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 June 30, 2001 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.)


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


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




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


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


Yes    X       	No___________







<page>
<table>

	DEAN WITTER PRINCIPAL PLUS FUND L.P.

	INDEX TO QUARTERLY REPORT ON FORM 10-Q

	June 30, 2001

<caption>

PART I. FINANCIAL INFORMATION

				<c>
Item 1.  Consolidated Financial Statements

		Consolidated Statements of Financial Condition as of
		June 30, 2001 (Unaudited) and December 31, 2000............2

		Consolidated Statements of Operations for the
		Quarters Ended June 30, 2001 and 2000 (Unaudited)..........3

		Consolidated Statements of Operations for the Six
		Months Ended June 30, 2001 and 2000 (Unaudited)............4

		Consolidated Statements of Changes in Partners'
		Capital for the Six Months Ended June 30, 2001 and
		2000 (Unaudited).......................................... 5

		Consolidated Statements of Cash Flows for the
		Six Months Ended June 30, 2001 and 2000
		(Unaudited)................................................6

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

Item 2.	Management's Discussion and Analysis
			of Financial Condition and Results of
    	Operations..........................................13-22

Item 3.	Quantitative and Qualitative Disclosures
			about Market Risk...................................22-36

PART II. OTHER INFORMATION

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

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



</table>







<page>
<table>
PART I.  FINANCIAL INFORMATION
Item 1.  Consolidated Financial Statements

DEAN WITTER PRINCIPAL PLUS FUND L.P.
	CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
<caption>
	June 30,	December 31,
	   2001     	    2000
	$	$
	(Unaudited)
ASSETS

	<c>	<c>
Equity in futures interests trading accounts:
	Cash	3,665,773   	 3,417,831

	Net unrealized gain (loss) on open contracts (MSIL)  	43,187	(25,107)
	Net unrealized gain (loss) on open contracts (MS & Co.)               (209,680)	 1,655,071

	Total net unrealized gain (loss) on open contracts                          (166,493) 	1,629,964

	Net option premiums                                                                               (360)	    365,750

	     Total Trading Equity	3,498,920   	5,413,545

Investment in Zero-Coupon U.S. Treasury Securities 	33,907,821   	35,655,852
Unrealized gain on Zero-Coupon U.S.
	  Treasury Securities	986,163	 685,465
Interest receivable (Morgan Stanley DW)	       11,273	        22,429

	     Total Assets	  38,404,177  	  41,777,291

LIABILITIES AND PARTNERS' CAPITAL

Liabilities
	Redemptions payable	1,223,479   	     1,828,856
	Accrued administrative expenses	162,462   	120,003
	Accrued brokerage fees (Morgan Stanley DW)	124,185   	136,573
	Accrued management fees 	         31,046         	       34,143

	     Total Liabilities	    1,541,172   	   2,119,575
Minority Interest	       108,831  	       187,369
Partners' Capital
	Limited Partners (18,373.474 and
	    19,664.981 Units, respectively)	36,148,211   	38,861,681
	General Partner (308 Units)	     605,963   	         608,666
 	   Total Partners' Capital	   36,754,174   	    39,470,347
	   Total Liabilities and Partners' Capital	      38,404,177 	       41,777,291
	   Total Partners' Capital	36,754,174   	    39,470,347
Less: Excess of market value over amortized
  cost of Zero-Coupon U.S. Treasury Securities	        986,163	        685,465
NET ASSETS PER LIMITED PARTNERSHIP
 AGREEMENT	    35,768,011  	    38,784,882
NET ASSET VALUE PER UNIT, AS PER LIMITED
 PARTNERSHIP AGREEMENT 	         1,914.62    	         1,941.87
<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 June 30,

                                                                                                             2001   	   2000
	$	   $
REVENUES

			<c>		<c>
	Trading loss:
		Realized	(9,840)		                    (168,087)
 		Net change in unrealized	   (129,955)		                    (851,720)

			Total Trading Results	(139,795)		                 (1,019,807)

	Interest income        	                                 506,959		592,870
    	Change in value of Yield Pool	   (205,135)          	   336,083

			Total                                                                                  162,029			   (90,854)

