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 September 30, 2000 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 number 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.)


c/o Demeter Management Corporation
Two World Trade Center, 62 Fl., New York, NY        10048
(Address of principal executive offices)               (Zip Code)


Registrant's telephone number, including area code (212) 392-5454



(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___________






<PAGE>
<TABLE>
                 DEAN WITTER CORNERSTONE FUND II

             INDEX TO QUARTERLY REPORT ON FORM 10-Q

                       September 30, 2000


<CAPTION>

PART I. FINANCIAL INFORMATION
<S>                                                          <C>
Item 1. Financial Statementsd

   Statements of Financial Condition
   September 30, 2000 (Unaudited) and December 31, 1999......2

   Statements of Operations for the Quarters Ended
   September 30, 2000 and 1999 (Unaudited)...................3

   Statements of Operations for the Nine Months Ended
   September 30, 2000 and 1999 (Unaudited)...................4

   Statements of Changes in Partners' Capital for
   the Nine Months Ended September 30, 2000 and 1999
   (Unaudited)...............................................5

   Statements of Cash Flows for the Nine Months Ended
   September 30, 2000 and 1999 (Unaudited)...................6

   Notes to Financial Statements (Unaudited)..............7-12

Item 2. Management's Discussion and Analysis of Financial

Condition and Results of Operations..............13-23

Item 3. Quantitative and Qualitative Disclosures about
        Market Risk .....................................23-36

PART II. OTHER INFORMATION

Item 1. Legal Proceedings...................................37

Item 5. Other Information...................................37

Item 6. Exhibits and Reports on Form 8-K.................37-38







</TABLE>
<page
<TABLE>
                 PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

                DEAN WITTER CORNERSTONE FUND II
               STATEMENTS OF FINANCIAL CONDITION
<CAPTION>
                                    September 30,     December 31
,

2000                                   1999                     $
$
                                    (Unaudited)

ASSETS
<S>                                     <C>            <C>
Equity in futures interests trading accounts:
 Cash                               21,234,248    25,804,088

   Net   unrealized   loss   on  open  contracts   (MS   &   Co.)
(174,629)                                 -
 Net   unrealized   gain   (loss)  on   open   contracts   (Carr)
 (14,582)                               1,156,415             Net
 unrealized      loss      on     open      contracts      (MSIL)
 (6,750)                 ______-____

  Total  net unrealized gain (loss) on open contracts   (195,961)
1,156,415

      Total Trading Equity          21,038,287     26,960,503

 Interest receivable (DWR)              89,611         94,764
 Due from DWR                           74,801         11,715

      Total Assets                  21,202,699     27,066,982

LIABILITIES AND PARTNERS' CAPITAL

Liabilities

 Redemptions payable                  259,985         225,282
 Accrued management fees               70,251          89,781
 Accrued administrative expenses        57,300         42,938

                             Total Liabilities       387,536       358,001

Partners' Capital

 Limited Partners (5,702.850 and
   6,619.006 Units, respectively)  20,395,301      26,243,505
 General Partner (117.400 Units)      419,862         465,476

 Total Partners' Capital           20,815,163      26,708,981

 Total Liabilities and Partners' Capital  21,202,699   27,066,982


NET ASSET VALUE PER UNIT            3,576.33         3,964.87
<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 September 30,

                                        2000        1999
                                          $            $


REVENUES
<S>                                       <C>         <C>
 Trading profit (loss):
    Realized                               354,603        545,905
Net change in unrealized            (901,496)     (755,062)
      Total Trading Results         (546,893)   (209,157)
 Interest Income (DWR)                268,015      287,213
      Total Revenues                (278,878)        78,056

EXPENSES

   Brokerage   commissions  (DWR)           301,393       431,856
Management fees                       217,382     299,483
 Transaction fees and costs            25,085      40,421
   Administrative   expenses                 10,069        12,753
Incentive                                                    fees
-           (26,784)
                                  Total   Expenses        553,929
757,729

NET LOSS                            (832,807)   (679,673)

NET LOSS ALLOCATION

      Limited   Partners                  (816,316)     (668,436)
General Partner                      (16,491)    (11,237)

NET LOSS PER UNIT

      Limited   Partners                   (140.48)       (95.71)
General Partner                      (140.48)     (95.71)

<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 Nine Months Ended September 30,

                                       2000           1999
                                          $             $

REVENUES
<S>                                       <C>         <C>
 Trading profit (loss):
     Realized                                 55,384    2,380,942
Net change in unrealized          (1,352,376)   (913,771)
      Total Trading Results       (1,296,992) 1,467,171
 Interest Income (DWR)                843,878    832,238
      Total Revenues                (453,114)  2,299,409

EXPENSES

   Brokerage   commissions   (DWR)          1,035,967   1,214,520
Management    fees                          722,112       912,017
Transaction fees and costs             99,131   120,225
 Administrative expenses               32,890       35,519

    Total Expenses                  1,890,100  2,282,281
NET INCOME (LOSS)                 (2,343,214)       17,128

