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, 1999 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. 0-23577

   DEAN WITTER DIVERSIFIED FUTURES FUND LIMITED PARTNERSHIP
   (Exact name of registrant as specified in its charter)


          Delaware                              13-3461507
(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 DIVERSIFIED FUTURES FUND LIMITED PARTNERSHIP

             INDEX TO QUARTERLY REPORT ON FORM 10-Q

<CAPTION>              June 30, 1999


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

     Statements of Financial Condition June 30, 1999
     (Unaudited) and December 31, 1998.....................2

     Statements of Operations for the Quarters Ended
     June 30, 1999 and 1998 (Unaudited)....................3

     Statements of Operations for the Six Months Ended
     June 30, 1999 and 1998 (Unaudited)....................4

     Statements of Changes in Partners' Capital for the
        Six Months ended June 30, 1999 and 1998
     (Unaudited)...........................................5

     Statements of Cash Flows for the Six Months Ended
     June 30, 1999 and 1998 (Unaudited)....................6

        Notes to Financial Statements (Unaudited)..........7-11

Item 2. Management's Discussion and Analysis of

Financial Condition and Results of Operations..12-21

Item 3. Quantitative and Qualitative Disclosures about
        Market Risk ...................................21-32

Part II. OTHER INFORMATION

Item 1. Legal Proceedings.................................33

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



</TABLE>










<PAGE>
<TABLE>
                 PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

    DEAN WITTER DIVERSIFIED FUTURES FUND LIMITED PARTNERSHIP
               STATEMENTS OF FINANCIAL CONDITION

<CAPTION>

                                      June 30,     December 31,
                                        1999           1998
                                         $              $
                                    (Unaudited)
ASSETS
<S>                                     <C>            <C>
Equity in futures interests trading accounts:
 Cash                             105,469,365   127,547,473
 Net unrealized gain on open contracts   2,874,272    1,784,289

      Total Trading Equity        108,343,637   129,331,762

Interest receivable (DWR)             320,447        386,989

           Total Assets            108,664,084  129,718,751


LIABILITIES AND PARTNERS' CAPITAL

Liabilities

 Redemptions payable                 2,063,140    1,455,425
 Accrued management fees (DWFCM)      269,108       311,965
 Administrative expenses payable       142,742      104,784

      Total Liabilities              2,474,990    1,872,174


Partners' Capital

 Limited Partners (103,771.908 and
  115,656.499 Units, respectively)103,906,845   125,375,751
 General Partner (2,279.285 Units)    2,282,249     2,470,826

 Total Partners' Capital          106,189,094   127,846,577

 Total Liabilities and Partners' Capital  108,664,084 129,718,751

NET ASSET VALUE PER UNIT             1,001.31        1,084.04
<FN>


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

<PAGE>
<TABLE>
    DEAN WITTER DIVERSIFIED FUTURES FUND LIMITED PARTNERSHIP
                    STATEMENTS OF OPERATIONS
                           (Unaudited)



<CAPTION>


                                 For the Quarters Ended June 30,

                                       1999            1998
                                        $            $
REVENUES
<S>                              <C>         <C>
 Trading profit (loss):
    Realized                         169,760 (11,530,366)
    Net change in unrealized       1,107,934    14,927,865

      Total Trading Results        1,277,694  3,397,499

    Interest Income (DWR)            980,918    1,306,397

      Total Revenues               2,258,612   4,703,896


EXPENSES

      Brokerage   commissions   (DWR)      1,924,178    2,080,277
Management    fees   (DWFCM)                841,841       953,202
Transaction   fees   and   costs             134,760      183,796
Administrative expenses               38,000       39,000
      Total Expenses               2,938,779   3,256,275

NET INCOME (LOSS)                  (680,167)   1,447,621

NET INCOME (LOSS) ALLOCATION

       Limited    Partners                 (663,948)    1,419,917
General Partner                     (16,219)     27,704

NET INCOME (LOSS) PER UNIT

    Limited Partners                  (7.11)      12.15
    General Partner                   (7.11)      12.15
<FN>

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

    DEAN WITTER DIVERSIFIED FUTURES FUND LIMITED PARTNERSHIP
                    STATEMENTS OF OPERATIONS
                           (Unaudited)




<CAPTION>

                                For the Six Months Ended June 30,

                                       1999            1998
                                        $            $
REVENUES
<S>                           <C>            <C>
 Trading profit (loss):
    Realized                     (6,745,941)  8,426,272
    Net change in unrealized     1,089,983    (10,441,145)

      Total Trading Results      (5,655,958)  (2,014,873)

    Interest Income (DWR)        2,048,343     2,735,113

      Total Revenues             (3,607,615)      720,240


EXPENSES

    Brokerage commissions (DWR)  3,764,700    4,273,530
    Management fees (DWFCM)      1,759,907    2,015,078
    Transaction fees and costs     280,750      347,244
    Administrative expenses         73,000         70,000

