UNITED STATES
	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549

	FORM 10-Q

[X]	Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the quarterly period ended March 31, 2006 or

[ ]	Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from               to

Commission File No. 0-13298

	DEAN WITTER CORNERSTONE FUND II

	(Exact name of registrant as specified in its charter)

          New York                              	      13-3212871
(State or other jurisdiction of                 	  (I.R.S. Employer
incorporation or organization)                 	  Identification No.)

Demeter Management Corporation
330 Madison Avenue, 8th Floor
New York, NY 						             10017
(Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code  (212) 905-2700






(Former name, former address, and former fiscal year, if changed since last
report)


Indicate by check-mark whether the registrant
(1) has filed all reports required
to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.

Yes    X        No


Indicate by check-mark whether the registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated filer.  See definition of ?accelerated
filer and large accelerated filer? in Rule 12b-2 of the Exchange Act.  (Check
one):

Large accelerated filer___Accelerated filer___Non-accelerated filer _X__


Indicate by check-mark whether the registrant is a shell company (as
defined in Rule 12b-2 of the Exchange Act).  Yes ___  No  X



<page> <table>	DEAN WITTER CORNERSTONE FUND II

	INDEX TO QUARTERLY REPORT ON FORM 10-Q

	March 31, 2006


<caption>


PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

				<c>
		Statements of Financial Condition as of March 31, 2006
		(Unaudited) and December 31, 2005 ........................ 2

		Statements of Operations for the Quarters
		Ended March 31, 2006 and 2005 	(Unaudited)................. 3

		Statements of Changes in Partners? Capital for the
		Quarters Ended March 31, 2006 and 2005 	(Unaudited).........4

		Statements of Cash Flows for the Quarters Ended
		March 31, 2006 and 2005 (Unaudited)........................5

		Notes to Financial Statements (Unaudited) ............. 6-11

Item 2.	Management?s Discussion and Analysis of
			Financial Condition and Results of Operations ..... 12-22

Item 3.	Quantitative and Qualitative Disclosures about
			Market Risk ....................................... 23?35

Item 4.	Controls and Procedures ...............................35


PART II. OTHER INFORMATION

Item 1A.Risk Factors...........................................36

Item 5.	Other Information......................................36

Item 6.	Exhibits............................................36-37

</table>




<page> <table> PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

	DEAN WITTER CORNERSTONE FUND II
	STATEMENTS OF FINANCIAL CONDITION
<caption>
	March 31,	December 31,
	        2006        	        2005
	$	$
	(Unaudited)
ASSETS

	<c>	<c>
Equity in futures interests trading accounts:
	Unrestricted cash	9,822,329	11,242,503
	Restricted cash	   1,127,640	    1,213,808

	     Total cash	   10,949,969	   12,456,311

	Net unrealized gain on open contracts (MSIL)	       93,664	       173,143
	Net unrealized gain (loss) on open contracts (MS&Co.)	      (70,876)	       344,900

	     Total net unrealized gain on open contracts	       22,788	       518,043

	     Total Trading Equity	10,972,757	12,974,354

Due from Morgan Stanley DW	       51,169	        11,710
Interest receivable (Morgan Stanley DW)	                        34,535	        35,476

	     Total Assets	11,058,461	 13,021,540

LIABILITIES AND PARTNERS' CAPITAL

Liabilities

Redemptions payable	337,764	333,219
Accrued administrative expenses	36,292	         32,208
Accrued management fees	       32,148	         37,886

   	    Total Liabilities	     406,204	       403,313

Partners? Capital

Limited Partners (3,009.726 and
    3,261.160 Units, respectively)	10,307,831	12,240,749
General Partner (100.567 Units)	      344,426	         377,478

	     Total Partners? Capital	   10,652,257	    12,618,227

	     Total Liabilities and Partners? Capital	   11,058,461	    13,021,540

NET ASSET VALUE PER UNIT	         3,424.84                             3,753.50
<fn>
	The accompanying notes are an integral part
	of these financial statements.
</table>
<page> <table>	DEAN WITTER CORNERSTONE FUND II
	STATEMENTS OF OPERATIONS
(Unaudited)

<caption>
  	   	     For the Quarters Ended March 31,


                                                                         		        2006    	      2005
                                                                               	                      $		          $

		<c>		<c>
INVESTMENT INCOME
	Interest income (Morgan Stanley DW)		   106,410			    82,417

EXPENSES
	Brokerage commissions (Morgan Stanley DW)		177,732	243,706
	Management fees 	   	   104,199	    138,565
	Transaction fees and costs		11,313	15,699
	Common administrative expenses		    11,000	         10,000

		Total Expenses		   304,244	       407,970

NET INVESTMENT LOSS	   (197,834)	     (325,553)

TRADING RESULTS
Trading loss:
	Realized			(383,949)	(1,457,577)
	Net change in unrealized		   (495,255)	   (1,191,677)

   		 Total Trading Results		   (879,204)	   (2,649,254)

NET LOSS 	   (1,077,038)	            (2,974,807)

NET LOSS ALLOCATION

	Limited Partners                                                  		(1,043,986)
(2,899,747)
	General Partner                                                   		(33,052)	 (75,060)

NET LOSS PER UNIT

	Limited Partners                                                  		                (328.66)	(746.36)
	General Partner                                                   		             (328.66)	(746.36)

<fn>






	The accompanying notes are an integral part
	of these financial statements.
</table>
<page> <table> DEAN WITTER CORNERSTONE FUND II
	STATEMENTS OF CHANGES IN PARTNERS? CAPITAL
	For the Quarters Ended March 31, 2006 and 2005
	(Unaudited)

