mailing expenses, will be borne by each respective
Trust. The solicitation of proxies will be by mail, which may be supplemented
by solicitation by mail, telephone or otherwise through Trustees, officers of
the Trusts, or officers and regular employees of Morgan Stanley Dean Witter
Advisors Inc. ("MSDW Advisors" or the "Investment Manager"), Morgan Stanley
Dean Witter Trust FSB ("MSDW Trust"), Morgan Stanley Dean Witter Services
Company Inc. ("MSDW Services") and/or Dean Witter Reynolds Inc. ("DWR"),
without special compensation therefor. In addition, each Trust may employ
William F. Doring & Co. as proxy solicitor, the cost of which is not expected
to exceed $3,000 for each Trust and will be borne by each respective Trust.

     Shareholders whose shares are registered with MSDW Trust will be able to
vote their shares by touchtone telephone or by Internet by following the
instructions on the proxy card or on the Voting Information Card accompanying
this Proxy Statement. To vote by touchtone telephone, Shareholders can call the
toll-free number 1-800-690-6903. To vote by Internet, Shareholders can access
the websites www.msdwt.com or www.proxyvote.com. Telephonic and Internet voting
with MSDW Trust presently are not available to Shareholders whose shares are
held in street name.

     In certain instances, William F. Doring & Co. and MSDW Trust may call
Shareholders to ask if they would be willing to have their votes recorded by
telephone. The telephone voting procedure is designed to authenticate
Shareholders' identities, to allow Shareholders to authorize the voting of
their shares in accordance with their instructions and to confirm that their
instructions have been recorded properly. No recommendation will be made as to
how a Shareholder should vote on any Proposal other than to refer to the
recommendations of the Board. The Trusts have been advised by counsel that
these procedures are consistent with the requirements of applicable law.
Shareholders voting by telephone in this manner will be asked for their social
security number or other identifying information and will be given an
opportunity to authorize proxies to vote their shares in accordance with their
instructions. To ensure that the Shareholders' instructions have been recorded
correctly they will receive a confirmation of their instructions in the mail. A
special toll-free number set forth in the confirmation will be available in
case the information contained in the confirmation is incorrect. Although a
Shareholder's vote may be taken by telephone, each Shareholder will receive a
copy of this Proxy Statement and may vote by mail using the enclosed proxy card
or by touchtone telephone or the Internet as set forth above. The last proxy
vote received in time to be voted, whether by proxy card, touchtone telephone
or Internet, will be the last vote that is counted and will revoke all previous
votes by the Shareholder. With respect to the solicitation of a telephonic vote
by William F. Doring & Co., additional expenses would include $7.00 per
telephone vote transacted, $3.00 per outbound telephone contact and costs
relating to obtaining Shareholders' telephone numbers which would be borne by
each respective Trust.


                    (1) ELECTION OF TRUSTEES FOR EACH TRUST

     The number of Trustees of each Trust has been fixed by the Trustees,
pursuant to each Trust's Declaration of Trust, at eight. There are presently
eight Trustees for each Trust. At the Meetings, pursuant to each Trust's


                                       3
<PAGE>

Declaration of Trust, three nominees (Edwin J. Garn, Michael E. Nugent and
Philip J. Purcell) are standing for election to each Trust's Board of Trustees
to serve until the year 2003 Annual Meeting by the holders of the Common Shares
and the Preferred Shares of each respective Trust voting together as a single
class.

     Six of the current eight Trustees (Michael Bozic, Edwin J. Garn, Wayne E.
Hedien, Manuel H. Johnson, Michael E. Nugent and John L. Schroeder) are
"Independent Trustees," that is, Trustees who are not "interested persons" of
the Trusts, as that term is defined in the Investment Company Act of 1940, as
amended (the "1940 Act"). The other two current Trustees, Charles A.
Fiumefreddo and Philip J. Purcell, are "interested persons" (as that term is
defined in the 1940 Act) of the Trusts and MSDW Advisors and thus, are not
Independent Trustees. The nominees for election as Trustee have been proposed
by the Trustees now serving, or, in the case of the nominees for positions as
Independent Trustees, by the Independent Trustees now serving. All of the
members of the Boards have been elected previously by the Shareholders of the
Trusts.

     The nominees of the Board for election as Trustee of each Trust are listed
below. It is the intention of the persons named in the enclosed form of proxy,
unless instructed by proxy to withhold authority to vote for the nominees, to
vote all validly executed proxies for the election of these nominees: for
QUALITY MUNI, CALIFORNIA QUALITY and NEW YORK QUALITY--Edwin J. Garn, Michael
E. Nugent and Philip J. Purcell. Should any of the nominees become unable or
unwilling to accept nomination or election, the persons named in the proxy will
exercise their voting power in favor of such person or persons as the Boards
may recommend or, in the case of an Independent Trustee nominee, as the
Independent Trustees of each Trust may recommend. All of the nominees have
consented to being named in this Proxy Statement and to serve if elected. The
Trusts know of no reason why any of the said nominees would be unable or
unwilling to accept nomination or election. With respect to each Trust, the
election of the nominees listed above to be elected by all Shareholders
requires the approval of a majority of the shares of the Trust represented and
entitled to vote at the Meeting (Common Shares and Preferred Shares voting
together as a single class).

     Pursuant to the provisions of the Declaration of Trust of each Trust, in
certain cases as amended, the Trustees are divided into three separate classes,
each class having a term of three years. The term of office of one of each of
the three classes will expire each year.

     The Board of each Trust previously determined that any nominee for
election as Trustee for each Trust will stand for election as Trustee and serve
as Trustee in one of the three classes of Trustees as follows: Class I--Messrs.
Bozic and Fiumefreddo; Class II--Messrs. Hedien, Johnson and Schroeder; and
Class III--Messrs. Garn, Nugent and Purcell. Any nominee will, if elected,
serve a term of up to approximately three years running for the period assigned
to that class and terminating at the date of the Annual Meeting of Shareholders
so designated by the Boards, or any adjournments thereof. In addition, pursuant
to each Trust's Declaration of Trust and the 1940 Act, the Board of each Trust
previously determined that one of the Class I Trustees and one of the Class II
Trustees will be designated as Trustees to be elected by the Preferred
Shareholders voting separately. In this regard, Charles A. Fiumefreddo and
Manuel H. Johnson serve as Trustees of each Trust's Board of Trustees on behalf
of the Preferred Shareholders, the terms of each to expire with his designated
Class. In accordance with the above, the Trustees in Class III for each Trust
are standing for election at the Meetings and, if elected, will serve until the
year 2003 Annual Meetings, or until their successors shall have been elected
and qualified. As a consequence of this method of election, the replacement of
a majority of each of the Boards could be delayed for up to two years.

     The following information regarding each of the nominees for election as
Trustee, and each of the other members of the Boards, includes his principal
occupations and employment for at least the last five years, his age, shares of
each Trust owned, if any, as of April 18, 2000 (shown in parentheses),
positions with the Trusts, and directorships or trusteeships in companies which
file periodic reports with the Securities and Exchange


                                       4
<PAGE>

Commission, including the 95 investment companies, including the Trusts, for
which MSDW Advisors serves as investment manager or investment advisor
(referred to herein as the "Morgan Stanley Dean Witter Funds") and the 3
investment companies, TCW/DW Term Trust 2000, TCW/DW Term Trust 2002 and TCW/DW
Term Trust 2003, for which MSDW Advisors' wholly-owned subsidiary, MSDW
Services, serves as manager and TCW Investment Management Company serves as
investment adviser (referred to herein as the "TCW/DW Term Trusts").