NET INCOME (LOSS) ALLOCATION

       Limited   Partners                (2,297,600)       16,818
General Partner                      (45,614)       310

NET INCOME (LOSS) PER UNIT

       Limited   Partners                   (388.54)         2.64
General Partner                      (388.54)      2.64

<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 Nine Months Ended September 30, 2000 and 1999
                          (Unaudited)

<CAPTION>


                           Units of
                          PartnershipLimited  General
                          Interest   Partners Partner    Total



<S>                           <C>        <C>      <C>        <C>
Partners' Capital,
   December 31, 1998      7,489.611     $30,904,584      $492,145
$31,396,729

Net     Income                -                            16,818
310                           17,128

Redemptions                   (482.009)               (2,019,230)
-                        (2,019,230)

Partners' Capital,
  September 30, 1999       7,007.602     $28,902,172   $492,455  $29,394,627




Partners' Capital,
  December 31, 1999      6,736.406$26,243,505 $465,476$26,708,981

Net Loss                     -     (2,297,600)(45,614)(2,343,214)

Offering of Units           2.369      9,330     -        9,330

Redemptions                  (918.525)                (3,559,934)
-                        (3,559,934)

Partners' Capital,
                 September                30,                2000
5,820.250          $20,395,301     $419,862 $20,815,163





<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 Nine Months Ended September 30,

                                       2000           1999
                                          $             $

CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                       <C>         <C>
   Net   income   (loss)                  (2,343,214)      17,128
Noncash item included in net income (loss):
    Net change in unrealized        1,352,376   913,771
 (Increase) decrease in operating assets:
      Interest   receivable  (DWR)           5,153        (3,882)
Due from DWR                         (63,086)   (48,163)
 Increase (decrease) in operating liabilities:
    Accrued management fees          (19,530)     (8,802)
    Accrued administrative expenses    14,36235,519
    Accrued incentive fees         ______-___   (413,951)

       Net  cash  provided  by  (used for)  operating  activities
(1,053,939)                         491,620

CASH FLOWS FROM FINANCING ACTIVITIES

                 Offering                of                 Units
9,330                              -
      Increase   in   redemptions  payable     34,703       9,722
Redemptions of Units              (3,559,934)  (2,019,230)

  Net  cash  used  for  financing  activities    (3,515,901)   (2
,009,508)

 Net decrease in cash             (4,569,840) (1,517,888)
 Balance at beginning of period    25,804,088  29,949,571
 Balance at end of period          21,234,248   28,431,683




<FN>


          The accompanying notes are an integral part
                 of these financial statements.
</TABLE>



<PAGE>
                 DEAN WITTER CORNERSTONE FUND II

                  NOTES TO FINANCIAL STATEMENTS

                           (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,  1999  Annual

Report on Form 10-K.



1. Organization

Dean Witter Cornerstone Fund II is a New York limited partnership

organized  to  engage  primarily in the  speculative  trading  of

futures  and  forward contracts on foreign currencies  and  other

commodity  interests  (collectively, "futures  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.



The   general   partner   is   Demeter   Management   Corporation

("Demeter").  The non-clearing commodity broker  is  Dean  Witter

Reynolds Inc. ("DWR").  Morgan Stanley & Co., Inc. ("MS  &  Co.")

and  Morgan Stanley & Co. International Limited ("MSIL")  provide

clearing and execution services.  Demeter, DWR, MS & Co. and MSIL

are wholly-

<PAGE>

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




owned  subsidiaries  of Morgan Stanley Dean  Witter  &  Co.   The

trading  managers to the Partnership are Northfield Trading  L.P.

and  John  W.  Henry & Company, Inc. (collectively, the  "Trading

Managers").



2. Related Party Transactions

The Partnership's cash is on deposit with DWR, MS & Co., and MSIL

in futures interests trading accounts to meet margin requirements

as  needed. DWR pays interest on these funds based on current 13-

week  U.S.  Treasury bill rates. The Partnership  pays  brokerage

commissions to DWR.



3.  Financial Instruments

The  Partnership trades futures 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.





<PAGE>

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



In  June  1998, the Financial Accounting Standards Board ("FASB")

issued  Statement of Financial Accounting Standard  ("SFAS")  No.

133,   "Accounting   for  Derivative  Instruments   and   Hedging

Activities" effective for fiscal years beginning after  June  15,

2000,  as  amended by SFAS No. 137. The Partnership  adopted  the

provisions  of SFAS No. 133 beginning with the fiscal year  ended

December  31,  1998.  SFAS No. 133 superceded SFAS Nos.  119  and

105,  which  required  the disclosure of average  aggregate  fair

values  and contract/notional values, respectively, of derivative

financial  instruments for an entity that carries its  assets  at

fair  value.  SFAS No. 133 was further amended by SFAS  No.  138,

which  clarifies issues surrounding interest rate  risk,  foreign

currency  denominations,  normal  purchases  and  sales  and  net

hedging.  The application of SFAS No. 133, as amended by SFAS No.

