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 0-25607

	MORGAN STANLEY DEAN WITTER CHARTER WELTON L.P.

	(Exact name of registrant as specified in its charter)


		Delaware						     13-4018063
(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>

	MORGAN STANLEY DEAN WITTER CHARTER WELTON L.P.

	INDEX TO QUARTERLY REPORT ON FORM 10-Q

	June 30, 2001


<caption>

PART I. FINANCIAL INFORMATION

				<c>
Item 1. Financial Statements

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

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

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

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

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

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

Item 2.	Management's Discussion and Analysis of
			Financial Condition and Results of Operations.......12-20

Item 3.	Quantitative and Qualitative Disclosures about
			Market Risk ........................................20-33

Part II. OTHER INFORMATION

Item 1.	Legal Proceedings......................................34

Item 2.	Changes in Securities and Use of Proceeds...........34-35

Item 6.	Exhibits and Reports on Form 8-K....................35-36


</table>




<page>
<table>


PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

MORGAN STANLEY DEAN WITTER CHARTER WELTON L.P.
	STATEMENTS OF FINANCIAL CONDITION

<caption>
	  June 30,	     December 31,
                         2001   	    2000
	$	   $
	(Unaudited)
ASSETS

	<c>	<c>
Equity in futures interests trading accounts:
	Cash	18,589,947	19,614,103

	Net unrealized gain on open contracts (MS & Co.)	215,479	3,456,472
	Net unrealized loss on open contracts (MSIL)                                 (192,054) 	    (155,033)

	Total net unrealized gain on open contracts	23,425	3,301,439

	Net option premiums                                                                         (413,113)		   (55,994)

	     Total Trading Equity	18,200,259	22,859,548

Subscriptions receivable	329,384	265,050
Interest receivable (Morgan Stanley DW)	       59,998  	      110,806

	     Total Assets	 18,589,641  	    23,235,404


LIABILITIES AND PARTNERS' CAPITAL

Liabilities
	Redemptions payable	538,824	771,830
	Accrued brokerage fees (Morgan Stanley DW)	111,478	119,881
	Accrued management fees	       31,851	      34,252

	     Total Liabilities	     682,153	     925,963

Partners' Capital

	Limited Partners (2,695,349.668 and
	      2,688,816.221 Units, respectively)	17,694,836	 22,043,879
	General Partner (32,392.072 Units)	      212,652	      265,562

	     Total Partners' Capital	 17,907,488	 22,309,441
Total Liabilities and Partners' Capital	 18,589,641 	   23,235,404
NET ASSET VALUE PER UNIT	            6.56	            8.20
<fn>

	The accompanying notes are an integral part
	of these financial statements.
</table>
<page>
<table>
	MORGAN STANLEY DEAN WITTER CHARTER WELTON L.P.
	STATEMENTS OF OPERATIONS
(Unaudited)


<caption>


	     For the Quarters Ended June 30,

	     2001   	   2000
	    $	   $


REVENUES

			<c>	<c>
	Trading loss:
		Realized	(2,179,264)	(1,449,599)
		Net change in unrealized	   (1,682,314)	   (1,222,151)

			Total Trading Results	(3,861,578) 	(2,671,750)

	Interest income (Morgan Stanley DW)                                          206,616		       329,692

			Total  	  (3,654,962)	  (2,342,058)


EXPENSES

	Brokerage fees (Morgan Stanley DW)                                          357,281		411,702
	Management fees                                                                          102,080	  	      117,629

			Total                                                                                    459,361		      529,331


NET LOSS	  (4,114,323)	  (2,871,389)


NET LOSS ALLOCATION

	Limited Partners	(4,066,206)	(2,838,021)
	General Partner	(48,117)	(33,368)


NET LOSS PER UNIT

	Limited Partners	(1.49)	(1.03)
	General Partner	(1.49)	(1.03)


<fn>


	The accompanying notes are an integral part
	of these financial statements.