<caption>



			                                                         Units of
			                                                      Partnership	 Limited	     General
			                                                         Interest    	     Partners   	          Partner    	     Total
					$	      $	 $

			<c>	<c>	<c>	<c>
Partners? Capital,
   December 31, 2004	3,998.749	18,161,153	468,530	18,629,683

Net Loss	?	(2,899,747)	(75,060)	(2,974,807)

Redemptions	    (120.876)	    (482,630)	            ?     	    (482,630)

Partners? Capital,
   March 31, 2005	  3,877.873	 14,778,776	  393,470	 15,172,246





Partners? Capital,
   December 31, 2005	3,361.727	12,240,749	377,478	12,618,227

Net Loss	?	(1,043,986)	(33,052)	(1,077,038)

Redemptions	    (251.434)	    (888,932)	            ?     	    (888,932)

Partners? Capital,
   March 31, 2006	  3,110.293	 10,307,831	  344,426	 10,652,257






<fn>






The accompanying notes are an integral part
	of these financial statements.
</table>
<page> <table> 	DEAN WITTER CORNERSTONE FUND II
	STATEMENTS OF CASH FLOWS
(Unaudited)


<caption>


				   For the Quarters Ended March 31,

				            2006      	      2005
				     $	$

			<c>	<c>
CASH FLOWS FROM OPERATING ACTIVITIES

Net loss		(1,077,038)	(2,974,807)
Noncash item included in net loss:
	Net change in unrealized	495,255	1,191,677

(Increase) decrease in operating assets:
	Restricted cash	86,168	(547,987)
	Due from Morgan Stanley DW	(39,459)	(11,603)
	Interest receivable (Morgan Stanley DW)	941	(1,927)

Increase (decrease) in operating liabilities:
	Accrued administrative expenses	           4,084	           7,646
	Accrued management fees	          (5,738)	          (9,839)

Net cash used for operating activities	     (535,787)	   (2,346,840)


CASH FLOWS FROM FINANCING ACTIVITIES

Cash paid for redemptions of Units	      (884,387)	     (388,400)

Net cash used for financing activities	      (884,387)	      (388,400)

Net decrease in unrestricted cash	(1,420,174)	(2,735,240)

Unrestricted cash at beginning of period	   11,242,503	   14,047,174

Unrestricted cash at end of period	    9,822,329	   11,311,934


<fn>





	The accompanying notes are an integral part
	of these financial statements.

</table>


<page> DEAN WITTER CORNERSTONE FUND II
NOTES TO FINANCIAL STATEMENTS
March 31, 2006
(Unaudited)

The unaudited financial statements contained herein include, in the
opinion of management, all adjustments necessary for a fair
presentation of the results of operations and financial condition
of Dean Witter Cornerstone Fund II (the ?Partnership?).  The
financial statements and condensed notes herein should be read in
conjunction with the Partnership's December 31, 2005 Annual Report
on Form 10-K.  Certain prior year amounts relating to cash balances
were reclassified on the Statements of Financial Condition and the
related Statements of Cash Flows to conform to 2006 presentation.
Such reclassifications have no impact on the Partnership?s reported
net income (loss).

1.  Organization
Dean Witter Cornerstone Fund II is a New York limited partnership
organized in 1983 to engage in the speculative trading of futures
contracts, options on futures contracts, and forward contracts on
foreign currencies and other commodity interests.  The Partnership
is one of the Dean Witter Cornerstone Funds, comprised of the
Partnership, Dean Witter Cornerstone Fund III, and Dean Witter
Cornerstone Fund IV.

<page> The Partnership?s general partner is Demeter Management
Corporation (?Demeter?). The non-clearing commodity broker is
Morgan Stanley DW Inc. (?Morgan Stanley DW?).  The clearing
commodity brokers are Morgan Stanley & Co. Incorporated (?MS &
 Co.?) and Morgan Stanley & Co. International Limited
(?MSIL?).  Demeter, Morgan Stanley DW, MS & Co., and MSIL are
wholly-owned subsidiaries of Morgan Stanley.  The trading
managers to the Partnership are Northfield Trading L.P.
(?Northfield?) and John W. Henry & Company, Inc. (?JWH?)
(individually, a ?Trading Manager?, or collectively, the
?Trading Managers?).

Effective March 1, 2006, Partnership?s assets, with the consent of
Demeter, were reallocated equally between and are traded pursuant
to JWH?s International Foreign Exchange Program and Northfield?s
Diversified Program.  Partnership?s assets are no longer trading
pursuant to JWH?s Original Investment Program.

2.  Related Party Transactions
The Partnership's cash is on deposit with Morgan Stanley DW, MS &
Co., and MSIL in futures, forwards, and options trading accounts to
meet margin requirements as needed.  Monthly, Morgan Stanley DW
pays the Partnership interest income equal to 80% of its average
daily Net Assets at a rate equal to the average yield on 13-week
U.S. Treasury bills. The Partnership pays brokerage commissions to
Morgan Stanley DW.
<page>
3.  Financial Instruments
The Partnership trades futures contracts, options on futures
contracts, and forward contracts on foreign currencies and other
commodity interests.  Futures and forwards represent contracts for
delayed delivery of an instrument at a specified date and price.
Risk arises from changes in the value of these contracts and the
potential inability of counterparties to perform under the terms of
the contracts.  There are numerous factors which may significantly
influence the market value of these contracts, including interest
rate volatility.


The market value of exchange-traded contracts is based on the
settlement price quoted by the exchange on the day with respect
to which market value is being determined.  If an exchange-traded
contract could not have been liquidated on such day due to the
operation of daily limits or other rules of the exchange, the
settlement price shall be the settlement price on the first
subsequent day on which the contract could be liquidated.  The
market value of off-exchange-traded contracts is based on the
fair market value quoted by the counterparty.