EXPENSES

	Brokerage fees (Morgan Stanley DW) 	374,373		421,390
	Management fees                                                         	      93,594		105,347
	Administrative expenses                                                     	25,000		23,000
   	Transaction fees and costs                                             	       13,868		    22,714

			Total                                                                                  506,835			   572,451


LOSS BEFORE MINORITY INTEREST	(344,806)		                    (663,305)

Less: Minority interest 	     (31,397)		                      (63,767)

NET LOSS	   (313,409)		                    (599,538)
NET LOSS ALLOCATION
		Limited Partners	(308,950)		                    (591,430)
    	   	General Partner 	(4,459)		                        (8,108)

NET LOSS	(313,409)		                    (599,538)
Less:  Changes in excess of market value over
amortized cost of Zero-Coupon U.S. Treasury Securities               205,135 		                              -

NET LOSS ALLOCATED TO PARTNERS
  FOR TAX AND NET ASSET VALUATION 	      (108,274)		                    (599,538)

Net Loss Allocation for Tax and Net Asset
 Valuation
		Limited Partners	(106,489)		                    (591,430)
	     	General Partner 	(1,785)		                        (8,108)
Net Loss Per Unit for Tax and Net Asset
  Valuation
		Limited Partners	(5.61)		 (26.33)
General Partner  	(5.61)		 (26.33)
	<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 Six Months Ended June 30,

                                                                                                          2001   	   2000
                                                                                                             $	  	 $

REVENUES

			<c>		<c>
	Trading profit (loss):
                      1,157,086		                    (592,674)
 	Net change in unrealized	                                                  (1,796,457)		   110,526

			Total Trading Results	                                                       (639,371)		                    (482,148)

	Interest income          	                                                     1,050,249		1,214,914
  	Change in value of Yield Pool   	                                           300,698		    504,627

			Total                                                                                   711,576			  1,237,393


EXPENSES

	Brokerage fees (Morgan Stanley DW)       	                         761,867		873,749
Management fees                                                              	  190,467		218,437
Administrative expenses    	                                                    49,000		45,000
Transaction fees and costs   	                                                 28,547		      44,296

			Total                                                                                1,029,881			   1,181,482

INCOME (LOSS) BEFORE MINORITY INTEREST	(318,305)		55,911

Less: Minority interest  	     (78,537)		    (62,283)

NET INCOME (LOSS) 	      (239,768)		      118,194

NET INCOME (LOSS) ALLOCATION
		Limited Partners	(237,065)		117,949
   		General Partner	(2,703)		245

NET INCOME (LOSS)	(239,768)		118,194
Less:  Changes in excess of market value over
amortized cost of Zero-Coupon U.S. Treasury Securities	   (300,698)		_______-___

NET INCOME (LOSS) ALLOCATED TO PARTNERS
  FOR TAX AND NET ASSET VALUATION 	        (540,466)		        118,194

Net Income (Loss) Allocation for Tax and Net Asset
 Valuation
		Limited Partners	(531,791)		117,949
    		General Partner  	(8,675)		245

Net Income (Loss) Per Unit for Tax and Net Asset
  Valuation
		Limited Partners	(27.25)		3.34
    		General Partner  	(27.25)                             	3.34
	<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 Six Months Ended June 30, 2001 and 2000
	(Unaudited)


<caption>


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


	<c>		<c>		<c>		<c>
Partners' Capital,
	December 31, 1999	24,187.732  	43,352,757 		559,959 		43,912,716

Net Income                                                                  -	                  117,949	    	    245		118,194

Redemptions	   (2,043.120)		   (3,753,317)	                    -     		     (3,753,317)

Partners' Capital,
	June 30, 2000	   22,144.612	 	   39,717,389 		 560,204		40,277,593




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

Net Loss                                                                       -	                (237,065)    	 (2,703)		(239,768)

Redemptions	   (1,291.507)		   (2,476,405)	                    -     		  (2,476,405)

Partners' Capital,
	June 30, 2001	   18,681.474	 	   36,148,211 		 605,963		  36,754,174







