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, 2005 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
330 Madison Avenue, 8th Floor
New York, NY							     	   10017
(Address of principal executive offices)	  	      (Zip Code)

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



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

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

Yes    X       	No__________


Indicate by check-mark whether the registrant is an accelerated
filer (as defined in Rule 12b-2 of the Exchange Act.)

Yes            No    X

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


	<page> <table> DEAN WITTER PRINCIPAL PLUS FUND L.P.

	INDEX TO QUARTERLY REPORT ON FORM 10-Q

	September 30, 2005

<caption>



PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

				<c>
	Consolidated Statements of Financial Condition as of
	September 30, 2005 (Unaudited) and December 31, 2004..........2

	Consolidated Statements of Operations for the Three and
	Nine Months Ended September 30, 2005 and 2004 	(Unaudited).....3

	Consolidated Statements of Changes in Partners? Capital for
the Nine Months Ended September 30, 2005 and 2004
(Unaudited)...................................................4

	Consolidated Statements of Cash Flows for the Nine
	Months Ended September 30, 2005 and 2004 (Unaudited)..........5

	Notes to Consolidated Financial Statements (Unaudited).....6-12

Item 2.	Management?s Discussion and Analysis of
			Financial Condition and Results of Operations........13-26

Item 3.	Quantitative and Qualitative Disclosures about
			Market Risk..........................................27-40

Item 4.	Controls and Procedures..............................40-41


PART II. OTHER INFORMATION

Item 6.	Exhibits................................................42

</table>


<page> <table>  PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

	DEAN WITTER PRINCIPAL PLUS FUND L.P.
	CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
<caption>
	                       September 30,	     December 31,
                                    2005      	    2004
	                      $	    $
	                        (Unaudited)
ASSETS

	<c>	<c>
Equity in futures interests trading accounts:
	Cash	18,636,051	22,881,606

	Net unrealized gain on open contracts (MS & Co.)	   33,252	       188,733
	Net unrealized loss on open contracts (MSIL)	       (11,532)	      (31,009)

	     Total net unrealized gain on open contracts	        21,720	      157,724

	     Total Trading Equity	18,657,771	  23,039,330

Interest receivable (Morgan Stanley DW)	        48,820	        36,748

	     Total Assets	 18,706,591	 23,076,078

LIABILITIES AND PARTNERS? CAPITAL

Liabilities

Redemptions payable	337,605	579,359
Accrued administrative expenses	98,170	119,556
Accrued brokerage fees (Morgan Stanley DW)	62,028	76,522
Accrued management fees  	        15,508	       19,130

     Total Liabilities                            513,311	      794,567

Minority Interest	          2,481	        13,000

Partners? Capital
Limited Partners (9,499.974 and
   11,149.771 Units, respectively)	17,947,039	21,965,072
General Partner (129.030 and
    154.030 Units, respectively)	       243,760	     303,439

	     Total Partners? Capital	   18,190,799  	 22,268,511

	     Total Liabilities and Partners? Capital	   18,706,591	 23,076,078


NET ASSET VALUE PER UNIT 	       1,889.17	       1,970.00

<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 Three Months	                             For the Nine
Months
  	             Ended September 30,     	          Ended September 30,

                                         2005   	         2004    	      2005   	    2004
                                             $	           $	         $ 	 $

	<c>	<c>		<c>	<c>
INVESTMENT INCOME
	Interest income (Morgan Stanley DW)	   144,625		      74,708 		   380,093		          188,330

EXPENSES
	Brokerage fees (Morgan Stanley DW)	191,066	237,840	599,868		754,822
	Management fees	      47,767	    59,460	 149,967		   188,705
	Administrative expenses	31,000	30,000	91,000		74,000
	Transaction fees and costs	    10,351	         8,884    	    29,836		         31,870

		   Total Expenses 	   280,184	     336,184	   870,671		     1,049,397

NET INVESTMENT LOSS 	   (135,559)	    (261,476)	   (490,578)		      (861,067)

TRADING RESULTS
Trading profit (loss):
	Realized	 (106,315)	(220,022)	(254,437)		161,336
	Net change in unrealized	    (11,885)	      102,649 	   (136,004)	   	   (615,058)
			(118,200)	(117,373)	(390,441)		(453,722)
Proceeds from Litigation Settlement	          ?    	          7,113		          ?    	         7,113

		  Total Trading Results	   (118,200)	     (110,260)	  (390,441)	                (446,609)

NET LOSS BEFORE
 MINORITY INTEREST	(253,759)	        (371,736)	(881,019)		     (1,307,676)
Less:  Minority Interest	     (3,100)	       (4,238)	   (10,518)	  	      (14,603)