      Total Expenses             5,878,357     6,705,852

NET LOSS                        (9,485,972)     (5,985,612)


NET LOSS ALLOCATION

    Limited Partners             (9,297,395)  (5,892,798)
    General Partner                (188,577)     (92,814)


NET LOSS PER UNIT

    Limited Partners                 (82.73)      (40.72)
    General Partner                  (82.73)      (40.72)

<FN>

          The accompanying notes are an integral part
                 of these financial statements.
</TABLE>
<PAGE>
<TABLE>
    DEAN WITTER DIVERSIFIED FUTURES FUND LIMITED PARTNERSHIP
           STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
        For the Six Months Ended June 30, 1999 and 1998
                          (Unaudited)

<CAPTION>



                          Units of
                        Partnership Limited   General
                          Interest   Partners Partner    Total


<S>                        <C>                                <C>
<C>                              <C>

Partners' Capital
   December   31,   1997    142,621.595              $143,225,512
$2,326,111                       $145,551,623

Net     Loss                 -                        (5,892,798)
(92,814)                         (5,985,612)
Redemptions             (14,691.074)                 (14,216,686)
-                                    (14,216,686)

Partners' Capital
   June   30,   1998       127,930.521               $123,116,028
$2,233,297                       $125,349,325




Partners' Capital
   December   31,   1998    117,935.784              $125,375,751
$2,470,826                       $127,846,577

Net     Loss                    -                     (9,297,395)
(188,577)                        (9,485,972)

Redemptions              (11,884.591)                (12,171,511)
-                                  (12,171,511)

Partners' Capital
   June   30,   1999       106,051.193               $103,906,845
$2,282,249                        $106,189,094




<FN>



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





<PAGE>
<TABLE>
    DEAN WITTER DIVERSIFIED FUTURES FUND LIMITED PARTNERSHIP
                    STATEMENTS OF CASH FLOWS
                           (Unaudited)

<CAPTION>




                                For the Six Months Ended June 30,

                                       1999            1998
                                        $            $
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                          <C>                         <C>
   Net   loss                          (9,485,972)              (
5,985,612)
 Noncash item included in net loss:
      Net  change  in  unrealized       (1,089,983)             1
0,441,145

 (Increase) decrease in operating assets:
    Interest receivable (DWR)          66,542            65,760
    Due from DWR                        -                (92,352)

 Increase (decrease) in operating liabilities:
    Accrued management fees (DWFCM)  (42,857)            (34,107)
        Administrative    expenses     payable             37,958
46,414

  Net  cash  provided  by  (used for)  operating  activities   (1
0,514,312)                                     4,441,248


CASH FLOWS FROM FINANCING ACTIVITIES


   Increase  (decrease)  in  redemptions  payable607,715        (
951,240)
      Redemptions      of      units                 (12,171,511)
(14,216,686)

   Net   cash   used   for  financing  activities    (11,563,796)
(15,167,926)

   Net  decrease  in  cash             (22,078,108)             (
10,726,678)

     Balance     at     beginning    of    period     127,547,473
127,701,224

     Balance     at     end    of    period           105,469,365
116,974,546



<FN>


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


<PAGE>
     DEAN WITTER DIVERSIFIED FUTURES FUND LIMITED PARTNERSHIP

                  NOTES TO 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 of Dean Witter Diversified

Futures   Fund  Limited  Partnership  (the  "Partnership").   The

financial statements and condensed notes herein should be read in

conjunction  with  the  Partnership's December  31,  1998  Annual

Report on Form 10-K.


1. Organization

Dean  Witter  Diversified Futures Fund Limited Partnership  is  a

limited  partnership  organized  to  engage  primarily   in   the

speculative  trading  of futures and forward contracts,  physical

commodities  and  other  commodity  interests  including  foreign

currencies,  financial instruments, metals, energy  products  and

agriculturals (collectively, "futures interests").   The  general

partner  for  the  Partnership is Demeter Management  Corporation

("Demeter").   The non-clearing commodity broker is  Dean  Witter

Reynolds  Inc.  ("DWR")  and an unaffiliated  clearing  commodity

broker,  Carr  Futures  Inc.  ("Carr"),  provides  clearing   and

execution services.  The trading manager is Dean Witter Futures &

Currency  Management  Inc. ("DWFCM" or  the  "Trading  Manager").

Demeter,  DWR and DWFCM are wholly-owned subsidiaries  of  Morgan

Stanley Dean Witter & Co. ("MSDW").





<PAGE>

    DEAN WITTER DIVERSIFIED FUTURES FUND LIMITED PARTNERSHIP
            NOTES TO FINANCIAL STATEMENTS (CONTINUED)




2. Related Party Transactions

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

interests trading accounts to meet margin requirements as needed.

DWR  pays interest on these funds based on a prevailing  rate  on

U.S.  Treasury bills. The Partnership pays brokerage  commissions

to  DWR.  Management and incentive fees (if any) incurred by  the

Partnership are paid to DWFCM.