<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 Six Months Ended June 30,

	      2001     	      2000
	    $	      $

CASH FLOWS FROM OPERATING ACTIVITIES

			<c>		<c>
	Net income (loss)	(239,768)        	118,194

	Noncash item included in net income (loss):
		Net change in unrealized                                                    1,796,457			(110,526)
	 	Change in value of Yield Pool	(300,698)		(504,627)

	Decrease in operating assets:
		Net option premiums                                                             366,110			213,500
	    	Investment in Zero-Coupon U.S.
         	  Treasury Securities                                                           1,748,031			2,510,219
	  	Interest receivable (Morgan Stanley DW)                               11,156			4,611

	Increase (decrease) in operating liabilities:
	 	Accrued administrative expenses                                           42,459			37,265
		Accrued brokerage fees (Morgan Stanley DW)	(12,388)		(14,721)
	  	Accrued management fees	      (3,097)		     (3,681)

	Net cash provided by operating activities                                    3,408,262			  2,250,234


CASH FLOWS FROM FINANCING ACTIVITIES

	Decrease in redemptions payable	(605,377)		(195,730)
	Decrease in minority interest	(78,538)		(62,283)
	Redemptions of Units	   (2,476,405)		   (3,753,317)

	Net cash used for financing activities	   (3,160,320)		    (4,011,330)

	Net increase (decrease) in cash                                                    247,942			(1,761,096)

	Balance at beginning of period                                                    3,417,831			      6,014,023

	Balance at end of period	      3,665,773		      4,252,927

<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

June 30, 2001
(UNAUDITED)

The unaudited financial statements contained herein include, in
the opinion of management, all adjustments necessary for a fair
presentation of the results of operations and financial condition
of Dean Witter 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,
2000 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").  Dean Witter Reynolds Inc. changed
its name to Morgan Stanley DW Inc., effective April 2, 2001.  The
clearing commodity brokers are Morgan Stanley & Co., Inc. ("MS &
Co.") and Morgan Stanley & Co. International Limited ("MSIL").


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

Demeter, Morgan Stanley DW, MS & Co. and MSIL are wholly-owned
subsidiaries of Morgan Stanley Dean Witter & Co.  RXR, Inc.
("RXR") the trading manager for the Partnership (the "Trading
Manager") was acquired by SSARIS Advisors, LLC effective June 1,
2001.

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 June 30,
2001, $472,993 of interest income was accreted on the Yield Pool.
At June 30, 2001, the cost of the Yield Pool was $25,022,864 and
the accreted interest receivable thereon was $8,884,957.  The
market value of the Yield Pool on June 30, 2001, was $34,893,984.




 <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. Morgan Stanley DW pays
interest on these funds based on a prevailing rate on U.S.
Treasury bills. The Partnership pays brokerage fees to Morgan
Stanley DW.

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.

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

133 defines a derivative as a financial instrument or other
contract that has all three of the following characteristics:

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

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

The net unrealized gain (loss) on open contracts reported as a
component of "Equity in futures interests trading accounts" on the
consolidated statements of financial condition and longest
contract maturity were as follows:
                  Net Unrealized Gain (Loss) on Open
                             Contracts                    Longest Maturity

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

June 30, 2001       (153,885)  (12,608)     (166,493)    Dec. 2001   Sept. 2001
December 31, 2000  1,650,388   (20,424)    1,629,964     June 2001   March 2001

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

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.

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
gain (loss) on all open futures and futures-styled options
contracts, which funds, in the aggregate, totaled $3,511,888 and
$5,068,219 at June 30, 2001 and December 31, 2000, respectively.
With respect to the Partnership's off-exchange-traded forward

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


currency contracts, there are no daily settlements of variations
in value nor is there any requirement that an amount equal to the
net unrealized gain (loss) on open forward contracts be
segregated.  With respect to those off-exchange-traded forward
currency contracts, the Partnership is at risk to the ability of
MS & Co., the sole counterparty on all of such contracts, to
perform. The Partnership has a netting agreement with MS & Co.
This agreement, which seeks to reduce both the Partnership's and
MS & Co.'s exposure on off-exchange-traded forward currency
contracts, should materially decrease the Partnership's credit
risk in the event of MS & Co.'s bankruptcy or insolvency.












