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

	FORM 10-Q



[X]	Quarterly report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the quarterly period ended March 31, 2002 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 0-18314

	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.)


Demeter Management Corporation
c/o Managed Futures Department,
825 Third Avenue, 8th Floor, New York, NY   	   	  10022
(Address of principal executive offices)	  	     (Zip Code)

Registrant's telephone number, including area code (201) 876-4647




(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

	March 31, 2002



<caption>

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

				<c>
		Consolidated Statements of Financial Condition as of March
		31, 2002 (Unaudited) and December 31, 2001..................2

		Consolidated Statements of Operations for the Quarters
		Ended March 31, 2002 and 2001 (Unaudited).................. 3

		Consolidated Statements of Changes in Partners' Capital
	  for the Quarters Ended 	March 31, 2002 and 2001 (Unaudited)..4

		Consolidated Statements of Cash Flows for the Quarters
		Ended March 31, 2002 and 2001 (Unaudited) ..................5

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

Item 2.	Management's Discussion and Analysis of
			Financial Condition and Results of Operations........12-17

Item 3.	Quantitative and Qualitative Disclosures about
			Market Risk..........................................17-31

Part II. OTHER INFORMATION

Item 1.	Legal Proceedings.......................................32

Item 6.	Exhibits and Reports on Form 8-K.....................32-33













</table>
<page>
<table>

PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

	DEAN WITTER PRINCIPAL PLUS FUND L.P.
	CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
<caption>
	                      March 31,	     December 31,
                                    2002      	    2001
	                       $	    $
	                      (Unaudited)
ASSETS

	<c>	<c>
Equity in futures interests trading accounts:
	Cash	3,098,252	3,272,814

	Net unrealized gain (loss) on open contracts (MSIL)	4,105	(47,990)
	Net unrealized gain (loss) on open contracts (MS & Co.)	   (158,318)	     423,058

	     Total net unrealized gain (loss) on open contracts	   (154,213)	     375,068

	     Total Trading Equity	2,944,039	  3,647,882

	Investment in Zero-Coupon U.S. Treasury Securities	32,936,818	32,913,297
	Unrealized gain on Zero-Coupon U.S. Treasury Securities	1,196,488	1,630,439
	Interest receivable (Morgan Stanley DW)	         4,094	         5,211

	     Total Assets	37,081,439	38,196,829

LIABILITIES AND PARTNERS' CAPITAL

Liabilities

	Redemptions payable	633,533	445,453
	Accrued administrative expenses	175,520	164,965
	Accrued brokerage fees (Morgan Stanley DW)	119,031	121,338
	Accrued management fees	      29,758	      30,334

	     Total Liabilities	    957,842	    762,090

Minority Interest	      86,650	    122,427

Partners' Capital
	Limited Partners (17,400.439 and 17,681.656 Units, respectively)	35,490,455	36,673,490
	General Partner (267.937 and 308 Units, respectively)	     546,492	    638,822

	Total Partners' Capital	36,036,947	37,312,312

	     Total Liabilities and Partners' Capital	37,081,439	38,196,829

Total Partners' Capital	36,036,947	37,312,312
Less: Excess of market value over amortized
   cost of Zero-Coupon U.S. Treasury Securities	  1,196,488	  1,630,439
NET ASSETS PER LIMITED PARTNERSHIP AGREEMENT	34,840,459	35,681,873
NET ASSET VALUE PER UNIT	   1,971.91	    1,983.47
<fn>
	The accompanying notes are an integral part
	of these consolidated financial statements.
</table>
<page>
<table>
	DEAN WITTER PRINCIPAL PLUS FUND L.P.
	CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<caption>
	     For the Quarters Ended March 31,

	      2002   	   2001
	     $	   $
REVENUES

			<c>	<c>
	Trading profit (loss):
		Realized	302,258	1,166,926
		Net change in unrealized	(529,281)	  (1,666,502)

		  Total Trading Results 	(227,023)	(499,576)

	Interest Income	467,190	543,290
	Change in value of Yield Pool	(433,951)	   505,833

		  Total  	(193,784)	549,547

EXPENSES

	Brokerage fees (Morgan Stanley DW)	357,046	387,494
	Management fees	89,261	96,873
	Administrative expenses	24,000	24,000
	Transaction fees and costs	     13,518	  14,679