     The nominees for Trustee to be elected at the Meetings by all Shareholders
of each Trust are:

     EDWIN JACOB (JAKE) GARN, Trustee of each Trust since January 1993*; age
67; Director or Trustee of the Morgan Stanley Dean Witter Funds and the TCW/DW
Term Trusts; formerly United States Senator (R-Utah) (1974-1992) and Chairman,
Senate Banking Committee (1980-1986); formerly Mayor of Salt Lake City, Utah
(1971-1974); formerly Astronaut, Space Shuttle Discovery (April 12-19, 1985);
Vice Chairman, Huntsman Corporation (chemical company); Director of Franklin
Covey (time management systems), BMW Bank of North America, Inc. (industrial
loan corporation), United Space Alliance (joint venture between Lockheed Martin
and the Boeing Company) and Nuskin Asia Pacific (multilevel marketing); member
of the board of various civic and charitable organizations.

     MICHAEL E. NUGENT, Trustee of each Trust since July 1991*; age 63; General
Partner, Triumph Capital, L.P., a private investment partnership; Chairman of
the Insurance Committee and Director or Trustee of the Morgan Stanley Dean
Witter Funds and the TCW/DW Term Trusts; formerly Vice President, Bankers Trust
Company and BT Capital Corporation (1984-1988); director of various business
organizations.

     PHILIP J. PURCELL, Trustee of each Trust since April 1994*; age 56;
Chairman of the Board of Directors and Chief Executive Officer of MSDW, DWR and
Novus Credit Services Inc.; Director of Morgan Stanley Dean Witter Distributors
Inc. ("MSDW Distributors"); Director or Trustee of the Morgan Stanley Dean
Witter Funds and the TCW/DW Term Trusts; Director of American Airlines, Inc.
and its parent company, AMR Corporation; Director and/or officer of various
Morgan Stanley Dean Witter & Co. ("MSDW") subsidiaries.

     The Trustees who are not standing for re-election at any of the Meetings
are:

     MICHAEL BOZIC, Trustee of each Trust since April 1994*; age 59; Director
or Trustee of the Morgan Stanley Dean Witter Funds and the TCW/DW Term Trusts;
Vice Chairman of Kmart Corporation (since December 1998); formerly Chairman and
Chief Executive Officer of Levitz Furniture Corporation ( November
1995-November 1998); formerly President and Chief Executive Officer of Hills
Department Stores (May 1991-July 1995); formerly variously Chairman, Chief
Executive Officer, President and Chief Operating Officer (1987-1991) of the
Sears Merchandise Group of Sears, Roebuck and Co.; Director of Weirton Steel
Corporation.

     CHARLES A. FIUMEFREDDO, Trustee of each Trust since March 1993*; age 66;
Chairman, Director or Trustee and Chief Executive Officer of the Morgan Stanley
Dean Witter Funds and the TCW/DW Term Trusts; formerly, Chairman, Chief
Executive Officer and Director of MSDW Advisors, MSDW Services and MSDW
Distributors, Executive Vice President of DWR, Chairman and Director of MSDW
Trust and Director and/or officer of various MSDW subsidiaries (until June
1998).


- ----------
* This is the date the Trustee began serving the Morgan Stanley Dean Witter
Funds complex.

                                       5
<PAGE>

     WAYNE E. HEDIEN, Trustee of each Trust since September 1997*; age 66;
Retired; Director or Trustee of the Morgan Stanley Dean Witter Funds and the
TCW/DW Term Trusts; Director of The PMI Group, Inc. (private mortgage
insurance); Trustee and Vice Chairman of The Field Museum of Natural History;
formerly associated with the Allstate Companies (1966-1994), most recently as
Chairman of The Allstate Corporation (March 1993-December 1994) and Chairman
and Chief Executive Officer of its wholly-owned subsidiary, Allstate Insurance
Company (July 1989-December 1994); director of various other business and
charitable organizations.


     MANUEL H. JOHNSON, Trustee of each Trust since July 1991*; age 51; Senior
Partner, Johnson Smick International, Inc., a consulting firm; Co-Chairman and
a founder of the Group of Seven Council (G7C), an international economic
commission; Chairman of the Audit Committee and Director or Trustee of the
Morgan Stanley Dean Witter Funds and the TCW/DW Term Trusts; Director of
Greenwich Capital Markets, Inc. (broker-dealer) and NVR, Inc. (home
construction); Chairman and Trustee of the Financial Accounting Foundation
(oversight organization for the Financial Accounting Standards Board); formerly
Vice Chairman of the Board of Governors of the Federal Reserve System
(1986-1990) and Assistant Secretary of the U.S. Treasury (1982-1986).

     JOHN L. SCHROEDER, Trustee of each Trust since April 1994*; age 69;
Retired; Chairman of the Derivatives Committee and Director or Trustee of the
Morgan Stanley Dean Witter Funds and the TCW/DW Term Trusts; Director of
Citizens Utilities Company (telecommunications, gas, electric, and water
utilities company), formerly Executive Vice President and Chief Investment
Officer of the Home Insurance Company (August 1991-September 1995).

     The executive officers of each Trust are: Mitchell M. Merin, President;
Barry Fink, Vice President, Secretary and General Counsel; Ronald E. Robison,
Vice President; Joseph J. McAlinden, Vice President; Robert S. Giambrone, Vice
President; James F. Willison, Vice President; and Thomas F. Caloia, Treasurer.
In addition, Peter M. Avelar, Jonathan R. Page, Joseph R. Arcieri, Gerard J.
Lian and Katherine H. Stromberg are Vice Presidents of each Trust and Marilyn
K. Cranney, Natasha Kassian, Todd Lebo, LouAnne D. McInnis, Carsten Otto and
Ruth Rossi serve as Assistant Secretaries of each Trust.

     Mr. Merin is 46 years old and is currently President and Chief Operating
Officer of Asset Management of MSDW (since December 1998), President, Director
(since April 1997) and Chief Executive Officer (since June 1998) of MSDW
Advisors and MSDW Services, Chairman, Chief Executive Officer and Director of
MSDW Distributors (since June 1998), Chairman and Chief Executive Officer
(since June 1998) and Director (since January 1998) of MSDW Trust, President of
the Morgan Stanley Dean Witter Funds and the TCW/DW Term Trusts (since May
1999), Trustee of various Van Kampen investment companies (since December 1999)
and Director of various other MSDW subsidiaries. Mr. Fink is 45 years old and
is currently Executive Vice President (since December 1999), Secretary and
General Counsel (since February 1997) and Director (since July 1998) of MSDW
Advisors and MSDW Services and Assistant Secretary of DWR since August 1996; he
is also Executive Vice President (since December 1999) and Assistant Secretary
and Assistant General Counsel of MSDW Distributors (since February 1997) and
Vice President, Secretary and General Counsel of the Morgan Stanley Dean Witter
Funds and the TCW/DW Term Trusts (since February 1997). He was previously
Senior Vice President, Assistant Secretary and Assistant General Counsel of
MSDW Advisors and MSDW Services. Mr. Robison is 61 years old and is currently
Executive Vice President and Chief Administrative Officer (since September
1998) and Director (since February 1999) of MSDW Advisors and MSDW Services
(since September 1998); prior thereto he was a Managing Director of the TCW
Group, Inc. Mr. McAlinden is 57 years old and is currently Executive Vice
President and Chief Investment Officer of MSDW Advisors and MSDW Services
(since April 1996) and Director of MSDW Trust (since April 1996). He was
previously Senior Vice


- ----------
* This is the date the Trustee began serving the Morgan Stanley Dean Witter
Funds complex.

                                       6
<PAGE>

President of MSDW Advisors (June 1995-April 1996) and prior thereto was a
Managing Director at Dillon Read. Mr. Giambrone is 45 years old and is
currently Senior Vice President of MSDW Advisors, MSDW Services, MSDW
Distributors and MSDW Trust (since August 1995) and Director of MSDW Trust
(since April 1996). He was formerly a partner of KPMG Peat Marwick, LLP. Mr.
Willison is 56 years old and is currently Senior Vice President and Director of
the Tax-Exempt Fixed Income Group of MSDW Advisors. Mr. Caloia is 54 years old
and is currently First Vice President and Assistant Treasurer of MSDW Advisors
and MSDW Services. Mr. Avelar is 41 years old and is Senior Vice President and
Director of the High Yield Group of MSDW Advisors. Mr. Page is 53 years old and
is currently Senior Vice President and Director of the Money Market Group of
MSDW Advisors. Mr. Arcieri is 51 years old and is currently Senior Vice
President of MSDW Advisors. Mr. Lian is 45 years old and is currently Vice
President of MSDW Advisors. Ms. Stromberg is 51 years old and is currently
Senior Vice President of MSDW Advisors. Other than Messrs. Robison, McAlinden
and Giambrone, each of the above officers has been an employee of MSDW Advisors
or its affiliates for over five years.


