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

                           FORM 10-Q


[X]   Quarterly report pursuant to Section 13 or 15  (d)  of  the
Securities Exchange Act of 1934
For the Period ended September 30, 1997 or

[  ]   Transition report pursuant to Section 13 or 15 (d) of  the
Securities Exchange Act of 1934
For the transition period from               to

Commission File No. 33-25041

                     DEAN WITTER PRINCIPAL PLUS FUND L.P.
     (Exact name of registrant as specified in its charter)


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


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

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


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



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

Yes    X            No










<PAGE>
<TABLE>
              DEAN WITTER PRINCIPAL PLUS FUND L.P.

             INDEX TO QUARTERLY REPORT ON FORM 10-Q

                       September 30, 1997

<CAPTION>

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

     Consolidated Statements of Financial Condition
     September 30, 1997 (Unaudited) and December 31, 1996.....2

     Consolidated Statements of Operations for the
     Quarters Ended September 30, 1997 and 1996 (Unaudited)...3

     Consolidated Statements of Operations for the Nine
     Months Ended September 30, 1997 and 1996 (Unaudited).....4

     Consolidated Statements of Changes in Partners'
     Capital for the Nine Months Ended September 30, 1997
     and 1996 (Unaudited).....................................5

     Consolidated Statements of Cash Flows for the
     Nine Months Ended September 30, 1997 and 1996
     (Unaudited)..............................................6

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

Item 2. Management's Discussion and Analysis
        of Financial Condition and Results of
        Operations........................................13-19

PART II. OTHER INFORMATION

Item 1. Legal Proceedings.................................20-21

Item 5. Other Information....................................21

Item 6.  Exhibits and Reports on Form 8-K.....................22


</TABLE>







<PAGE>
<TABLE>
              DEAN WITTER PRINCIPAL PLUS FUND L.P.
         CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
<CAPTION>
                                   September 30,   December 31,
                                        1997           1996
                                         $              $
                                    (Unaudited)
ASSETS
<S>                                            <C>             <C>
Equity in Commodity futures trading accounts:
 Cash                                         9,586,741         6,625,325
 Net unrealized gain on open contracts          890,649                            197,384
 Net option premiums                           (724,000)                -

 Total Trading Equity                         9,753,390         6,822,709


Investment in zero-coupon U.S. Treasury
  Securities                                 45,076,888        47,247,655
Interest receivable (DWR)                        36,741            26,628

Total Assets                                 54,867,019        54,096,992


LIABILITIES AND PARTNERS' CAPITAL

Liabilities

 Redemptions payable                         1,546,448         1,657,380
 Accrued administrative fees                   210,067           203,250
 Accrued brokerage fees (DWR)                  185,724           186,774
 Accrued management fees                        46,431            46,693
 Accrued transaction fees and costs              3,028            4,108

 Total Liabilities                           1,991,698         2,098,205

Minority Interest                              251,499           149,974

Partners' Capital

 Limited Partners (30,646.656 and
  34,253.485 Units, respectively)           51,311,431        50,688,703
 General Partner (783 Units)                 1,312,391         1,160,110

 Total Partners' Capital                    52,623,822        51,848,813

  Total  Liabilities and Partners' Capital  54,867,019        54,096,992


NET ASSET VALUE PER UNIT                     1,674.34         1,479.85
<FN>

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

                                       1997            1996
                                        $            $
REVENUES
<S>                                          <C>           <C>
 Trading profit (loss):
    Realized                                 3,667,459     (313,932)
    Net change in unrealized                  (630,549)    972,658

      Total Trading Results                  3,036,910      658,726

 Interest Income                               758,382      780,999
     Change in value of Yield Pool           1,139,825      283,981

      Total Revenues                         4,935,117    1,723,706


EXPENSES

 Brokerage fees                                556,582      568,347
 Management fees                               139,145      141,482
 Administrative expenses                        29,000       15,000
 Transaction fees and costs                     24,488       35,500
      Total Expenses                           749,215      760,329