		  Total	   483,825	523,046

INCOME (LOSS) BEFORE MINORITY INTEREST	(677,609)	26,501

Less:  Minority interest	   (35,777)	  (47,140)

NET INCOME (LOSS)	 (641,832)	   73,641

NET INCOME (LOSS) ALLOCATION
		Limited Partners	(628,502)	71,885
		General Partner	(13,330)	1,756

NET INCOME (LOSS)	(641,832)	73,641
Less:  Change in excess of market value over
	amortized cost of Zero-Coupon U.S. Treasury Securities	 (433,951)	  505,833

NET LOSS ALLOCATED TO PARTNERS
  FOR TAX AND NET ASSET VALUATION	 (207,881)	  (432,192)

Net Loss Allocation for Tax and Net Asset Valuation
		Limited Partners	(204,729)	(425,302)
		General Partner	(3,152)	(6,890)
Net Loss Per Unit for Tax and Net Asset Valuation
		Limited Partners	(11.56)	(21.64)
		General Partner	(11.56)	(21.64)
<fn>
	The accompanying notes are an integral part
</table>	of these consolidated financial statements.

<page>
<table>
	DEAN WITTER PRINCIPAL PLUS FUND L.P.
	CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
	For the Quarters Ended March 31, 2002 and 2001
	(Unaudited)




<caption>
	Units of
	Partnership	Limited	General
	   Interest   	Partners	Partner	Total
		$	$	$



	<c>	<c>	<c>	<c>
Partners' Capital,
	December 31, 2000	19,972.981	38,861,681	608,666	39,470,347

Net Income	      -      	71,885	1,756	73,641

Redemptions	  (652.488)	 (1,252,926)	      -      	 (1,252,926)

Partners' Capital,
	March 31, 2001	19,320.493	37,680,640	610,422	38,291,062





Partners' Capital,
	December 31, 2001	17,989.656	36,673,490	638,822	37,312,312

Net Loss	-	(628,502)	(13,330)	(641,832)

Redemptions	    (321.280)	  (554,533)	(79,000)	  (633,533)

Partners' Capital,
	March 31, 2002	17,668.376	35,490,455	546,492	36,036,947






<fn>







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

<page>
<table>

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




<caption>

	    For the Quarters Ended March 31,

	      2002     	      2001
	      $	      $


CASH FLOWS FROM OPERATING ACTIVITIES

			<c>	<c>
Net income (loss)	(641,832)	73,641
Noncash item included in net income (loss):
		Net change in unrealized	529,281	1,666,502
		Change in value of Yield Pool	433,951	(505,833)

(Increase) decrease in operating assets:
		Investment in Zero-Coupon U.S. Treasury Securities	(23,521)	1,106,563
		Interest receivable (Morgan Stanley DW)	1,117	5,411
		Net option premiums	-	(428,150)

Increase (decrease) in operating liabilities:
		Accrued administrative expenses	10,555	24,000
		Accrued brokerage fees (Morgan Stanley DW)	(2,307)	(7,726)
		Accrued management fees	     (576)	      (1,931)

Net cash provided by operating activities	306,668	1,932,477


CASH FLOWS FROM FINANCING ACTIVITIES

Increase (decrease) in redemptions payable	188,080	(575,930)
Decrease in minority interest	(35,777)	(47,140)
Redemptions of Units	(633,533)	(1,252,926)

Net cash used for financing activities	(481,230)	(1,875,996)

Net increase (decrease) in cash	(174,562)	56,481

Balance at beginning of period	3,272,814	3,417,831

Balance at end of period	3,098,252	3,474,312

<fn>



	The accompanying notes are an integral part
	of these consolidated financial statements.
</table>
<page>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

March 31, 2002

(Unaudited)

The unaudited consolidated 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 Principal Plus Fund L.P. (the
"Partnership").  The consolidated financial statements and
condensed notes herein should be read in conjunction with the
Partnership's December 31, 2001 Annual Report on Form 10-K.

1.  Organization
Dean Witter Principal Plus Fund L.P. is a Delaware limited
partnership organized to engage primarily in the speculative
trading of futures contracts, options on futures contracts, and
forward contracts on physical commodities, and other commodity
interests.

