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 Period ended September 30, 1996 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. 33-25041

                          DEAN WITTER PRINCIPAL PLUS FUND L.P.

                (Exact name of registrant as specified in its charter)


          Delaware                                       13-3541588
(State or other jurisdiction of                       (I.R.S. Employer
Incorporation or organization)                       Identification No.)


c/o Demeter Management Corp.
Two World Trade Center, New York, NY 62 Fl.                  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 PRINCIPAL PLUS FUND L.P.

                        INDEX TO QUARTERLY REPORT ON FORM 10-Q

                                                  September 30, 1996

<CAPTION>

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

         Consolidated Statements of Financial Condition
         September 30, 1996 (Unaudited) and December 31, 1995.....2

         Consolidated Statements of Operations for the 
         Quarters Ended September 30, 1996 and 1995 (Unaudited).. 3   
      
         Consolidated Statements of Operations for the Nine
         Months Ended September 30, 1996 and 1995 (Unaudited).....4

         Consolidated Statements of Changes in Partners'  
         Capital for the Nine Months Ended September 30, 1996
         and 1995 (Unaudited).....................................5

         Consolidated Statements of Cash Flows for the 
         Nine Months Ended September 30, 1996 and 1995
         (Unaudited)..............................................6

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

      Item 2.         Management's Discussion and Analysis
                      of Financial Condition and Results of 
                      Operations....................................13-18   
                             

PART II. OTHER INFORMATION


      Item 6.         Exhibits and Reports on Form 8-K.................19                                        

</TABLE>
<PAGE>
<TABLE>

                            DEAN WITTER PRINCIPAL PLUS FUND L.P.
                      CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

<CAPTION>
                                                                       September 30,              December 31,
                                                                           1996                       1995     
                                                                             $                          $
                                                                        (Unaudited)
ASSETS
<S>                                                                      <C>                         <C>    
Equity in Commodity futures trading accounts:
    Cash                                                                 5,305,138                   8,897,293 
    Net unrealized gain on open contracts                                1,241,069                     787,729 
    Net option premiums                                                   (297,250)                          - 

    Total Trading Equity                                                 6,248,957                   9,685,022 


Investment in zero-coupon U.S. Treasury
  Securities                                                            47,750,642                  32,867,974 
Interest receivable (DWR)                                                   22,153                      28,912 
 
    Total Assets                                                        54,021,752                  42,581,908 


LIABILITIES AND PARTNERS' CAPITAL

Liabilities

    Redemptions payable                                                   2,408,129                  1,148,358 
    Accrued administrative fees                                             217,507                    240,726 
    Accrued brokerage fees (DWR)                                            190,236                    141,131 
    Accrued management fees                                                  47,559                     35,283 
    Accrued transaction fees and costs                                       11,286                      1,777 

    Total Liabilities                                                     2,874,717                  1,567,275 

Minority Interest                                                           129,471                    242,689 

Partners' Capital

    Limited Partners (35,373.450 and
     25,314.968 Units, respectively)                                     49,911,348                 39,547,302 
    General Partner (783 Units)                                           1,106,216                  1,224,642 

    Total Partners' Capital                                              51,017,564                 40,771,944 

    Total Liabilities and Partners' Capital                              54,021,752                 42,581,908 


NET ASSET VALUE PER UNIT                                                   1,411.02                   1,562.26

<FN>

                                    The accompanying footnotes are an integral part
                                            of these financial statements.
</TABLE>
<PAGE>
<TABLE> 
                                         DEAN WITTER PRINCIPAL PLUS FUND L.P.
                                         CONSOLIDATED STATEMENTS OF OPERATIONS
                                                       (Unaudited)
<CAPTION>
                                                                     For the Quarters Ended September 30,     

                                                                         1996                   1995      
                                                                           $                      $
<S>                                                                   <C>                     <C>      
REVENUES                                                                   
    Trading profit (loss):                                                      
         Realized                                                     (313,932)                (268,437) 
         Net change in unrealized                                      972,658                 (135,632)

           Total Trading Results                                       658,726                 (404,069) 

    Interest Income                                                    780,999                  909,793  
    Change in value of Yield Pool                                      283,981                   32,221 
    
           Total Revenues                                            1,723,706                  537,945  