NET INCOME BEFORE MINORITY INTEREST          4,185,902      963,377

Minority interest in income                    (68,566)     (2,377)


NET INCOME                                   4,117,336     961,000


NET INCOME ALLOCATION

 Limited Partners                            4,017,690    941,126
 General Partner                                99,646     19,874


NET INCOME PER UNIT

 Limited Partners                              127.27      25.38
 General Partner                               127.27       25.38
<FN>
        The accompanying footnotes are an integral part
                 of these financial statements.
</TABLE>
<PAGE>
<TABLE>
              DEAN WITTER PRINCIPAL PLUS FUND L.P.
             CONSOLIDATED STATEMENTS OF OPERATIONS
                           (Unaudited)

<CAPTION>
                             For the Nine Months Ended September 30,

                                             1997            1996
                                              $            $
REVENUES
<S>                                        <C>             <C>
 Trading profit (loss):
    Realized                               4,684,151  (3,403,033)
    Net change in unrealized                 693,265     453,340

      Total Trading Results                5,377,416  (2,949,693)

 Interest Income                           2,250,466   2,274,839
    Change in value of Yield Pool          1,079,210  (3,277,705)


      Total Revenues                       8,707,092   (3,952,559)

EXPENSES

 Brokerage fees (DWR)                      1,651,877    1,702,479
 Management fees                             412,709      421,048
 Transaction fees and costs                   88,079      116,084
 Administrative expenses                      83,000        56,000

      Total Expenses                       2,235,665    2,295,611

INCOME (LOSS) BEFORE MINORITY INTEREST     6,471,427   (6,248,170)

Minority interest in (income) loss         (101,526)      113,218


NET INCOME (LOSS)                         6,369,901    (6,134,952)


NET INCOME (LOSS) ALLOCATION

 Limited Partners                         6,217,620      (6,016,526)
 General Partner                            152,281      (118,426)


NET INCOME (LOSS) PER UNIT

 Limited Partners                            194.49       (151.24)
 General Partners                            194.49       (151.24)
<FN>
        The accompanying footnotes are an integral part
                 of these financial statements.
</TABLE>
<PAGE>
<TABLE>
              DEAN WITTER PRINCIPAL PLUS FUND L.P.
    CONSOLIDATED STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
     For the Nine Months Ended September 30, 1997 and 1996
                          (Unaudited)


<CAPTION>


                          Units of
                        Partnership Limited   General
                          Interest   Partners Partner    Total

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

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

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

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

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




Partners' Capital
 December 31, 1996   35,036.485   $50,688,703     $1,160,110   $51,848,813

Net Income                   -      6,217,620        152,281     6,369,901

Redemptions          (3,606.829)   (5,594,892)             -    (5,594,892)

Partners' Capital
 September 30, 1997  31,429.656    $51,311,431    $1,312,391   $52,623,822





<FN>





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



<PAGE>
<TABLE>

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



<CAPTION>


                             For the Nine Months Ended September 30,

                                       1997            1996
                                        $            $
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                        <C>                           <C>
Net   income   (loss)                                6,369,901    (6,134,952)
Noncash item included in net income (loss):
      Net  change  in  unrealized                     (693,265)     (453,340)

 (Increase) decrease in operating assets:
    Net option premiums                                724,000       297,250
    Investment in zero-coupon U.S.
    Treasury   Securities                            2,170,767   (14,882,668)
    Interest receivable (DWR)                          (10,113)        6,759


 Increase (decrease) in operating liabilities:
    Accrued administrative fees                          6,817       (23,219)
    Accrued brokerage fees (DWR)                        (1,050)       49,105
    Accrued management fees                               (262)       12,276
      Accrued   transaction  fees   and   costs           (1,080)      9,509

Net  cash provided by (used for) operating activities   8,565,715  (21,119,280)

CASH FLOWS FROM FINANCING ACTIVITIES

      Subscriptions  of  units                                 -    21,697,912
Increase   (decrease)  in  redemptions  payable         (110,932)    1,259,771
Minority   interest                                      101,525     (113,218)
      Redemptions  of  units                          (5,594,892)   (5,317,340)

 Net cash provided by (used for) financing activities  (5,604,299)  17,527,125


  Net  increase  (decrease)  in  cash                   2,961,416  <3,592,155)

  Balance  at  beginning  of  period                   6,625,325    8,897,293

  Balance  at  end  of  period                         9,586,741    5,305,138

<FN>
        The accompanying footnotes are an integral part
                 of these financial statements.
</TABLE>
<PAGE>
              DEAN WITTER PRINCIPAL PLUS FUND L.P.

           NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                           (UNAUDITED)


The  financial statements include, in the opinion of  management,

all  adjustments necessary for a fair presentation of the results

of   operations   and  financial  condition.   The   consolidated

financial statements and condensed notes herein should be read in

conjunction  with  the  Partnership's December  31,  1996  Annual

Report on Form 10-K.



1.  Organization

Dean  Witter  Principal Plus Fund L.P. (the "Partnership")  is  a

limited  partnership  organized  to  engage  in  the  speculative

trading   of  commodity  futures  contracts,  commodity   options

contracts   and   forward   contracts   on   foreign   currencies

(collectively, "futures interests").  The general partner for the

Partnership  is Demeter Management Corporation ("Demeter").   The

commodity  broker for most of the Partnership's  transactions  is

Dean Witter Reynolds Inc. ("DWR").  Demeter has retained RXR Inc.

as  the trading manager of the Trading Company.  Both Demeter and

DWR are wholly-owned subsidiaries of Morgan Stanley, Dean Witter,

Discover & Co. ("MSDWD").



On  July  31,  1997,  DWR closed the sale  of  its  institutional

futures business and foreign currency trading operations to  Carr

Futures  Inc. ("Carr"), a subsidiary of Credit Agricole Indosuez.

Following the sale, Carr became the counterparty on

<PAGE>

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


the  Partnership's  foreign currency trades.  However,  during  a

transition  period  of about four months, DWR  will  continue  to

perform  certain  services relating to the Partnership's  futures

trading including clearance.  After such transaction period,  DWR

will continue to serve as a non-clearing commodity broker for the

Partnership  with  Carr  providing  all  clearing  services   for

Partnership transactions.



2.  Revenue Recognition

The  investment  in  zero-coupon U.S.  Treasury  Securities  (the

"Yield   Pool")  maintained  to  provide  for  the  Partnership's

guaranteed  return is valued at the lesser of cost plus  accreted

interest  or  market value.  For the nine months ended  September

30,  1997, $1,968,383 of interest income has been accreted on the

Yield Pool. At September 30, 1997, the cost of the Yield Pool was

$42,046,836  and  the  accreted interest receivable  thereon  was

$4,093,384.  The market value of the Yield Pool on September  30,

1997 is approximately $45,076,888.



3.  Related Party Transactions

The  Partnership's  cash  is on deposit  with  DWR  and  Carr  in

commodity trading accounts to meet margin requirements as needed.

DWR  pays  interest on these funds based on current 13-week  U.S.

Treasury   Bill  rates.  Brokerage  expenses  incurred   by   the

Partnership are paid to DWR.

<PAGE>

              DEAN WITTER PRINCIPAL PLUS FUND L.P.
     NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                                
4.  Financial Instruments

The Partnership trades futures, forward contracts and options  in

interest rates, stock indices, commodities, currencies, petroleum

and  precious  metals.  Futures and forwards represent  contracts

for  delayed  delivery of an instrument at a specified  date  and

price.