The general partner is Demeter Management Corporation ("Demeter").
The non-clearing commodity broker is Morgan Stanley DW Inc.
("Morgan Stanley DW").  The clearing commodity brokers are Morgan
Stanley & Co., Inc. ("MS & Co.") and Morgan Stanley & Co.
International Limited ("MSIL").  Demeter, Morgan Stanley DW, MS &
Co., and MSIL are wholly-owned subsidiaries of Morgan Stanley Dean
Witter & Co.  The trading manager to the Partnership is RXR, Inc.
(the "Trading Manager").
<page>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

2.  Revenue Recognition
The Yield Pool is valued at cost plus accreted interest with the
accumulated unrealized gain on the Zero-Coupon U.S. Treasury
Securities separately disclosed.  The year-to-date change in the
Yield Pool's market value is reflected in the consolidated
statements of operations.  The consolidated statements of
financial condition and the consolidated statements of operations
have been reconciled to reflect net assets, net asset value per
unit and net income (loss) in accordance with the terms of the
Limited Partnership Agreement.  For the quarter ended March 31,
2002, $454,679 of interest income has been accreted on the Yield
Pool.  At March 31, 2002, the cost of the Yield Pool was
$23,299,998 and the accreted interest receivable thereon was
$9,636,820.  The market value of the Yield Pool on March 31, 2002,
was $34,133,306.

3.  Related Party Transactions
The Partnership's cash is on deposit with Morgan Stanley DW, MS &
Co., and MSIL in futures, forwards and options trading accounts to
meet margin requirements as needed.  Morgan Stanley DW pays
interest in these funds based on a prevailing rate on U.S.
Treasury bills.  The Partnership pays brokerage fees to Morgan
Stanley DW.

<page>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

4.  Financial Instruments
The Partnership trades futures contracts, options on futures
contracts, and forward contracts on physical commodities and other
commodity interests.  Futures and forwards represent contracts for
delayed delivery of an instrument at a specified date and price.
Risk arises from changes in the value of these contracts and the
potential inability of counterparties to perform under the terms
of the contracts.  There are numerous factors which may
significantly influence the market value of these contracts,
including interest rate volatility.

The Partnership accounts for its derivative investments in
accordance with the provisions of Statement of Financial
Accounting Standard No. 133, "Accounting for Derivative
Instruments and Hedging Activities" ("SFAS No. 133").  SFAS No.
133 defines a derivative as a financial instrument or other
contract that has all three of the following characteristics:

1)	One or more underlying notional amounts or payment
provisions;
2)	Requires no initial net investment or a smaller initial net
investment than would be required relative to changes in
market factors;
3)	Terms require or permit net settlement.
<page>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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

The net unrealized gains (losses) on open contracts, reported as a
component of "Equity in futures interests trading accounts" on the
consolidated statements of financial condition, and their longest
contract maturities were as follows:

	Net Unrealized Gains (Losses)
	  on Open Contracts	Longest Maturities
		  Off-			  Off-
	Exchange-	Exchange-		Exchange-    Exchange-
Date	 Traded 	 Traded 	Total	 Traded 	 Traded
	   $	   $	  $
Mar. 31, 2002	(125,102)	(29,111)	(154,213)	Sept. 2002	Jun. 2002
Dec. 31, 2001	361,492	13,576	375,068	Mar. 2002	Mar. 2002

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 consolidated statements of
financial condition.




<page>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

The Partnership also has credit risk because Morgan Stanley DW, MS
& Co., and MSIL act as the futures commission merchants or the
counterparties, with respect to most of the Partnership's assets.
Exchange-traded futures and futures-styled options contracts are
marked to market on a daily basis, with variations in value
settled on a daily basis. Each of Morgan Stanley DW, MS & Co., and
MSIL, as a futures commission merchant for the Partnership's
exchange-traded futures and futures-styled options contracts, are
required, pursuant to regulations of the Commodity Futures Trading
Commission ("CFTC"), to segregate from their own assets, and for
the sole benefit of their commodity customers, all funds held by
them with respect to exchange-traded futures and futures-styled
options contracts, including an amount equal to the net unrealized
gains (losses) on all open futures and futures-styled options
contracts, which funds, in the aggregate, totaled $2,973,150 and
$3,634,306 at March 31, 2002 and December 31, 2001, 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 gains (losses) 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

<page>
DEAN WITTER PRINCIPAL PLUS FUND L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONCLUDED)

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 to off-exchange-traded forward currency
contracts, should materially decrease the Partnership's credit
risk in the event of MS & Co.'s bankruptcy or insolvency.



