The Partnership?s contracts are accounted for on a trade-date
basis and marked to market on a daily basis.  The Partnership
accounts for its derivative investments in accordance with the
<page> provisions of Statement of Financial Accounting Standards
No. 133, ?Accounting for Derivative Instruments and Hedging
Activities? (?SFAS No. 133?).  SFAS No. 133 defines a
derivative as a financial instrument or other contract that has
all three of the following characteristics:

1)	One or more underlying notional amounts or payment
provisions;
2)	Requires no initial net investment or a smaller initial net
investment than would be required relative to changes in
market factors;
3)	Terms require or permit net settlement.

Generally, derivatives include futures, forward, swaps or options
contracts, and other financial instruments with similar
characteristics such as caps, floors, and collars.

The net unrealized gains (losses) on open contracts, reported as a
component of ?Equity in futures interests trading accounts? on
the Statements of Financial Condition, and their longest contract
maturities were as follows:
                    Net Unrealized Gains/(Loss)
                         On Open Contracts                Longest Maturities

                Exchange-  Off-Exchange-             Exchange-  Off-Exchange-
Date             Traded      Traded        Total      Traded       Traded
                   $            $            $

Mar. 31, 2006	319,014	(296,226)	22,788	Dec. 2006	 Jun. 2006
Dec. 31, 2005	239,383	278,660	518,043	Dec. 2006	Mar. 2006
<page>
The Partnership has credit risk associated with counterparty non-
performance.  As of the date of the financial statements, the
credit risk associated with the instruments in which the
Partnership trades is limited to the amounts reflected in the
Partnership's Statements of Financial Condition.



The Partnership also has credit risk because Morgan Stanley DW, MS
& Co., and MSIL act as the futures commission merchants or the
counterparties, with respect to most of the Partnership?s assets.
Exchange-traded futures, forward, and futures-styled options
contracts are marked to market on a daily basis, with variations
in value settled on a daily basis. Morgan Stanley DW, MS & Co., and
MSIL, each as a futures commission merchant for the Partnership?s
exchange-traded futures, forward, and futures-styled options
contracts, are required, pursuant to regulations of the Commodity
Futures Trading Commission (?CFTC?), to segregate from their own
assets, and for the sole benefit of their commodity customers, all
funds held by them with respect to exchange-traded futures,
forward, and futures-styled options contracts, including an amount
equal to the net unrealized gains (losses) on all open futures,
forward, and futures-styled options contracts, which funds, in the
aggregate, totaled $11,268,983 and $12,695,694 at March 31, 2006
and December 31, 2005, respectively. With respect


<page> DEAN WITTER CORNERSTONE FUND II
NOTES TO FINANCIAL STATEMENTS (CONCLUDED)

to the Partnership?s off-exchange-traded forward currency
contracts, there are no daily exchange-required settlements of
variation in value, nor is there any requirement that an amount
equal to the net unrealized gains (losses) on open forward
contracts be segregated.  However, the Partnership is required to
meet margin requirements equal to the net unrealized loss on open
contracts in the Partnership accounts with the counterparty,
which is accomplished by daily maintenance of the cash balance in
a custody account held at Morgan Stanley DW for the benefit of MS
& Co. With respect to those off-exchange-traded forward currency
contracts, the Partnership is at risk to the ability of MS & Co.,
the sole counterparty on all such contracts, to perform. The
Partnership has a netting agreement with MS & Co. This agreement,
which seeks to reduce both the Partnership?s and MS & Co.?s
exposure on off-exchange-traded forward currency contracts,
should materially decrease the Partnership?s credit risk in the
event of MS & Co.?s bankruptcy or insolvency.








<page> Item 2. MANAGEMENT?S DISCUSSION AND ANALYSIS OF FINANCIAL
        CONDITION AND RESULTS OF OPERATIONS

Liquidity.  The Partnership deposits its assets with Morgan Stanley
DW as non-clearing broker, and MS & Co. and MSIL as clearing
brokers in separate futures, forwards, and options trading accounts
established for each Trading Manager.  Such assets are used as
margin to engage in trading and may be used as margin solely for
the Partnership?s trading. The assets are held in either non-
interest bearing bank accounts or in securities and instruments
permitted by the CFTC for investment of customer segregated or
secured funds.  Since the Partnership?s sole purpose is to trade in
futures, forwards, and options, it is expected that the Partnership
will continue to own such liquid assets for margin purposes.

The Partnership?s investment in futures, forwards, and options may,
from time to time, be illiquid.  Most U.S. futures exchanges limit
fluctuations in prices during a single day by regulations referred
to as ?daily price fluctuations limits? or ?daily limits?.
Trades may not be executed at prices beyond the daily limit.  If
the price for a particular futures or options contract has
increased or decreased by an amount equal to the daily limit,
positions in that futures or options contract can neither be taken
nor liquidated unless traders are willing to effect trades at or
within the limit.  Futures prices have occasionally moved the daily
limit for several consecutive days with little or no trading.
These market conditions could prevent the Partnership <page> from
promptly liquidating its futures or options contracts and result in
restrictions on redemptions.

There is no limitation on daily price moves in trading forward
contracts on foreign currencies.  The markets for some world
currencies have low trading volume and are illiquid, which may
prevent the Partnership from trading in potentially profitable
markets or prevent the Partnership from promptly liquidating
unfavorable positions in such markets, subjecting it to substantial
losses.  Either of these market conditions could result in
restrictions on redemptions.  For the periods covered by this
report, illiquidity has not materially affected the Partnership?s
assets.