NET LOSS	   (250,659)	   (367,498)	  (870,501)		   (1,293,073)

NET LOSS ALLOCATION

	Limited Partners	(247,332)	  (362,898)	(858,667)		(1,277,194)
	General Partner 	(3,327)	(4,600)                 (11,834)	(15,879)

NET LOSS PER UNIT

	Limited Partners                                                   (25.60)                    (29.87)	(80.83)		(103.09)
	General Partner                                                    	(25.60)                    (29.87)	(80.83)		(103.09)

<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 CHANGES IN PARTNERS? CAPITAL
	For the Nine Months Ended September 30, 2005 and 2004
	(Unaudited)

<caption>



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

	<c>	<c>	<c>	<c>
Partners? Capital,
	December 31, 2003	   12,918.544	26,207,748	          316,250
26,523,998

Net Loss                   	?		(1,277,194)	(15,879)	(1,293,073)

Redemptions	   (1,109.672)	 (2,202,638)                ?      	(2,202,638)

Partners? Capital,
	September 30, 2004	  11,808.872	  22,727,916	  300,371	  23,028,287




Partners? Capital,
	December 31, 2004	   11,303.801	21,965,072	          303,439
22,268,511

Net Loss                   	?		(858,667)	(11,834)	(870,501)

Redemptions	   (1,674.797)	 (3,159,366)          (47,845)  	(3,207,211)

Partners? Capital,
	September 30, 2005	    9,629.004	  17,947,039	  243,760	  18,190,799






<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 Nine Months Ended September 30,

	      2005     	      2004
	      $	      $


	<c>	<c>
CASH FLOWS FROM OPERATING ACTIVITIES

Net loss	(870,501)	(1,293,073)
Noncash item included in net loss:
		Net change in unrealized	136,004	615,058

Increase in operating assets:
		Interest receivable (Morgan Stanley DW)	(12,072)	(7,042)
		Net option premiums	 ?  	(11,000)

Decrease in operating liabilities:
		Accrued administrative expenses	(21,386)	(85,920)
		Accrued brokerage fees (Morgan Stanley DW)	(14,494)	(12,866)
		Accrued management fees	       (3,622)	     (3,217)

Net cash used for operating activities	   (786,071)	   (798,060)


CASH FLOWS FROM FINANCING ACTIVITIES

Cash paid from redemptions of Units	(3,448,965)	(2,535,953)
Decrease in minority interest	      (10,519)	        (14,603)

Net cash used for financing activities	   (3,459,484)	   (2,550,556)

Net decrease in cash	(4,245,555)	(3,348,616)

Balance at beginning of period	   22,881,606	   26,475,763

Balance at end of period	   18,636,051	   23,127,147




<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

September 30, 2005

(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, 2004 Annual Report on Form 10-K.
Certain reclassifications have been made to the prior year?s
financial statements to conform to the current year presentation.
Such reclassifications have no impact on the Partnership?s reported
net income (loss).

1.  Organization
Dean Witter Principal Plus Fund L.P. is a Delaware limited
partnership organized in 1989 to engage primarily in the
speculative trading of futures contracts, options on futures
contracts, and forward contracts on physical commodities and other
commodity interests (collectively, ?Futures Interests?).

From February 1, 1996 through August 31, 2003 (the ?Guarantee
Period?), the Partnership had approximately 80% of its assets

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

invested in zero-coupon United States Treasury Securities (the
?Yield Pool?) and its remaining assets were invested in Futures
Interests.  On August 31, 2003, the Yield Pool was liquidated and
the proceeds from its liquidation were invested in and will
continue to be invested in Futures Interests without any guarantee
with respect to the net asset value per unit of limited partnership
interest (?Unit(s)?) at any future date.

The Partnership?s general partner is Demeter Management Corporation
(?Demeter?). The non-clearing commodity broker is Morgan Stanley
DW Inc. (?Morgan Stanley DW?).  The clearing commodity brokers
are Morgan Stanley & Co. Incorporated (?MS & Co.?) and Morgan
Stanley & Co. International Limited (?MSIL?).  Demeter, Morgan
Stanley DW, MS & Co., and MSIL are wholly-owned subsidiaries of
Morgan Stanley.  The trading advisor to the Partnership is SSARIS
Advisors, LLC (the ?Trading Advisor?).