137,  did  not  have  a significant effect on  the  Partnership's

financial  statements, nor will the application of the provisions

of  SFAS  No.  138 have a significant effect on the Partnership's

financial statements.



SFAS  No.  133 defines a derivative as a financial instrument  or

other   contract   that   has  all   three   of   the   following

characteristics:



<PAGE>

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


  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, forwards, swaps or  option

contracts,   or   other   financial  instruments   with   similar

characteristics such as caps, floors and collars.




The  net unrealized gains (losses) on open contracts are reported

as  a component of "Equity in futures interests trading accounts"

on  the  statements of financial condition and totaled $(195,961)

and  $1,156,415  at  September 30, 2000 and  December  31,  1999,

respectively.



Of  the  $195,961  net  unrealized  loss  on  open  contracts  at

September  30, 2000, $201,932 related to exchange-traded  futures

contracts  and $(397,893) related to off-exchange-traded  forward

currency contracts.





<PAGE>

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


Of  the  $1,156,415  net unrealized gain  on  open  contracts  at

December 31, 1999, $1,130,189 related to exchange-traded  futures

contracts  and  $26,226  related to  off-exchange-traded  forward

currency contracts.



Exchange-traded  futures contracts held  by  the  Partnership  at

September 30, 2000 and December 31, 1999 mature through September

2001   and   December  2000,  respectively.   Off-exchange-traded

forward  currency contracts held by the Partnership at  September

30,  2000 and December 31, 1999 mature through December 2000  and

March 2000, respectively.



The Partnership has credit risk associated with counterparty non-

performance.  The credit risk associated with the instruments  in

which  the  Partnership  is involved is limited  to  the  amounts

reflected in the Partnership's statements of financial condition.



The  Partnership also has credit risk because DWR, 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 contracts are marked to market on a daily

basis, with variations in value settled on a daily basis. DWR, MS

&  Co., and MSIL each as a futures commission merchant for all of

the   Partnership's   exchange-traded  futures   contracts,   are

required,

<PAGE>

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



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 contracts, including

an  amount  equal to the net unrealized gain (loss) on  all  open

futures   contracts,  which  funds,  in  the  aggregate,  totaled

$21,436,180  and $26,934,277 at September 30, 2000  and  December

31,  1999,  respectively. With respect to the Partnership's  off-

exchange-traded forward currency contracts, there  are  no  daily

settlements  of variations in value nor is there any  requirement

that  an  amount equal to the net unrealized gain (loss) on  open

forward  contracts  be segregated.  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  of

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 DWR as non-

clearing  broker  and  MS & Co. and MSIL as clearing  brokers  in

separate  futures trading accounts established for  each  Trading

Manager,  which assets are used as margin to engage  in  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.    The

Partnership's assets held by the commodity brokers may be used as

margin   solely   for  the  Partnership's  trading.   Since   the

Partnership's  sole purpose is to trade in futures and  forwards,

it  is  expected that the Partnership will continue to  own  such

liquid assets for margin purposes.



The  Partnership's investment in futures and forwards  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  contract  has

increased  or  decreased by an amount equal to the  daily  limit,

positions  in  that  futures 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



<PAGE>

days  with little or no trading.   These market conditions  could

prevent  the  Partnership from promptly liquidating  its  futures

contracts and result in restrictions on redemptions.



There  is  no limitation on daily price moves in trading  forward

contracts  on  foreign  currency.  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  and  subjecting  it  to

substantial  losses.   Either of these  market  conditions  could

result in restrictions on redemptions.



The  Partnership  has  never had illiquidity  affect  a  material

portion of its assets.



Capital  Resources - The Partnership does not have, or expect  to

have,  any  capital assets.  Redemptions of additional  units  of

limited  partnership  interest ("Unit(s)")  in  the  future  will

affect  the  amount of funds available for investment in  futures

interests in subsequent periods.  It is not possible to  estimate

the  amount  and  therefore, the impact of future redemptions  of

Units.









<PAGE>

Results of Operations

General.   The  Partnership's  results  depend  on  its   Trading

Managers  and  the  ability  of  the  Trading  Managers'  trading

programs  to  take advantage of price movements or  other  profit

opportunities in the futures and forwards markets.  The following

presents  a  summary  of  the Partnership's  operations  for  the

quarter  and  nine  months ended September  30,  2000  and  1999,

respectively, 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 its Trading Managers' trading  activities  on

behalf of the Partnership as a whole and how the Partnership  has

performed in the past.