</table>
<page>
<table>
	MORGAN STANLEY DEAN WITTER CHARTER WELTON L.P.
	STATEMENTS OF OPERATIONS
(Unaudited)


<caption>

	                               For the Six Months Ended June 30,

	     2001     	       2000
	$	    $
REVENUES

			<c>		<c>
	Trading loss:
		Realized 	(778,515)		(793,358)
 	 	Net change in unrealized	   (3,278,014)		   (1,779,942)

			Total Trading Results 	(4,056,529)		(2,573,300)

	Interest income (Morgan Stanley DW)                                        505,830		 	      619,594

			Total  	   (3,550,699)		   (1,953,706)


EXPENSES

	Brokerage fees (Morgan Stanley DW)                                        734,318		 	810,905
	Management fees                                                                        209,805	  	     231,687

			Total                                                                                  944,123			   1,042,592

NET LOSS 	   (4,494,822)		 (2,996,298)


NET LOSS ALLOCATION

	Limited Partners	(4,441,912)		(2,961,270)
	General Partner	(52,910)		(35,028)


NET LOSS PER UNIT

	Limited Partners	(1.64)		(1.10)
	General Partner	(1.64)		(1.10)



<fn>




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


<page>
<table>
MORGAN STANLEY DEAN WITTER CHARTER WELTON  L.P.
	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	2,584,100.171		22,813,660		263,701  	23,077,361

Offering of Units	643,848.858		5,433,034		25,000		5,458,034

Net Loss                                                                  -			(2,961,270)	(35,028)		(2,996,298)

Redemptions                                      	  (381,853.399)		         (3,250,393)		_____-__		  (3,250,393)

Partners' Capital,
	June 30, 2000	 2,846,095.630 	     	  22,035,031  	   253,673 	 	  22,288,704





Partners' Capital,
	December 31, 2000	2,721,208.293		    22,043,879		265,562  	22,309,441

Offering of Units	303,417.264		     2,232,142	                    -			2,232,142

Net Loss                                                                  -			(4,441,912)	(52,910)		(4,494,822)

Redemptions                                      	  (296,883.817)	  (2,139,273)		_____-__		  (2,139,273)

Partners' Capital,
	June 30, 2001	 2,727,741.740 	     	   17,694,836  	   212,652 	 	  17,907,488



<fn>







The accompanying notes are an integral part
	of these financial statements.

</table>
<page>
<table>

	MORGAN STANLEY DEAN WITTER CHARTER WELTON L.P.
	STATEMENTS OF CASH FLOWS
(Unaudited)



<caption>


	                                       For the Six Months Ended June 30,

	     2001     	       2000
	$	    $


CASH FLOWS FROM OPERATING ACTIVITIES

			<c>	<c>
Net loss	  	(4,494,822)	(2,996,298)
Noncash item included in net loss:
		Net change in unrealized                                                    3,278,014		1,779,942

(Increase) decrease in operating assets:
		Net option premiums                                                             357,119		619,143
		Interest receivable (Morgan Stanley DW)                               50,808		(22,607)

Increase (decrease) in operating liabilities:
		Accrued brokerage fees (Morgan Stanley DW)	(8,403)	12,870
 		Accrued management fees	      (2,401)	        3,677

Net cash used for operating activities	   (819,685)   	               (603,273)



CASH FLOWS FROM FINANCING ACTIVITIES

Offering of Units                                                                               2,232,142		5,458,034
(Increase) decrease in subscriptions receivable	(64,334)      	566,123
Increase (decrease) in redemptions payable	(233,006)	          190,443
Redemptions of Units  	  (2,139,273)	               (3,250,393)

Net cash provided by (used for) financing activities	    (204,471)	     2,964,207


Net increase (decrease) in cash	(1,024,156)	2,360,934

Balance at beginning of period                                                      19,614,103		   20,297,239

Balance at end of period                                                                18,589,947		    22,658,173


<fn>

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

<page>

MORGAN STANLEY DEAN WITTER CHARTER WELTON L.P.
NOTES TO 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 Morgan Stanley Dean Witter Charter Welton L.P. (the
"Partnership").  The 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 - Morgan Stanley Dean Witter Charter Welton 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, including foreign currencies,
financial instruments, metals, energy and agricultural products.
The Partnership is one of the Morgan Stanley Dean Witter Charter
Series of funds, comprised of the Partnership, Morgan Stanley
Dean Witter Charter Graham L.P., Morgan Stanley Dean Witter
Charter Millburn L.P. and Morgan Stanley Dean Witter Charter
DWFCM L.P.