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

Liquidity - The Partnership deposits its assets with Morgan
Stanley DW as non-clearing broker, and MS & Co. and MSIL as
clearing brokers in separate futures, forwards, and options
trading accounts established for the 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, forwards, and options, it is expected that the
Partnership will continue to own such liquid assets for margin
purposes.

The Partnership's investment in futures, forwards, and options
may, from time to time, be illiquid.  Most U.S. futures exchanges
limit fluctuations in prices during a single day by regulations
referred to as "daily price fluctuations limits" or "daily
limits".  Trades may not be executed at prices beyond the daily
limit.  If the price for a particular futures or options contract
has increased or decreased by an amount equal to the daily limit,
positions in that futures or options contract can neither be taken
nor liquidated unless traders are willing to effect trades at or

<page>
within the limit.  Futures prices have occasionally moved the
daily limit for several consecutive days with little or no
trading. These market conditions could prevent the Partnership
from promptly liquidating its futures or options contracts and
result in restrictions on redemptions.

There is no limitation on daily price moves in trading forward
contracts on foreign currencies.  The markets for some world
currencies have low trading volume and are illiquid, which may
prevent the Partnership from trading in potentially profitable
markets or prevent the Partnership from promptly liquidating
unfavorable positions in such markets, subjecting it to
substantial losses.  Either of these market conditions could
result in restrictions on redemptions.

The Partnership has never had illiquidity affect a material
portion of its assets.

Capital Resources - The Partnership does not have, nor 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, forwards,
and options 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 the Trading Manager
and the ability of the Trading Manager's trading programs to take
advantage of price movements or other profit opportunities in the
futures, forwards, and options markets.  The following presents a
summary of the Partnership's operations for the three month
periods ended March 31, 2002 and 2001, and a general discussion of
its trading activities during each period.  It is important to
note, however, that the Trading Manager trades 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 Manager or will be profitable in the future. Consequently,
the results of operations of the Partnership are difficult to
discuss other than in the context of the Trading Manager's trading
activities on behalf of the Partnership and how the Partnership
has performed in the past.

For the Quarter Ended March 31, 2002
For the quarter ended March 31, 2002, the Partnership recorded
total trading losses, net of interest income and change in value
of the Yield Pool, of $193,784 and posted a decrease in net asset
value per Unit.  The most significant losses of approximately
0.6% were recorded in the currency markets primarily during late
February and early March from short positions in the Japanese yen


<page>
as its value strengthened relative to the U.S. dollar and Swiss
franc amid a rally in Japanese stock prices and a repatriation of
assets back to Japan.  As a result of this strengthening, new
long yen positions were established only to experience additional
losses as the yen's value reversed lower on expectations that the
repatriation of assets will be ending ahead of the Japanese
fiscal year-end.  Additional losses of approximately 0.3% were
recorded in the global interest rate futures markets during March
from long U.S. interest rate futures positions as prices reversed
lower early in the month amid rising interest rates and signs
that the U.S. economy could be improving.  A portion of the
Partnership's overall losses was offset by gains of approximately
0.2% recorded in the energy markets during March from long
positions in crude oil futures as prices trended higher amid
escalating tensions in the Middle East and supply/demand factors.
Total expenses for the three months ended March 31, 2002 were
$483,825, resulting in a loss before minority interest of
$677,609.  The minority interest in such loss was $35,777,
resulting in a net loss of $641,832 for the Partnership.  The net
asset value of a Unit decreased from $1,983.47 at December 31,
2001 to $1,971.91 at March 31, 2002.