2.  Revenue Recognition
Prior to the end of the Guarantee Period, the Yield Pool was valued
at cost plus accreted interest with the accumulated unrealized gain
(loss) on the zero-coupon U.S. Treasury Securities separately
disclosed.  The quarter-to-date change in the Yield Pool?s market
value was reflected in the Consolidated Statements
of Operations.
<page> DEAN WITTER PRINCIPAL PLUS FUND L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

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.  Monthly, Morgan Stanley DW
pays interest income on 100% and 90% of the Partnership?s and the
Trading Company?s, respectively, average daily Net Assets as
defined in the Limited Partnership Agreement for the month at a
prevailing rate on U.S. Treasury bills.  The Partnership pays
brokerage fees to Morgan Stanley DW.

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


The market value of exchange-traded contracts is based on the
settlement price quoted by the exchange on the day with respect to
which market value is being determined.  If an exchange-traded
contract could not have been liquidated on such day due to the

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

operation of daily limits or other rules of the exchange, the
settlement price shall be the settlement price on the first
subsequent day on which the contract could be liquidated.  The
market value of off-exchange-traded contracts is based on the
fair market value quoted by the counterparty.

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

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






<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 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
	  on Open Contracts	Longest Maturities
		Off-			Off-
	Exchange-	Exchange-		Exchange-	Exchange-
Date	 Traded 	 Traded 	Total	 Traded 	 Traded
	  $	   $	  $
Sep. 30, 2005	       18,621	 3,099	21,720	Mar. 2006	Dec. 2005
Dec. 31, 2004	      140,369	17,355	157,724	Mar. 2005	Mar. 2005

The Partnership has credit risk associated with counterparty non-
performance.  The credit risk associated with the instruments in
which the Partnership trades 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, forward, and futures-styled options
contracts are marked to market on a daily basis, with variations in
value settled on a daily basis.  Morgan Stanley DW, MS & Co., and
MSIL, each as a futures commission merchant for the Partnership?s
exchange-traded futures, forward, and futures-styled options
contracts, are required, pursuant to regulations of the Commodity
Futures Trading Commission (?CFTC?), to segregate from their own
assets, and for the sole benefit of their commodity customers, all
funds held by them with respect to exchange-traded futures,
forward, and futures-styled options contracts, including an amount
equal to the net unrealized gains (losses) on all open futures,
forward, and futures-styled options contracts, which  funds, in the
aggregate, totaled $18,654,672 and $23,021,975 at September 30,
2005 and December 31, 2004, respectively.  With respect to the
Partnership?s off-exchange-traded forward currency contracts, there
are no daily exchange-required settlements of variation in value,
nor is there any requirement that an amount
equal to the net unrealized gains (losses) on open forward
contracts be segregated.  However, the Partnership is required to
meet margin requirements equal to the net unrealized loss on open

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

contracts in the Partnership accounts with the counterparty, which
is accomplished by daily maintenance of the cash balance in a
custody account held at Morgan Stanley DW for the benefit of MS &
Co.  With respect to those off-exchange-traded forward currency
contracts, the Partnership is at risk to the ability of MS & Co.,
the sole counterparty on all such contracts, to perform. The
Partnership has a netting agreement with MS & Co. This agreement,
which seeks to reduce both the Partnership?s and MS & Co.?s
exposure 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 Advisor.  Such assets are used as
margin to engage in trading and may be used as margin solely for
the Partnership?s trading. The assets are held in either non-
interest bearing bank accounts or in securities and instruments
permitted by the CFTC for investment of customer segregated or
secured funds.  Since the Partnership?s sole purpose is to trade in
futures, forwards, and options, it is expected that the Partnership
will continue to own such liquid assets for margin purposes.

The Partnership?s investment in futures, forwards, and options may,
from time to time, be illiquid.  Most U.S. futures exchanges limit
fluctuations in prices during a single day by regulations referred
to as ?daily price fluctuations limits? or ?daily limits?.
Trades may not be executed at prices beyond the daily limit.  If
the price for a particular futures or options contract has
increased or decreased by an amount equal to the daily limit,
positions in that futures or options contract can neither be taken
nor liquidated unless traders are willing to effect trades at or
within the limit.  Futures prices have occasionally moved the daily
limit for several consecutive days with little or no   <page>
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. For the periods covered by this
report, illiquidity has not materially affected the Partnership?s
assets.

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

Capital Resources.  The Partnership does not have, nor expects to
have, any capital assets.  Redemptions of Units in the future will
affect the amount of funds available for investments in futures,
forwards, and options in subsequent periods.  It is not possible to
estimate the amount, and therefore the impact, of future  outflows
of Units.
<page> There are no known material trends, favorable or
unfavorable, that would affect, nor any expected material changes
to, the Partnership?s capital resource arrangements at the present
time.