The general partner is Demeter Management Corporation ("Demeter").
The non-clearing commodity broker is Morgan Stanley DW Inc.

<page>
MORGAN STANLEY DEAN WITTER CHARTER WELTON L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)


("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"). Demeter,
Morgan Stanley DW, MS & Co. and MSIL are wholly-owned subsidiaries
of Morgan Stanley Dean Witter & Co. Welton Investment Corporation
(the "Trading Advisor") is the trading advisor to the Partnership.

2.  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 rate equal to that earned by
Morgan Stanley DW on its U.S. Treasury bill investments.  The
Partnership pays brokerage fees to Morgan Stanley DW.

3.  Financial Instruments
The Partnership trades futures contracts, options on futures
contracts, and forward contracts, on physical commodities and
other commodity interests, including foreign currencies, financial
instruments, metals, energy and agricultural products.  Futures
and forwards represent contracts for delayed delivery of an

<page>
MORGAN STANLEY DEAN WITTER CHARTER WELTON L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)

instrument at a specified date and price.  Risk arises from
changes in the value of these contracts and the potential
inability of counterparties to perform under the terms of the
contracts.  There are numerous factors which may significantly
influence the market value of these contracts, including interest
rate volatility.


The Partnership accounts for its derivative investments in
accordance with the provisions of Statement of Financial
Accounting Standard No. 133, "Accounting for Derivative
Instruments and Hedging Activities" ("SFAS No. 133").  SFAS No.
133 defines a derivative as a financial instrument or other
contract that has all three of the following characteristics:
1)	One or more underlying notional amounts or payment
provisions;
2)	Requires no initial net investment or a smaller initial net
investment than would be required relative to changes in
market factors;
3)	Terms require or permit net settlement.

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

<page>
MORGAN STANLEY DEAN WITTER CHARTER WELTON L.P.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)


The net unrealized gains on open contracts, reported as a
component of "Equity in futures interests trading accounts" on the
statements of financial condition and their longest contract
maturity were as follows:
                    Net Unrealized Gains on Open
                             Contracts                 Longest Maturity

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

June 30, 2001               23,425        23,425           March 2002

December 31, 2000        3,301,439     3,301,439           September 2001

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 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

<page>
MORGAN STANLEY DEAN WITTER CHARTER WELTON L.P.
NOTES TO FINANCIAL STATEMENTS (CONCLUDED)

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 on all open futures and futures-styled options contracts,
which funds, in the aggregate, totaled $18,613,372 and $22,915,542
at June 30, 2001 and December 31, 2000, 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 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 accounts
established for the Trading Advisor, 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, exchanges and sales of
additional units of limited partnership interest ("Units") 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 Advisor
and the ability of the Trading Advisor'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 Advisor trades in
various markets at different times and that prior activity in a
particular market does not mean that such market will be actively
traded by the Trading Advisor or will be profitable in the future.
Consequently, the results of operations of the Partnership are
difficult to discuss other than in the context of its Trading
Advisor'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 losses, net of interest income, of $3,654,962 and
posted a decrease in net asset value per Unit. The most
significant losses of approximately 6.4% were recorded in the
global interest rate futures markets primarily during late June
from long positions in German interest rate futures as bond
prices moved lower due to weakness in the euro, gains in the
equity markets and a smaller cut in U.S. interest rates than
<page>
expected.  Additional losses were incurred during late June from
long positions in U.S. interest rate futures as prices dropped on
the reduced chance of further aggressive interest rate cuts by
the U.S. Federal Reserve, following its 0.25% cut after the
Federal Open Market Committee meeting.  In the currency markets,
losses of approximately 6.0% were recorded primarily during April
and May from short positions in the Japanese yen as the value of
the yen reversed higher relative to the U.S. dollar following a
surprise interest rate cut by the U.S. Federal Reserve and on
optimism that the Japanese government would unveil an emergency
package to revive that country's ailing economy.  In the metal
markets, losses of approximately 2.6% were recorded during late
May from long positions in gold futures as gold prices reversed
sharply lower, after spiking higher earlier in the month,
following the return of more bearish sentiment regarding the
outlook for the U.S. economy.  Additional losses of approximately
2.6% were incurred in the energy markets during early April from
short futures positions in crude oil and heating oil as prices
moved higher on supply concerns amid refinery production
problems. Total expenses for the three months ended June 30, 2001
were $459,361, resulting in a net loss of $4,114,323.  The net
asset value of a Unit decreased from $8.05 at March 31, 2001 to
$6.56 at June 30, 2001.