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


Liquidity - The Partnership deposits its assets with 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
within the limit.  Futures prices have occasionally moved the
<page>
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, or expect to
have, any capital assets.  Redemptions of additional units of
limited partnership interest ("Unit(s)") in the future will affect
the amount of funds available for investment in futures, 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 its 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 and six
month periods ended June 30, 2001 and 2000, 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
its Trading Manager's trading activities on behalf of the
Partnership as a whole and how the Partnership has performed in
the past.

For the Quarter and Six Months Ended June 30, 2001
For the quarter ended June 30, 2001, the Partnership recorded
total trading revenues, including interest income and change in
value of the Yield Pool, of $162,029 and, after expenses and
reduction to a net loss 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 1.6% were experienced
<page>
primarily during April in the global interest rate futures
markets as a portion of previously recorded profits was given
back from long positions in U.S. and European interest rate
futures as prices reversed sharply downward, after trending
higher earlier this year, as investors deserted fixed income
securities in an asset shift to equities.  Losses were also
recorded during June from short positions in U.S. interest rate
futures as prices moved higher in a flurry of flight-to-quality
buying spawned by Middle East instability on June 22nd and in
anticipation of the Federal Reserve interest rate cut in late
June.  Additional losses were recorded during the third week of
June from short positions in German interest rate futures as
prices increased following a drop in German business confidence
data and signs that inflation may have peaked in that region,
which reinforced the prospects of European interest rate cuts.
In the currency markets, losses of approximately 0.3% were
recorded throughout a majority of the quarter from cross-rate
positions in the Australian dollar, Swiss franc and euro versus
the Japanese yen.  In the energy markets, losses of approximately
0.2% were recorded early in April from short futures positions in
crude oil and its related products as oil prices reversed sharply
higher on concerns over tight summer supplies.  These losses were
partially offset by gains of approximately 1.5% recorded during
the first half of April in the global stock index futures markets
from long positions in U.S. stock index futures as U.S. equity
prices reversed higher on positive economic data, optimism about
<page>
corporate earnings and the U.S. Federal Reserve's surprise
interest rate cut in April.  In soft commodities, gains of
approximately 0.1% were recorded throughout a majority of the
quarter from short cotton futures positions as prices moved lower
on weak export sales and low demand. Total expenses for the three
months ended June 30, 2001 were $506,835, resulting in a net loss
before minority interest of $344,806.  The minority interest in
trading losses experienced outside the Yield Pool was $31,397,
resulting in a net loss of $313,409 for the Partnership.  The net
asset value of a Unit decreased from $1,920.23 at March 31, 2001
to $1,914.62 at June 30, 2001.

For the six months ended June 30, 2001, the Partnership recorded
total trading revenues, including interest income and change in
value of the Yield Pool, of $711,576 and, after expenses and
reduction to a net loss 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 2.0% were recorded primarily
during February, March and June 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 0.4% were experienced throughout the first six
months of the year from crude oil futures and its related
products as a result of volatility in oil prices due to a
<page>
continually changing outlook for supply, production and demand.
In the agricultural markets, losses of approximately 0.1% were
recorded primarily during February and April from short positions
in soybean oil futures as prices increased on technically-based
factors.  These losses were partially offset by gains of
approximately 0.5% recorded in the soft commodities markets
throughout a majority of the first and second quarters from short
cotton futures positions as prices moved lower on weak export
sales and low demand.  In the currency markets, gains of
approximately 0.2% were recorded throughout a majority of the
second quarter from long positions in the Mexican peso as its
value strengthened relative to the U.S. dollar.  In the global
interest rate futures markets, small gains were recorded
primarily during January 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 3rd and the subsequent
anticipation of an additional interest rate cut by the U.S.
Federal Reserve later in January.  Total expenses for the six
months ended June 30, 2001 were $1,029,881, resulting in a net
loss before minority interest of $318,305.  The minority interest
in trading losses experienced outside the Yield Pool was $78,537,
resulting in a net loss of $239,768 for the Partnership.  The net
asset value of a Unit decreased from $1,941.87 at December 31,
2000 to $1,914.62 at June 30, 2001.