There are no known material trends, demands, commitments, events,
or uncertainties at the present time that are reasonably likely to
result in the Partnership?s liquidity increasing or decreasing in
any material way.

Capital Resources.  The Partnership does not have, nor expects to
have, any capital assets.  Redemptions of units of limited
partnership interest (?Unit(s)?) in the future will affect the
amount of funds available for investments in futures, forwards, and
options in subsequent periods. It is not possible to estimate the
amount, and therefore the impact, of future outflows of Units.

<page> There are no known material trends, favorable or
unfavorable, that would affect, nor any expected material changes
to, the Partnership?s capital resource arrangements at the present
time.

Off-Balance Sheet Arrangements and Contractual Obligations.  The
Partnership does not have any off-balance sheet arrangements, nor
does it have contractual obligations or commercial commitments to
make future payments that would affect its liquidity or capital
resources.

Results of Operations
General.  The Partnership?s results depend on the Trading Managers
and the ability of each Trading Manager?s trading program(s) to
take advantage of price movements in the futures, forwards, and
options markets.  The following presents a summary of the
Partnership?s operations for the three month periods ended March
31, 2006 and 2005, and a general discussion of its trading
activities during each period.  It is important to note, however,
that the Trading Managers trade in various markets at different
times and that prior activity in a particular market does not mean
that such market will be actively traded by the Trading Managers or
will be profitable in the future. Consequently, the results of
operations of the Partnership are difficult to discuss other than
in the context of the Trading Managers? trading activities on
behalf of the Partnership during the period in question. Past
performance is no guarantee of future results.
<page> The Partnership?s results of operations set forth in the
financial statements on pages 2 through 11 of this report are
prepared in accordance with accounting principles generally
accepted in the United States of America, which require the use of
certain accounting policies that affect the amounts reported in
these financial statements, including the following:  The contracts
the Partnership trades are accounted for on a trade-date basis and
marked to market on a daily basis.  The difference between their
cost and market value is recorded on the Statements of Operations
as ?Net change in unrealized trading profit (loss)? for open
(unrealized) contracts, and recorded as ?Realized trading profit
(loss)? when open positions are closed out.  The sum of these
amounts constitutes the Partnership?s trading results.  The market
value of a futures contract is the settlement price on the exchange
on which that futures contract is traded on a particular day. The
value of foreign currency forward contracts is based on the spot
rate as of the close of business.  Interest income, as well as
management fees, incentive fees, brokerage commissions, and
transaction fees and costs of the Partnership are recorded on an
accrual basis.

Demeter believes that, based on the nature of the operations of
the Partnership, no assumptions relating to the application of
critical accounting policies other than those presently used
could reasonably affect reported amounts.


<page> For the Quarter Ended March 31, 2006
The Partnership recorded total trading results including interest
income totaling $(772,794) and expenses totaling $304,244,
resulting in a net loss of $1,077,038 for the quarter ended March
31, 2006. The Partnership?s net asset value per Unit decreased from
$3,753.50 at December 31, 2005 to $3,424.84 at March 31, 2006.

The most significant trading losses of approximately 9.6% were
recorded in the currency markets from long U.S. dollar positions
versus the Japanese yen, Norwegian krone, and the euro as the
value of the U.S. dollar moved lower during January on
expectations that a string of increases in interest rates by the
U.S. Federal Reserve could possibly come to an end.  Also pushing
the value of the U.S. dollar lower against its rivals was
speculation that China might move to diversify some of its U.S.
dollar based assets into other currencies.  Additional losses in
the currency markets were experienced during February from short
positions in the Japanese yen versus the U.S. dollar as the value
of the yen moved higher against the U.S. dollar after the release
of better-than-expected Japanese machinery orders data and
speculation that the Bank of Japan may move to tighten monetary
policy in Japan.  Losses in the currency markets were also
recorded during February from long positions in the euro and the
Swiss franc against the U.S. dollar as the value of these
currencies declined on renewed speculation for higher U.S. <page>
interest rates.  Further losses were recorded during March from
short positions in euro, Swiss franc, and the Norwegian krone
relative to the U.S. dollar as the value of these European
currencies moved higher after the release of generally positive
economic data from the euro-zone reinforced expectations that
European interest rates would continue to rise.  The value of the
euro then reversed lower against the U.S. dollar amid negative
economic data regarding European consumer spending, resulting in
losses from newly established long positions.  Finally,
additional losses were experienced during March from both long
and short positions in the Polish zloty against the U.S. dollar
as the value of the zloty moved without consistent direction.
Within the energy markets, losses of approximately 2.6% were
experienced during February from long positions in crude oil and
its related products as prices declined after Chinese government
authorities announced that China would place an emphasis on
prospecting alternative energy sources in the future, reports of
larger-than-expected supplies from the International Energy
Agency, and mild weather in the Northestern U.S.  Further losses
in the energy markets were recorded during March from short
positions in the aforementioned products as prices strengthened
early in the month on supply fears fueled by news of geopolitical
tensions in Nigeria and Iran.  Smaller losses of approximately
0.1% were incurred in the global interest rate futures markets,
primarily during January, from both long and short positions in
<page> Japanese fixed-income futures as prices experienced short-
term volatile price movement amid uncertainty regarding the
future interest rate policy of the Bank of Japan and the U.S.
Federal Reserve.  A portion of the Partnership?s overall losses
for the quarter was offset by gains of approximately 2.6% in the
metals markets primarily during January from long futures
positions in copper, aluminum, zinc, and nickel as prices
strengthened amid news of weak supplies, forecasts for continued
buying by China, and acceleration in demand from Japan, Europe,
and the U.S.  Elsewhere in the metals markets, gains were
recorded from long futures positions in silver and gold as
precious metals prices moved higher on persistent demand from
foreign central banks.  Additional gains of approximately 0.4%
were recorded in the global stock index futures markets during
January from long positions in European stock index futures as
prices trended higher on strong corporate earnings, and solid
economic data.  Smaller gains of approximately 0.1% were
experienced in the agricultural markets from long positions in
sugar futures as prices trended higher during January, moving to
their highest level since 1981 in response to a decline in
inventories, as well as increased ethanol demand.