3.  Financial Instruments

The  Partnership  trades futures and forward contracts,  physical

commodities  and  other  commodity  interests  including  foreign

currencies,  financial instruments, metals, energy  products  and

agriculturals.   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.



In  June  1998, the Financial Accounting Standards  Board  issued

Statement  of  Financial Accounting Standard  ("SFAS")  No.  133,

"Accounting  for  Derivative Instruments and Hedging  Activities"

effective for fiscal years beginning after June 15, 1999.  The



<PAGE>

    DEAN WITTER DIVERSIFIED FUTURES FUND LIMITED PARTNERSHIP
            NOTES TO FINANCIAL STATEMENTS (CONTINUED)




Partnership  elected  to adopt the provisions  of  SFAS  No.  133

beginning  with  the  fiscal year that ended December  31,  1998.

SFAS  No. 133 supersedes SFAS No. 119 and No. 105, which required

the   disclosure   of   average   aggregate   fair   values   and

contract/notional  values, respectively, of derivative  financial

instruments for an entity which carries its assets at fair value.

The  application  of  SFAS No. 133 does not  have  a  significant

effect on the Partnership's financial statements.



The  net  unrealized  gain on open contracts  is  reported  as  a

component  of  "Equity in futures interests trading accounts"  on

the  Statements of Financial Condition and totaled $2,874,272 and

$1,784,289 at June 30, 1999 and December 31, 1998, respectively.



Of  the $2,874,272 net unrealized gain on open contracts at  June

30, 1999, $2,069,896 related to exchange-traded futures contracts

and  $804,376  related  to off-exchange-traded  forward  currency

contracts.



Of  the  $1,784,289  net unrealized gain  on  open  contracts  at

December 31, 1998, $6,485,141 related to exchange-traded  futures

contracts and $(4,700,852) related to off-exchange-traded forward

currency contracts.





<PAGE>

    DEAN WITTER DIVERSIFIED FUTURES FUND LIMITED PARTNERSHIP
            NOTES TO FINANCIAL STATEMENTS (CONTINUED)




Exchange-traded futures contracts held by the Partnership at June

30,  1999 and December 31, 1998 mature through December 1999  and

June  1999,  respectively.  Off-exchange-traded forward  currency

contracts  held by the Partnership at June 30, 1999 and  December

31,   1998   mature  through  September  1999  and  March   1999,

respectively.



The  Partnership  is subject to the 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  Statements  of

Financial  Condition.  DWR and Carr act as the futures commission

merchants  or  the counterparties 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. Each of DWR and Carr, as  a  futures

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

futures 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   contracts,  including  an  amount  equal  to  the   net

unrealized  gain on all open futures contracts, which  funds,  in

the  aggregate, totaled $107,539,261 and $134,032,614 at June 30,

1999 and December 31, 1998, respectively.



<PAGE>

    DEAN WITTER DIVERSIFIED FUTURES FUND LIMITED PARTNERSHIP
            NOTES TO FINANCIAL STATEMENTS (CONCLUDED)




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 of such contracts, to perform.   Carr's

parent,   Credit  Agricole  Indosuez,  has  guaranteed   to   the

Partnership  payment  of  the  net  liquidating  value   of   the

transactions  in  the Partnership's account with Carr  (including

foreign currency contracts).




























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

Liquidity -  Assets of the Partnership are deposited with DWR  as

non-clearing  broker  and  Carr as clearing  broker  in  separate

futures interest trading accounts. Such assets are held in either

non-interest bearing bank accounts 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 for 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 interests 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

restrictions on redemptions.





<PAGE>

There  is  no limitation on daily price moves in trading  forward

contracts  on  foreign  currency.  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  from  promptly  liquidating  unfavorable  positions,

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.  Future redemptions of  Units

of  Limited  Partnership  Interest ("Unit(s)")  will  affect  the

amount of funds available for investment in futures interests  in

subsequent  periods.   Since they 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 Six Months Ended June 30, 1999

For  the  quarter  ended June 30, 1999, the Partnership  recorded

total  trading  revenues including interest income of  $2,258,612

and,  after  expenses, posted a decrease in Net Asset  Value  per

Unit. The most significant net trading losses were experienced in

the  metals  markets from long positions in copper  and  aluminum

futures as base metals prices declined significantly during  late

May  amid  a  large supply, low demand and the possibility  of  a

production cut in the near future being judged unlikely.   During

June, additional losses were incurred in this market complex from

short copper futures positions as prices moved higher due to a

<PAGE>

drop  in  warehouse  stocks. In the global  stock  index  futures

markets, losses were recorded during mid-April and May from  long

S&P 500 Index futures positions as domestic equity prices dropped

following  stronger-than-expected Consumer Price Index  data  and

indications  by the Federal Open Market Committee that  the  U.S.