For the six months ended June 30, 2001, the Partnership recorded
total trading losses, net of interest income, of $3,550,699 and
<page>
posted a decrease in net asset value per Unit.  The most
significant losses of approximately 9.4% were recorded in the
energy markets primarily during February from short futures
positions in crude oil and its related products as prices
reversed higher amid cold weather forecasts, anticipated OPEC
production cuts and a tightening in supplies.  Additional losses
were recorded during January from long positions in natural gas
futures as prices declined, reversing their previous sharp upward
trend amid bearish inventory data and forecasts for warmer
weather.  In the currency markets, losses of approximately 6.6%
were recorded primarily during January and February from trading
the euro relative to the Japanese yen due to short-term
volatility as a result of conflicting economic signals and a
surprise cut in the discount rate by the Bank of Japan ("BOJ").
In the metals markets, losses of approximately 4.0% were incurred
primarily during April and early May from short gold futures
positions as prices climbed higher on weakness in the U.S.
dollar.  Smaller losses of approximately 1.6% were recorded in
the agricultural markets during February from short lean hog
futures positions as prices rallied sharply higher, and during
January from long soybean meal futures positions as prices moved
lower due to favorable South American weather.  These losses were
partially offset by gains of approximately 2.5% recorded
throughout the first quarter in the global interest rate futures
markets primarily from long positions in Japanese government bond
futures as prices moved higher amid weak Japanese stock prices
<page>
and disappointing economic data in that country.  Additional
profits were recorded 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 in early January.
In the soft commodities markets, gains of approximately 1.2% were
recorded primarily during February from short cotton futures
positions as cotton prices declined on weak export sales and low
demand.  Total expenses for the six months ended June 30, 2001
were $944,123, resulting in a net loss of $4,494,822.  The net
asset value of a Unit decreased from $8.20 at December 31, 2000
to $6.56 at June 30, 2001.

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, of $2,342,058 and
posted a decrease in net asset value per Unit.  The most
significant losses of approximately 7.7% were recorded in the
currency markets primarily during April from long positions in
the Japanese yen as the value of the yen weakened versus the U.S.
dollar amid fears of additional BOJ intervention. During May and
June, losses were recorded from short positions in the Japanese
yen as its value reversed higher versus the U.S. dollar following
hints by BOJ governor Hayami of the possible end of the zero
interest rate policy in Japan.  The U.S. dollar weakened further
versus the yen during June due primarily to the perception that
interest rates in the U.S. may have topped out.  In the global
<page>
stock index futures markets, losses of approximately 6.3% were
recorded primarily during April from long U.S. stock index
futures positions as domestic equity prices declined following an
unexpected jump in the Consumer Price Index on fears of inflation
and concerns that the Federal Reserve may need to raise interest
rates more aggressively.  In the metals markets, losses of
approximately 1.5% resulted primarily during June from short
aluminum futures positions as prices reversed sharply higher mid-
month on institutional buying and fears that U.S. capacity could
be hit further by power shortages.  In the global interest rate
futures markets, losses of approximately 0.8% were recorded
throughout the majority of the quarter from short positions in
German bund futures as prices were pushed higher by a rise in
U.S. prices.  These losses were partially offset by gains of
approximately 4.2% recorded primarily in the energy markets
during May and June from long futures positions in crude oil and
its related products as the previous upward movement in oil
prices re-emerged amid rising concerns regarding supplies and
production levels.  Additional gains were recorded 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.  In the soft commodities markets, gains of approximately
0.6% were recorded throughout a majority of the quarter from
short positions in coffee futures as prices declined on technical
factors.  Total expenses for the three months ended June 30,
<page>
2000 were $529,331, resulting in a net loss of $2,871,389.  The
net asset value of a Unit decreased from $8.86 at March 31, 2000
to $7.83 at June 30, 2000.