EXPENSES

    Brokerage fees                                                     568,347                  566,411  
    Management fees                                                    141,482                  141,603  
    Transaction fees and costs                                          35,500                   36,371  
    Administrative expenses                                             15,000                   29,000  
                                                                                
           Total Expenses                                              760,329                  773,385  

NET INCOME (LOSS) BEFORE MINORITY INTEREST                             963,377                 (235,440) 

Minority interest in (income) losses                                    (2,377)                  21,981 


NET INCOME (LOSS)                                                      961,000                 (213,459) 

NET INCOME (LOSS) ALLOCATION

    Limited Partners                                                   941,126                 (214,498)
    General Partner                                                     19,874                    1,039 

NET INCOME (LOSS) PER UNIT

    Limited Partners                                                     25.38                     1.33 
    General Partner                                                      25.38                     1.33  

<FN>
                                    The accompanying footnotes are an integral part
                                            of these financial statements.
</TABLE>
<PAGE>
<TABLE> 
                                         DEAN WITTER PRINCIPAL PLUS FUND L.P.
                                         CONSOLIDATED STATEMENTS OF OPERATIONS
                                                      (Unaudited)


<CAPTION>

                                                                   For the Nine Months Ended September 30,      

                                                                         1996                   1995      
                                                                           $                      $
REVENUES
<S>                                                                    <C>                  <C>         
    Trading profit (loss):                                                      
         Realized                                                    (3,403,033)              6,344,753 
         Net change in unrealized                                       453,340                 466,367 

           Total Trading Results                                     (2,949,693)              6,811,120  

    Interest Income                                                   2,274,839               3,311,246 
    Change in value of Yield Pool                                    (3,277,705)                143,476 
    

           Total Revenues                                            (3,952,559)             10,265,842  


EXPENSES

    Brokerage fees (DWR)                                              1,702,479               1,881,290  
    Management fees                                                     421,048                 470,324  
    Transaction fees and costs                                          116,084                 100,896  
    Administrative expenses                                              56,000                  75,000  
                                                                                
           Total Expenses                                             2,295,611               2,527,510  

INCOME (LOSS) BEFORE MINORITY INTEREST                               (6,248,170)              7,738,332  

Minority interest in (income) loss                                      113,218                (109,939)


NET INCOME (LOSS)                                                    (6,134,952)              7,628,393 


NET INCOME (LOSS) ALLOCATION

    Limited Partners                                                 (6,016,526)              7,492,230 
    General Partner                                                    (118,426)                136,163 


NET INCOME (LOSS) PER UNIT

    Limited Partners                                                    (151.24)                 172.19 
    General Partners                                                    (151.24)                 172.19   

<FN>
                                    The accompanying footnotes are an integral part
                                            of these financial statements.
</TABLE>
<PAGE>
<TABLE> 

                                         DEAN WITTER PRINCIPAL PLUS FUND L.P.
                                CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
                                 For the Nine Months Ended September 30, 1996 and 1995
                                                      (Unaudited)


<CAPTION>


                                                  Units of
                                                 Partnership         Limited            General
                                                  Interest          Partners            Partner           Total
<S>                                             <C>              <C>                <C>                <C>        
Partners' Capital
   December 31, 1994                             47,286.564       $61,577,369       $1,036,851         $62,614,220 

Net Income                                                -         7,492,230          136,163           7,628,393  

Redemptions                                     (20,453.535)      (30,091,567)               -         (30,091,567)

Partners' Capital
   September 30, 1995                            26,833.029       $38,978,032       $1,173,014         $40,151,046 




Partners' Capital
   December 31, 1995                             26,097.968       $39,547,302       $1,224,642          $40,771,944

Subscriptions                                    13,844.606        21,697,912                -           21,697,912  

Net Loss                                                  -        (6,016,526)        (118,426)         (6,134,952) 

Redemptions                                      (3,786.124)       (5,317,340)               -          (5,317,340)

Partners' Capital
   September 30, 1996                            36,156.450       $49,911,348       $1,106,216         $51,017,564 






<FN>



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

</TABLE>
<PAGE>
<TABLE>

                          DEAN WITTER PRINCIPAL PLUS FUND L.P.
                          CONSOLIDATED STATEMENTS OF CASH FLOWS
                                    (Unaudited)