Federal  Reserve is shifting towards a tightening bias.   In  the

agricultural  markets,  losses were experienced  from  long  corn

futures  positions as prices regressed in early April in reaction

to reports by the USDA that the expected corn surplus will be one

of  the  biggest in years and from declining demand in the  Asian

markets.  These losses were partially offset by gains recorded in

the  currency  markets during April and May  from  short  Swedish

kroner positions as its value weakened versus the U.S. dollar  on

speculation  as to when Sweden will join Europe's Monetary  Union

and  due to a decline in oil prices.  In the global interest rate

futures   markets,  gains  were  recorded  from   long   Japanese

government  bonds  as  prices  rallied  during  April  after  the

Japanese  government proposed no new economic spending plans  and

on comments by a Senior Finance Ministry official that the supply-

demand   balance  in  the  market  will  deteriorate.   In   soft

commodities,  gains  were  recorded  from  short  cotton  futures

positions as prices dropped in late June on reports of beneficial

rainfalls  across the Southeastern U.S.  In the  energy  markets,

gains  were  recorded during April from long natural gas  futures

positions  as prices climbed following reports of an increase  in

storage  stocks  that was well-below market expectations.   Total

expenses   for  the  three  months  ended  June  30,  1999   were

$2,938,779, resulting in a net loss of $680,167.  The value of a

<PAGE>

Unit  decreased from $1,008.42 at March 31, 1999 to $1,001.31  at

June 30, 1999.



For  the six months ended June 30, 1999, the Partnership recorded

total  trading  losses net of interest income of  $3,607,615  and

posted  a  decrease  in  Net  Asset  Value  per  Unit.  The  most

significant  losses were experienced in the metals  markets  from

long  positions in copper and zinc futures as base metals  prices

declined  significantly  in late May amid  a  large  supply,  low

demand and the possibility of a production cut in the near future

being  judged  unlikely.  During  June,  additional  losses  were

incurred  in  this  market  complex  from  short  copper  futures

positions  as  prices  moved higher due to a  drop  in  warehouse

stocks.  In the global interest rate futures markets, losses were

recorded  throughout a majority of the first quarter  from  short

Japanese bond futures positions as prices increased amid  growing

speculation  that  the  Bank  of Japan  may  underwrite  Japanese

government  bonds.   Fears that a rise in  Japanese  bond  yields

would lead many Japanese money managers to repatriate assets from

foreign  investments to yen-denominated debt also  pushed  prices

higher.   Additional  losses were recorded  during  February  and

March  from  short  German government bond futures  positions  as

prices  increased on reports that Germany's industrial production

showed  a  sharp  increase, creating hopes that Europe's  biggest

economy could be strengthening.  In the currency markets,  losses

were  experienced throughout a majority of the first quarter from

long   Australian   dollar  positions  as   its   value   dropped

significantly relative to the U.S. dollar on speculation

<PAGE>

regarding  potential currency devaluations in the  Asian  region.

Losses  recorded  from  short British pound  positions  in  March

offset  profits  recorded in February as its  value  strengthened

versus the U.S. dollar as the market scaled back the chances of a

British  interest rate cut following an announcement of a  budget

that  was more generous than expected.  In the global stock index

futures  markets, losses were experienced during  February,  mid-

April  and  May  from  long S&P 500 Index  futures  positions  as

domestic  equity prices moved lower on concerns that the  Federal

Reserve  may  raise  interest  rates  in  an  effort  to  control

inflation, following stronger-than-expected Consumer Price  Index

data and on indications by the Federal Open Market Committee that

the  U.S. Federal Reserve is shifting towards a tightening  bias.

These  losses  were  partially offset by gains  recorded  in  the

energy  markets  during March from long positions  in  crude  and

heating oil futures as prices moved significantly higher on  news

that both OPEC and non-OPEC countries had reached an agreement to

cut  total  output  by approximately two million  barrels  a  day

beginning  April  1st.  Total expenses for the six  months  ended

June  30,  1999  were $5,878,357, resulting  in  a  net  loss  of

$9,485,972.   The  value of a Unit decreased  from  $1,084.04  at

December 31, 1998 to $1,001.31 at June 30, 1999.



For the Quarter and Six Months Ended June 30, 1998

For  the  quarter  ended June 30, 1998, the Partnership  recorded

total  trading  revenues including interest income of  $4,703,896

and posted an increase in Net Asset Value per Unit.  The most



<PAGE>

significant  gains were recorded in the currency  markets  during

May  from  short Japanese yen positions as the value of  the  yen

reached its lowest level relative to the U.S. dollar since  1991.

Additional  gains  were  recorded during June  from  short  South

African rand positions as it value also trended lower versus  the

U.S. dollar despite intervention by the South African government.