<page>
For the Quarter and Six Months Ended June 30, 2000
For the quarter ended June 30, 2000, the Partnership recorded
total trading losses, net of interest income and change in value
of the Yield Pool, of $90,854 and posted a decrease in net asset
value per Unit.  The most significant losses of approximately
1.8% were recorded primarily during April and early May in the
global stock index component from long positions in S&P 500 Index
futures as U.S. equity prices declined sharply during mid April
following the release of an unexpected jump in the Consumer Price
Index.  Fears of inflation and concerns that the Federal Reserve
may need to raise interest rates more aggressively further
panicked an already weary market and forced prices lower.  In the
currency markets, losses of approximately 0.8% were recorded
primarily during May and June from short euro crossrate positions
relative to the Australian and U.S. dollars as the value of the
euro reversed higher due to suggestions that intervention to
support the euro was a possibility and interest rate hikes in
Europe.  The U.S. dollar, which had strengthened earlier in the
second quarter, weakened during early June due primarily to the
perception that interest rates in the U.S. may have topped out in
the near term and data suggested that economic growth may finally
be slowing.  In the global interest rate component, losses of
approximately 0.4% were recorded primarily during April and May
from long positions in Australian interest rate futures as prices
declined, following U.S. prices lower, as continued uncertainty
surrounding the U.S. economy and whether the previous interest
 <page>
rate increases by the Federal Open Market Committee had resulted
in an economic "slowdown".  In the metals markets, losses of
approximately 0.3% were experienced throughout the majority of
the quarter from trading copper futures as prices moved
inconsistently on technically-based factors.  These losses were
partially offset by gains of approximately 1.0% recorded in the
agricultural markets primarily during June from short soybean oil
futures positions as grain prices declined.  In the energy
markets, gains of approximately 0.9% were recorded primarily
during May from long positions in natural gas futures as prices
continued their upward trend, as data released by the American
Gas Association further confirmed fears that inventory levels
remain low.  Adding to supply concerns were fears that the U.S.
demand will outstrip production this summer, when inventories are
typically refilled for the winter.  Total expenses for the three
months ended June 30, 2000 were $572,451, resulting in a net loss
before minority interest of $663,305. The minority interest in
trading losses experienced outside of the Yield Pool was $63,767,
resulting in a net loss of $599,538 for the Partnership.  The net
asset value of a Unit decreased from $1,845.17 at March 31, 2000
to $1,818.84 at June 30, 2000.

For the six months ended June 30, 2000, the Partnership recorded
total trading revenues, including interest income and change in
value of the Yield Pool, of $1,237,393 and posted an increase in
net asset value per Unit.  The most significant gains of
                            <page>
approximately 1.0% were recorded in the global interest rate
component primarily during February and March from long positions
in U.S. interest rate futures as prices moved higher followed by
volatility in the U.S. stock markets as investors shifted assets
into U.S. Treasury notes from stocks.  During June, gains were
recorded from long positions in U.S. interest rate futures as
prices moved higher amid signs that U.S. economic growth has
slowed and the prospects of additional interest rate hikes by the
Federal Reserve were fading.  In the energy markets, gains of
approximately 1.0% were produced primarily during May from long
positions in natural gas futures as prices continued their upward
trend, as data released by the American Gas Association further
confirmed fears that inventory levels remained low.  Additional
gains were recorded during February from long positions in crude
oil futures as prices increased due to a combination of cold
weather, declining inventories and increasing demand.  Gains were
also recorded during June as oil prices surged in reaction to the
dismissal by OPEC of a price setting mechanism and a promise of a
modest production increase.  These gains were partially offset by
losses of approximately 1.8% recorded in the global stock index
component primarily during April and early May from long
positions in S&P 500 Index futures as U.S. equity prices declined
sharply during mid April following the release of an unexpected
jump in the Consumer Price Index.  In the currency markets,
losses of approximately 0.6% were recorded during May and June
from short euro cross-rate positions relative to the Australian
<page>
and U.S. dollars as the value of the euro reversed higher due to
suggestions that intervention to support the euro was a
possibility and the interest rate hikes in Europe.  In the
livestock markets, losses of approximately 0.4% were recorded
during January from long positions in live cattle futures as
prices declined after the USDA raised its forecast for U.S. red
meat production in 2000.  Total expenses for the six months ended
June 30, 2000 were $1,181,482, resulting in net income before
minority interest of $55,911.  The minority interest in trading
losses experienced outside of the Yield Pool was $62,283,
resulting in net income of $118,194 for the Partnership.  The net
asset value of a Unit increased from $1,815.50 at December 31,
1999 to $1,818.84 at June 30, 2000.