THE BOARD OF TRUSTEES, THE INDEPENDENT TRUSTEES, AND THE COMMITTEES

     The Board currently consists of eight (8) Trustees. These same individuals
also serve as directors or trustees for all of the Morgan Stanley Dean Witter
Funds, and are referred to in this section as Trustees. As of the date of this
Proxy Statement, there are a total of 95 Morgan Stanley Dean Witter Funds,
comprised of 131 portfolios. As of March 31, 2000, the Morgan Stanley Dean
Witter Funds had total net assets of approximately $142.9 billion and more than
six million shareholders.

     Six Trustees (75% of the total number) have no affiliation or business
connection with MSDW Advisors or any of its affiliated persons and do not own
any stock or other securities issued by MSDW Advisors' parent company, MSDW.
These are the "disinterested" or "independent" Trustees.

     Law and regulation establish both general guidelines and specific duties
for the Independent Trustees. The Morgan Stanley Dean Witter Funds seek as
Independent Trustees individuals of distinction and experience in business and
finance, government service or academia; these are people whose advice and
counsel are in demand by others and for whom there is often competition. To
accept a position on the Funds' Boards, such individuals may reject other
attractive assignments because the Funds make substantial demands on their
time. All of the Independent Trustees serve as members of the Audit Committee.
In addition, three of the Trustees, including two Independent Trustees, also
serve as members of the Derivatives Committee and the Insurance Committee. The
Trusts do not have any nominating or compensation committees.

     The Independent Trustees are charged with recommending to the full Board
approval of management, advisory and administration contracts, and distribution
and underwriting agreements; continually reviewing Fund performance; checking
on the pricing of portfolio securities, brokerage commissions, transfer agent
costs and performance, and trading among Funds in the same complex; and
approving fidelity bond and related insurance coverage and allocations, as well
as other matters that arise from time to time.

     The Audit Committee is charged with recommending to the full Board the
engagement or discharge of the Funds' independent accountants; directing
investigations into matters within the scope of the independent accountants'
duties, including the power to retain outside specialists; reviewing with the
independent accountants the audit plan and results of the auditing engagement;
approving professional services provided by the independent accountants and
other accounting firms prior to the performance of such services; reviewing the
independence of the independent accountants; considering the range of audit and
non-audit fees; and reviewing the adequacy of the Funds' system of internal
controls and preparing and submitting Committee meeting minutes to the Board.


                                       7
<PAGE>

     The Board of each Trust has formed a Derivatives Committee to approve
parameters for and monitor the activities of the Trust with respect to
derivative investments, if any, made by the Trust. Finally, the Board of each
Trust has formed an Insurance Committee to review and monitor the insurance
coverage maintained by the Trust.

     The following chart sets forth the number of meetings of the Board, the
Audit Committee, the Independent Trustees, the Derivatives Committee and the
Insurance Committee of each Trust during its most recent fiscal year. No
Trustee attended fewer than 75% of the meetings of the Board, the Audit
Committee, the Independent Trustees, the Derivatives Committee or the Insurance
Committee held while he served in such positions.


      NUMBER OF BOARD AND COMMITTEE MEETINGS HELD DURING LAST FISCAL YEAR




<TABLE>
<CAPTION>
                                         BOARD OF   INDEPENDENT     AUDIT     DERIVATIVES   INSURANCE
                               FISCAL    TRUSTEES     TRUSTEES    COMMITTEE    COMMITTEE    COMMITTEE
NAME OF TRUST                 YEAR-END   MEETINGS     MEETINGS     MEETINGS     MEETINGS    MEETINGS
- ---------------------------- ---------- ---------- ------------- ----------- ------------- ----------
<S>                          <C>        <C>        <C>           <C>         <C>           <C>
QUALITY MUNI ............... 10/31/99        6          8             3           5             1
CALIFORNIA QUALITY ......... 10/31/99        6          8             3           5             1
NEW YORK QUALITY ........... 10/31/99        6          8             3           5             1
</TABLE>

ADVANTAGES OF HAVING SAME INDIVIDUALS AS INDEPENDENT TRUSTEES FOR ALL MORGAN
STANLEY DEAN WITTER FUNDS

     The Independent Trustees and the Funds' management believe that having the
same Independent Trustees for each of the Morgan Stanley Dean Witter Funds
avoids the duplication of effort that would arise from having different groups
of individuals serving as Independent Trustees for each of the Funds or even of
sub-groups of Funds. They believe that having the same individuals serve as
Independent Trustees of all the Funds tends to increase their knowledge and
expertise regarding matters which affect the Fund complex generally and
enhances their ability to negotiate on behalf of each Fund with the Fund's
service providers. This arrangement also precludes the possibility of separate
groups of Independent Trustees arriving at conflicting decisions regarding
operations and management of the Funds and avoids the cost and confusion that
would likely ensue. Finally, having the same Independent Trustees serve on all
Fund Boards enhances the ability of each Fund to obtain, at modest cost to each
separate Fund, the services of Independent Trustees of the caliber, experience
and business acumen of the individuals who serve as Independent Trustees of the
Morgan Stanley Dean Witter Funds.


SHARE OWNERSHIP BY TRUSTEES

     The Trustees have adopted a policy pursuant to which each Trustee and/or
his or her spouse is required to invest at least $25,000 in any of the Funds in
the Morgan Stanley Dean Witter Funds complex on whose boards the Trustee
serves. In addition, the policy contemplates that the Trustees will, over time,
increase their aggregate investment in the Funds above the $25,000 minimum
requirement. The Trustees may allocate their investments among specific Funds
in any manner they determine is appropriate based on their individual
investment objectives. As of the date of this Proxy Statement, each Trustee is
in compliance with the policy. Any future Trustee will be given a one year
period following his or her election within which to comply with the foregoing.
As of March 31, 2000, the total value of the investments by the Trustees and/or
their spouses in shares of the Morgan Stanley Dean Witter Funds was
approximately $42 million.

     As of the Record Date for these Meetings, the aggregate number of shares
of each Trust owned by the Trust's officers and Trustees as a group was less
than 1 percent of each Trust's outstanding shares.


                                       8
<PAGE>

COMPENSATION OF INDEPENDENT TRUSTEES

     Each Trust pays each Independent Trustee an annual fee of $800 plus a per
meeting fee of $50 for meetings of the Board of Trustees, the Independent
Trustees or committees of the Board attended by the Trustee (each Trust pays
the Chairman of the Audit Committee an additional annual fee of $750 and the
Chairmen of the Derivatives and Insurance Committees additional annual fees of
$500). If a Board meeting and a meeting of the Independent Trustees or a
Committee meeting, or a meeting of the Independent Trustees and/or more than
one Committee meeting, take place on a single day, the Trustees are paid a
single meeting fee by each Trust. Each Trust also reimburses such Trustees for
travel and other out-of-pocket expenses incurred by them in connection with
attending such meetings. Trustees and officers of the Trust who are or have
been employed by MSDW Advisors or an affiliated company receive no compensation
or expense reimbursement from the Trust for their services as Trustee.