For the six months ended June 30, 2000, the Partnership recorded
total trading losses, net of interest income, of $1,953,706 and
posted a decrease in net asset value per Unit.  The most
significant losses of approximately 8.2% were recorded primarily
during January in the global stock index futures markets from
long positions in U.S. stock index futures as U.S. and European
equity prices reversed lower, after rallying higher in December,
amid fears of interest rate hikes in the U.S. and Europe.  During
April, additional losses were recorded from long U.S. stock index
futures positions as domestic equity prices declined following an
unexpected jump in the Consumer Price Index.  In the currency
markets, losses of approximately 4.7% were experienced primarily
during April from long positions in the Japanese yen as the value
of the yen weakened versus the U.S. dollar amid fears of
additional BOJ intervention. During May and June, losses were
recorded from short positions in the Japanese yen as its value
reversed higher versus the U.S. dollar following hints by BOJ
governor Hayami of the possible end of the zero interest rate
policy in Japan.  In the global interest rate futures markets,
losses of approximately 1.7% were recorded throughout the
majority of the second quarter from short positions in German
bund futures as prices were pushed higher by the rise in U.S.
<page>
prices.  In the metals markets, losses of approximately 1.6%
resulted primarily during June from short aluminum futures
positions as prices reversed sharply higher at mid-month on
institutional buying and fears that U.S. capacity could be hit
further by power shortages.  These losses were partially offset
by gains of approximately 5.8% recorded primarily during January
and February in the energy markets from long positions in crude
oil futures and its refined products as oil prices increased on
concerns about future output levels from the world's leading
producer countries amid dwindling stockpiles and increasing
demand.  Gains were also recorded during May and June from long
futures positions in crude oil as the previous upward movement in
oil prices reemerged amid rising concerns regarding supplies and
production levels.  Additional gains were recorded 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.  Total expenses for the six months ended June 30, 2000 were
$1,042,592, resulting in a net loss of $2,996,298. The net asset
value of a Unit decreased from $8.93 at December 31, 1999 to
$7.83 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-
<page>
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.

The futures, forwards and options traded by the Partnership
involve varying degrees of related market risk.  Market risk is
often dependent upon changes in the level or volatility of
interest rates, exchange rates, and prices of financial
instruments and commodities. Fluctuations in market risk based
upon these factors result in frequent changes in the fair value
of the Partnership's open positions, and, consequently, in its
earnings and cash flow.

The Partnership's total market risk is influenced by a wide
variety of factors, including the diversification among the
Partnership's open positions, the volatility present within the
markets, and the liquidity of the markets.  At different times,
each of these factors may act to increase or decrease the market
risk associated with the Partnership.

The Partnership's past performance is not necessarily indicative
of its future results.  Any attempt to numerically quantify the
Partnership's market risk is limited by the uncertainty of its
<page>
speculative trading.  The Partnership's speculative trading may
cause future losses and volatility (i.e. "risk of ruin") that far
exceed the Partnership's experience to date or any reasonable
expectations based upon historical changes in market value.

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

The Partnership accounts for open positions 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 Advisor is estimated below in terms of Value at Risk
<page>
("VaR"). The VaR model used by the Partnership includes many
variables that could change the market value of the Partnership's
trading portfolio.  The Partnership estimates VaR using a model
based upon historical simulation with a confidence level of 99%.
Historical simulation involves constructing a distribution of
hypothetical daily changes in the value of a trading portfolio.
The VaR model takes into account linear exposures to price and
interest rate risk.  Market risks that are incorporated in the
VaR model include equity and commodity prices, interest rates,
foreign exchange rates, and correlation among these variables.
The hypothetical changes in portfolio value are based on daily
percentage changes observed in key market indices or other market
factors ("market risk factors") to which the portfolio is
sensitive. The historical observation period of the Partnership's
VaR is approximately four years.  The one-day 99% confidence
level of the Partnership's VaR corresponds to the negative change
in portfolio value that, based on observed market risk factors,
would have been exceeded once in 100 trading days.

VaR models, including the Partnership's, are continuously
evolving as trading portfolios become more diverse and modeling
techniques and systems capabilities improve.  Please note that
the VaR model is used to numerically quantify market risk for
historic reporting purposes only and is not utilized by either
Demeter or the Trading Advisor in their daily risk management
activities.
<page>
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
June 30, 2001 and 2000, the Partnership's total capitalization
was approximately $18 million and $22 million, respectively.