For the Quarter Ended March 31, 2005
The Partnership recorded total trading results including interest
income totaling $(2,566,837) and expenses totaling $407,970,
<page> resulting in a net loss of $2,974,807 for the quarter
ended March 31, 2005.  The Partnership?s net asset value per Unit
decreased from $4,658.88 at December 31, 2004 to $3,912.52 at
March 31, 2005.

The most significant trading losses of approximately 17.2% were
recorded in the currency sector throughout the quarter from
positions in a variety of foreign currencies versus the U.S.
dollar.  During January, long positions in a variety of foreign
currencies, primarily the euro, South African rand, Japanese yen,
and Swiss franc, recorded losses after the U.S. dollar?s value
reversed sharply higher amid conflicting economic data, positive
U.S. economic data, and speculation for higher U.S. interest
rates.  Finally, the U.S. dollar?s value also advanced during
January in response to expectations that the Chinese government
would announce postponement of its revaluation of the Chinese
yuan for the foreseeable future.  During February, long positions
in the Singapore dollar against the U.S. dollar experienced
losses as the U.S. dollar?s value rose in response to positive
sentiment for the Bush Administration?s budget proposal.  Relaxed
speculation that China would re-value its currency following the
Group of Seven (?G-7 countries?) meetings also boosted the U.S.
dollar.  The G-7 countries consist of France, the U.S., Britain,
Germany, Japan, Italy, and Canada.  Additional losses were
recorded from established short positions in the Singapore
dollar, as well as from existing short positions in the euro,
Swiss franc, South African rand, and Norwegian krone against the
<page> U.S. dollar as the U.S. dollar weakened due to concerns
for the considerable U.S. Current-Account deficit as expressed by
U.S. Federal Reserve Chairman Alan Greenspan.  The U.S. dollar
weakened further during the remainder of the month due to a
larger-than-expected drop in economic indicators and news that
South Korea?s Central Bank planned to reduce its U.S. dollar
currency reserves. Short European currency positions resulted in
losses during early March as their values moved higher amid a
sharp rise in German industrial production.  Additional losses
were recorded from newly established long European currency
positions, as well as from existing long positions in the British
pound and the Singapore dollar, versus the U.S. dollar after the
value of the U.S. dollar reversed sharply higher amid an increase
in U.S. interest rates and consumer prices.  Additional
Partnership losses of approximately 2.7% established in the
global interest rate markets occurred primarily during February
and March from positions in Japanese and European interest rate
futures.  During February, long positions resulted in losses as
prices reversed lower after positive economic data and
expectations for higher interest rates reduced investor demand
for fixed-income investments.  Short positions held during March
recorded losses after prices reversed higher amid overall
weakness in global equity markets and the emergence of poor
Japanese economic data that signaled the potential for another
recession.  Losses of approximately 1.3% resulted in the metals
markets throughout the quarter from positions in precious metals.
During January, long futures positions in gold and silver
<page> incurred losses after prices declined due to reduced
demand caused by U.S. dollar strength.  Short futures positions
in precious metals held during February generated losses after
prices advanced amid a weaker U.S. dollar. During March, long
futures positions in precious metals experienced losses after
prices declined amid renewed strength in the U.S. dollar.  A
portion of the Partnership?s overall losses for the quarter was
offset by gains of approximately 4.1% recorded in the energy
markets, primarily during February and March, from long positions
in crude oil and its related products. Long futures positions
benefited during February after prices advanced following
International Energy Agency announcements concerning the
potential for reduced supply due to increased demand from China.
Fears of terror attacks against production facilities in the
Middle East, cold weather in the Northeastern U.S., and the
perception that OPEC was intent on maintaining higher price
levels also boosted prices.  Long positions continued to profit
during March as prices were bolstered after OPEC oil ministers
stated there were no plans to increase output. Also boosting
prices was an Energy Information Administration report alerting
that U.S. inventories of gasoline and heating oil measured
significantly lower-than-expected.  The weaker U.S. dollar also
triggered crude oil demand early in the month from countries such
as Japan and China.  Finally, prices soared at the end of March
after Goldman Sachs analysts warned oil prices could reach $105 a
barrel in the future.  Additional sector gains were achieved from
long futures positions in natural gas as prices advanced in
<page> tandem with crude oil prices.  Gains of approximately 0.5%
were recorded in the global stock index markets, primarily during
February, from long positions in Pacific Rim and European equity
index futures as equity prices moved higher early in the month
amid the successful elections in Iraq and lower-than-expected
U.S. unemployment data.  Long positions in Pacific Rim equity
index futures continued to profit as prices drifted higher after
positive economic data reflected the potential for future
economic growth in the Far East.  Finally, stronger-than-expected
growth in U.S. Gross Domestic Product pushed global stocks higher
as investors welcomed the benefits of an improving global
economy.  Additional Partnership gains of approximately 0.5% were
achieved in the agricultural markets from long futures positions
in coffee as prices increased to five-year highs amid news of
strong demand and expectations for smaller near-term crops.
Speculative buying and concerns for dry weather in Brazilian
growing regions also forced prices higher during March causing
long positions to profit further.