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

Results of Operations
General.  The Partnership?s results depend on the Trading Advisor
and the ability of the Trading Advisor?s trading program to take
advantage of price movements in the futures, forwards, and options
markets.  The following presents a summary of the Partnership?s
operations for the three and nine month periods ended September 30,
2005 and 2004, and a general discussion of its trading activities
during each period.  It is important to note, however, that the
Trading Advisor 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 Advisor 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 Advisor?s trading activities on <page>
behalf of the Partnership during the period in question. Past
performance is no guarantee of future results.

The Partnership?s results of operations set forth in the
financial statements on pages 2 through 12 of this report are
prepared in accordance with accounting principles generally
accepted in the United States of America, which require the use
of certain accounting policies that affect the amounts reported
in these consolidated financial statements, including the
following:  The contracts the Partnership trades are accounted
for on a trade-date basis and marked to market on a daily basis.
 The difference between their cost and market value is recorded
on the Consolidated Statements of Operations as ?Net change in
unrealized trading profit (loss)? for open (unrealized)
contracts, and recorded as ?Realized trading profit (loss)?
when open positions are closed out.  The sum of these amounts,
along with the ?Proceeds from Litigation Settlement?,
constitutes the Partnership?s trading results.  The market value
of a futures contract is the settlement price on the exchange on
which that futures contract is traded on a particular day.  The
value of foreign currency forward contracts is based on the spot
rate as of the close of business.  Interest income, as well as
management fees, incentive fees, and brokerage fees expenses of
the Partnership are recorded on an accrual basis.

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

For the Three and Nine Months Ended September 30, 2005
The Partnership recorded total trading results including interest
income totaling $26,425, expenses totaling $280,184, and minority
interest of $3,100, resulting in a net loss of $250,659 for the
three months ended September 30, 2005.  The Partnership?s net
asset value per Unit decreased from $1,914.77 at June 30, 2005 to
$1,889.17 at September 30, 2005.

The most significant trading losses of approximately 2.7% were
recorded in the global interest rate futures markets throughout
the quarter from both long and short positions in U.S., European,
and Canadian fixed-income futures as prices moved without
consistent direction amid conflicting economic data, uncertainty
regarding the future interest rate policy of the United States
and the European Union, and volatility in energy prices.
Additional losses of approximately 0.4% were incurred in the
currency markets during July from short positions in the
Singapore dollar against the U.S. dollar as the value of the
Singapore dollar reversed higher due to strong investor sentiment
about the future economic performance of Singapore.  During
August, losses were incurred from long U.S. dollar positions
<page> against the Singapore dollar, New Zealand dollar, and euro
as the value of the U.S. dollar declined amid higher crude oil
prices, lower durable goods orders, the U.S. trade imbalance, and
economic warnings from U.S. Federal Reserve Chairman Alan
Greenspan.  Additional losses stemmed from short euro cross-rate
positions against the Norwegian krone after the euro?s value
moved higher in response to U.S. dollar weakness.  A portion of
the Partnership?s overall losses for the quarter was offset by
gains of approximately 1.4% in the global stock indices sector,
primarily during July from long positions in U.S. stock index
futures as prices steadily rose throughout the month.  Positive
economic data pushed prices higher in the beginning of the month
as the strong U.S. jobs number indicated that the world?s largest
economy was undergoing strong growth.  Prices continued to
strengthen after China reformed its U.S. dollar currency peg
policy, leading market participants to conclude that a
revaluation in the Chinese yuan would likely ease trade tensions
between China and the U.S.  During September, long Japanese stock
index futures positions experienced gains as prices increased on
positive comments from Bank of Japan Governor Toshihiko Fukui,
who said that the Japanese economy was in the process of emerging
from a soft patch.  Additional gains of approximately 0.8% were
experienced in the energy markets during August from long
positions in natural gas futures as prices climbed higher after
Hurricane Katrina struck the U.S. Gulf Coast, resulting in
heavily damaged or destroyed refineries and production
<page> facilities. Further gains were experienced during
September from long positions in natural gas as prices continued
to strengthen in response to concern for the long-term effects on
supplies in the Gulf of Mexico after Hurricane Katrina.  Also
pushing prices higher was anticipation of strong demand in the
coming winter months and fears for the approach of Hurricane Rita
and the additional damage it could have caused to output in the
Gulf of Mexico.  In the agricultural markets, gains of
approximately 0.2% were recorded during August and September from
short futures positions in soybeans and soybean-related products
as prices moved lower due to forecasts for supply increases
spurred by moisture in parts of the U.S. growing regions.