<CAPTION>


                                                                    For the Nine Months Ended September 30,    

                                                                         1996                   1995      
                                                                           $                      $
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                                                                  <C>                     <C>         
Net income (loss)                                                    (6,134,952)              7,628,393  
Noncash item included in net income (loss):
         Net change in unrealized                                      (453,340)               (466,367)

    (Increase) decrease in operating assets:
         Net option premiums                                            297,250                (186,000)
         Investment in zero-coupon U.S.
            Treasury Securities                                     (14,882,668)             60,143,331 
         Interest receivable (DWR)                                        6,759                  (3,270)
         Investment in U.S. Treasury Bills                                    -             (36,038,053)


    Increase (decrease) in operating liabilities:
         Accrued administrative fees                                    (23,219)                 11,303 
         Accrued brokerage fees (DWR)                                    49,105                 (78,728) 
         Accrued management fees                                         12,276                 (19,683) 
         Accrued transaction fees and costs                               9,509                      66  

Net cash provided by (used for) operating activities                (21,119,280)             30,990,992 

CASH FLOWS FROM FINANCING ACTIVITIES

         Subscriptions of units                                      21,697,912                       -  
         Increase (decrease) in redemptions payable                   1,259,771              (1,166,688)
         Minority interest                                             (113,218)                109,939 
         Redemptions of units                                        (5,317,340)            (30,091,567) 

    Net cash provided by (used for) financing activities             17,527,125             (31,148,316)


    Net decrease in cash                                             (3,592,155)               (157,324) 

    Balance at beginning of period                                    8,897,293               5,915,049 

    Balance at end of period                                          5,305,138               5,757,725 


<FN>
                                    The accompanying footnotes are an integral part
                                            of these financial statements.

</TABLE>
<PAGE>
                  DEAN WITTER PRINCIPAL PLUS FUND L.P.
                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                            (UNAUDITED)


The financial statements include, in the opinion of management, all
adjustments necessary for a fair presentation of the results of
operations and financial condition.  The consolidated financial
statements and condensed notes herein should be read in conjunction
with the Partnership's December 31, 1995 Annual Report on Form 
10-K.

1.  Organization 
Dean Witter Principal Plus Fund L.P. (the "Partnership") is a
limited partnership organized to engage in the speculative trading
of commodity futures contracts, commodity options contracts and
forward contracts on foreign currencies.  The General Partner for
the Partnership is Demeter Management Corporation (the "General
Partner").  The commodity broker is Dean Witter Reynolds Inc.
("DWR"). The General Partner has retained RXR Inc. ("RXR") as the
trading manager of the Trading Company.  Both the General Partner
and DWR are wholly owned subsidiaries of Dean Witter, Discover &
Co.  
         On February 1, 1996, the Partnership concluded a public
offering resulting in additional subscriptions to the Partnership
of $21,697,912 representing 13,844.606 Units.  The Partnership's
objective is to achieve long-term appreciation while assuring
investors at least a 3% compound annual rate of return over
approximately seven and one-half years from February 1, 1996 to 
<PAGE>
                   DEAN WITTER PRINCIPAL PLUS FUND L.P.
          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)



August 31, 2003.  At August 31, 2003, which is the Partnership's
"Guaranteed Redemption Date" the Net Asset Value is guaranteed to be
at least $1,961.00

2.  Revenue Recognition
The investment in zero-coupon U.S. Treasury Securities (the "Yield
Pool") maintained to provide for the Partnership's guaranteed
return is valued at the lesser of cost plus accreted interest or
market value.  For the nine months ended September 30, 1996,
$2,034,132 of interest income has been accreted on the Yield Pool. 
At September 30, 1996, the cost of the Yield Pool was $49,170,878
and the accreted interest receivable thereon was $1,857,469.  The
market value of the Yield Pool on September 30, 1996 was
approximately $47,750,642.

3.  Related Party Transactions
The Partnership's cash is on deposit with DWR in commodity trading
accounts to meet margin requirements as needed.  DWR pays interest
on these funds based on current 13-week U.S. Treasury Bill rates. 
Brokerage expenses incurred by the Partnership are paid to DWR.