<page>
For the Quarter Ended March 31, 2001
For the quarter ended March 31, 2001, the Partnership recorded
total trading revenues, including interest income and change in
value of the Yield Pool, of $549,547 and, after expenses and
reduction to net income for the change in excess market value
over amortized cost of Zero-Coupon U.S. Treasury Securities,
posted a decrease in net asset value per Unit.  The most
significant losses of approximately 3.4% were recorded primarily
during February and March in the global stock index futures
markets from long positions in S&P 500 Index futures as global
stock prices declined on worries that the U.S. economic slowdown
will ignite a global downturn.  In the energy markets, losses of
approximately 0.2% were experienced primarily during January from
long positions in natural gas futures as prices reversed their
sharp upward trend amid bearish inventory data and moderate
weather.  In the agricultural markets, losses of approximately
0.1% were recorded primarily during February from short positions
in soybean oil futures as prices increased on technically-based
factors.  These losses were partially offset by gains of
approximately 1.6% recorded primarily during January in the
global interest rate futures markets from long positions in
eurodollar futures as prices moved higher due to a surprise
interest rate cut by the U.S. Federal Reserve on January 3 and
the subsequent anticipation of an additional interest rate cut by


<page>
the U.S. Federal Reserve later in January.  In soft commodities,
gains of approximately 0.5% were recorded throughout a majority
of the quarter from short cotton futures positions as prices
moved lower on weak export sales and low demand.  In the currency
markets, gains of approximately 0.5% were recorded primarily
during March from short positions in the Japanese yen as the
value of the yen weakened relative to the U.S. dollar on
continuing concerns for the Japanese economy and in both
anticipation and reaction to the Bank of Japan's decision to
reinstate its zero interest rate policy.  Additional profits were
recorded from short positions in the Singapore dollar as its
value weakened versus the U.S. dollar on the heels of the
declining Japanese yen.  Total expenses for the three months
ended March 31, 2001 were $523,046, resulting in income before
minority interest of $26,501.  The minority interest in trading
losses experienced outside the Yield Pool was $47,140, resulting
in net income of $73,641 for the Partnership.  The net asset
value of a Unit decreased from $1,941.87 at December 31, 2000 to
$1,920.23 at March 31, 2001.

Item 3. 	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK

Introduction
The Partnership is a commodity pool engaged primarily in the
speculative trading of futures, forwards, and options.  The
market-sensitive instruments held by the Partnership are acquired

<page>
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, forwards, and options traded by the Partnership
involve varying degrees of related market risk.  Market risk is
often dependent upon changes in the level or volatility of
interest rates, exchange rates, and prices of financial
instruments and commodities.  Fluctuations in market risk based
upon these factors result in 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

<page>
speculative trading.  The Partnership's speculative trading may
cause future losses and volatility (i.e., "risk of ruin") that
far exceed the Partnership's experience 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
quantitative disclosures in this section are deemed to be forward-
looking statements for purposes of the safe harbor, except for
statements of historical fact.

The Partnership accounts for open positions on the basis of mark-
to-market accounting principles.  Any loss in the market value of
the Partnership's open positions is directly reflected in the
Partnership's earnings, whether realized or unrealized, and its
cash flow.  Profits and losses on open positions of exchange-
traded futures, forwards, and options are settled daily through
variation margin.



<page>
The Partnership's risk exposure in the market sectors traded by
the Trading Manager 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
factors ("market risk factors") to which the portfolio is
sensitive.  The historical observation period of the Partnership'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

<page>
historic reporting purposes only and is not utilized by either
Demeter or the Trading Manager 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 March 31, 2002 and 2001. At
March 31, 2002 and 2001, the Partnership's total capitalization
was approximately $36 million and $37 million, respectively.

	Primary Market          March 31, 2002	   March 31, 2001
     Risk Category	  	     Value at Risk	    Value at Risk

     Equity		(1.00)%	  	  (0.04)%
     Interest Rate		(0.30)	  	  (0.73)
     Currency		(0.15)	  	  (0.27)
     Commodity		(0.13)	  	  (0.17)
     Aggregate Value at Risk		(1.09)%	  	  (0.79)%

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.



<page>
The table above represents the VaR of the Partnership's open
positions at March 31, 2002 and 2001 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, forwards, and
options, 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.

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 April 1,
2001 through March 31, 2002.