<page> Item 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
MARKET RISK

Introduction
The Partnership is a commodity pool engaged primarily in the
speculative trading of futures, forwards, and options.  The market-
sensitive instruments held by the Partnership are acquired for
speculative trading purposes only and, as a result, all or
substantially all of the Partnership?s assets are at risk of
trading loss.  Unlike an operating company, the risk of market-
sensitive instruments is inherent to the primary business activity
of the Partnership.

The futures, forwards, and options traded by the Partnership
involve varying degrees of related market risk.  Market risk is
often dependent upon changes in the level or volatility of
interest rates, exchange rates, and prices of financial
instruments and commodities, factors that result in frequent
changes in the fair value of the Partnership?s open positions,
and consequently in its earnings, whether realized or unrealized,
and cash flow.  Gains and losses on open positions of exchange-
traded futures, forwards, and options are settled daily through
variation margin.  Gains and losses on off-exchange-traded
forward currency contracts are settled upon termination of the
contract, however, the Partnership is required to meet margin
requirements equal to the net unrealized loss on open contracts
in the Partnership accounts with the counterparty, which is
accomplished by daily maintenance of the cash balance in a <page>
custody account held at Morgan Stanley DW for the benefit of MS &
Co.

The Partnership?s total market risk may increase or decrease as
it is influenced by a wide variety of factors, including, but not
limited to, the diversification among the Partnership?s open
positions, the volatility present within the markets, and the
liquidity of the markets.

The face value of the market sector instruments held by the
Partnership is typically many times the applicable margin
requirements.  Margin requirements generally range between 2% and
15% of contract face value.  Additionally, the use of leverage
causes the face value of the market sector instruments held by
the Partnership to typically be many times the total
capitalization of the Partnership.

The Partnership?s past performance is no guarantee of its future
results.  Any attempt to numerically quantify the Partnership?s
market risk is limited by the uncertainty of its speculative
trading.  The Partnership?s speculative trading and use of
leverage may cause future losses and volatility (i.e., ?risk of
ruin?) that far exceed the Partnership?s experiences to date
under the ?Partnership?s Value at Risk in Different Market
Sectors? section and significantly exceed the Value at Risk
(?VaR?) tables disclosed.

<page> Limited partners will not be liable for losses exceeding
the current net asset value of their investment.

Quantifying the Partnership?s Trading Value at Risk
The following quantitative disclosures regarding the Partnership?s
market risk exposures contain ?forward-looking statements? within
the meaning of the safe harbor from civil liability provided for
such statements by the Private Securities Litigation Reform Act of
1995 (set forth in Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934).  All
quantitative disclosures in this section are deemed to be forward-
looking statements for purposes of the safe harbor, except for
statements of historical fact.

The Partnership accounts for open positions on the basis of mark
to market accounting principles.  Any loss in the market value of
the Partnership?s open positions is directly reflected in the
Partnership?s earnings and cash flow.

The Partnership?s risk exposure in the market sectors traded by the
Trading Managers is estimated below in terms of VaR. The
Partnership estimates VaR using a model based upon historical
simulation (with a confidence level of 99%) which involves
constructing a distribution of hypothetical daily changes in the
value of a trading portfolio.  The VaR model takes into account
linear exposures to risk including equity and commodity prices,
interest rates, foreign exchange rates, and correlation among
<page> these variables. The hypothetical changes in portfolio value
are based on daily percentage changes observed in key market
indices or other market factors (?market risk factors?) to which
the portfolio is sensitive.  The one-day 99% confidence level of
the Partnership?s VaR corresponds to the negative change in
portfolio value that, based on observed market risk factors, would
have been exceeded once in 100 trading days, or one day in 100.
VaR typically does not represent the worst case outcome.   Demeter
uses approximately four years of daily market data (1,000
observations) and re-values its portfolio (using delta-gamma
approximations) for each of the historical market moves that
occurred over this time period.  This generates a probability
distribution of daily ?simulated profit and loss? outcomes.
The VaR is the appropriate percentile of this distribution.  For
example, the 99% one-day VaR would represent the 10th worst
outcome from Demeter?s simulated profit and loss series.

The Partnership?s VaR computations are based on the risk
representation of the underlying benchmark for each instrument or
contract and do not distinguish between exchange and non-exchange
dealer-based instruments. They are also not based on exchange
and/or dealer-based maintenance margin requirements.

VaR models, including the Partnership?s, are continually evolving
as trading portfolios become more diverse and modeling techniques
and systems capabilities improve.  Please note that the VaR model
is used to numerically quantify market risk for historic
<page> reporting purposes only and is not utilized by either
Demeter or the Trading Managers in their daily risk management
activities.  Please further note that VaR as described above may
not be comparable to similarly-titled measures used by other
entities.

The Partnership?s Value at Risk in Different Market Sectors
The following table indicates the VaR associated with the
Partnership?s open positions as a percentage of total Net Assets
by primary market risk category at March 31, 2006 and 2005.  At
March 31, 2006 and 2005, the Partnership?s total capitalization
was approximately $11 million and $15 million, respectively.

Primary Market		        March 31, 2006       March 31, 2005
Risk Category       	   Value at Risk        Value at Risk

Equity                         (1.48)%  	             (1.03)%
Interest Rate                  (1.25)  	              (0.89)
Currency                       (1.22)  	              (2.93)
Commodity                      (0.23)        	        (4.71)
Aggregate Value at Risk        (2.38)%               (5.74)%

The VaR for a market category represents the one-day downside
risk for the aggregate exposures associated with this market
category.  The Aggregate Value at Risk listed above represents
the VaR of the Partnership?s open positions across all the market
categories, and is less than the sum of the VaRs for all such
market categories due to the diversification benefit across asset
classes.
<page> Because the business of the Partnership is the speculative
trading of futures, forwards, and options, the composition of its
trading portfolio can change significantly over any given time
period, or even within a single trading day, which could
positively or negatively materially impact market risk as
measured by VaR.