Risk arises from changes in the value of these contracts and  the

potential inability of counterparties to perform under the  terms

of   the  contracts.   There  are  numerous  factors  which   may

significantly  influence  the market value  of  these  contracts,

including  interest rate volatility.  At September 30,  1997  and

December 31, 1996, open contracts were:


                               Contract or Notional Amount
                           September 30, 1997   December 31, 1996
$                   $
Exchange-Traded Contracts
 Financial Futures:
   Commitments to Purchase       86,864,000           36,738,000
   Commitments to Sell            2,846,000       19,776,000
   Option Written                19,090,000                -
 Commodity Futures:
   Commitments to Purchase        3,528,000        5,550,000
   Commitments to Sell            5,445,000        5,879,000
 Foreign Futures:
   Commitments to Purchase       23,101,000       83,456,000
   Commitments to Sell           27,232,000        6,403,000
Off-Exchange-Traded
 Forward Currency Contracts
   Commitments to Purchase        8,973,000       11,219,000
   Commitments to Sell            6,772,000       24,545,000


A  portion of the amounts indicated as off-balance-sheet risk  in

forward   currency   contracts  is  due  to  offsetting   forward

commitments to purchase and to sell the same currency on the same

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



date   in   the   future.   These  commitments  are  economically

offsetting,  but are not offset in the forward market  until  the

settlement date.



The  net  unrealized gains on open contracts are  reported  as  a

component  of  "Equity in Commodity futures trading accounts"  on

the  Statements of Financial Condition and totaled  $890,649  and

$197,384   at   September  30,  1997  and  December   31,   1996,

respectively.   Of  the  $890,649 net  unrealized  gain  on  open

contracts  at  September 30, 1997, $805,409 related to  exchange-

traded  futures  contracts and $85,240 related  to  off-exchange-

traded   forward  currency  contracts.   Of  the   $197,384   net

unrealized gain on open contracts at December 31, 1996,  $302,539

related  to  exchange-traded  futures  contracts  and  $(105,155)

related to off-exchange-traded forward currency contracts.



Exchange-traded  futures contracts held  by  the  Partnership  at

September  30,  1997 and December 31, 1996 mature  through  March

1998  and  June 1997, respectively.  Off-exchange-traded  forward

currency contracts held by the Partnership at September 30,  1997

and  December 31, 1996 mature through December 1997  and  January

1997,  respectively.  The contract amounts  in  the  above  table

represent  the  Partnership's  extent  of  involvement   in   the

particular class of financial instrument, but not the credit risk

associated with

                                

<PAGE>

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


counterparty  nonperformance.  The credit  risk  associated  with

these  statements  is  limited to the amounts  reflected  in  the

Partnership's Statements of Financial Condition.




The  Partnership also has credit risk because either DWR or  Carr

acts as the futures commission merchant or the counterparty, with

respect  to  most  of the Partnership's assets.   Exchange-traded

futures  contracts  are marked to market on a daily  basis,  with

variations  in  value  settled on a daily  basis.   DWR,  as  the

futures commission merchant for all of the Partnership's exchange-

traded futures contracts, is required  pursuant to regulations of

the  Commodity Futures Trading Commission ("CFTC")  to  segregate

from  its  own  assets and for the sole benefit of its  commodity

customers  all funds held by DWR with respect to exchange  traded

futures contracts including an amount equal to the net unrealized

gain   on   all  open  futures  contracts,  which  funds  totaled

$10,292,160 and $6,927,864 at September 30, 1997 and December 31,

1996,  respectively.   With  respect to  the  Partnership's  off-

exchange-traded forward currency contracts, there  are  no  daily

settlements  of variations in value nor is there any  requirement

that  an  amount equal to the net unrealized gain 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 Carr, the sole counterparty on all such contracts,

to perform.

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




Carr's  parent,  Credit Agricole Indosuez, has guaranteed  Carr's

obligations to the Partnership.




For  the nine months ended September 30, 1997 and the year  ended

December   31,   1996,  the  average  fair  value  of   financial

instruments held for trading purposes was as follows:

                                       September 30, 1997
                                       Assets        Liabilities
                                         $               $

Exchange-Traded Contracts:
  Financial Futures                  60,378,000       21,018,000
  Options on Financial Futures        2,894,000        5,775,000
  Commodity Futures                   6,678,000        4,487,000
  Foreign Futures                    39,830,000       31,170,000
Off-Exchange-Traded Forward
 Currency Contracts                  16,902,000       25,708,000


                                
                                        December 31, 1996
                                       Assets        Liabilities
                                         $               $

Exchange-Traded Contracts:
  Financial Futures                 48,280,000       20,650,000
  Options on Financial Futures         717,000        4,639,000
  Commodity Futures                  6,775,000        3,814,000
  Foreign Futures                   51,243,000       17,579,000
Off-Exchange-Traded Forward
 Currency Contracts                 30,644,000       28,108,000

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


Liquidity  - The Partnership's assets are on deposit  in  futures

interest trading accounts with DWR and Carr, and are used by  the

Partnership as margin to engage in futures interest trading.  DWR

and Carr hold such assets in either designated depositories or in

securities approved by the CFTC for investment of customer funds.