     As of the date of this Proxy Statement, 55 of the Morgan Stanley Dean
Witter Funds, including QUALITY MUNI and CALIFORNIA QUALITY represented in this
Proxy Statement, have adopted a retirement program under which an Independent
Trustee who retires after serving for at least five years (or such lesser
period as may be determined by the Board) as an Independent Director or Trustee
of any Morgan Stanley Dean Witter Fund that has adopted the retirement program
(each such Fund referred to as an "Adopting Fund" and each such Trustee
referred to as an "Eligible Trustee") is entitled to retirement payments upon
reaching the eligible retirement age (normally, after attaining age 72). Annual
payments are based upon length of service. Currently, upon retirement, each
Eligible Trustee is entitled to receive from each Adopting Trust, commencing as
of his or her retirement date and continuing for the remainder of his or her
life, an annual retirement benefit (the "Regular Benefit") equal to 30.22% of
his or her Eligible Compensation plus 0.5036667% of such Eligible Compensation
for each full month of service as an Independent Director or Trustee of any
Adopting Fund in excess of five years up to a maximum of 60.44% after ten years
of service. The foregoing percentages may be changed by the Board. "Eligible
Compensation" is one-fifth of the total compensation earned by such Eligible
Trustee for service to the Adopting Fund in the five year period prior to the
date of the Eligible Trustee's retirement. An Eligible Trustee may elect
alternate payments of his or her retirement benefits based upon the combined
life expectancy of such Eligible Trustee and his or her spouse on the date of
such Eligible Trustee's retirement. The amount estimated to be payable under
this method, through the remainder of the later of the lives of such Eligible
Trustee and spouse, will be the actuarial equivalent of the Regular Benefit. In
addition, the Eligible Trustee may elect that the surviving spouse's periodic
payment of benefits will be equal to a lower percentage of the periodic amount
when both spouses were alive. Benefits under the retirement plans are accrued
as expenses on the books of the Adopting Funds. Such benefits are not secured
or funded by the Adopting Trusts.


                                       9
<PAGE>

     The following tables illustrate the compensation paid to each Trust's
Independent Trustees by each Trust for its last fiscal year, and the retirement
benefits accrued to the Independent Trustees of QUALITY MUNI and CALIFORNIA
QUALITY by those Trusts for their respective last fiscal years and the
estimated retirement benefits for the Independent Trustees of QUALITY MUNI and
CALIFORNIA QUALITY, to commence upon their retirement, as of the end of those
Trusts' respective last fiscal years.


MORGAN STANLEY DEAN WITTER QUALITY MUNICIPAL SECURITIES



<TABLE>
<CAPTION>
                                TRUST COMPENSATION AND ESTIMATED RETIREMENT BENEFITS
                                ----------------------------------------------------
                                                                         ESTIMATED
                                                      RETIREMENT          ANNUAL
                                    AGGREGATE           BENEFIT          BENEFITS
                                  COMPENSATION        ACCRUED AS           UPON
NAME OF INDEPENDENT TRUSTEE      FROM THE TRUST     TRUST EXPENSES     RETIREMENT(1)
- -----------------------------   ----------------   ----------------   --------------
<S>                             <C>                <C>                <C>
Michael Bozic ...............        $1,550              $381             $  907
Edwin J. Garn ...............         1,600               648                909
Wayne E. Hedien .............         1,650               716                771
Manuel H. Johnson ...........         2,100               256              1,360
Michael E. Nugent ...........         1,933               484              1,209
John L. Schroeder ...........         1,933               775                955
</TABLE>

- ----------
(1)   Based on current levels of compensation. Amount of annual benefits also
      varies depending on the Trustee's elections described in the discussion
      of the retirement program above.


MORGAN STANLEY DEAN WITTER CALIFORNIA QUALITY MUNICIPAL SECURITIES



<TABLE>
<CAPTION>
                                TRUST COMPENSATION AND ESTIMATED RETIREMENT BENEFITS
                                ----------------------------------------------------
                                                                         ESTIMATED
                                                      RETIREMENT          ANNUAL
                                    AGGREGATE           BENEFIT          BENEFITS
                                  COMPENSATION        ACCRUED AS           UPON
NAME OF INDEPENDENT TRUSTEE      FROM THE TRUST     TRUST EXPENSES     RETIREMENT(1)
- -----------------------------   ----------------   ----------------   --------------
<S>                             <C>                <C>                <C>
Michael Bozic ...............        $1,550              $381             $  907
Edwin J. Garn ...............         1,600               648                909
Wayne E. Hedien .............         1,650               716                771
Manuel H. Johnson ...........         2,100               256              1,360
Michael E. Nugent ...........         1,933               484              1,209
John L. Schroeder ...........         1,933               775                955
</TABLE>

- ----------
(1)   Based on current levels of compensation. Amount of annual benefits also
      varies depending on the Trustee's elections described in the discussion
      of the retirement program above.


MORGAN STANLEY DEAN WITTER NEW YORK QUALITY MUNICIPAL SECURITIES



<TABLE>
<CAPTION>
NAME OF INDEPENDENT TRUSTEE      AGGREGATE COMPENSATION FROM THE TRUST
- -----------------------------   --------------------------------------
<S>                             <C>
Michael Bozic ...............                   $1,550
Edwin J. Garn ...............                    1,600
Wayne E. Hedien .............                    1,650
Manuel H. Johnson ...........                    2,100
Michael E. Nugent ...........                    1,933
John L. Schroeder ...........                    1,933
</TABLE>



                                       10
<PAGE>

     The following table illustrates the compensation paid to the Independent
Trustees of the Trusts for the calendar year ended December 31, 1999 for
services to the 93 Morgan Stanley Dean Witter Funds that were in operation at
December 31, 1999.


            CASH COMPENSATION FROM MORGAN STANLEY DEAN WITTER FUNDS




<TABLE>
<CAPTION>
                                     TOTAL CASH
                                    COMPENSATION
                                   FOR SERVICES TO
                                  93 MORGAN STANLEY
                                     DEAN WITTER
NAME OF INDEPENDENT TRUSTEES            FUNDS
- ------------------------------   ------------------
<S>                              <C>
Michael Bozic ................        $134,600
Edwin J. Garn ................         138,700
Wayne E. Hedien ..............         138,700
Manuel H. Johnson ............         208,638
Michael E. Nugent ............         193,324
John L. Schroeder ............         193,324
</TABLE>

     The following table illustrates the retirement benefits accrued to the
Independent Trustees of the Funds by the 55 Morgan Stanley Dean Witter Funds
(including QUALITY MUNI and CALIFORNIA QUALITY represented in this Proxy
Statement) for the calendar year ended December 31, 1999, and the estimated
retirement benefits for the Independent Trustees, to commence upon their
retirement, from the 55 Morgan Stanley Dean Witter Funds as of December 31,
1999.


         RETIREMENT BENEFITS FROM ALL MORGAN STANLEY DEAN WITTER FUNDS




<TABLE>
<CAPTION>
                                     ESTIMATED                                                ESTIMATED ANNUAL
                                  CREDITED YEARS       ESTIMATED      RETIREMENT BENEFITS      BENEFITS UPON
                                    OF SERVICE        PERCENTAGE           ACCRUED AS         RETIREMENT FROM
                                   AT RETIREMENT      OF ELIGIBLE         EXPENSES BY           ALL ADOPTING
NAME OF INDEPENDENT TRUSTEES       (MAXIMUM 10)      COMPENSATION      ALL ADOPTING FUNDS         FUNDS(1)
- ------------------------------   ----------------   --------------   ---------------------   -----------------
<S>                              <C>                <C>              <C>                     <C>
Michael Bozic ................          10               60.44%             $20,933               $50,588
Edwin J. Garn ................          10               60.44               31,737                50,675
Wayne E. Hedien ..............           9               51.37               39,566                43,000
Manuel H. Johnson ............          10               60.44               13,129                75,520
Michael E. Nugent ............          10               60.44               23,175                67,209
John L. Schroeder ............           8               50.37               41,558                52,994
</TABLE>

- ----------
(1)   Based on current levels of compensation. Amount of annual benefits also
      varies depending on the Trustee's elections described in the discussion
      of the retirement program above.