4.  Financial Instruments
The Partnership trades futures contracts, forward contracts and
options on futures contracts in interest rates, stock indices, 
<PAGE>
                      DEAN WITTER PRINCIPAL PLUS FUND L.P.
           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


commodities, currencies, petroleum and precious metals.  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.  At
September 30, 1996, open contracts were:


                                                                  
                                          Contract or
                                        Notional Amount
                                               $
Exchange-Traded Contracts
 Financial Futures:              
   Commitments to Purchase                28,908,000
   Commitments to Sell                    25,666,000
   Options Written                        10,025,000
 Commodity Futures:
   Commitments to Purchase                 3,923,000  
   Commitments to Sell                     6,642,000
 Foreign Futures:      
   Commitments to Purchase                72,260,000
   Commitments to Sell                    39,218,000
Off-Exchange-Traded Forward
 Currency Contracts
   Commitments to Purchase                27,025,000
   Commitments to Sell                    22,479,000



A portion of the amounts indicated as off-balance-sheet risk in
forward currency contracts is due to offsetting forward commitments
to purchase and to sell the same currency on the same date in the
future.  These commitments are economically offsetting, but are not
offset in the forward market until the settlement date.
<PAGE>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

The net unrealized gain on open contracts is reported as a component 
of "Equity in Commodity futures trading accounts" on the Statement of
Financial Condition and totaled $1,241,069 at September 30, 1996. 
Of this amount, $1,169,771 related to exchange-traded futures
contracts and $71,298 related to off-exchange-traded forward
currency contracts.


Exchange-traded futures contracts held by the Partnership at
September 30, 1996 mature through March 1997.  Off-exchange-traded
forward currency contracts held by the Partnership at September 30,
1996 mature through October 1996.  The contract amounts in the
above table represent the Partnership's extent of involvement in
the particular class of financial instrument, but not the credit
risk associated with counterparty nonperformance.  The credit risk
associated with these statements is limited to the amounts
reflected in the Partnership's Statements of Financial Condition.

The Partnership also has credit risk because DWR acts as the
futures commission merchant or the sole counterparty, with respect
to most of the Partnership's assets.  Exchange-traded futures and
options contracts are marked to market on a daily basis, with
variations in value settled on a daily basis.  DWR, as the futures
commission merchant for all of the Partnership's exchange-traded
futures and options contracts, is required pursuant to regulations
of the Commodity Futures Trading Commission to segregate from its 
<PAGE>
                      DEAN WITTER PRINCIPAL PLUS FUND L.P.
            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)



own assets and for the sole benefit of its commodity customers all
funds held by DWR with respect to exchange-traded futures contracts
including an amount equal to the net unrealized gain on all open
futures and options contracts which, funds totaled $6,474,909 at
September 30, 1996. 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 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
DWR, the counterparty on all such contracts, to perform.

For the nine months ended September 30, 1996, the average fair
value of financial instruments held for trading purposes was as
follows:
                                                    Assets      Liabilities
                                                      $             $
Exchange-Traded Contracts                             
  Financial Futures                                39,859,000     23,499,000 
  Options on Financial Futures                        931,000      4,115,000
  Commodity Futures                                 7,642,000      3,014,000   
  Foreign Futures                                  44,638,000     14,914,000 
Off-Exchange-Traded Forward
 Currency Contracts                                29,782,000     27,960,000


5.  Legal Matters
On September 6, 10, and 20, 1996, similar purported class actions
were filed in the Superior Court of the State of California, County
of Los Angeles, on behalf of all purchasers of interests in limited
partnership commodity pools sold by DWR.  Named defendants include
DWR, the General Partner, Dean Witter Futures and Currency  
<PAGE>
                           DEAN WITTER PRINCIPAL PLUS FUND L.P.
                NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONCLUDED)




Management Inc., Dean Witter, Discover & Co. (all such parties
referred to hereafter as the "Dean Witter Parties"), certain other
limited partnership commodity pools of which Demeter is the general
partner, and certain trading advisors to those pools.  Also, on
September 18 and 20, 1996 similar purported class actions were
filed in the Supreme Court of the State of New York, New York
County, against the Dean Witter Parties and certain trading
advisors on behalf of all purchasers of interests in various
limited partnership commodity pools sold by DWR.  Generally, these
complaints allege, among other things, that the defendants
committed fraud, deceit, misrepresentation, breach of fiduciary
duty, fraudulent and unfair business practices, unjust enrichment,
and conversion in connection with the sale and operation of the
various limited partnership commodity pools.  The complaints seek
unspecified amounts of compensatory and punitive damages and other
relief.  It is possible that additional similar actions may be
filed and that, in the course of these actions, other parties could
be added as defendants.  The Dean Witter Parties believe that they
have strong defenses to, and they will vigorously contest, the
actions.  Although the ultimate outcome of legal proceedings cannot
be predicted with certainty, it is the opinion of management of the
Dean Witter Parties that the resolution of the actions will not
have a material adverse effect on the financial condition or the
results of operations of any of the Dean Witter Parties. 
<PAGE>
Item 2.           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                  CONDITION AND RESULTS OF OPERATIONS