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


<page>
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
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.









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

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
<page>
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 historic reporting
purposes only and is not utilized by either Demeter or the Trading
Manager in its 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 June 30, 2001 and 2000.  At


<page>
June 30, 2001 and 2000, the Partnership's total capitalization
was approximately $37 million and $40 million, respectively.

Primary Market 	   June 30, 2001	   June 30, 2000
     Risk Category	  	   Value at Risk	   Value at Risk

     	Equity 	(1.01)%	 (0.25)%
	Interest Rate	(0.69)      	 (0.83)
Currency	(0.31)	 (0.25)
Commodity 	(0.16)	 (0.21)
Aggregate Value at Risk	(1.30)%	 (0.96)%

Aggregate Value at Risk represents the aggregate VaR of all the
Partnership's open positions and not the sum of the VaR of the
individual market categories listed above. Aggregate VaR will be
lower as it takes into account correlation among different
positions and categories.

The table above represents the VaR of the Partnership's open
positions at June 30, 2001 and 2000 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.

<page>
The table below supplements the quarter-end VaR by presenting the
Partnership's high, low and average VaR, as a percentage of total
net assets for the four quarterly reporting periods from July 1,
2000 through June 30, 2001.
Primary Market Risk Category    	 High		   Low	  Average
Equity   						(1.01)%	  (0.04)%   (0.35)%
Interest Rate 					(0.87)	  (0.69)	  (0.74)
Currency						(0.35)	  (0.19)	  (0.28)
Commodity						(0.17)	  (0.15)	  (0.16)
Aggregate Value at Risk			(1.30)%	  (0.77)%	  (0.94)%

Limitations on Value at Risk as an Assessment of Market Risk
The face value of the market sector instruments held by the
Partnership is typically many times the applicable margin
requirements.  Margin requirements generally range between 2% and
15% of contract face value. Additionally, the use of leverage
causes the face value of the market sector instruments held by the
Partnership to typically be many times the total capitalization of
the Partnership.  The value of the Partnership's open positions
thus creates a "risk of ruin" not typically found in other
investments.  The relative size of the positions held may cause
the Partnership to incur losses greatly in excess of VaR within a
short period of time, given the effects of the leverage employed
and market volatility.  The VaR tables above, as well as the past
performance of the Partnership, give no indication of such "risk
of ruin". In addition, VaR risk measures should be viewed in light
of the methodology's limitations, which include the following:
<page>
?	past changes in market risk factors will not always result in
accurate predictions of the distributions and correlations of
future market movements;
?	changes in portfolio value caused by market movements may
differ from those of the VaR model;
?	VaR results reflect past trading positions while future risk
depends on future positions;
?	VaR using a one-day time horizon does not fully capture the
market risk of positions that cannot be liquidated or hedged
within one day; and
?	the historical market risk factor data used for VaR estimation
may provide only limited insight into losses that could be
incurred under certain unusual market movements.

The VaR tables above present the results of the Partnership's VaR
for each of the Partnership's market risk exposures and on an
aggregate basis at June 30, 2001 and for the end of the four
quarterly reporting periods from July 1, 2000 through June 30,
2001. 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.

<page>
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 June 30, 2001 the Partnership's cash balance at Morgan Stanley
DW was approximately 5% of its total net asset value.  A decline
in short-term interest rates will result in a decline in the
Partnership's cash management income. This cash flow risk is not
considered material.

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 6.03% decline in their fair value.  Such a change
will not have a material effect on the net asset value per Unit.

<page>
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
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

<page>
risk exposures and the risk management strategies of the
Partnership.  Investors must be prepared to lose all or
substantially all of their investment in the Partnership.

The following were the primary trading risk exposures of the
Partnership at June 30, 2001, by market sector.  It may be
anticipated however, that these market exposures will vary
materially over time.