The table below supplements the quarter-end VaR set forth above
by presenting the Partnership?s high, low, and average VaR, as a
percentage of total Net Assets for the four quarter-end reporting
periods from April 1, 2005 through March 31, 2006.

Primary Market Risk Category	High	   Low	     Average
Equity	(1.48)%	 (0.96)%	(1.22)%

Interest Rate	(1.25)	 (0.33)	(0.79)

Currency	(3.31)	 (1.22)	(2.07)

Commodity	(2.58)	 (0.23)	(1.49)

Aggregate Value at Risk	(4.49)%	 (2.38)%	(3.13)%


Limitations on Value at Risk as an Assessment of Market Risk
VaR models permit estimation of a portfolio?s aggregate market risk
exposure, incorporating a range of varied market risks; reflect
risk reduction due to portfolio diversification or hedging
activities; and can cover a wide range of portfolio assets.
However, VaR risk measures should be viewed in light of the
methodology?s limitations, which include, but may not be limited to
the following:
<page>
*	past changes in market risk factors will not always result in
accurate predictions of the distributions and correlations of
future market movements;
*	changes in portfolio value caused by market movements may differ
from those of the VaR model;
*	VaR results reflect past market fluctuations applied to current
trading positions while future risk depends on future positions;
*	VaR using a one-day time horizon does not fully capture the
market risk of positions that cannot be liquidated or hedged
within one day; and
*	the historical market risk factor data used for VaR estimation
may provide only limited insight into losses that could be
incurred under certain unusual market movements.

In addition, the VaR tables above, as well as the past performance
of the Partnership, give no indication of the Partnership?s
potential ?risk of ruin?.

The VaR tables provided present the results of the Partnership?s
VaR for each of the Partnership?s market risk exposures and on an
aggregate basis at March 31, 2005, and for the four quarter-end
reporting periods from April 1, 2005 through March 31, 2006.  VaR
is not necessarily representative of the Partnership?s historic
risk, nor should it be used to predict the Partnership?s future
<page> financial performance or its ability to manage or monitor
risk.  There can be no assurance that the Partnership?s actual
losses on a particular day will not exceed the VaR amounts
indicated above or that such losses will not occur more than once
in 100 trading days.

Non-Trading Risk
The Partnership has non-trading market risk on its foreign cash
balances.  These balances and any market risk they may represent
are immaterial.

The Partnership also maintains a substantial portion of its
available assets in cash at Morgan Stanley DW; as of March 31,
2006, such amount is equal to approximately 102% of the
Partnership?s net asset value.  A decline in short-term interest
rates would result in a decline in the Partnership?s cash
management income. This cash flow risk is not considered to be
material.

Materiality, as used throughout this section, is based on an
assessment of reasonably possible market movements and any
associated potential losses, taking into account the leverage,
optionality, and multiplier features of the Partnership?s market-
sensitive instruments, in relation to the Partnership?s Net
Assets.


<page>
Qualitative Disclosures Regarding Primary Trading Risk Exposures
The following qualitative disclosures regarding the Partnership?s
market risk exposures - except for (A) those disclosures that are
statements of historical fact and (B) the descriptions of how the
Partnership manages its primary market risk exposures - constitute
forward-looking statements within the meaning of Section 27A of the
Securities Act and Section 21E of the Securities Exchange Act. The
Partnership?s primary market risk exposures, as well as the
strategies used and to be used by Demeter and the Trading Managers
for managing such exposures, are subject to numerous uncertainties,
contingencies and risks, any one of which could cause the actual
results of the Partnership?s risk controls to differ materially
from the objectives of such strategies.  Government interventions,
defaults and expropriations, illiquid markets, the emergence of
dominant fundamental factors, political upheavals, changes in
historical price relationships, an influx of new market
participants, increased regulation, and many other factors could
result in material losses, as well as in material changes to the
risk exposures and the risk management strategies of the
Partnership.  Investors must be prepared to lose all or
substantially all of their investment in the Partnership.

The following were the primary trading risk exposures of the
Partnership at March 31, 2006, by market sector.  It may be
anticipated, however, that these market exposures will vary
materially over time.
<page>
Equity.  The largest market exposure of the Partnership at March
31, 2006, was to the global stock index sector, primarily to equity
price risk in the G-7 countries.  The stock index futures traded by
the Partnership are by law limited to futures on broadly-based
indices.  At March 31, 2006, the Partnership?s primary exposures
were to the S&P/MIB (Italy), S&P 500 (U.S.), Hang Seng (China),
NASDAQ 100 (U.S.), EURO STOX 50 (Europe), DAX (Germany), and FTSE
100 (United Kingdom) stock indices.  The Partnership is primarily
exposed to the risk of adverse price trends or static markets in
the U.S. and European stock indices.  Static markets would not
cause major market changes, but would make it difficult for the
Partnership to avoid trendless price movements, resulting in
numerous small losses.