     THE BOARD OF TRUSTEES OF EACH TRUST UNANIMOUSLY RECOMMENDS THAT
SHAREHOLDERS VOTE FOR THE ELECTION OF EACH OF THE TRUSTEES NOMINATED FOR
ELECTION.


THE INVESTMENT MANAGER

     Morgan Stanley Dean Witter Advisors Inc. serves as each Trust's investment
manager pursuant to an investment management agreement. MSDW Advisors maintains
its offices at Two World Trade Center, New York, New York 10048. MSDW Advisors,
which was incorporated in July 1992, under the name Dean Witter InterCapital,
Inc., changed its name to Morgan Stanley Dean Witter Advisors on June 22, 1998.
MSDW Advisors is a wholly-owned subsidiary of MSDW, a preeminent global
financial services firm that maintains leading market positions in each of its
three primary businesses--securities, asset management and credit services.


                                       11
<PAGE>

     The Principal Executive Officer and Directors of MSDW Advisors are
Mitchell M. Merin, President and Chief Executive Officer, Ronald E. Robison,
Executive Vice President and Chief Administrative Officer and Barry Fink,
Executive Vice President, Secretary and General Counsel. The principal
occupations of Messrs. Merin, Robison and Fink are described under the section
"Election of Trustees." The business address of the Executive Officer and other
Directors is Two World Trade Center, New York, New York 10048.

     MSDW has its offices at 1585 Broadway, New York, New York 10036. There are
various lawsuits pending against MSDW involving material amounts which, in the
opinion of its management, will be resolved with no material effect on the
consolidated financial position of the company.


     MSDW Advisors and its wholly-owned subsidiary, MSDW Services, serve in
various investment management, advisory, management and administrative
capacities to investment companies and pension plans and other institutional
and individual investors.



                             ADDITIONAL INFORMATION

     In the event that the necessary quorum to transact business or the vote
required to approve or reject any proposal for any Trust is not obtained at the
Meeting of any Trust, the persons named as proxies may propose one or more
adjournments of the Meeting of the applicable Trust to permit further
solicitation of proxies. Any such adjournment will require the affirmative vote
of the holders of a majority of the applicable Trust's shares present in person
or by proxy at the Meeting. The persons named as proxies will vote in favor of
such adjournment those proxies which have been received by the date of the
Meeting.


     Abstentions and, if applicable, broker "non-votes" will not count as votes
in favor of any proposal, and broker "non-votes" will not be deemed to be
present at the Meeting of any Trust for purposes of determining whether a
particular proposal to be voted upon has been approved. Broker "non-votes" are
shares held in street name for which the broker indicates that instructions
have not been received from the beneficial owners or other persons entitled to
vote and for which the broker does not have discretionary voting authority.



                             SHAREHOLDER PROPOSALS

     Proposals of security holders intended to be presented at the next Annual
Meeting of Shareholders of each respective Trust must be received by no later
than January 4, 2001 for each Trust for inclusion in the proxy statement for
each respective Trust's next Annual Meeting. The mere submission of a proposal
does not guarantee its inclusion in the proxy materials or its presentation at
the meeting. Certain rules under the federal securities laws must be met.


            SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

     The following persons are "reporting persons" of QUALITY MUNI under
Section 16 of the Securities Exchange Act of 1934 and had not previously filed
an "Initial Statement of Beneficial Ownership of Securities" on Form 3:
Mitchell M. Merin, Ronald E. Robison, Joseph J. McAlinden, Wayne E. Hedien and
Barry Fink. None of the above reporting persons has ever held any shares of the
Trust.

     The following persons are "reporting persons" of CALIFORNIA QUALITY under
Section 16 of the Securities Exchange Act of 1934 and had not previously filed
an "Initial Statement of Beneficial Ownership of Securities" on Form 3:
Mitchell M. Merin, Ronald E. Robison, Joseph J. McAlinden, Wayne E. Hedien,
Barry Fink and James F. Willison. None of the above reporting persons has ever
held any shares of the Trust.

     The following persons are "reporting persons" of NEW YORK QUALITY under
Section 16 of the Securities Exchange Act of 1934 and had not previously filed
an "Initial Statement of Beneficial Ownership of Securities"


                                       12
<PAGE>

on Form 3: Mitchell M. Merin, Ronald E. Robison, Joseph J. McAlinden, Wayne E.
Hedien and Barry Fink. None of the above reporting persons has ever held any
shares of the Trust.


                            REPORTS TO SHAREHOLDERS

     EACH TRUST'S MOST RECENT ANNUAL REPORT FOR EACH TRUST'S MOST RECENT FISCAL
YEAR END HAVE BEEN SENT PREVIOUSLY TO SHAREHOLDERS AND ARE AVAILABLE WITHOUT
CHARGE UPON REQUEST FROM NINA WESSEL AT MORGAN STANLEY DEAN WITTER TRUST FSB,
HARBORSIDE FINANCIAL CENTER, PLAZA TWO, JERSEY CITY, NEW JERSEY 07311
(TELEPHONE 1-800-869-NEWS) (TOLL-FREE).


                          INTEREST OF CERTAIN PERSONS

     MSDW, MSDW Advisors, DWR, MSDW Services, and certain of their respective
Directors, Officers, and employees, including persons who are Trustees or
Officers of the Trusts, may be deemed to have an interest in certain of the
proposals described in this Proxy Statement to the extent that certain of such
companies and their affiliates have contractual and other arrangements,
described elsewhere in this Proxy Statement, pursuant to which they are paid
fees by the Trusts, and certain of those individuals are compensated for
performing services relating to the Trusts and may also own shares of MSDW.
Such companies and persons may thus be deemed to derive benefits from the
approvals by Shareholders of such proposals.


                                 OTHER BUSINESS

     The management of the Trusts knows of no other matters which may be
presented at the Meetings. However, if any matters not now known properly come
before the Meetings, it is the intention of the persons named in the enclosed
form of proxy, or their substitutes, to vote all shares that they are entitled
to vote on any such matter, utilizing such proxy in accordance with their best
judgment on such matters.


                                      By Order of the Board of Trustees


                                                 BARRY FINK
                                                 Secretary

                                       13
<PAGE>

            MORGAN STANLEY DEAN WITTER QUALITY MUNICIPAL SECURITIES

                                     PROXY


           THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES



The undersigned hereby appoints Ronald E. Robison, Barry Fink, and Joseph J.
McAlinden, or any of them, proxies, each with the power of substitution, to
vote on behalf of the undersigned at the Annual Meeting of Shareholders of
Morgan Stanley Dean Witter Quality Municipal Securities on June 22, 2000, at
11:00 a.m., New York City time, and at any adjournment thereof, on the proposal
set forth in the Notice of Meeting dated April 26, 2000 as follows:






                          (Continued on reverse side)


THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" THE TRUSTEES SET FORTH ON THE REVERSE HEREOF AND AS RECOMMENDED BY
THE BOARD OF TRUSTEES.


      IMPORTANT--THIS PROXY MUST BE SIGNED AND DATED ON THE REVERSE SIDE.
<PAGE>

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
<S>                                                                                      <C>
                                                                                         PLEASE MARK VOTES AS
TO VOTE BY MAIL, PLEASE COMPLETE AND RETURN THIS CARD                                    IN THE EXAMPLE USING
YOU ALSO MAY VOTE A PROXY BY TOUCH-TONE PHONE OR BY INTERNET                             BLACK OR BLUE INK     [X]
(SEE ENCLOSED VOTING INFORMATION CARD FOR FURTHER INSTRUCTIONS)
                                                                                         COMMON SHARES
TO VOTE A PROXY BY PHONE, call Toll-Free: 1-800-690-6903

TO VOTE A PROXY BY INTERNET, visit our Website(s): WWW.MSDWT.COM or WWW.PROXYVOTE.COM



                                                                 FOR ALL
                                        FOR        WITHHOLD      EXCEPT
 Election of three (3) Trustees:        [ ]           [ ]         [ ]



 01. Edwin J. Garn,   02. Michael E. Nugent,

 03. Philip J. Purcell


 IF YOU WISH TO WITHHOLD AUTHORITY FOR ANY PARTICULAR NOMINEE, MARK THE
 "FOR ALL EXCEPT" BOX AND STRIKE A LINE THROUGH THE NOMINEE'S NAME.