Currency gains were also recorded from trading the Swedish  krona

and   Australian   dollar  throughout  the  quarter.    In   soft

commodities,  gains  were  recorded  from  short  coffee   future

positions  as prices moved lower during April and June.   Smaller

gains were recorded during the second quarter in the agricultural

and  metals  markets  from short positions  in  corn,  wheat  and

aluminum futures.  A portion of these gains was offset by  losses

in  the  financial  futures markets during April  and  June.   In

April,  losses  were  recorded  from  long  global  bond  futures

positions  as  Australian, Japanese and  European  interest  rate

futures  prices reversed lower after trending higher  previously.

The  previous trend higher in global interest rate futures prices

re-emerged during May.  However, additional losses were  recorded

during June as this upward move reversed sharply lower during mid-

month  in reaction to the Federal Reserve's intervention to  halt

the  downward slide of the Japanese yen.  Additional losses  were

recorded from trading global stock index futures during April and

June.   Smaller losses were recorded in the energy  markets  from

short  natural  gas futures positions as prices  reversed  higher

during June after trending lower previously.  Total expenses  for

the  three  months ended June 30, 1998 were $3,256,275, resulting

in net income of $1,447,621.  The value of a Unit increased from

<PAGE>

$967.67 at March 31, 1998 to $979.82 at June 30, 1998.



For  the six months ended June 30, 1998, the Partnership recorded

total trading revenues including interest income of $720,240  and

after  expenses  posted a decrease in Net Asset Value  per  Unit.

The  most  significant net trading losses were  recorded  in  the

metals  markets during the first quarter from long silver futures

positions  as  silver  prices reversed lower  in  February  after

rallying  higher during January.  Additional losses were recorded

from  trading gold futures during much of the first half  of  the

year.   Smaller  losses were recorded from  trading  base  metals

futures  during  March  and  May.  In financial  futures,  losses

recorded  during  the  second quarter  from  short  Nikkei  Index

futures  positions, as well as from long Australian bond  futures

positions  more  than offset profits recorded  during  the  first

quarter  from long European bond futures positions.  In  currency

trading significant losses recorded during the first quarter  due

primarily  to short-term volatility in the value of the  Japanese

yen  were  offset during the second quarter by gains  from  short

Japanese  yen  positions  as its value moved  dramatically  lower

during  May.   Additional currency gains recorded in  the  second

quarter  from  trading the Swedish krona and south  African  Rand

offset  losses recorded in European currencies during  the  first

six  months  of  the year.  Additionally, trendless  movement  in

soybean  futures  prices during January  and  March  resulted  in

smaller   losses   for  the  Partnership.   A  portion   of   the

Partnership's overall losses for the first half of the  year  was

offset  by  gains in soft commodities recorded from  short  sugar

futures positions as prices trended

<PAGE>

lower  during January and February and from short coffee  futures

positions  as prices trended lower during April and June.   Total

expenses  for the six months ended June 30, 1998 were $6,705,852,

resulting  in a net loss of $5,985,612.  The value of a  Unit  in

the Partnership decreased from $1,020.54 at December 31, 1997  to

$979.82 at June 30, 1998.



Year  2000 Problem.  Commodity pools, like financial and business

organizations  and individuals around the world,  depend  on  the

smooth functioning of computer systems.  Many computer systems in

use  today cannot recognize the computer code for the year  2000,

but revert to 1900 or some other date.  This is commonly known as

the  "Year  2000  Problem". The Partnership  could  be  adversely

affected  if computer systems used by it or any third party  with

whom  it has a material relationship do not properly process  and

calculate date-related information and data concerning  dates  on

or  after January 1, 2000.  Such a failure could adversely affect

the  handling or determination of futures trades and  prices  and

other services.



MSDW  began its planning for the Year 2000 Problem in  1995,  and

currently  has several hundred employees working on  the  matter.

It  has developed its own Year 2000 compliance plan to deal  with

the  problem and had the plan approved by the company's executive

management,   Board  of  Directors  and  Information   Technology

Department. Demeter is coordinating with MSDW to address the Year

2000  Problem  with  respect to Demeter's computer  systems  that

affect the Partnership.  This includes hardware and software

<PAGE>

upgrades, systems consulting and computer maintenance.



Beyond  the  challenge  facing  internal  computer  systems,  the

systems  failure  of  any  of the third  parties  with  whom  the

Partnership  has a material relationship - the futures  exchanges

and  clearing organizations through which it trades, Carr, or the

Trading  Manager - could result in a material financial  risk  to

the  Partnership.  All  U.S. futures  exchanges  are  subject  to

monitoring  by the CFTC of their Year 2000 preparedness  and  the

major  foreign futures exchanges are also expected to be  subject

to market-wide testing of their Year 2000 compliance during 1999.

Demeter  intends to monitor the progress of Carr and the  Trading

Manager throughout 1999 in their Year 2000 compliance and,  where

applicable,  to  test its external interface with  Carr  and  the

Trading Manager.