The Partnership recorded total trading results including interest
income totaling $(10,348), expenses totaling $870,671, and
minority interest of $10,518, resulting in a net loss of $870,501
for the nine months ended September 30, 2005.  The Partnership?s
net asset value per Unit decreased from $1,970.00 at December 31,
2004 to $1,889.17 at September 30, 2005.

The most significant trading losses of approximately 1.4% were
incurred in the currency markets primarily during the first and
third quarters.  During the first quarter, losses stemmed from
long positions in the Singapore dollar versus the U.S. dollar as
the U.S. dollar advanced due to expectations that the Chinese
government would announce postponement of Chinese yuan
<page> revaluation for the foreseeable future.  Additional losses
resulted during January from short U.S. dollar positions versus
the South African rand and euro after the U.S. dollar?s value
reversed sharply higher amid conflicting economic data,
improvements in U.S. trade deficit data, and speculation for
higher U.S. interest rates.  During February, short positions in
the Singapore dollar and euro versus the U.S. dollar experienced
losses as the U.S. dollar?s value declined amid news of
disappointing U.S. economic data and proposed U.S. dollar
reductions in foreign central bank currency reserves.  Additional
losses resulted during March from long positions in the Singapore
dollar and euro versus the U.S. dollar, as well as from outright
short positions in the U.S. dollar index, after the value of the
U.S. dollar reversed sharply higher supported by market
expectations for, and the eventual increase in the U.S. federal
funds rate by the U.S. Federal Reserve.  The value of the U.S.
dollar strengthened further following the release of a larger-
than-expected increase in February consumer prices.  During the
latter half of August and September, losses were incurred from
long positions in the New Zealand dollar against the U.S. dollar
as the value of the New Zealand dollar declined on fears for an
economic slow-down in New Zealand during 2006.  Smaller losses
were incurred from long positions in the euro versus the U.S.
dollar in September as the value of the euro was pulled down
after the release of lower 2005 and 2006 growth estimates for the
European economy and news that Germany?s incumbent Chancellor,
<page> Gerhard Schroeder, refused to concede defeat to the
opposition leader, Angela Merkel, in the days after the election.
Finally, losses were incurred during July and August from
positions in the Singapore dollar relative to the U.S. dollar.
Within the global interest rates futures markets, losses of
approximately 1.1% were recorded during the third quarter from
positions in U.S. fixed-income futures as prices moved without
consistent direction amid conflicting economic data, uncertainty
regarding the future interest rate policy of the United States
and the European Union, and volatility in energy prices.  In the
metals markets, losses of approximately 0.2% occurred during the
first quarter from long futures positions in nickel, copper, and
zinc as prices declined in response to strength in the U.S.
dollar, lower equity prices, and news of a drop in Chinese
demand.  Further losses were recorded in August and September
from both long and short positions in nickel futures as
?whipsawing? in market prices resulted in trendless markets.
Smaller losses of approximately 0.1% resulted in the agricultural
markets from long futures positions in corn held during the first
quarter after prices declined amid a stronger U.S. dollar and
technically-based selling.  Additional sector losses resulted
from long futures positions in cocoa held during the third
quarter as prices moved lower on new hopes for political
stability in the Ivory Coast.  A portion of the Partnership?s
overall losses for the first nine months of the year was offset
by gains of approximately 0.4% recorded in the global stock index
<page> markets, during July and August, from long positions in
Japanese equity index futures as prices trended higher on
optimism about the future of the Japanese economy.  Finally,
during September, long Japanese stock index futures positions
experienced gains as prices increased sharply on positive
comments from Bank of Japan Governor Toshihiko Fukui, who said
that the Japanese economy was in the process of emerging from a
soft patch.  Smaller Partnership gains of approximately 0.4% were
recorded in the energy markets, primarily during March, August,
and September, from long futures positions in natural gas.
During March, natural gas moved higher in tandem with crude oil
as prices were bolstered after OPEC oil ministers stated that
there were no plans to raise output at the March 16 meeting.
Also strengthening natural gas prices was a report by the Energy
Information Administration stating that U.S. inventories of
gasoline and heating oil measured significantly lower-than-
expected.  During the third quarter, profits were recorded as
natural gas prices climbed higher on supply and demand concerns
after Hurricane Katrina struck the Gulf of Mexico.  Also pushing
prices higher was anticipation of strong demand in the coming
winter months and fears for the additional damage Hurricane Rita
could have caused to output in the Gulf of Mexico.