                                        Please make sure to sign and date this Proxy using black or blue ink.


                                        Date   ---------------------------------------------------------------


                                        ----------------------------------------------------------------------


                                        ----------------------------------------------------------------------
                                                            Shareholder sign in the box above

                                        ----------------------------------------------------------------------


                                        ----------------------------------------------------------------------
                                                          Co-Owner (if any) sign in the box above


- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -

[arrow up]    [arrow up]    PLEASE FOLD AND DETACH AT PERFORATION ALONG DOTTED LINES    [arrow up]   [arrow up]
</TABLE>

                           MORGAN STANLEY DEAN WITTER
                          QUALITY MUNICIPAL SECURITIES

- -------------------------------------------------------------------------------

                                   IMPORTANT


              USE ONE OF THESE THREE EASY WAYS TO VOTE YOUR PROXY


 1. BY MAIL. PLEASE DATE, SIGN AND RETURN THE ABOVE PROXY CARD IN THE ENCLOSED
    POSTAGE PAID ENVELOPE.

 2. BY INTERNET. HAVE YOUR PROXY CARD AT HAND. GO TO THE "VOTE YOUR PROXY HERE"
    LINK ON THE WEBSITE WWW.MSDWT.COM OR WWW.PROXYVOTE.COM. ENTER YOUR
    12-DIGIT CONTROL NUMBER LOCATED ON THE PROXY CARD AND FOLLOW THE SIMPLE
    INSTRUCTIONS.

3.  BY TELEPHONE. HAVE YOUR PROXY CARD AT HAND. CALL 1-800-690-6903 ON A
    TOUCH-TONE PHONE. ENTER YOUR 12-DIGIT CONTROL NUMBER LOCATED ON THE PROXY
    CARD AND FOLLOW THE SIMPLE RECORDED INSTRUCTIONS.

- -------------------------------------------------------------------------------


 PRX 00126

<PAGE>

      MORGAN STANLEY DEAN WITTER CALIFORNIA QUALITY MUNICIPAL SECURITIES

                                     PROXY


           THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES



The undersigned hereby appoints Ronald E. Robison, Barry Fink, and Joseph J.
McAlinden, or any of them, proxies, each with the power of substitution, to
vote on behalf of the undersigned at the Annual Meeting of Shareholders of
Morgan Stanley Dean Witter California Quality Municipal Securities on June 22,
2000, at 11:00 a.m., New York City time, and at any adjournment thereof, on the
proposal set forth in the Notice of Meeting dated April 26, 2000 as follows:






                          (Continued on reverse side)


THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" THE TRUSTEES SET FORTH ON THE REVERSE HEREOF AND AS RECOMMENDED BY
THE BOARD OF TRUSTEES.


      IMPORTANT--THIS PROXY MUST BE SIGNED AND DATED ON THE REVERSE SIDE.
<PAGE>

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
<S>                                                                                        <C>
                                                                                           PLEASE MARK VOTES AS
TO VOTE BY MAIL, PLEASE COMPLETE AND RETURN THIS CARD                                      IN THE EXAMPLE USING
YOU ALSO MAY VOTE A PROXY BY TOUCH-TONE PHONE OR BY INTERNET                               BLACK OR BLUE INK    [X]
(SEE ENCLOSED VOTING INFORMATION CARD FOR FURTHER INSTRUCTIONS)
                                                                                           COMMON SHARES
TO VOTE A PROXY BY PHONE, call Toll-Free: 1-800-690-6903

TO VOTE A PROXY BY INTERNET, visit our Website(s): WWW.MSDWT.COM or WWW.PROXYVOTE.COM




                                                                FOR ALL
                                       FOR        WITHHOLD      EXCEPT
 Election of three (3) Trustees:       [ ]          [ ]           [ ]


 01. Edwin J. Garn,   02. Michael E. Nugent,

 03. Philip J. Purcell


IF YOU WISH TO WITHHOLD AUTHORITY FOR ANY PARTICULAR NOMINEE, MARK THE
"FOR ALL EXCEPT" BOX AND STRIKE A LINE THROUGH THE NOMINEE'S NAME.


                                         Please make sure to sign and date this Proxy using black or blue ink.


                                         Date   --------------------------------------------------------------


                                        ----------------------------------------------------------------------


                                        ----------------------------------------------------------------------
                                                            Shareholder sign in the box above

                                        ----------------------------------------------------------------------


                                        ----------------------------------------------------------------------
                                                          Co-Owner (if any) sign in the box above

 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -

[arrow up]   [arrow up]    PLEASE FOLD AND DETACH AT PERFORATION ALONG DOTTED LINES    [arrow up]   [arrow up]
</TABLE>

                          MORGAN STANLEY DEAN WITTER
                    CALIFORNIA QUALITY MUNICIPAL SECURITIES

- -------------------------------------------------------------------------------

                                   IMPORTANT

              USE ONE OF THESE THREE EASY WAYS TO VOTE YOUR PROXY


 1. BY MAIL. PLEASE DATE, SIGN AND RETURN THE ABOVE PROXY CARD IN THE ENCLOSED
    POSTAGE PAID ENVELOPE.

 2. BY INTERNET. HAVE YOUR PROXY CARD AT HAND. GO TO THE "VOTE YOUR PROXY HERE"
    LINK ON THE WEBSITE WWW.MSDWT.COM OR WWW.PROXYVOTE.COM. ENTER YOUR
    12-DIGIT CONTROL NUMBER LOCATED ON THE PROXY CARD AND FOLLOW THE SIMPLE
    INSTRUCTIONS.

3.  BY TELEPHONE. HAVE YOUR PROXY CARD AT HAND. CALL 1-800-690-6903 ON A
    TOUCH-TONE PHONE. ENTER YOUR 12-DIGIT CONTROL NUMBER LOCATED ON THE PROXY
    CARD AND FOLLOW THE SIMPLE RECORDED INSTRUCTIONS.

- --------------------------------------------------------------------------------

PRX 095


<PAGE>

       MORGAN STANLEY DEAN WITTER NEW YORK QUALITY MUNICIPAL SECURITIES

                                     PROXY


           THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES



The undersigned hereby appoints Ronald E. Robison, Barry Fink, and Joseph J.
McAlinden, or any of them, proxies, each with the power of substitution, to
vote on behalf of the undersigned at the Annual Meeting of Shareholders of
Morgan Stanley Dean Witter New York Quality Municipal Securities on June 22,
2000, at 11:00 a.m., New York City time, and at any adjournment thereof, on the
proposal set forth in the Notice of Meeting dated April 26, 2000 as follows:






                          (Continued on reverse side)


THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" THE TRUSTEES SET FORTH ON THE REVERSE HEREOF AND AS RECOMMENDED BY
THE BOARD OF TRUSTEES.


      IMPORTANT--THIS PROXY MUST BE SIGNED AND DATED ON THE REVERSE SIDE.
<PAGE>

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
<S>                                                                                         <C>
                                                                                            PLEASE MARK VOTES AS
TO VOTE BY MAIL, PLEASE COMPLETE AND RETURN THIS CARD                                       IN THE EXAMPLE USING
YOU ALSO MAY VOTE A PROXY BY TOUCH-TONE PHONE OR BY INTERNET                                BLACK OR BLUE INK    [X]
(SEE ENCLOSED VOTING INFORMATION CARD FOR FURTHER INSTRUCTIONS)
                                                                                            COMMON SHARES
TO VOTE A PROXY BY PHONE, call Toll-Free: 1-800-690-6903

TO VOTE A PROXY BY INTERNET, visit our Website(s): WWW.MSDWT.COM or WWW.PROXYVOTE.COM




                                                              FOR ALL
                                         FOR     WITHHOLD     EXCEPT
 Election of three (3) Trustees:         [ ]       [ ]          [ ]


 01. Edwin J. Garn,   02. Michael E. Nugent,

 03. Philip J. Purcell


 IF YOU WISH TO WITHHOLD AUTHORITY FOR ANY PARTICULAR NOMINEE, MARK THE
 "FOR ALL EXCEPT" BOX AND STRIKE A LINE THROUGH THE NOMINEE'S NAME.