Primary Market Risk Category        High      Low      Average
Equity	(1.03)%	(0.59)%	(0.91)%
Interest Rate	(0.69)	(0.18)	(0.41)
Currency	(0.36)	(0.12)	(0.23)
Commodity	(0.16)	(0.09)	(0.13)
Aggregate Value at Risk	(1.30)%	(0.73)%	(1.02)%

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

<page>
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
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 caused by 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


<page>
?	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 March 31, 2002 and 2001, and for the end of the
four quarterly reporting periods from April 1, 2001 through March
31, 2002.  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
particular day will not exceed the VaR amounts indicated above or
that such losses will not occur more than once in 100 trading
days.

Non-Trading Risk
The Partnership has non-trading market risk on its foreign cash
balances not needed for margin.  These balances and any market
risk they may represent are immaterial.

At March 31, 2002 the Partnership's cash balance at Morgan Stanley
DW was approximately 4% 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 to be material.
<page>
The Partnership also has non-trading risk on the Zero-Coupon U.S.
Treasury Securities it holds to support the guaranteed net asset
value per Unit at the Guaranteed Redemption Date of August 31,
2003.  The fair value of these securities is subject to interest
rate risk.

For non-trading securities, the Partnership measures its market
risk using sensitivity analysis.  The sensitivity analysis
estimates the potential change in fair value based on a
hypothetical 10% change in interest rates.  Based on the current
valuation of the Partnership's Zero-Coupon U.S. Treasury
Securities, such a change in interest rates will cause an
approximately 5.86% decline in their fair value.  Such a change
will not have a material effect on the net asset value per Unit.

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

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

<page>
statements of historical fact and (B) the descriptions of how the
Partnership manages its primary market risk exposures - constitute
forward-looking statements within the meaning of Section 27A of
the Securities Act and Section 21E of the Securities Exchange Act.
The Partnership's primary market risk exposures as well as the
strategies used and to be used by Demeter and the Trading Manager
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 was the primary trading risk exposures of the
Partnership at March 31, 2002 by market sector.  It may be
anticipated, however, that these market exposures will vary
materially over time.




<page>
Equity.  The primary market exposure of the Partnership at March
31, 2002 was to the global stock index sector.  The primary
exposure was to equity price risk in the G-7 countries.  The G-7
countries consist of France, U.S., Britain, Germany, Japan, Italy
and Canada.  The stock index futures traded by the Partnership
are by law limited to futures on broadly-based indices.  At March
31, 2002, the Partnership's primary exposures were to the S&P 500
(U.S.) and Nikkei (Japan) stock indices.  The Partnership is
primarily exposed to the risk of adverse price trends or static
markets in the U.S. 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.

Interest Rate.  The second largest market exposure at March 31,
2002 was to the global interest rate complex.  Exposure was
primarily spread across the U.S. and European 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


<page>
fluctuations in the United States and the other G-7 countries.
However, the Partnership also takes futures positions in the
government debt of smaller nations - e.g., Australia.  Demeter
anticipates that G-7 interest rates will remain the primary
interest rate exposure of the Partnership for the foreseeable
future.  The speculative futures positions held by the
Partnership may range from short to long-term instruments.
Consequently, changes in short, medium or long-term interest
rates may have an effect on the Partnership.

Currency.  The Partnership's currency exposure at March 31, 2002
was to exchange rate fluctuations, primarily fluctuations which
disrupt the historical pricing relationships between different
currencies and currency pairs.  Interest rate changes as well as
political and general economic conditions influence these
fluctuations.  The Partnership trades in a large number of
currencies, including cross-rates - i.e., positions between two
currencies other than the U.S. dollar.  At March 31, 2002, the
Partnership's major exposures were to the euro and Japanese
currency crosses and 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.


<page>
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 U.S.-based
Partnership in expressing VaR in a functional currency other than
U.S. dollars.

Commodity
Energy.  At March 31, 2002, the Partnership's energy
exposure was shared primarily by futures contracts in crude
oil and its related products, and natural gas. 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 these markets.  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 March 31, 2002, the
Partnership had exposure to the livestock and corn markets.
Supply and demand inequalities, severe weather disruption,
and market expectations affect price movements in these
markets.