For the Three and Nine Months Ended September 30, 2004
The Partnership recorded total trading results including
interest income totaling $(35,552), expenses totaling $336,184,
<page> and minority interest of $4,238, resulting in a net loss
of $367,498 for the three months ended September 30, 2004.  The
Partnership?s net asset value per Unit decreased from $1,979.95
at June 30, 2004 to $1,950.08 at September 30, 2004.

The most significant trading losses of approximately 1.4% were
incurred in the global stock index markets, primarily during
July, from long positions in S&P 500 Index futures as prices
reversed lower early in the month due to the release of
disappointing U.S. employment data, surging energy prices, and
new warnings concerning potential terrorist attacks.  Additional
losses of approximately 0.8% were recorded in the currency
markets throughout the quarter. During July, short cross-rate
positions in the Australian dollar versus the Japanese yen
incurred losses as the Australian currency reversed higher amid
speculation for increases in Australian interest rates.  During
August, losses were experienced from short positions in the
Japanese yen versus the U.S. dollar, Swiss franc, Australian
dollar, and euro as the value of the yen moved higher due to
stronger Japanese equity prices and the release of positive
Japanese economic data.  Newly established long positions in the
Japanese yen versus the previously mentioned currencies also
resulted in further losses during September as the yen declined
due to Japan?s swelling national debt and a reversal of the U.S.
dollar?s value in response to a hike in U.S. interest rates.  In
the metals markets, losses of approximately 0.2% were
experienced, primarily during <page> July and August, from long
futures positions in base and precious metals after industrial
metals prices declined amid a slowdown in demand from China,
while precious metals prices fell amid a rebound in the value of
the U.S. dollar.   A portion of the Partnership?s overall losses
for the quarter was offset by gains of approximately 1.6%
achieved in the global interest rates markets, primarily during
August, from long positions in U.S. and European interest rate
futures as prices moved higher in response to a surge in oil
prices, a drop in equity prices, and a conflicted economic
picture generated by U.S. economic reports.  Additional gains of
approximately 0.4% were recorded in the energy markets throughout
the quarter from long futures positions in crude oil and its
related products as prices trended higher reaching historical
highs amid heavy market demand and concerns for supply.

The Partnership recorded total trading results including interest
income totaling $(258,279), expenses totaling $1,049,397, and
minority interest of $14,603, resulting in a net loss of
$1,293,073 for the nine months ended September 30, 2004.  The
Partnership?s net asset value per Unit decreased from $2,053.17
at December 31, 2003 to $1,950.08 at September 30, 2004.

The most significant trading losses of approximately 2.1% were
experienced in the currency markets from positions in the
Japanese yen versus several major foreign currencies.  These
losses were <page> experienced throughout the year from both long
and short positions in the Japanese yen relative to the U.S.
dollar, euro, Swiss franc, and Australian dollar as the value of
the yen experienced significant price volatility due to
conflicting economic data regarding a Japanese economic recovery,
uncertainty regarding currency market intervention by the Bank of
Japan, geopolitical concerns stemming from terror warnings and
instability in Iraq, and speculation regarding the direction of
U.S. and Japanese interest rates.  Elsewhere in the currency
markets, losses were incurred during September from short
positions in the Mexican peso versus the U.S. dollar as the U.S.
dollar reversed lower versus the peso amid perceptions that the
U.S. Federal Reserve reformed their outlook regarding aggressive
increases in interest rates.  Additional losses of approximately
0.8% occurred in the global stock index markets, primarily during
July, from long positions in S&P 500 Index futures as prices
reversed lower early in July due to the release of disappointing
U.S. employment data, surging energy prices, and new warnings
concerning potential terrorist attacks.  In the metals markets,
losses of approximately 0.2% resulted from long futures positions
in nickel as prices fell due to a strengthening of the U.S.
dollar during January.  Short nickel futures positions during May
experienced further losses as prices increased due to a weaker
U.S. dollar and strong Asian demand.  During the third quarter,
losses continued from long positions after industrial metals
prices declined amid a slowdown in demand from China.  Smaller
<page> losses of approximately 0.2% were experienced in the
agricultural markets from positions in cocoa and cotton as a
result of ?whipsawing? in prices due to supply and demand
concerns.  A portion of the Partnership?s overall losses during
the first nine months of the year was offset by gains of
approximately 0.9% achieved in the global interest rates markets,
primarily during the first and third quarters, from long
positions in U.S. and European interest rate futures.  During the
first quarter, long positions benefited from a rally in bond
prices sparked by low inflation and reduced concerns for
increases in interest rates.  During the third quarter, long
positions profited as prices moved higher in response to a surge
in oil prices, a drop in equity prices, and a conflicted economic
picture generated by U.S. economic reports.  Additional gains of
approximately 0.4% were generated in the energy markets,
primarily during the third quarter, from long futures positions
in crude oil and its related products as prices trended higher
reaching historical highs amid heavy market demand and supply
concerns.