A  worst case scenario would be one in which trading of contracts

on  behalf  of the Partnership becomes impossible as a result  of

the  Year 2000 problem encountered by any third parties.  A  less

catastrophic  but  more likely scenario would  be  one  in  which

trading  opportunities diminish as a result of technical problems

resulting  in  illiquidity  and  fewer  opportunities   to   make

profitable trades. MSDW has begun developing various "contingency

plans" in the event that the systems of such third parties  fail.

Demeter  intends  to  consult closely with MSDW  in  implementing

those  plans.  Despite the best efforts of both Demeter and MSDW,

however,  it is possible that these steps will not be  sufficient

to avoid any adverse impact to the Partnership.

<PAGE>
Risks  Associated  With  the Euro.  On January  1,  1999,  eleven

countries  in  the  European Union established  fixed  conversion

rates on their existing sovereign currencies and converted  to  a

common   single  currency  (the  "euro").   During  a  three-year

transition  period,  the sovereign currencies  will  continue  to

exist  but  only as a fixed denomination of the euro.  Conversion

to  the euro prevents the Trading Manager from trading in certain

currencies  and thereby limits its ability to take  advantage  of

potential market opportunities that might otherwise have  existed

had  separate  currencies been available  to  trade.  This  could

adversely affect the performance results of the Partnership.



Item  3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES  ABOUT  MARKET
RISK

Introduction


The  Partnership  is a commodity pool engaged  primarily  in  the

speculative  trading of futures interests.  The market  sensitive

instruments  held  by  the Partnership are  acquired  solely  for

speculative   trading  purposes  and,  as  a   result,   all   or

substantially all of the Partnership's assets are subject to  the

risk  of trading loss.  Unlike an operating company, the risk  of

market sensitive instruments is integral, not incidental, to  the

Partnership's primary business activities.



The  futures interests traded by the Partnership involve  varying

degrees  of  related  market risk.  Such  market  risk  is  often

dependent  upon  changes in the level or volatility  of  interest

rates, exchange rates, and/or market values of financial

<PAGE>

instruments and commodities.  Fluctuations in related market risk

based  upon the aforementioned 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 effects  among

the Partnership's existing open positions, the volatility present

within  the  market(s), and the liquidity of the  market(s).   At

varying  times,  each of these factors may act to  exacerbate  or

mute the market risk associated with the Partnership.



The  Partnership's past performance is not necessarily indicative

of   its   future  results.   Any  attempt  at  quantifying   the

Partnership's  market  risk  must be qualified  by  the  inherent

uncertainty  of its speculative trading, which may  cause  future

losses and volatility (i.e. "risk of ruin") far in excess of  the

Partnership's   experience   to  date   and/or   any   reasonable

expectation premised upon historical changes in the fair value of

its market sensitive instruments.



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

<PAGE>

Section  21E  of  the  Securities Exchange  Act  of  1934).   All

quantitative disclosures in this section are deemed to be forward-

looking  statements for purposes of the safe harbor,  except  for

statements of historical fact.



The Partnership accounts for open positions on the basis of mark-

to-market accounting principles.  As such, any loss in  the  fair

value  of  the Partnership's open positions is directly reflected

in  the  Partnership's earnings, whether realized or  unrealized,

and  the  Partnership's cash flow, as profits and losses on  open

positions of exchange-traded futures interests are settled  daily

through variation margin.



The  Partnership's  risk exposure in the various  market  sectors

traded  by  the Trading Manager is estimated below  in  terms  of

Value  at Risk ("VaR"). The VaR model employed by the Partnership

incorporates numerous variables that could impact the fair  value

of   the   Partnership's  trading  portfolio.   The   Partnership

estimates VaR using a model based on historical simulation with a

confidence   level   of  99%.   Historical  simulation   involves

constructing  a  distribution of hypothetical  daily  changes  in

trading  portfolio  value.  The VaR model  generally  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, as well

as   correlation   that  exists  among  these   variables.    The

hypothetical  changes  in  portfolio value  are  based  on  daily

observed percentage changes in key market indices or other market

<PAGE>

factors  ("market  risk  factors")  to  which  the  portfolio  is

sensitive.   In the case of the Partnership's VaR, the historical

observation period is approximately four years. The Partnership's

one-day  99% VaR corresponds to the negative change in  portfolio

value  that,  based on observed market risk factor  moves,  would

have been exceeded once in 100 trading days.



VaR models such as the Partnership's are continually evolving  as

trading  portfolios  become more diverse and modeling  techniques

and systems capabilities improve.  It must also be noted that the

VaR  model is used to quantify market risk for historic reporting

purposes  only  and  is  not utilized by either  Demeter  or  the

Trading Manager in their daily risk management activities.



The Partnership's Value at Risk in Different Market Sectors

The  following  table  indicates  the  VaR  associated  with  the

Partnership's open positions as a percentage of total Net  Assets

by market category as of June 30, 1999.  As of June 30, 1999, the

Partnership's   total  capitalization  was   approximately   $106

million.