Liquidity - The Partnership's assets are on deposit in separate
commodity interest trading accounts with DWR and are used by the
Partnership as margin to engage in commodity futures, forward
contracts and other commodity interest trading.  DWR holds such
assets in either designated depositories or in securities approved
by the Commodity Futures Trading Commission for investment of
customer funds.  The Partnership's assets held by DWR may be used
as margin solely for the Partnership's trading.  Since the
Partnership's sole purpose is to trade in commodity futures
contracts, forward contracts on foreign currency and other
commodity interests, it is expected that the Partnership will
continue to own such liquid assets for margin purposes.

The Partnership's investment in commodity futures, forward
contracts and other commodity interests may be illiquid.  If the
price for the futures contract for a particular commodity has
increased or decreased by an amount equal to the "daily limit",
positions in the commodity can neither be taken nor liquidated
unless traders are willing to effect trades at or within the limit. 
Commodity futures prices have occasionally moved the daily limit
for several consecutive days with little or no trading.  Such
market conditions could prevent the Partnership from promptly
liquidating its commodity futures positions.

There is no limitation on daily price moves in trading forward
contracts on foreign currencies.  The markets for some world 
<PAGE>
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.

Capital Resources - The Partnership does not have, nor does it
expect to have, any capital assets.  Redemptions of additional
Units in the future will impact the amount of funds available for
investments in commodity futures and forward contracts and other
commodity interests.  As redemptions are at the discretion of
Limited Partners, it is not possible to estimate the amount and
therefore, the impact of future redemptions.

Results of Operations
For the Quarter and Nine Months Ended September 30, 1996
For the quarter ended September 30, 1996, the Partnership's total
trading revenues including interest income and change in value of
Yield Pool were $1,723,706.  During the third quarter, the
Partnership posted an increase in Net Asset Value per Unit.  The
most significant gains were recorded in the managed futures
component of the Partnership's balanced portfolio from trading in
the financial futures, currency and energy markets.  In the
financial futures markets, long positions in Australian, Japanese
and European bond futures profited from a steady upward move during
July and September.  Additional gains were recorded during July in
the currency markets from long positions in the Swiss and French 
<PAGE>
francs, as well as in the German mark, as the value of these
currencies finished the month higher versus the U.S. dollar.  In
energy markets, long crude oil futures positions experienced gains
as prices trended higher throughout the quarter.  A portion of
these gains was offset by losses experienced in soft commodities as
coffee and cotton futures prices moved in a trendless pattern
throughout the quarter.  In the bond component of the portfolio,
small trading gains were recorded as losses from choppy price
movement during July and August were more than offset by gains
recorded during September as U.S. bond futures prices moved higher. 
In the stock index portion of the balanced portfolio, losses
recorded during July due to a decline in U.S. stock prices were
offset by profits recorded during September as the S&P 500 Index
reached new highs.  Total expenses for the quarter were $760,329,
resulting in a net income before minority interest of $963,377. 
The minority interest in such income was $2,377 resulting in net
income of $961,000 for the Partnership.  The value of an individual
Unit in the Partnership increased from $1,385.64 at June 30, 1996
to $1,411.02 at September 30, 1996.