The  Partnership's assets held by DWR and Carr  may  be  used  as

margin   solely  for  the  Partnership's  trading.    Since   the

Partnership's  sole purpose is to trade in futures interests,  it

is expected that the Partnership will continue to own such liquid

assets for margin purposes.



The  Partnership's investment in futures interests may, from time

to time, be illiquid.  Most United States futures exchanges limit

fluctuations in certain futures interest prices during  a  single

day  by  regulations  referred to as  "daily  price  fluctuations

limits" or "daily limits".  Pursuant to such regulations,  during

a  single trading day no trades may be executed at prices  beyond

the  daily limit.  If the price of a particular futures  interest

has  increased  or  decreased by an amount equal  to  the  "daily

limit",  positions in such futures interest can neither be  taken

nor liquidated unless traders are willing to effect trades at  or

within  the  limit.   Futures interest prices  have  occasionally

moved the daily limit for several consecutive days with little or

no trading.  Such market conditions could prevent the Partnership

from promptly liquidating its futures interests and result in

                                

<PAGE>

restrictions on redemptions.  However, since the commencement  of

trading  by  the Partnership, there has never been  a  time  when

illiquidity  has affected a material portion of the Partnership's

assets.



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  and  subjecting  it  to

substantial  losses.   Either of these  market  conditions  could

result in restrictions on redemptions.



Capital  Resources - The Partnership does not have, nor  does  it

expect  to  have, any capital assets.  Redemptions of  additional

Units  of Limited Partnership Interest in the future will  affect

the   amount  of  funds  available  for  investments  in  futures

interests  in  subsequent periods.  As  redemptions  are  at  the

discretion  of  the  Limited Partners,  it  is  not  possible  to

estimate   the  amount  and  therefore  the  impact   of   future

redemptions.



Results of Operations

For the Quarter and Nine Months Ended September 30, 1997

For the quarter ended September 30, 1997, the Partnership's total

trading  revenues, including interest income and change in  value

of the Yield Pool were $4,935,117.

<PAGE>

During  the third quarter, the Partnership posted an increase  in

Net  Asset  Value  per  Unit.  The most  significant  gains  were

recorded in the stock and bond portions of the balanced portfolio

as  domestic  stock and bond futures prices moved  higher  during

July  and  September.   Additional gains  were  recorded  in  the

managed  futures portion of the portfolio as long global interest

rate  futures positions also profited from an upward  price  move

during  July  and  September.  Additionally, profits  during  the

quarter were attributed to an increase in the market value of the

zero-coupon  U.S.  Treasury  Securities  held  in  the  guarantee

portion  of the Partnership.  In currencies, gains were  recorded

from short positions in the New Zealand and Singapore dollars  as

the  value  of  these currencies declined relative  to  the  U.S.

dollar  during  July.   Smaller gains  were  recorded  in  energy

futures  as  long natural gas futures positions profited  from  a

dramatic  upward  price move during August and September.   These

gains  were  partially offset by losses recorded  from  trendless

price  movement  in  soft  commodities and  agricultural  futures

throughout  a  majority of the quarter.  Total expenses  for  the

quarter  were $749,215, resulting in a net income before minority

interest of $4,185,902.  The minority interest in such income was

$68,566   resulting   in  net  income  of  $4,117,336   for   the

Partnership.  The value of an individual Unit in the  Partnership

increased  from  $1,547.07  at June  30,  1997  to  $1,674.34  at

September 30, 1997.