For the Quarter and Nine Months Ended September 30, 2000

For  the  quarter  ended  September  30,  2000,  the  Partnership

recorded  total trading losses net of interest income of $278,878

and  posted  a  decrease in Net Asset Value per Unit.   The  most

significant  losses of approximately 2.7% were  recorded  in  the

global interest rate futures markets primarily from long Japanese

interest  rate  futures positions as the  Bank  of  Japan  raised

interest  rates for the first time in 10 years, ending  its  zero

interest rate policy



<PAGE>

during August.  Short Japanese bond futures positions resulted in

additional losses during September as prices surged and long-term

interest  rates dropped as investors sought refuge  from  falling

U.S.  and  Japanese  stock prices.  In  the  global  stock  index

futures  markets,  losses  of approximately  1.8%  were  incurred

primarily from long DAX Index futures positions during  July  and

August  as  prices declined amid weakness in European  technology

stocks.   In  the currency markets, losses of approximately  1.3%

were experienced primarily during August from short Japanese  yen

positions  as the value of the yen strengthened versus  the  U.S.

dollar on fears that the Bank of Japan could raise interest rates

further by December. In soft commodities, losses of approximately

0.3%  were recorded primarily from short cotton futures positions

as  prices  jumped higher during July amid dryness  and  heat  in

Texas.   Newly established long cotton futures positions resulted

in  additional losses during late August as prices moved lower on

rain-related quality concerns in the U.S. Southeast.   A  portion

of   overall   Partnership  losses  was  offset   by   gains   of

approximately  1.5%  recorded  in the  energy  markets  primarily

during  August from long futures positions in crude oil  and  its

related  products  as prices spiked higher as U.S.  stock  levels

remained around 24-year lows.  Ongoing supply concerns outweighed

signals   from  Saudi  Arabia  that  it  would  seek  a  suitable

production increase to ease the crunch.  While the energy markets

contributed  gains overall during the quarter, the  magnitude  of

the  profits  was reduced by the intervention in  the  crude  oil

market that took place toward the

<PAGE>

end  of  September.   Specifically,  the  Clinton  administration

announced  the  release of 30 million barrels  of  oil  from  the

Strategic Petroleum Reserve, which caused a sharp reversal in the

previously  established upward trend in  crude  oil  futures  and

other  energy markets.  However, the reversal was not  enough  to

completely  offset gains made earlier in the quarter  and,  as  a

result,  allowed the energy complex to record net gains  for  the

quarter.  Additional gains of approximately 0.2% were recorded in

the  agricultural  markets  primarily  from  short  corn  futures

positions  during July as prices declined on favorable U.S.  crop

weather  forecasts.   Total expenses for the three  months  ended

September  30,  2000 were $553,929, resulting in a  net  loss  of

$832,807.  The value of a Unit decreased from $3,716.81  at  June

30, 2000 to $3,576.33 at September 30, 2000.