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

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

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

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

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

The Partnership?s past performance is no guarantee of its future
results.  Any attempt to numerically quantify the Partnership?s
market risk is limited by the uncertainty of its speculative
trading.  The Partnership?s speculative trading and use of
leverage may cause future losses and volatility (i.e., ?risk of
ruin?) that far exceed the Partnership?s experience to date
under the ?Partnership?s Value at Risk in Different Market
Sectors? section and significantly exceed the Value at Risk
(?VaR?) tables disclosed.
<page> Limited partners will not be liable for losses exceeding
the current net asset value of their investment.

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

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

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

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

VaR models, including the Partnership?s, are continually evolving
as trading portfolios become more diverse and modeling techniques
<page> 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 Advisor in their daily risk management activities.
Please further note that VaR as described above may not be
comparable to similarly-titled measures used by other entities.

The Partnership?s Value at Risk in Different Market Sectors
The following table indicates the VaR associated with the
Partnership?s open positions as a percentage of total Net Assets by
primary market risk category at September 30, 2005 and 2004. At
September 30, 2005 and 2004, the Partnership?s total capitalization
was approximately $18 million and $23 million, respectively.

Primary Market           September 30, 2005    September 30, 2004
Risk Category	  	         Value at Risk        Value at Risk

Interest Rate	(2.89)%	(0.57)%
Equity	(1.22)	(0.79)
Currency	(0.15)	(0.17)
Commodity	(0.20)	(0.40)
Aggregate Value at Risk	(2.86)%	(0.93)%

The VaR for a market category represents the one-day downside
risk for the aggregate exposures associated with this market
category.  The Aggregate Value at Risk listed above represents
<page> the VaR of the Partnership?s open positions across all the
market categories, and is less than the sum of the VaRs for all
such market categories due to the diversification benefit across
asset classes.

Because the business of the Partnership is the speculative trading
of futures, forwards, and options, the composition of its trading
portfolio can change significantly over any given time period, or
even within a single trading day, which could positively or
negatively materially impact market risk as measured by VaR.

The table below supplements the quarter-end VaR set forth above
by presenting the Partnership?s high, low, and average VaR, as a
percentage of total Net Assets for the four quarter-end reporting
periods from October 1, 2004 through September 30, 2005.

Primary Market Risk Category        High      Low      Average
Interest Rate	(2.89)%	 (0.34)%	(1.49)%
Equity	(1.30)	 (1.01)	(1.17)
Currency	(0.27)	 (0.11)	(0.18)
Commodity	(0.27)	 (0.10)	(0.20)
Aggregate Value at Risk	(2.86)%	 (1.22)%	(1.86)%


Limitations on Value at Risk as an Assessment of Market Risk

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

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

The VaR tables provided present the results of the Partnership?s
VaR for each of the Partnership?s market risk exposures and on an
aggregate basis at September 30, 2005, and for the four quarter-
<page> end reporting periods from October 1, 2004 through September
30, 2005.  VaR is not necessarily representative of the
Partnership?s historic risk, nor should it be used to predict 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.  These balances and any market risk they may represent
are immaterial.

The Partnership also maintains a substantial portion of its
available assets in cash at Morgan Stanley DW; as of September
30, 2005, such amount is equal to approximately 100% of the
Partnership?s net asset value.  A decline in short-term interest
rates would result in a decline in the Partnership?s cash
management income.  This cash flow risk is not considered to be
material.

Materiality, as used throughout this section, is based on an
assessment of reasonably possible market movements and any
associated potential losses, taking into account the leverage,
optionality, and multiplier features of the Partnership?s market-
<page> 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
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 Advisor
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.

<page> The following were the primary trading risk exposures of
the Partnership at September 30, 2005 by market sector.  It may
be anticipated, however, that these market exposures will vary
materially over time.

Interest Rate.  The primary market exposure of the Partnership at
September 30, 2005 was to the global interest rate sector.
Exposure was primarily spread across the New Zealand, U.S.,
European, Australian, and Canadian 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
interest rate exposure is generally to interest rate fluctuations
in the U.S. and the other G-7 countries.  The G-7 countries
consist of France, the U.S., Britain, Germany, Japan, Italy, and
Canada.  However, the Partnership also takes futures positions in
the government debt of smaller countries ? e.g., Australia and
New Zealand.  Demeter anticipates that the G-7 countries,
Australian, and New Zealand?s interest rates will remain the
primary interest rate exposures of the Partnership for the
foreseeable future.  The speculative futures positions held by
the Partnership range from short to long-term instruments.
<page> Consequently, changes in short, medium, or long-term
interest rates may have an effect on the Partnership.