                                        Please make sure to sign and date this Proxy using black or blue ink.


                                        Date   ---------------------------------------------------------------


                                        ----------------------------------------------------------------------


                                        ----------------------------------------------------------------------
                                                           Shareholder sign in the box above


                                        ----------------------------------------------------------------------


                                        ----------------------------------------------------------------------
                                                         Co-Owner (if any) sign in the box above


- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -

[arrow up]     [arrow up]   PLEASE FOLD AND DETACH AT PERFORATION ALONG DOTTED LINES    [arrow up]    [arrow up]
</TABLE>


                           MORGAN STANLEY DEAN WITTER
                     NEW YORK QUALITY MUNICIPAL SECURITIES

- -------------------------------------------------------------------------------

                                   IMPORTANT


              USE ONE OF THESE THREE EASY WAYS TO VOTE YOUR PROXY


 1. BY MAIL. PLEASE DATE, SIGN AND RETURN THE ABOVE PROXY CARD IN THE ENCLOSED
    POSTAGE PAID ENVELOPE.

 2. BY INTERNET. HAVE YOUR PROXY CARD AT HAND. GO TO THE "VOTE YOUR PROXY HERE"
    LINK ON THE WEBSITE WWW.MSDWT.COM OR WWW.PROXYVOTE.COM. ENTER YOUR
    12-DIGIT CONTROL NUMBER LOCATED ON THE PROXY CARD AND FOLLOW THE SIMPLE
    INSTRUCTIONS.

3.  BY TELEPHONE. HAVE YOUR PROXY CARD AT HAND. CALL 1-800-690-6903 ON A
    TOUCH-TONE PHONE. ENTER YOUR 12-DIGIT CONTROL NUMBER LOCATED ON THE PROXY
    CARD AND FOLLOW THE SIMPLE RECORDED INSTRUCTIONS.

- -------------------------------------------------------------------------------
PRX 00100


<PAGE>

            MORGAN STANLEY DEAN WITTER QUALITY MUNICIPAL SECURITIES

                                     PROXY


           THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES



The undersigned hereby appoints Ronald E. Robison, Barry Fink, and Joseph J.
McAlinden, or any of them, proxies, each with the power of substitution, to
vote on behalf of the undersigned at the Annual Meeting of Shareholders of
Morgan Stanley Dean Witter Quality Municipal Securities on June 22, 2000, at
11:00 a.m., New York City time, and at any adjournment thereof, on the proposal
set forth in the Notice of Meeting dated April 26, 2000 as follows:






                          (Continued on reverse side)


THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" THE TRUSTEES SET FORTH ON THE REVERSE HEREOF AND AS RECOMMENDED BY
THE BOARD OF TRUSTEES.


      IMPORTANT--THIS PROXY MUST BE SIGNED AND DATED ON THE REVERSE SIDE.
<PAGE>

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
<S>                                                                                            <C>
TO VOTE BY MAIL, PLEASE COMPLETE AND RETURN THIS CARD                                          PLEASE MARK VOTES AS
YOU ALSO MAY VOTE A PROXY BY TOUCH-TONE PHONE OR BY INTERNET                                   IN THE EXAMPLE USING
                                                                                               BLACK OR BLUE INK   [X]
(SEE ENCLOSED VOTING INFORMATION CARD FOR FURTHER INSTRUCTIONS)
                                                                                               PREFERRED SHARES

TO VOTE A PROXY BY PHONE, call Toll-Free: 1-800-690-6903

TO VOTE A PROXY BY INTERNET, visit our Website(s): WWW.MSDWT.COM or WWW.PROXYVOTE.COM



                                                                  FOR ALL
                                       FOR        WITHHOLD        EXCEPT
 Election of three (3) Trustees:       [ ]          [ ]             [ ]



 01. Edwin J. Garn,  02. Michael E. Nugent

 03. Philip J. Purcell


 IF YOU WISH TO WITHHOLD AUTHORITY FOR ANY PARTICULAR NOMINEE, MARK THE
"FOR ALL EXCEPT" BOX AND STRIKE A LINE THROUGH THE NOMINEE'S NAME.


                                        Please make sure to sign and date this Proxy using black or blue ink.


                                        Date   ---------------------------------------------------------------


                                        ----------------------------------------------------------------------


                                        ----------------------------------------------------------------------
                                                           Shareholder sign in the box above

                                        ----------------------------------------------------------------------


                                        ----------------------------------------------------------------------
                                                         Co-Owner (if any) sign in the box above

 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -

[arrow up]   [arrow up]   PLEASE FOLD AND DETACH AT PERFORATION ALONG DOTTED LINES    [arrow up]    [arrow up]
</TABLE>

                          MORGAN STANLEY DEAN WITTER
                          QUALITY MUNICIPAL SECURITIES

- -------------------------------------------------------------------------------

                                   IMPORTANT

              USE ONE OF THESE THREE EASY WAYS TO VOTE YOUR PROXY

 1. BY MAIL. PLEASE DATE, SIGN AND RETURN THE ABOVE PROXY CARD IN THE ENCLOSED
    POSTAGE PAID ENVELOPE.

 2. BY INTERNET. HAVE YOUR PROXY CARD AT HAND. GO TO THE "VOTE YOUR PROXY HERE"
    LINK ON THE WEBSITE WWW.MSDWT.COM OR WWW.PROXYVOTE.COM. ENTER YOUR
    12-DIGIT CONTROL NUMBER LOCATED ON THE PROXY CARD AND FOLLOW THE SIMPLE
    INSTRUCTIONS.

3.  BY TELEPHONE. HAVE YOUR PROXY CARD AT HAND. CALL 1-800-690-6903 ON A
    TOUCH-TONE PHONE. ENTER YOUR 12-DIGIT CONTROL NUMBER LOCATED ON THE PROXY
    CARD AND FOLLOW THE SIMPLE RECORDED INSTRUCTIONS.

- -------------------------------------------------------------------------------

PRX 00126

<PAGE>

                          MORGAN STANLEY DEAN WITTER
                    CALIFORNIA QUALITY MUNICIPAL SECURITIES


                                     PROXY


           THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES



The undersigned hereby appoints Ronald E. Robison, Barry Fink, and Joseph J.
McAlinden, or any of them, proxies, each with the power of substitution, to
vote on behalf of the undersigned at the Annual Meeting of Shareholders of
Morgan Stanley Dean Witter California Quality Municipal Securities on June 22,
2000, at 11:00 a.m., New York City time, and at any adjournment thereof, on the
proposal set forth in the Notice of Meeting dated April 26, 2000 as follows:






                          (Continued on reverse side)


THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" THE TRUSTEES SET FORTH ON THE REVERSE HEREOF AND AS RECOMMENDED BY
THE BOARD OF TRUSTEES.


      IMPORTANT--THIS PROXY MUST BE SIGNED AND DATED ON THE REVERSE SIDE.
<PAGE>

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
<S>                                                                                               <C>
TO VOTE BY MAIL, PLEASE COMPLETE AND RETURN THIS CARD                                             PLEASE MARK VOTES AS
YOU ALSO MAY VOTE A PROXY BY TOUCH-TONE PHONE OR BY INTERNET                                      IN THE EXAMPLE USING
(SEE ENCLOSED VOTING INFORMATION CARD FOR FURTHER INSTRUCTIONS)                                   BLACK OR BLUE INK   [X]

TO VOTE A PROXY BY PHONE, call Toll-Free: 1-800-690-6903                                          PREFERRED SHARES

TO VOTE A PROXY BY INTERNET, visit our Website(s): WWW.MSDWT.COM or WWW.PROXYVOTE.COM



                                                                    FOR ALL
                                        FOR        WITHHOLD         EXCEPT
 Election of three (3) Trustees:        [ ]          [ ]             [ ]


 01. Edwin J. Garn,  02. Michael E. Nugent

 03. Philip J. Purcell


 IF YOU WISH TO WITHHOLD AUTHORITY FOR ANY PARTICULAR NOMINEE, MARK THE
 "FOR ALL EXCEPT" BOX AND STRIKE A LINE THROUGH THE NOMINEE'S NAME.