For  the  nine  months ended September 30, 2000, the  Partnership

recorded  total trading losses net of interest income of $453,114

and  posted  a  decrease in Net Asset Value per Unit.   The  most

significant  losses of approximately 7.8% were  recorded  in  the

global  interest rate futures markets primarily from long  German

bund  futures  positions  during the  second  quarter  as  prices

declined on weakness in U.S. bonds and the sharp decline  in  the

euro.   Long  Japanese  interest  rate  futures  positions   also

incurred losses as prices slid on the yen's weakness and a higher

Nikkei  225 Index during February and as the Bank of Japan  ended

its zero



<PAGE>

interest rate policy during August.  Short Japanese bond  futures

positions resulted in losses during September as prices surged as

investors  sought  refuge from falling U.S.  and  Japanese  stock

prices.   In  currencies,  losses  of  approximately  3.4%   were

incurred primarily from short Japanese yen positions as its value

strengthened  versus  the U.S. dollar during  May  amid  positive

economic data out of Japan and expectations of a rise in Japanese

interest  rates.  Newly established long Japanese  yen  positions

incurred  losses  during late June as the yen's value  gave  back

earlier  month  gains versus the U.S. dollar due to repositioning

ahead  of  the tankan survey.  During August, short Japanese  yen

positions  were  unprofitable  as the  yen's  value  strengthened

versus  the  U.S. dollar on fears that the Bank  of  Japan  could

raise interest rates further by December.  In the metals markets,

losses  of approximately 2.1% were recorded primarily from  short

gold  futures  positions  as prices spiked  higher  during  early

February  following an announcement by a large producer  that  it

was  suspending  gold  hedging  activities.   Long  gold  futures

positions resulted in additional losses as prices fell  later  in

February and March on speculation of gold sales from the Bank  of

France  and  during July after the Bank of England announced  its

gold  auction  had concluded at a lower price than  most  dealers

expected.   Short  gold futures positions during  September  were

also  unprofitable  as prices experienced pressure  as  the  UK's

September   19  gold  auction  approached.   Smaller  losses   of

approximately  1.9%  were experienced in the global  stock  index

futures markets primarily from short

<PAGE>

Nikkei Index futures positions as Japanese equity prices reversed

higher  due  to optimism regarding the Japanese economy  and  the

strength  in technology stocks.  A portion of overall Partnership

losses was offset by gains of approximately 3.9% recorded in  the

energy markets primarily from long futures positions in crude oil

and  its  refined  products as prices powered to nine-year  highs

during  the first quarter on concerns about future output  levels

amid  dwindling  stockpiles  and increasing  demand.   While  the

energy  markets  contributed  gains  overall  during  the  second

quarter,  the  magnitude  of  the  profits  was  reduced  by  the

intervention in the crude oil market that took place  toward  the

end  of  September.   Specifically,  the  Clinton  administration

announced  the  release of 30 million barrels  of  oil  from  the

Strategic Petroleum Reserve, which caused a sharp reversal in the

previously  established upward trend in  crude  oil  futures  and

other  energy markets.  However, the reversal was not  enough  to

completely  offset  gains made earlier in  the  year  and,  as  a

result,  allowed the energy complex to record net gains  for  the

year.   Additional gains of approximately 0.8% were  recorded  in

the  soft  commodities markets primarily from long sugar  futures

positions  as prices trended to 22-month highs during the  second

quarter  on reports of lower plantings and speculation  that  the

world's  surplus  could  shrink.   Total expenses  for  the  nine

months ended September 30, 2000 were $1,890,100, resulting in







<PAGE>

a  net  loss  of $2,343,214.  The value of a Unit decreased  from

$3,964.87  at  December 31, 1999 to $3,576.33  at  September  30,

2000.


For the Quarter and Nine Months Ended September 30, 1999

For  the  quarter  ended  September  30,  1999,  the  Partnership

recorded  total  trading revenues including  interest  income  of

$78,056 and, after expenses, posted a decrease in Net Asset Value

per  Unit. The most significant net losses of approximately  3.5%

were  recorded  in  the  global  interest  rate  futures  markets

primarily  from  short  positions  in  Japanese  government  bond

futures as prices increased during July and September due to  the

strength  in  the  Japanese  yen and expectations  that  monetary

easing  in  that country will eventually come.  Losses were  also

recorded  from  trading U.S. interest rate futures during  August

and  September  as  domestic bond prices moved  in  a  short-term

volatile   pattern  amid  inflationary  concerns  and   questions

regarding  the  future  direction of  U.S.  interest  rates.   In

metals,  losses  of  approximately 1.8% were  incurred  primarily

during  September from previously established short positions  in

gold  futures  as gold prices reversed suddenly higher  following

the Bank of England's second gold auction and an announcement  by

several  European central banks of their plans to restrict  sales

of gold reserves for five years.  Smaller losses were recorded in

this market complex from short silver futures positions as silver

prices  climbed  higher  during late July  on  technically  based

buying.  A portion of the Partnership's overall losses for the

<PAGE>

quarter was offset by gains of approximately 5.0% recorded in the

energy markets primarily from long positions in crude oil futures

as  oil  prices climbed higher throughout the quarter  due  to  a

perceived  tightness in supplies, an increase in  demand  and  an

announcement  by OPEC ministers stating that they would  continue

to adhere to agreed upon output cuts through the first quarter of

2000.  Additional profits of approximately 0.4% were recorded  in

the  soft commodities markets primarily from short coffee futures

positions  as  coffee prices slid lower during  July  due  to  an

increase in supplies, diminishing fears of impending frost damage

to  Brazilian  crops  and on predictions of  record  harvests  in

Brazil  next  year.   Total expenses for the three  months  ended

September  30,  1999 were $757,729, resulting in a  net  loss  of

$679,673.  The value of a Unit decreased from $4,290.39  at  June

30, 1999 to $4,194.68 at September 30, 1999.



For  the  nine  months ended September 30, 1999, the  Partnership

recorded  total  trading revenues including  interest  income  of

$2,299,409  and posted an increase in Net Asset Value  per  Unit.