For  the  nine months ended September 30, 1997, the Partnership's

total trading revenues including interest income and change in

<PAGE>

value  of  the Yield Pool were $8,707,092. During the first  nine

months  of  the year, the Partnership posted an increase  in  Net

Asset  Value per Unit.  The most significant gains were  recorded

in  the managed futures portion of the portfolio as the value  of

the  U.S. dollar strengthened versus most other currencies during

January,  February  and July.  As a result, gains  were  recorded

from  short positions in the Singapore dollar, Italian  lira  and

Spanish  peseta.   Additional currency gains were  recorded  from

transactions involving the German mark and French franc.  In  the

stock  portion  of  the balanced portfolio, long  S&P  500  Index

futures  positions  profited from a strong increase  in  domestic

equity  prices  during the first three quarters.   Smaller  gains

were  recorded  during  the  third quarter  from  long  U.S.  and

international  bond futures positions as prices in these  markets

moved  higher.  These gains were partially offset by losses  from

trendless  price  movement  in  agricultural  futures  and   soft

commodities  throughout a majority of the year.   Smaller  losses

recorded in energy futures, as crude oil prices moved in a choppy

pattern  during  the  second and third  quarter,  also  offset  a

portion  of the Partnership's overall gains.  Total expenses  for

the  period  were  $2,235,665, resulting  in  net  income  before

minority interest of $6,471,427.   The minority interest in  such

income  was  $101,526, resulting in net income of $6,369,901  for

the  Partnership.   The  value  of  an  individual  Unit  in  the

Partnership  increased from $1,479.85 at  December  31,  1996  to

$1,674.34 at September 30, 1997.



<PAGE>

For the Quarter and Nine Months Ended September 30, 1996

For the quarter ended September 30, 1996, the Partnership's total

trading revenues including interest income and change in value of

Yield  Pool  were  $1,723,706.  During  the  third  quarter,  the

Partnership posted an increase in Net Asset Value per Unit.   The

most  significant  gains  were recorded in  the  managed  futures

component of the Partnership's balanced portfolio from trading in

the  financial  futures,  currency and energy  markets.   In  the

financial futures markets, long positions in Australian, Japanese

and  European  bond  futures profited from a steady  upward  move

during July and September.  Additional gains were recorded during

July in the currency markets from long positions in the Swiss and

French  francs, as well as in the German mark, as  the  value  of

these  currencies  finished  the month  higher  versus  the  U.S.

dollar.  In  energy  markets, long crude  oil  futures  positions

experienced  gains  as  prices  trended  higher  throughout   the

quarter.   A  portion  of  these  gains  were  offset  by  losses

experienced  in  soft commodities as coffee  and  cotton  futures

prices  moved in a trendless pattern throughout the quarter.   In

the  bond  component of the portfolio, small trading  gains  were

recorded  as  losses from choppy price movement during  July  and

August  were more than offset by gains recorded during  September

as  U.S.  bond futures prices moved higher.  In the  stock  index

portion  of  the balanced portfolio, losses recorded during  July

due  to  a  decline in U.S. stock prices were offset  by  profits

recorded during September as the S&P 500 Index reached new highs.

Total  expenses for the quarter were $760,329, resulting  in  net

income before minority

<PAGE>

interest  of $963,377.  The minority interest in such income  was

$2,377  resulting in net income of $961,000 for the  Partnership.

The value of an individual Unit in the Partnership increased from

$1,385.64 at June 30, 1996 to $1,411.02 at September 30, 1996.



For  the  nine months ended September 30, 1996, the Partnership's

total  trading losses net of interest income and change in  value

of the Yield Pool were $3,952,559.  During the first nine months,

the  Partnership posted a decrease in Net Asset Value  per  Unit.

The most significant losses were recorded in the bond portion, as

well  as  in  the  guarantee portion, of the  portfolio  as  U.S.