Interest Rate.  The second largest market exposure of the
Partnership at March 31, 2006 was to the global interest rate
sector.  Exposure was primarily spread across the European, U.S.,
and Japanese interest rate sectors.  Interest rate movements
directly affect the price of the sovereign bond futures positions
held by the Partnership and indirectly affect the value of its
stock index and currency positions.  Interest rate movements in one
country, as well as relative interest rate movements between
countries, materially impact the Partnership?s profitability.  The
Partnership?s primary interest rate exposure is generally to
interest rate fluctuations in the U.S. and the other G-7 countries
interest rates.  However, the Partnership also takes futures <page>
positions in the government debt of smaller countries - e.g.,
Australia.  Demeter anticipates that the G-7 countries interest
rates and Australian interest rates will remain the primary
interest rate exposures of the Partnership for the foreseeable
future.  The speculative futures positions held by the Partnership
may range from short to long-term instruments.  Consequently,
changes in short, medium, or long-term interest rates may have an
effect on the Partnership.

Currency.  The third largest market exposure of the Partnership at
March 31, 2006 was to the currency sector.  The Partnership?s
currency exposure is to exchange rate fluctuations, primarily
fluctuations which disrupt the historical pricing relationships
between different currencies and currency pairs.  Interest rate
changes, as well as political and general economic conditions
influence these fluctuations. The Partnership?s primary exposure at
March 31, 2006 was to outright U.S. dollar positions.  Outright
positions consist of the U.S. dollar vs. other currencies.  These
other currencies include major and minor currencies.  Demeter does
not anticipate that the risk associated with the Partnership?s
currency trades will change significantly in the future.

Commodity.
Energy.  At March 31, 2006, the Partnership had market
exposure in the energy sector.  The Partnership?s primary
energy exposure was to futures contracts in natural gas, crude
oil and its related products.  Price movements in these <page>
markets result from geopolitical developments, particularly in
the Middle East, as well as weather patterns, and other
economic fundamentals.  Significant profits and losses, which
have been experienced in the past, are expected to continue to
be experienced in the future.  Natural gas has exhibited
volatility in price resulting from weather patterns and supply
and demand factors and will likely continue in this choppy
pattern.

Qualitative Disclosures Regarding Non-Trading Risk Exposure
The following was the only non-trading risk exposure of the
Partnership at March 31, 2006:

Foreign Currency Balances.  The Partnership?s primary foreign
currency balances at March 31, 2006 were in the euros, Hong
Kong dollars, Japanese yen, British pounds, and Canadian
dollars.  The Partnership controls the non-trading risk of
foreign currency balances by regularly converting them back
into U.S. dollars upon liquidation of their respective
positions.

Qualitative Disclosures Regarding Means of Managing Risk Exposure
The Partnership and the Trading Managers, separately, attempt to
manage the risk of the Partnership?s open positions in essentially
the same manner in all market categories traded. Demeter attempts
to manage market exposure by diversifying the Partnership?s assets
among different Trading Managers in a multi-manager Partnership,
<page> each of whose strategies focus on different market sectors
and trading approaches, and by monitoring the performance of the
Trading Managers daily. In addition, the Trading Managers establish
diversification guidelines, often set in terms of the maximum
margin to be committed to positions in any one market sector or
market-sensitive instrument.

Demeter monitors and controls the risk of the Partnership?s non-
trading instrument, cash.  Cash is the only Partnership investment
directed by Demeter, rather than the Trading Managers.

Item 4.	CONTROLS AND PROCEDURES
   (a)	As of the end of the period covered by this quarterly
report, the President and Chief Financial Officer of
Demeter, the general partner of the Partnership, have
evaluated the effectiveness of the Partnership?s
disclosure controls and procedures (as defined in Rules
13a-15(e) and 15d-15(e) of the Exchange Act), and have
judged such controls and procedures to be effective.

 (b)	There have been no material changes during the period
covered by this quarterly report in the Partnership?s
internal control over financial reporting (as defined in
Rules 13a-15(f) and 15d-15(f) of the Exchange Act) or in
other factors that could significantly affect these
controls subsequent to the date of their evaluation.



<page> PART II.  OTHER INFORMATION

Item 1A. RISK FACTORS
Information regarding risk factors appears in Item 2.
?Management?s Discussion and Analysis of Financial Condition and
Results of Operations? and Item 3.  ?Quantitative and Qualitative
Disclosures about Market Risk? of this Form 10-Q.  There have been
no other material changes from the risk factors previously
referenced in the Partnership?s Report on Form 10-K for the fiscal
year ended December 31, 2005.

Item 5.  OTHER INFORMATION
Management.  In connection with the election of new directors to
the Board of Directors of Demeter, the following information
updates the disclosures in the Partnership?s Form 8-K filed on
March 27, 2006 and Form 8-K filed on April 5, 2006:

On April 11, 2006, the National Futures Association approved Mr.
Richard Gueren as a director of Demeter.

Item 6.  EXHIBITS
31.01	Certification of President of Demeter Management
Corporation, the general partner of the Partnership
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.02	Certification of Chief Financial Officer of Demeter
Management Corporation, the general partner of the
Partnership pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002.

<page>
32.01	Certification of President of Demeter Management
Corporation, the general partner of the Partnership,
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.

32.02	Certification of Chief Financial Officer of Demeter
Management Corporation, the general partner of the
Partnership, pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.









































<page>









SIGNATURE



Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf
by the undersigned thereunto duly authorized.




                        Dean Witter Cornerstone Fund II
                          (Registrant)

                        By: Demeter Management Corporation
                            (General Partner)

May 15, 2006            By: /s/ Kevin Perry
                                Kevin Perry
                                Chief Financial Officer



The General Partner which signed the above is the only party
authorized to act for the Registrant.  The Registrant has no
principal executive officer, principal financial officer, controller,
or principal accounting officer and has no Board of Directors.









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DEAN WITTER CORNERSTONE FUND II
NOTES TO FINANCIAL STATEMENTS (CONTINUED)





DEAN WITTER CORNERSTONE FUND II
NOTES TO FINANCIAL STATEMENTS (CONTINUED)



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