The most significant gains of approximately 7.0% were recorded in

the  energy  markets primarily from long positions in  crude  oil

futures as oil prices climbed during the first nine months of the

year.   During  the first quarter, oil prices rose on  news  that

both OPEC and non-OPEC countries had reached an agreement to  cut

total output by approximately two million barrels a day beginning

April 1st.  Oil prices received an added boost during the second

<PAGE>

quarter as prices climbed higher amid declining inventory  levels

and   increasing  demand.   The  Partnership's  long  crude   oil

positions  continued  to profit during the  third  quarter  as  a

result  of declining inventories, increasing demand and adherence

to  agreed  upon output cuts.  Additional gains of  approximately

1.1%  were recorded in the currency markets primarily from  short

positions in the euro and the Swiss franc as the value  of  these

currencies weakened versus the U.S. dollar throughout  the  first

half  of  1999 due to an economic slowdown in Europe, fears  that

the European Central Bank would cut interest rates and the crisis

in  Yugoslavia.   Currency  gains were also  recorded  from  long

Japanese  yen  positions  as the value of  the  yen  strengthened

versus  the  U.S.  dollar during the third  quarter  on  optimism

regarding the Japanese economy.  Smaller profits of approximately

0.3%  were  recorded  in the global stock index  futures  markets

primarily from long positions in Nikkei Index futures as Japanese

equity  prices  moved  higher during April,  on  hopes  that  the

Japanese  government may take more measures  to  stimulate  their

economy,  and  during  June  due to the  release  of  encouraging

economic  data  out of that country.  A majority of  these  gains

were  offset by losses of approximately 3.5% experienced  in  the

metals  markets primarily from long silver futures  positions  as

silver  prices retreated during March after Berkshire  Hathaway's

annual  report  failed  to provide any  new  information  on  the

company's silver positions.  Smaller losses were recorded  during

July from short positions in this market as prices moved higher

<PAGE>

as a result of technically based buying.  In global interest rate

futures,  losses  of  approximately 3.3% were recorded  primarily

during  the  first  and third quarters from  short  positions  in

Japanese  government  bond  futures as  prices  moved  higher  on

expectations for monetary easing in Japan. Total expenses for the

nine  months ended September 30, 1999 were $2,282,281,  resulting

in  net  income  of $17,128.  The value of a Unit increased  from

$4,192.04  at  December 31, 1998 to $4,194.68  at  September  30,

1999.


Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
        RISK

Introduction

The  Partnership is a commodity pool involved in the  speculative

trading  of  futures interests.  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

central,  not  incidental,  to  the Partnership's  main  business

activities.



The  futures interests traded by the Partnership involve  varying

degrees  of  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.

Fluctuations in market risk based upon these factors result in

<PAGE>

frequent  changes  in  the fair value of the  Partnership's  open

positions, and, consequently, in its earnings and cash flow.



The  Partnership's  total market risk is  influenced  by  a  wide

variety  of  factors,  including the  diversification  among  the

Partnership's open positions, the volatility present  within  the

markets,  and the liquidity of the markets.  At different  times,

each  of these factors may act to increase or decrease the market

risk associated with the Partnership.



The  Partnership's past performance is not necessarily indicative

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  may

cause future losses and volatility (i.e. "risk of ruin") that far

exceed  the  Partnership's experiences to date or any  reasonable

expectations based upon historical changes in market value.


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



<PAGE>

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 using 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, whether realized or unrealized, and  cash

flow.   Profits  and losses on open positions of  exchange-traded

futures interests are settled daily through variation margin.



The  Partnership's risk exposure in the market sectors traded  by

the Trading Managers is estimated below in terms of Value at Risk

("VaR").  The  VaR  model used by the Partnership  includes  many

variables that could change the market value of the Partnership's

trading  portfolio.  The Partnership estimates VaR using a  model

based upon historical simulation with a confidence level of  99%.

Historical  simulation involves constructing  a  distribution  of

hypothetical  daily changes in the value of a trading  portfolio.

The  VaR  model takes into account linear exposures to price  and

interest  rate risk.  Market risks that are incorporated  in  the

VaR  model  include equity and commodity prices, interest  rates,

foreign exchange rates, and correlation among these variables.



The  hypothetical changes in portfolio value are based  on  daily

percentage changes observed in key market indices or other market

<PAGE>

factors  ("market  risk  factors")  to  which  the  portfolio  is

sensitive.   The  historical observation period of  the  Partner-

ship's  VaR  is  approximately  four  years.   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.



VaR   models,   including  the  Partnership's,  are  continuously

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  reporting purposes only and is not utilized  by  either

Demeter  or  the Trading Managers in their daily risk  management

activities.



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 September 30, 2000 and  1999.

At   September  30,  2000  and  1999,  the  Partnership's   total

capitalization  was approximately $21 million  and  $29  million,

respectively.










<PAGE>
     Primary Market        September 30, 2000       September 30,
1999
     Risk Category            Value at Risk       Value at Risk

     Currency                  (1.88)%                (1.91)%

     Interest   Rate               (0.48)                  (1.11)

Equity                          (1.07)                     (0.52)

Commodity                       (0.87)                     (0.98)

Aggregate Value at Risk    (2.35)%               (2.38)%

Aggregate Value at Risk represents the aggregate VaR of  all  the

Partnership's open positions and not the sum of the  VaR  of  the

individual Market Categories listed above.  Aggregate VaR will be

lower  as  it  takes  into  account correlation  among  different

positions and categories.



The  table  above  represents the VaR of the  Partnership's  open

positions  at  September  30, 2000  and  1999  only  and  is  not

necessarily representative of either the historic or future  risk

of  an  investment in the Partnership. Because the  Partnership's

only  business  is the speculative trading of futures  interests,

the   composition   of   its   trading   portfolio   can   change

significantly over any given time period, or even within a single

trading  day.  Any changes in open positions could positively  or

negatively materially impact market risk as measured by VaR.







<PAGE>

The table below supplements the quarter-end VaR by presenting the

Partnership's high, low and average VaR, as a percentage of total

Net  Assets for the four quarterly reporting periods from October

1, 1999 through September 30, 2000.