For the nine months ended September 30, 1996, the Partnership's
total trading losses net of interest income and change in value of
the Yield Pool were $3,952,559.  During the first nine months, the
Partnership posted a decrease in Net Asset Value per Unit.  The
most significant losses were recorded in the bond portion, as well
as in the guarantee portion, of the portfolio as U.S. Treasury bond
prices moved lower during the first quarter.  As a result, the
Partnership's long U.S. Treasury bond futures positions recorded 
<PAGE>
losses and the value of the Yield Pool declined.  Smaller losses
were recorded in the bond portion during the second quarter, as
well as early in third quarter, as the downward price movement
continued into April and May and was then followed by choppy
movement.  Smaller losses recorded in the managed futures component
were due to trendless price movement in soft commodities and base
metals throughout the first nine months of the year.  In the stock
index component, small losses were recorded between March and July
as S&P 500 Index futures prices experienced short-term volatility. 
A portion of the Partnership's overall losses was offset by gains
recorded in the energy markets as long crude oil futures positions
profited from an upward price trend, particularly during the third
quarter.  Smaller gains during the second quarter from long corn
futures positions also helped to mitigate losses experienced
elsewhere during the year.  Total expenses for the period were
$2,295,611, resulting in a net loss before minority interest of
$6,248,170.  The minority interest in such loss was $113,218
resulting in a net loss of $6,134,952 for the Partnership.  The
value of an individual Unit in the Partnership decreased from
$1,562.26 at December 31, 1995 to $1,411.02 at September 30, 1996.

For the Quarter and Nine Months ended September 30, 1995   

For the quarter ended September 30, 1995, the Partnership's total
revenues, consisting of net trading losses, an increase in the
value of the Yield Pool and interest income, were $537,945.  During
the third quarter of the year, the Partnership posted a small
increase in Net Asset Value per Unit.  Trading gains during the
quarter were offset by brokerage commissions resulting in net 
<PAGE>
trading losses.  The most significant gains were recorded in both
the managed futures and stock portions of the balanced portfolio as
a result of the Partnership's long S&P 500 Index futures positions,
as domestic stocks reached record highs during the quarter. 
Additional gains were recorded in the managed futures portion of
the balanced portfolio as a downward trend in the value of the
Japanese yen relative to the U.S. dollar was evident until late
September, resulting in profits for the Partnership's short yen
positions.  Losses in the managed futures portion of the balanced
portfolio were recorded in each of the agricultural, soft commodities,
energy and metals complexes as prices moved in a trendless pattern for
most of the quarter.
Trading losses were also recorded in the bond portion of the
balanced portfolio as U.S. Treasury bond prices were choppy
throughout the quarter.  These losses offset a portion of the
Partnership gains recorded in other complexes.   Total expenses for
the quarter were $773,385, resulting in a net loss before minority
interest of $235,440.  The minority interest in such losses was
$21,981, resulting in a net loss of $213,459 for the Partnership. 
The value of an individual Unit in the Partnership increased from
$1,495.00 at June 30, 1995 to $1,496.33 at September 30, 1995.

For the nine months ended September 30, 1995, the Partnership's
total trading revenues including interest income and change in the
value of the Yield Pool were $10,265,842.  During the first nine
months of the year, the Partnership posted an increase in Net Asset
Value per Unit.  The most significant gains were experienced in the
stock and bond portions of the balanced portfolio as U.S. stock and
<PAGE>
bond prices trended higher for the first half of 1995.  As a
result, profits for the Partnership's long S&P 500 Index and U.S.
Treasury bond futures positions were recorded.  Gains within the
managed futures portion of the balanced portfolio were also
recorded in these same domestic financial markets.  Additional
gains in this portion of the balanced portfolio were recorded from
trading currencies, primarily as a result of trending movement in
the value of the Japanese yen throughout the first nine months of
the year.  Losses were experienced across a majority of traditional
commodities markets, including agriculturals, metals and soft
commodities, as a result of trendless price movement for much of
1995.  These losses offset a portion of the profits recorded in
other market sectors.  Total expenses for the period were
$2,527,510, resulting in net income before minority interest of
$7,738,332.  The minority interest in such net trading income was
$109,939, resulting in a Partnership net gain of $7,628,393.  The
value of an individual Unit in the Partnership increased from
$1,324.14 at December 31, 1994 to $1,496.33 at September 30, 1995. 
<PAGE>

                               PART II. OTHER INFORMATION

Item 6.           EXHIBITS AND REPORTS ON FORM 8-K

                           (A)      Exhibits - None.
                           (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 Principal Plus
                                    Fund L.P. (Registrant)

                                 By: Demeter Management Corporation
                                    (General Partner)

November 7, 1996                 By:/s/    Patti L. Behnke        
                                           Patti L. Behnke        
                                           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.


<PAGE>