Treasury bond prices moved lower during the first quarter.  As  a

result,   the  Partnership's  long  U.S.  Treasury  bond  futures

positions  recorded  losses  and the  value  of  the  Yield  Pool

declined.   Smaller  losses were recorded  in  the  bond  portion

during the second quarter, as well as early in third quarter,  as

the  downward price movement continued into April and May and was

then followed by choppy movement.  Smaller losses recorded in the

managed futures component were due to trendless price movement in

soft commodities and base metals throughout the first nine months

of  the  year.  In the stock index component, small  losses  were

recorded  between March and July as S&P 500 Index futures  prices

experienced   short-term   volatility.    A   portion   of    the

Partnership's overall losses was offset by gains recorded in  the

energy markets as long crude oil futures positions profited  from

an  upward  price trend, particularly during the  third  quarter.

Smaller  gains during the second quarter from long  corn  futures

positions also helped to

<PAGE>

mitigate  losses  experienced elsewhere during the  year.   Total

expenses for the period were $2,295,611, resulting in a net  loss

before minority interest of $6,248,170.  The minority interest in

such loss was $113,218 resulting in a net loss of $6,134,952  for

the  Partnership.   The  value  of  an  individual  Unit  in  the

Partnership  decreased from $1,562.26 at  December  31,  1995  to

$1,411.02 at September 30, 1996.









































<PAGE>

                   PART II.  OTHER INFORMATION

Item 1.   LEGAL PROCEEDINGS

On  September 6, 10, and 20, 1996, and on March 13, 1997, similar

purported class actions were filed in the Superior Court  of  the

State  of  California, County of Los Angeles, on  behalf  of  all

purchasers  of  interests in limited partnership commodity  pools

sold  by DWR.  Named defendants include DWR, Demeter, Dean Witter

Futures  &  Currency Management, Inc., MSDWD  (all  such  parties

referred  to  hereafter  as the "Dean Witter  Parties"),  certain

limited  partnership  commodity pools of  which  Demeter  is  the

general partner, and certain trading advisors to those pools.  On

June  16,  1997,  the  plaintiffs in the above  actions  filed  a

consolidated amended complaint.  Similar purported class  actions

were also filed on September 18 and 20, 1996 in the Supreme Court

of  the  State of New York, New York County, and on November  14,

1996  in the Superior Court of the State of Delaware, New  Castle

County,  against  the  Dean Witter Parties  and  certain  trading

advisors  on  behalf  of all purchasers of interests  in  various

limited  partnership  commodity pools sold  by  DWR.   Generally,

these  complaints allege, among other things, that the defendants

committed  fraud, deceit, misrepresentation, breach of  fiduciary

duty,   fraudulent   and   unfair  business   practices,   unjust

enrichment,  and  conversion  in connection  with  the  sale  and

operation  of  the  various limited partnership commodity  pools.

The  complaints  seek  unspecified amounts  of  compensatory  and

punitive   damages  and  other  relief.   It  is  possible   that

additional  similar actions may be filed and that, in the  course

of these actions, other parties

<PAGE>

could  be  added as defendants.  The Dean Witter Parties  believe

that  they  have  strong defenses to, and  they  will  vigorously

contest,  the  actions.  Although the ultimate outcome  of  legal

proceedings cannot be predicted with certainty, it is the opinion

of  management of the Dean Witter Parties that the resolution  of

the  actions  will  not  have a material adverse  effect  on  the

financial  condition or the results of operations of any  of  the

Dean Witter Parties.



Item 5.  OTHER INFORMATION

On  July  21,  1997,  MSDWD,  the sole  shareholder  of  Demeter,

appointed  a  new  Board of Directors consisting  of  Richard  M.

DeMartini, Mark J. Hawley, Lawrence Volpe, Joseph G. Siniscalchi,

Edward C. Oelsner III, and Robert E. Murray.



























<PAGE>







Item 6.   EXHIBITS AND REPORTS ON FORM 8-K



               (A)  Exhibits - None.

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









































<PAGE>







                            SIGNATURE



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



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

                                    By:     Demeter    Management
Corporation
                                    (General Partner)

November   7,  1997                 By:/s/     Patti  L.   Behnke
Patti                          L.                          Behnke
Chief Financial Officer



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