     Primary Market             June 30, 1999
     Risk Category              Value at Risk

     Currency                       (1.95)%

     Interest Rate                  (2.01)

     Equity                         (0.51)

     Commodity                      (0.93)

     Aggregate Value at Risk        (3.16)%


<PAGE>

Aggregate  value  at  risk represents the aggregate  VaR  of  the

Partnership's open positions and not the sum of the  VaR  of  the

individual 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,  1999  only  and  is  not   necessarily

representative  of  either the historic  or  future  risk  of  an

investment  in  the  Partnership.   As  the  Partnership's   sole

business   is  the  speculative  trading  of  primarily   futures

interests, the composition of its portfolio of open positions can

change significantly over any given time period or even within  a

single  trading  day.   Such  changes  in  open  positions  could

materially   impact  market  risk  as  measured  by  VaR   either

positively or negatively.



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,

1998 through June 30, 1999.



Primary Market Risk Category        High       Low     Average

Currency                           (1.95)%   (0.93)%    (1.69)%

Interest Rate                      (2.01)    (0.57)     (1.32)

Equity                             (0.77)    (0.24)     (0.45)

Commodity                          (1.07)    (0.65)     (0.91)

Aggregate Value at Risk            (3.16)%   (1.41)%    (2.38)%


<PAGE>

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, as such margin requirements generally range between

2%  and 15% of contract face value.  Additionally, due to the use

of leverage, the face value of the market sector instruments held

by   the   Partnership  is  typically  many   times   the   total

capitalization  of the Partnership.  The financial  magnitude  of

the  Partnership's open positions thus creates a "risk  of  ruin"

not  typically found in other investment vehicles.   Due  to  the

relative  size  of the positions held, certain market  conditions

may  cause  the Partnership to incur losses greatly in excess  of

VaR within a short period of time.  The foregoing VaR tables,  as

well  as  the  past  performance of  the  Partnership,  gives  no

indication of such "risk of ruin". In addition, VaR risk measures

should  be interpreted in light of the methodology's limitations,

which  include the following: past changes in market risk factors

will  not  always yield accurate predictions of the distributions

and correlations of future market movements; changes in portfolio

value  in  response  to  market movements  may  differ  from  the

responses implicit in a VaR model; published 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







<PAGE>

for  VaR estimation may provide only limited insight into  losses

that could be incurred under certain unusual market movements.



The foregoing VaR tables 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, 1999 and for the end  of  the  four

quarterly  reporting periods from July 1, 1998 through  June  30,

1999.   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 and monitor risk  and  there

can  be  no assurance that the Partnership's actual losses  on  a

particular day will not exceed the VaR amounts indicated or  that

such losses will not occur more than 1 in 100 trading days.



Non-Trading Risk

The  Partnership has non-trading market risk on its foreign  cash

balances not needed for margin.  However, such balances, as  well

as  any  market  risk  they may represent, are  immaterial.   The

Partnership  also maintains a substantial portion  (approximately

83%) of its available assets in cash at DWR.  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.



Materiality,  as used throughout this section,  is  based  on  an

assessment of reasonably possible market movements and the









<PAGE>

potential  losses caused by such movements, taking  into  account

the   leverage,  optionality  and  multiplier  features  of   the

Partnership's market sensitive instruments.



Qualitative Disclosures Regarding Primary Trading Risk Exposures

The  following  qualitative disclosures  regarding  the  Partner-

ship's  market risk exposures - except for (i) those  disclosures

that  are statements of historical fact and (ii) the descriptions

of  how the Partnership manages its primary market risk exposures

-  constitute  forward-looking statements within the  meaning  of

Section  27A  of  the  Securities Act  and  Section  21E  of  the

Securities  Exchange Act. The Partnership's primary  market  risk

exposures  as  well  as the strategies used and  to  be  used  by

Demeter  and the Trading Manager for managing such exposures  are

subject  to numerous uncertainties, contingencies and risks,  any

one  of which could cause the actual results of the Partnership's

risk  controls to differ materially from the objectives  of  such

strategies.      Government    interventions,    defaults     and

expropriations,  illiquid  markets,  the  emergence  of  dominant

fundamental  factors, political upheavals, changes in  historical

price  relationships,  an  influx  of  new  market  participants,

increased  regulation  and many other  factors  could  result  in

material  losses  as  well as in material  changes  to  the  risk

exposures  and the risk management strategies of the Partnership.

Investors  must be prepared to lose all or substantially  all  of

their investment in the Partnership.









<PAGE>

The  following  were the primary trading risk  exposures  of  the

Partnership  as of June 30, 1999, by market sector.   It  may  be

anticipated  however,  that  these  market  exposures  will  vary

materially over time.