<page>
Metals.  The Partnership's metals exposure at March 31, 2002
was to fluctuations in the price of base metals, such as
copper and nickel.  Economic forces, supply and demand
inequalities, geopolitical factors and market expectations
influence price movements in these markets.  The Trading
Manager has, from time to time, taken positions when market
opportunities develop.  Demeter anticipates that the
Partnership will continue to be exposed to the base metals
markets.

Qualitative Disclosures Regarding Non-Trading Risk Exposure
The following were the only non-trading risk exposures of the
Partnership at March 31, 2002:

Foreign Currency Balances. The Partnership's primary foreign
currency balances at March 31, 2002 were in Swiss francs and
Japanese yen.  The Partnership controls the non-trading risk
of these balances by regularly converting them back into
U.S. dollars upon liquidation of their respective positions.

Zero-Coupons U.S. Treasury Securities
It is the Partnership's intention to hold the Zero-Coupon
U.S. Treasury Securities until their August 15, 2003
maturity date except as needed to fund quarterly
redemptions.  Consequently, the period to period interest

<page>
rate risk these securities are subject to is not considered
material.

Qualitative Disclosures Regarding Means of Managing Risk Exposure
The Partnership and the 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 market sectors and trading approaches, and
monitoring the performance of the Trading Manager daily.  In
addition, the Trading Manager establishes diversification
guidelines, often set in terms of the maximum margin to be
committed to positions in any one market sector or market-
sensitive instrument.

Demeter monitors and controls the risk of the Partnership's non-
trading instrument, cash and Zero-Coupon U.S. Treasury Securities.
Cash and Zero-Coupon U.S. Treasury Securities are the only
Partnership investments directed by Demeter, rather than the
Trading Manager.






<page>
PART II.  OTHER INFORMATION

Item 1.  LEGAL PROCEEDINGS
None.

Item 6.  EXHIBITS AND REPORTS ON FORM 8-K

(A)	Exhibits

3.01	Amended and Restated Limited Partnership Agreement of the
Partnership, dated as of August 29, 1995, is incorporated
by reference to Exhibit 3.01 and Exhibit 3.02 of the
Partnership's Registration Statement (File No. 33-95414)
on Form S-1.
10.01	Amended and Restated Management Agreement among the
Partnership, Demeter and RXR, Inc., dated as of December
29, 1995, is incorporated by reference to Exhibit 10.02
of the Partnership's Registration Statement (File No.
33-95414) on Form S-1.
10.02	Amended and Restated Management Agreement between the
Partnership and Dean Witter Reynolds Inc., dated as of
December 29, 1995, is incorporated by reference to
Exhibit 10.01 of the Partnership's Registration Statement
(File No. 33-95414) on Form S-1.
10.03	Amended and Restated Customer Agreement between the
Partnership and Morgan Stanley DW, dated as of June 22,
2000, is incorporated by reference to Exhibit 10.01 of
the Partnership's Form 8-K (File No. 0-18314) filed with
the Securities and Exchange Commission on November 13,
2001.
10.04	Commodity Futures Customer Agreement between MS & Co. and
the Partnership, and acknowledged and agreed to by Morgan
Stanley DW, dated as of May 1, 2000, is incorporated by
reference to Exhibit 10.02 of the Partnership's Form 8-K
(File No. 0-18314) with the Securities and Exchange
Commission on November 13, 2001.
10.05	Customer Agreement between the Partnership and MS & Co.,
dated as of May 1, 2000, is incorporated by reference to
Exhibit 10.04 of the Partnership's Form 8-K (File No.
0-18314) filed with the Securities and Exchange
Commission on November 13, 2001.
<page>
10.06	Foreign Exchange and Options Master Agreement between MS
& Co. and the Partnership, dated as of April 30, 2000, is
incorporated by reference to Exhibit 10.05 of the
Partnership's Form 8-K (File No. 0-18314) filed with the
Securities and Exchange Commission on November 13, 2001.
10.07	Securities Account Control Agreement among the
Partnership, MS & Co. and Morgan Stanley DW dated as of
May 1, 2000, is incorporated by reference to Exhibit
10.03 of the Partnership's Form 8-K (File No. 0-18314)
filed with the Securities and Exchange Commission on
November 13, 2001.

(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)

May 14, 2002            By:   /s/Raymond E. Koch
                              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.