Primary Market Risk Category        High       Low     Average

Currency                           (1.88)%   (1.04)%   (1.43)%

Interest Rate                      (1.34)    (0.48)    (0.88)

Equity                             (1.07)    (0.36)    (0.71)

Commodity                          (1.03)    (0.58)    (0.78)

Aggregate Value at Risk            (2.42)%   (1.32)%   (2.04)%


Limitations on Value at Risk as an Assessment of Market Risk

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   value   of   the

Partnership's open positions thus creates a "risk  of  ruin"  not

typically  found in other investments. The relative size  of  the

positions  held  may  cause  the  Partnership  to  incur   losses

greatly  in  excess  of VaR within a short period of time,  given

the  effects of the leverage employed and market volatility.  The

VaR  tables  above,  as  well  as the  past  performance  of  the

Partnership, give no indication of such "risk



<PAGE>

of  ruin".  In  addition, VaR risk measures should be  viewed  in

light  of  the  methodology's  limitations,  which  include   the

following:

     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 in response to market movements

  may differ from those of the VaR model;

    VaR results reflect past 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.



The VaR tables above present the results of the Partnership's VaR

for  each  of the Partnership's market risk exposures and  on  an

aggregate basis at September 30, 2000 and for the end of the four

quarterly   reporting  periods  from  October  1,  1999   through

September 30, 2000.   Since  VaR is  based on  historical   data,

VaR  should  not  be  viewed as predictive of  the  Partnership's

future  financial performance or its ability to manage or monitor

risk.   There  can be no assurance that the Partnership's  actual

losses on a



<PAGE>

particular day will not exceed the VaR amounts indicated above or

that such losses will not occur more than 1 in 100 trading days.



Non-Trading Risk

The  Partnership has non-trading market risk on its foreign  cash

balances  not needed for margin.  These balances and  any  market

risk  they may represent are immaterial.  At September  30,  2000

the  Partnership's cash balance at DWR was approximately  91%  of

its  total  Net  Asset  Value.  A decline in short-term  interest

rates  will  result  in  a  decline  in  the  Partnership's  cash

management   income.  This  cash  flow  risk  is  not  considered

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.



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.



<PAGE>

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 as of September 30, 2000, by market sector.   It  may

be  anticipated  however, that these market exposures  will  vary

materially over time.



Currency.  The primary market exposure in the Partnership  is  in

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.

<PAGE>

The Partnership trades in a large number of currencies, including

cross-rates - i.e., positions between two currencies  other  than

the  U.S. dollar.  At September 30, 2000, the Partnership's major

exposures  were  in  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 profile of the  Partnership's

currency  sector  will change significantly in the  future.   The

currency  trading  VaR  figure includes  foreign  margin  amounts

converted  into  U.S. dollars with an incremental  adjustment  to

reflect  the  exchange  rate risk inherent  to  the  dollar-based

Partnership in expressing VaR in a functional currency other than

dollars.



Interest  Rate.  The second largest market exposure at  September

30,  2000  was  in  the  interest  rate  complex.   Exposure  was

primarily  spread across the U.S., Japanese, and German  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 United States and the other G-7 countries.



<PAGE>

The  G-7  countries  consist of France, U.S.,  Britain,  Germany,

Japan,  Italy  and Canada.  However, the Partnership  also  takes

futures  positions  in the government debt of smaller  nations  -

e.g.  Australia.   Demeter anticipates that  G-7  and  Australian

interest rates will remain the primary interest rate exposures of

the  Partnership  for  the foreseeable future.   The  changes  in

interest rates which have the most effect on the Partnership  are

changes  in long-term, as opposed to short-term, rates.  Most  of

the speculative futures positions held by the Partnership are  in

medium-  to long-term instruments.  Consequently, even a material

change  in  short-term  rates would have  little  effect  on  the

Partnership,  were  the  medium- to  long-term  rates  to  remain

steady.



Equity.   The Partnership's primary equity exposure is 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  September  30,  2000,  the  Partnership's  primary

exposures  were in the DAX (Germany), NASDAQ (U.S.) and  S&P  500

(U.S.)  stock indices.  The Partnership is primarily  exposed  to

the  risk of adverse price trends or static markets in the  U.S.,

European  and Japanese indices.  Static markets would  not  cause

major  market  changes  but  would  make  it  difficult  for  the

Partnership  to  avoid  being  "whipsawed"  into  numerous  small

losses.



<PAGE>

Commodity

Energy.  At September 30, 2000, the Partnership's energy exposure

was  shared primarily by futures contracts in the crude  oil  and

natural  gas  markets.  Price movements in these  markets  result

from political developments in the Middle East, weather patterns,

and  other economic fundamentals.  It is possible that volatility

will  remain  high.  Significant profits and losses,  which  have

been  experienced  in the past, are expected to  continue  to  be

experienced in this market.  Natural gas has exhibited volatility

in  prices resulting from weather patterns and supply and  demand

factors and may continue in this choppy pattern.