      Currency. The primary trading risk exposure of the Partner-

ship  is  in  the  currency complex.  The Partnership's  currency

exposure is to exchange rate fluctuations, primarily fluctuations

that   disrupt  the  historical  pricing  relationships   between

different  currencies and currency pairs.  Interest rate  changes

as  well  as political and general economic conditions  influence

these fluctuations.  The Partnership trades in a large number  of

currencies,  including  cross-rates i.e., positions  between  two

currencies other than the U.S. dollar. For the second quarter  of

1999, the Partnership's major exposures were in the Euro currency

crosses  and  outright  US dollar positions  (outright  positions

consists  of  the U.S. dollar vs. other currencies.  These  other

currencies include the 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.

     Interest Rate. The second largest exposure this quarter  was

in  the interest rate sector.  Exposure was spread across the US,

European, Swiss, Australian, and Japanese interest rate sectors.

     <PAGE>

Interest  rate  movements  directly  affect  the  price  of   the

sovereign  bond  futures positions held by  the  Partnership  and

indirectly  affect  the  value of its stock  index  and  currency

positions.   Interest rate movements in one country  as  well  as

relative  interest  rate movements between  countries  materially

impact the Partnership's profitability. The Partnership's primary

interest rate exposure is generally to interest rate fluctuations

in the  G-7 countries and Australia.  Demeter anticipates that G-

7  and Australian 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   and   medium-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.

      Equity.  The Partnership's equity exposure on June 30, 1999

was limited to price risk in the Nikkei index (Japan).  The stock

index  futures  traded by the Partnership are by law  limited  to

futures on broadly based indices.  Demeter anticipates little, if

any,  trading  in  non  G-7  stock indices.  The  Partnership  is

primarily  exposed to the risk of adverse price trends or  static

markets in the U.S. and Japanese indices.  (Static markets  would

not  cause  major market changes but would make it difficult  for

the  Partnership to avoid being "whipsawed" into  numerous  small

losses).







     <PAGE>

     Commodity.

     Metals.  The next largest exposure at June 30, 1999  was  in

the  base and precious metals markets.  The Partnership  aims  to

equally weight market exposure in the metals as much as possible,

however  base metals, during periods of volatility,  will  affect

performance  more dramatically than the precious metals  markets.

Demeter  anticipates that the base metals will remain the primary

metals market exposure of the Partnership.

     Energy.   On June 30, 1999 the Partnership's energy exposure

was  shared by futures contracts in the New York and London crude

oil futures markets. Price movements in these markets result from

political developments in the Middle East, weather patterns,  and

other economic fundamentals.  As oil prices continue to break out

of  low  price  ranges  achieved in 1998,  it  is  possible  that

volatility will continue.

      Soft Commodities and Agriculturals.  On June 30, 1999,  the

Partnership  had a reasonable amount of exposure in  the  markets

that comprise these sectors.  Most of the exposure, however,  was

in  the soft commodities.  Supply and demand inequalities, severe

weather disruption and market expectations affect price movements

in these markets.



Qualitative Disclosures Regarding Non-Trading Risk Exposure

The  following  was  the only non-trading risk  exposure  of  the

Partnership as of June 30, 1999:







     <PAGE>

     Foreign   Currency  Balances.   The  Partnership's   foreign

currency  balances  are in Japanese yen, British  pounds,  euros,

Swiss  Francs  and Australian dollars.  The Partnership  controls

the  non-trading  risk of these balances by regularly  converting

these  balances  back  into  dollars  upon  liquidation  of   the

respective position.



Qualitative Disclosures Regarding Means of Managing Risk Exposure

The  means  by  which  the Partnership and the  Trading  Manager,

severally,  attempt to manage the risk of the Partnership's  open

positions  are  essentially the same  in  all  market  categories

traded.  Demeter  attempts  to manage  the  Partnership's  market

exposure  by  (i)  diversifying the  Partnership's  assets  among

different  market  sectors  and  trading  approaches,  and  (ii),

monitoring  the  performance of the Trading Manager  on  a  daily

basis.     In   addition,   the   Trading   Manager   establishes

diversification  guidelines, often set in terms  of  the  maximum

margin  to be committed to positions in any one market sector  or

market sensitive instrument.



Demeter monitors and controls the risk of the Partnership's  non-

trading   instrument,  cash,  which  is  the   only   Partnership

investment directed by Demeter, rather than the Trading Manager.











<PAGE>
                  PART II.   OTHER INFORMATION


Item 1.   LEGAL PROCEEDINGS

The  following supplements Legal Proceedings previously disclosed

in the Partnership's 1998 Form 10-K:



With   respect   to  the  plaintiff's  consolidated   action   in

California, on July 1, 1999, the Superior Court of the  State  of

California, ruling from the bench, denied the plaintiffs'  motion

to have their lawsuit certified as a class action, stating, among

other  things,  that plaintiffs' lawsuit did not  present  common

questions of fact.



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 Diversified Futures
                            Fund Limited Partnership
                            (Registrant)

                            By: Demeter Management Corporation
                               (General Partner)

August 13, 1999             By:  /s/ Lewis A. Raibley, III
                                     Lewis A. Raibley, III
                                     Director and 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.