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

	Interest Rate			 (2.71)%			 (1.30)%

Currency				 (1.35)			 (1.11)

Equity				 (0.45)			 (0.74)

	Commodity				 (1.14)       		 (1.23)

	Aggregate Value at Risk	 (3.41)%		    	 (1.98)%



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
<page>
significantly over any given time period, or even within a single
trading day. Any changes in open positions could positively or
negatively materially impact market risk as measured by VaR.

The table below supplements the quarter-end VaR by presenting the
Partnership's high, low and average VaR, as a percentage of total
net assets for the four quarterly reporting periods from July 1,
2000 through June 30, 2001.

Primary Market Risk Category        High       Low       Average
Interest Rate   		(3.52)%	 (1.09)%	   (2.59)%

Currency	           (2.30)	 (1.35)	   (1.68)

Equity		(0.45)	    -		   (0.12)

Commodity	           (1.73)	 (0.61)	   (1.29)

Aggregate Value at Risk 			(4.90)%	 (2.35)%	   (3.62)%

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
usually found in other investments.  The relative size of the
<page>
positions held may cause the Partnership to incur losses greatly
in excess of VaR within a short period of time, given the effects
of the leverage employed and market volatility.  The VaR tables
above, as well as the past performance of the Partnership, give
no indication of such "risk of ruin". In addition, VaR risk
measures should be viewed in light of the methodology's
limitations, which include the following:
?	past changes in market risk factors will not always result in
accurate predictions of the distributions and correlations of
future market movements;
?	changes in portfolio value caused by market movements may
differ from those of the VaR model;
?	VaR results reflect past trading positions while future risk
depends on future positions;
?	VaR using a one-day time horizon does not fully capture the
market risk of positions that cannot be liquidated or hedged
within one day; and
?	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

<page>
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.

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 85% of its total net asset value. A
decline in short-term interest rates will result in a decline in
the Partnership's cash management income. This cash flow risk is
not considered to be material.

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.
<page>
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 - con-
stitute forward-looking statements within the meaning of Section
27A of the Securities Act and Section 21E of the Securities
Exchange Act.  The Partnership's primary market risk exposures as
well as the strategies used and to be used by Demeter and the
Trading Advisor for managing such exposures are subject to
numerous uncertainties, contingencies and risks, any one of which
could cause the actual results of the Partnership's risk controls
to differ materially from the objectives of such strategies.
Government interventions, defaults and expropriations, illiquid
markets, the emergence of dominant fundamental factors, political
upheavals, changes in historical price relationships, an influx
of new market participants, increased regulation and many other
factors could result in material losses as well as in material
changes to the risk exposures and the risk management strategies
of the Partnership. Investors must be prepared to lose all or
substantially all of their investment in the Partnership.

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.
<page>
Interest Rate.  The primary market exposure of the Partnership at
June 30, 2001 was to the global interest rate complex.  Exposure
was primarily spread across the Japanese, European and U.S.
interest rate sectors.  Interest rate movements directly affect
the price of the sovereign bond futures positions held by the
Partnership and indirectly affect the value of its stock index
and currency positions.  Interest rate movements in one country
as well as relative interest rate movements between countries
materially impact the Partnership's profitability.  The
Partnership's primary interest rate exposure is generally to
interest rate fluctuations in the United States and the other G-7
countries.  The G-7 countries consist of France, U.S., Britain,
Germany, Japan, Italy and Canada.  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 next largest market 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
<page>
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 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.

Equity.  The primary equity exposure at June 30, 2001 was in the
global stock index sector.  The primary equity exposure was to
equity price risk in the G-7 countries.  The stock index futures
traded by the Partnership are by law limited to futures on
broadly-based indices.  At June 30, 2001, the Partnership's
primary exposures were to the S&P 500 (U.S.) and Nikkei (Japan)
stock indices.  The Partnership is primarily exposed to the risk
of adverse price trends or static markets in the U.S., European
and Japanese indices.  Static markets would not cause major
<page>
      market changes but would make it difficult for the
Partnership to avoid being "whipsawed" into numerous small
losses.