Soft  Commodities and Agriculturals.  At September 30, 2000,  the

Partnership  had  exposure  in the markets  that  comprise  these

sectors.  Most of the exposure was in the sugar, corn and soybean

markets.    Supply  and  demand  inequalities,   severe   weather

disruption  and  market expectations affect  price  movements  in

these markets.



Metals.   The Partnership's primary metals market exposure is  to

fluctuations  in the price of gold and silver.  Although  certain

Trading Managers will from time to time trade base metals such as

aluminum  and  copper,  the principal  market  exposures  of  the

Partnership have consistently been in precious metals,  gold  and

silver.   Exposure was evident in the gold market as gold  prices

continued to be volatile during the quarter.  Silver prices have

<PAGE>

remained volatile and the Trading Managers have from time to time

taken  positions  as they have perceived market opportunities  to

develop.



Qualitative Disclosures Regarding Non-Trading Risk Exposure

The  following  was  the only non-trading risk  exposure  of  the

Partnership as of September 30, 2000:



Foreign  Currency  Balances.  The Partnership's  primary  foreign

currency  balance at September 30, 2000 was in Hong Kong dollars.

The  Partnership controls the non-trading risk of these  balances

by  regularly  converting these balances back into  dollars  upon

liquidation of the respective position.



Qualitative Disclosures Regarding Means of Managing Risk Exposure

The Partnership and each Trading Manager, 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,  each  of

whose  strategies focus on different market sectors  and  trading

approaches,  and  monitoring  the  performance  of  each  Trading

Manager  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.



<PAGE>

Demeter  monitors  and controls the risk of the Partnership's  non-

trading  instrument, cash, which is the only Partnership investment

directed by Demeter, rather than the Trading Managers.














































<PAGE>
                   PART II.  OTHER INFORMATION


Item 1.   LEGAL PROCEEDINGS

Please  refer  to Legal Proceedings previously disclosed  in  the

Partnership's Form 10-Q(s) for the quarters ended March 31,  2000

and  June 30, 2000 and Form 10-K for the year ended December  31,

1999.



Item 5.  OTHER INFORMATION

Commencing  December  1, 2000, the management  fee  paid  by  the

Partnership to each Trading Manager will be reduced from a 4%  to

a 3.5% annual rate.


Item 6.  EXHIBITS AND REPORTS ON FORM 8-K

(A) Exhibits

3.01   Limited Partnership Agreement of the Partnership, dated as
     of  December  7,  1983, as amended as of  May  11,  1984  is
     incorporated   by   reference  to  Exhibit   3.01   of   the
     Partnership's Annual Report on Form 10-K for the fiscal year
     ended September 30, 1984 (File No. 0-13298).

10.01       Management  Agreement among the Partnership,  Demeter
     and JWH  dated November 15, 1983 is incorporated by reference to
     Exhibit 10.03 of the Partnership's Annual Report on Form 10-  K
     for  the fiscal year ended September 30, 1984 (File  No.  0-
     13298).

10.02       Dean  Witter  Cornerstone Funds  Exchange  Agreement,
     dated  as   of May 31, 1984 is incorporated by reference  to
     Exhibit      10.04 of the Partnership's Annual Report on Form 10-
     K for    the fiscal year ended September 30, 1984 (File No. 0-
     13298).

10.03       Management  Agreement among the Partnership,  Demeter
     and      Northfield Trading L.P. dated as of April 16, 1997 is
     incorporated   by  reference  to  Exhibit   10.03   of   the
     Partnership's Annual Report on Form 10-K for the fiscal year
     ended December 31, 1997 (File No. 0-13298).


<PAGE>
10.04       Amended and Restated Customer Agreement, dated as  of
     December  1,  1997, between the Partnership and Dean  Witter
     Reynolds Inc. is incorporated by reference to Exhibit 10.04  of
     the Partnership's Annual Report on Form 10-K for the      fiscal
     year ended December 31, 1998 (File No. 0-13298).

10.05       Customer  Agreement, dated as of  December  1,  1997,
     among  the  Partnership, Carr Futures, Inc. and Dean  Witter
     Reynolds     Inc. is incorporated by reference to Exhibit 10.05
     of the    Partnership's Annual Report on Form 10-K for the fiscal
     year ended December 31, 1998 (File No. 0-13298).

10.06      International Foreign Exchange Master Agreement, dated
     as of  August 1, 1997, between the Partnership and Carr Futures,
     Inc.  is incorporated by reference to Exhibit 10.06  of  the
     Partnership's Annual Report on Form 10-K for the fiscal year
     ended December 31, 1998 (File No. 0-13298).

10.07       Customer  Agreement, dated as of May 1, 2000  between
     Morgan    Stanley  & Co. Incorporated, the  Partnership  and
     Dean  Witter  Reynolds Inc. is incorporated by reference  to
     Exhibit 10.07  of the Partnership's Quarterly Report on Form
     10-Q  for  the   quarter ended June 30, 2000, (File  No.  0-
     13298).

(B)   Reports on Form 8-K - None.



























<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)

November 14, 2000        By:
                            Raymond E. Koch
                            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.