Equity.  The primary market exposure of the Partnership at June
30, 2001 was to the global stock index sector.  The primary
equity 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 June 30, 2001, the Partnership's primary exposure
was to the S&P 500 (U.S.) stock index.  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 June 30,
2001 was in the global interest rate complex.  Exposure was
primarily spread across the U.S. and European interest rate
                             <page>
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 was generally to interest rate
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 changes in interest rates which have the most effect
on the Partnership are changes in long-term, as opposed to short-
term, rates.  Most of the speculative futures positions held by
the Partnership are in medium to long-term instruments.
Consequently, even a material change in short-term rates would
have little effect on the Partnership, were the medium to long-
term rates to remain steady.

Currency.  The Partnership's currency exposure at June 30, 2001
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

<page>
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 June 30, 2001, the
Partnership's major exposures were to the euro 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.  The currency trading VaR
figure includes foreign margin amounts converted into U.S.
dollars with an incremental adjustment to reflect the exchange
rate risk inherent to the dollar-based Partnership in expressing
VaR in a functional currency other than dollars.

Commodity
Energy.  At June 30, 2001, the Partnership's energy exposure
was shared primarily by futures contracts in the crude oil
and natural gas markets.  Price movements in these markets
result from political developments in the Middle East,
weather patterns, and other economic fundamentals.  It is
possible that volatility will remain high.  Significant
profits and losses which have been experienced in the past
are expected to continue to be experienced in this market.
Natural gas has exhibited volatility in prices resulting


<page>
from weather patterns and supply and demand factors and may
continue in this choppy pattern.

Soft Commodities and Agriculturals	.  At June 30, 2001, the
Partnership had exposure to the markets that comprise these
sectors.  Most of the exposure, however, was to the corn and
sugar markets.  Supply and demand inequalities, severe
weather disruption, and market expectations affect price
movements in these markets.

Metals.  The Partnership's metals market exposure at June
30, 2001 was to fluctuations in the price of base metals.
During periods of volatility, base metals will affect
performance dramatically.  Demeter anticipates that the base
metals will remain the primary metals market exposure of the
Partnership.

Qualitative Disclosures Regarding Non-Trading Risk Exposure
The following were the non-trading risk exposures of the
Partnership at June 30, 2001:

Foreign Currency Balances.  The Partnership's primary
foreign currency balances at June 30, 2001 were in Japanese
yen, Australian dollars and euros.  The Partnership controls
the non-trading risk of these balances by regularly

      <page>
converting these balances back into dollars upon liquidation
of their respective positions.

Zero-Coupon 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
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 instruments, cash and Zero-Coupon U.S. Treasury

<page>
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
In April 2001 the Appellate Division of New York State dismissed
the class action previously disclosed in the Partnership's Form
10-K for the year ended December 31, 2000.  Because plaintiffs did
not exercise their right to appeal any further, this dismissal
constituted a final resolution of the case.

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, dated as of
December 1, 1997, between the Partnership and Dean Witter
Reynolds Inc., is incorporated by reference to Exhibit
10.03 of the Partnership's Quarterly Report on Form 10-Q
for the quarter ended March 31, 2000, (File No. 0-18314).

10.04	 Customer Agreement, dated as of December 1, 1997, among the
Partnership, Carr Futures, Inc., and Dean Witter Reynolds
Inc., is incorporated by reference to Exhibit 10.04 of the
Partnership's Quarterly Report on Form 10-Q for the quarter
ended March 31, 2000, (File No. 0-18314).


<page>
10.05 International Foreign Exchange Master Agreement, dated as of
August 1, 1997, between the Partnership and Carr Futures
Inc., is incorporated by reference to Exhibit 10.05 of the
Partnership's Quarterly Report on Form 10-Q for the quarter
ended March 31, 2000, (File No. 0-18314).

10.06 Customer Agreement, dated as of May 1, 2000, between Morgan
Stanley & Co. Incorporated, the Partnership and Dean Witter
Reynolds Inc., is incorporated by reference to Exhibit
10.06 of the Partnership's Quarterly Report on Form 10-Q
for the quarter ended June 30, 2000, (File No. 0-18314).

(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)

August 14, 2001           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.