Equity.  The second largest market exposure of the Partnership at
September 30, 2005 was to the global stock index sector,
primarily to equity price risk in the G-7 countries.  The stock
index futures traded by the Partnership are by law limited to
futures on broadly-based indices.  At September 30, 2005, the
Partnership?s primary exposures were to the S&P 500 (U.S.), DAX
(Germany), Nikkei 225 (Japan), and SPI 200 (Australia) stock
indices.  The Partnership is primarily exposed to the risk of
adverse price trends or static markets in the U.S., European, and
Japanese stock indices. Static markets would not cause major
market changes, but would make it difficult for the Partnership
to avoid trendless price movements, resulting in numerous small
losses.

Currency.  At September 30, 2005, the Partnership had market
exposure to the currency sector.  Exposure 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 a large number of currencies, including cross-
rates ? i.e., positions between two currencies other than the
U.S. dollar.  At September 30, 2005, the Partnership?s major
<page> exposures were to the euro, Norwegian krone, Australian
dollar, and New Zealand dollar currency crosses, as well as to
outright U.S. dollar positions. Outright positions consist of the
U.S. dollar vs. other currencies.  These other currencies include
major and minor currencies.  Demeter does not anticipate that the
risk associated with the Partnership?s currency trades will
change significantly in the future.

Commodity.
Energy.  The third largest market exposure of the
Partnership at September 30, 2005 was to the energy sector.
The Partnership?s energy exposure was primarily to futures
contracts in oil related products and natural gas. Price
movements in these markets result from geopolitical
developments, particularly in the Middle East, as well as
weather patterns and other economic fundamentals.
Significant profits and losses, which have been experienced
in the past, are expected to continue to be experienced in
the future.  Natural gas has exhibited volatility in price
resulting from weather patterns, and supply and demand
factors and will likely continue in this choppy pattern.

Soft Commodities and Agriculturals.  At September 30, 2005,
the Partnership had market exposure to the markets that
comprise these sectors.  Most of the exposures were to the
corn, live cattle, feeder cattle, soybeans, coffee,  lean
<page> hogs, soybean meal, and cotton markets.  Supply and
demand inequalities, severe weather disruptions, and market
expectations affect price movements in these markets.

Metals.  At September 30, 2005, the Partnership had market
exposure in the metals sector.  The Partnership?s metals
exposure was to fluctuations in the price of base metals,
such as nickel and copper. Economic forces, supply and
demand inequalities, geopolitical factors, and market
expectations influence price movements in these markets.
The Trading Advisor utilizes the trading system(s) to take
positions when market opportunities develop, and Demeter
anticipates that the Partnership will continue to do so.

Qualitative Disclosures Regarding Non-Trading Risk Exposure
The following was the only non-trading risk exposure of the
Partnership at September 30, 2005:

Foreign Currency Balances. The Partnership?s primary foreign
currency balances at September 30, 2005 were in Canadian
dollars, Australian dollars, British pounds, Norwegian
krone, Japanese yen, euros, and South African rand.  The
Partnership controls the non-trading risk of foreign
currency balances by regularly converting them back into
U.S. dollars upon liquidation of their respective positions.

<page> Qualitative Disclosures Regarding Means of Managing Risk
Exposure
The Partnership and the Trading Advisor, 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 by
monitoring the performance of the Trading Advisor daily.  In
addition, the Trading Advisor 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 instruments cash.  Cash is the only Partnership investment
directed by Demeter, rather than the Trading Advisor.

Item 4.  CONTROLS AND PROCEDURES

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

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


Item 6.  EXHIBITS

31.01	Certification of President of Demeter Management
Corporation, the general partner of the Partnership
pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.02	Certification of Chief Financial Officer of Demeter
Management Corporation, the general partner of the
Partnership pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002.
32.01	Certification of President of Demeter Management
Corporation, the general partner of the Partnership,
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.
32.02	Certification of Chief Financial Officer of Demeter
Management Corporation, the general partner of the
Partnership, pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002.















<page>


SIGNATURE



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




                      Dean Witter Principal Plus Fund L.P.
                      (Registrant)

                      By:   Demeter Management Corporation
                            (General Partner)

November 14, 2005     By:  /s/Kevin Perry
                              Kevin Perry
                              Chief Financial Officer




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











DEAN WITTER PRINCIPAL PLUS FUND L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
6