                                      Please make sure to sign and date this Proxy using black or blue ink.


                                      Date   ---------------------------------------------------------------

                                      ----------------------------------------------------------------------


                                      ----------------------------------------------------------------------
                                                        Shareholder sign in the box above

                                      ----------------------------------------------------------------------


                                      ----------------------------------------------------------------------
                                                      Co-Owner (if any) sign in the box above

- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -

[arrow up]    [arrow up]   PLEASE FOLD AND DETACH AT PERFORATION ALONG DOTTED LINES   [arrow up]    [arrow up]
</TABLE>



                          MORGAN STANLEY DEAN WITTER
                    CALIFORNIA QUALITY MUNICIPAL SECURITIES

- -------------------------------------------------------------------------------

                                   IMPORTANT

              USE ONE OF THESE THREE EASY WAYS TO VOTE YOUR PROXY


 1. BY MAIL. PLEASE DATE, SIGN AND RETURN THE ABOVE PROXY CARD IN THE ENCLOSED
    POSTAGE PAID ENVELOPE.

 2. BY INTERNET. HAVE YOUR PROXY CARD AT HAND. GO TO THE "VOTE YOUR PROXY HERE"
    LINK ON THE WEBSITE WWW.MSDWT.COM OR WWW.PROXYVOTE.COM. ENTER YOUR
    12-DIGIT CONTROL NUMBER LOCATED ON THE PROXY CARD AND FOLLOW THE SIMPLE
    INSTRUCTIONS.

3.  BY TELEPHONE. HAVE YOUR PROXY CARD AT HAND. CALL 1-800-690-6903 ON A
    TOUCH-TONE PHONE. ENTER YOUR 12-DIGIT CONTROL NUMBER LOCATED ON THE PROXY
    CARD AND FOLLOW THE SIMPLE RECORDED INSTRUCTIONS.

- -------------------------------------------------------------------------------

 PRX 095

<PAGE>

       MORGAN STANLEY DEAN WITTER NEW YORK QUALITY MUNICIPAL SECURITIES

                                     PROXY


           THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF TRUSTEES



The undersigned hereby appoints Ronald E. Robison, Barry Fink, and Joseph J.
McAlinden, or any of them, proxies, each with the power of substitution, to
vote on behalf of the undersigned at the Annual Meeting of Shareholders of
Morgan Stanley Dean Witter New York Quality Municipal Securities on June 22,
2000, at 11:00 a.m., New York City time, and at any adjournment thereof, on the
proposal set forth in the Notice of Meeting dated April 26, 2000 as follows:




                          (Continued on reverse side)


THIS PROXY WHEN PROPERLY EXECUTED WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED SHAREHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED "FOR" THE TRUSTEES SET FORTH ON THE REVERSE HEREOF AND AS RECOMMENDED BY
THE BOARD OF TRUSTEES.


      IMPORTANT--THIS PROXY MUST BE SIGNED AND DATED ON THE REVERSE SIDE.
<PAGE>

- --------------------------------------------------------------------------------

<TABLE>
<CAPTION>
<S>                                                                                             <C>
TO VOTE BY MAIL, PLEASE COMPLETE AND RETURN THIS CARD                                           PLEASE MARK VOTES AS
YOU ALSO MAY VOTE A PROXY BY TOUCH-TONE PHONE OR BY INTERNET                                    IN THE EXAMPLE USING
(SEE ENCLOSED VOTING INFORMATION CARD FOR FURTHER INSTRUCTIONS)                                 BLACK OR BLUE INK   [X]

TO VOTE A PROXY BY PHONE, call Toll-Free: 1-800-690-6903                                        PREFERRED SHARES

TO VOTE A PROXY BY INTERNET, visit our Website(s): WWW.MSDWT.COM or WWW.PROXYVOTE.COM




                                                                     FOR ALL
                                       FOR          WITHHOLD         EXCEPT
 Election of three (3) Trustees:       [ ]             [ ]             [ ]



 01. Edwin J. Garn,  02. Michael E. Nugent

 03. Philip J. Purcell


 IF YOU WISH TO WITHHOLD AUTHORITY FOR ANY PARTICULAR NOMINEE, MARK THE
"FOR ALL EXCEPT" BOX AND STRIKE A LINE THROUGH THE NOMINEE'S NAME.



                                       Please make sure to sign and date this Proxy using black or blue ink.


                                       Date   ---------------------------------------------------------------


                                       ----------------------------------------------------------------------


                                       ----------------------------------------------------------------------
                                                         Shareholder sign in the box above


                                       ----------------------------------------------------------------------


                                       ----------------------------------------------------------------------
                                                      Co-Owner (if any) sign in the box above

- - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - -

[arrow up]   [arrow up]   PLEASE FOLD AND DETACH AT PERFORATION ALONG DOTTED LINES   [arrow up]   [arrow up]
</TABLE>


                          MORGAN STANLEY DEAN WITTER
                     NEW YORK QUALITY MUNICIPAL SECURITIES

- -------------------------------------------------------------------------------

                                   IMPORTANT


              USE ONE OF THESE THREE EASY WAYS TO VOTE YOUR PROXY


 1. BY MAIL. PLEASE DATE, SIGN AND RETURN THE ABOVE PROXY CARD IN THE ENCLOSED
    POSTAGE PAID ENVELOPE.

 2. BY INTERNET. HAVE YOUR PROXY CARD AT HAND. GO TO THE "VOTE YOUR PROXY HERE"
    LINK ON THE WEBSITE WWW.MSDWT.COM OR WWW.PROXYVOTE.COM. ENTER YOUR
    12-DIGIT CONTROL NUMBER LOCATED ON THE PROXY CARD AND FOLLOW THE SIMPLE
    INSTRUCTIONS.

3.  BY TELEPHONE. HAVE YOUR PROXY CARD AT HAND. CALL 1-800-690-6903 ON A
    TOUCH-TONE PHONE. ENTER YOUR 12-DIGIT CONTROL NUMBER LOCATED ON THE PROXY
    CARD AND FOLLOW THE SIMPLE RECORDED INSTRUCTIONS.

- -------------------------------------------------------------------------------

PRX 00100


<PAGE>

- -------------------------------------------------------------------------------

MORGAN STANLEY DEAN WITTER FUNDS
- -------------------------------------------------------------------------------

     OFFERS TWO NEW WAYS TO VOTE YOUR PROXY
     24 HOURS A DAY, 7 DAYS A WEEK

     You can now vote your proxy in a matter of minutes with the ease and
     convenience of the Internet or the telephone. You may still vote by mail.
     But remember, if you are voting by Internet or telephone, do not mail the
     proxy.

     TO VOTE BY INTERNET:

     1. Read the enclosed Proxy Statement and have your Proxy Card available.
     2. Go to the "Proxy Voting" link on www.msdwt.com or to website
        www.proxyvote.com.
     3. Enter the 12-digit Control Number found on your Proxy Card.
     4. Follow the simple instructions.

     TO VOTE BY TELEPHONE:

     1. Read the enclosed Proxy Statement and have your Proxy Card available.
     2. Call toll-free 1-800-690-6903.
     3. Enter the 12-digit Control Number found on your Proxy Card.
     4. Follow the simple recorded instructions.

                                                  Your Proxy Vote is Important!
                                           Thank You for Submitting Your Proxy.

- -------------------------------------------------------------------------------







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