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
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 was to the cotton 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 primarily to fluctuations in the price of base

<page>
metals.  During periods of volatility, base metals will
affect performance dramatically.  The Trading Advisor will
from time to time trade precious metals, such as gold.  Gold
prices continued to be volatile during the quarter.  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 was the only non-trading risk exposure 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. The Partnership controls the non-trading risk of these
balances by regularly converting these balances back into
dollars upon liquidation of their corresponding positions.

Qualitative Disclosures Regarding Means of Managing Risk Exposure
The Partnership and the Trading Advisor, separately, attempt to
manage the risk of the Partnership's open positions in
essentially the same manner in all market categories traded.
Demeter attempts to manage market exposure by diversifying the
Partnership's assets among different market sectors and trading
approaches, and monitoring the performance of the Trading Advisor


<page>
daily. In addition, the Trading Advisor establishes
diversification guidelines, often set in terms of the maximum
margin to be committed to positions in any one market sector or
market-sensitive instrument.

Demeter monitors and controls the risk of the Partnership's non-
trading instrument, cash.  Cash is the only Partnership
investment directed by Demeter, rather than the Trading Advisor.


















<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 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS
The Partnership registered 3,000,000 Units pursuant to a
Registration Statement on Form S-1, which became effective on
November 6, 1998 (SEC File Number 333-60097).

The Partnership registered an additional 6,000,000 Units pursuant
to a new Registration Statement on Form S-1, which became
effective on March 27, 2000 (SEC File Number 333-91567).

The managing underwriter for the Partnership is Morgan Stanley
DW.

Units are sold at monthly closings at a price equal to 100% of
the net asset value per Unit as of the close of business on the
last day of each month.

<page>
Through June 30, 2001, 3,785,357.936 Units were sold, leaving
5,214,642.064 Units unsold.  The aggregate price of the Units
sold through June 30, 2001 was $33,172,952.

Since no expenses are chargeable against proceeds, 100% of the
proceeds of the offering have been applied to the working capital
of the Partnership for use in accordance with the "Use of
Proceeds" section of the prospectus included as part of the above
referenced Registration Statement.

Item 6.	EXHIBITS AND REPORTS ON FORM 8-K

(A)	 Exhibits

3.01	 Form of Amended and Restated Limited Partnership Agreement
 of the Partnership, dated as of October 31, 2000, is
 incorporated by reference to Exhibit A of the Partnership's
 Prospectus, dated October 11, 2000, filed with the
 Securities and Exchange Commission pursuant to Rule
 424(b)(3) under the Securities Act of 1933, as amended, on
 October 13, 2000.
3.02	Certificate of Limited Partnership, dated July 15,
1998, is incorporated by reference to Exhibit 3.02 of  the
Partnership's Registration Statement on Form S-1 (File
No. 333-91567) filed with the Securities and Exchange
Commission on September 22, 2000.
10.02	 Management Agreement, dated as of November 6, 1998, among
 the Partnership, Demeter Management Corporation and Welton
 Investment Corporation, is incorporated by reference to
 Exhibit 10.02 of the Partnership's Registration Statement
 on Form S-1 (File No. 333-91567) filed with the Securities
 and Exchange Commission on September 22, 2000.
10.03	 Subscription and Exchange Agreement and Power of Attorney
 to be executed by each purchaser of Units is incorporated
 by reference to Exhibit B of the Partnership's Prospectus
 dated October 11, 2000, filed with the Securities and
 Exchange Commission pursuant to Rule 424(b)(3) under the
 Securities Act of 1933, as amended, on October 13, 2000.

<page>
10.04	 Amended and Restated Escrow Agreement among the
 Partnership, Morgan Stanley Dean Witter Charter Graham
 L.P., Morgan Stanley Dean Witter Charter Millburn L.P.,
 Morgan Stanley Dean Witter Charter DWFCM L.P., Dean Witter
 Reynolds Inc. and The Chase Manhattan Bank is incorporated
 by reference to Exhibit 10.04 of the Partnership's
 Registration Statement on Form S-1 (File  No. 333-91567)
 filed with the Securities and Exchange Commission on March
 30, 2001.
10.05 Form of Amended and Restated Customer Agreement among the
Partnership and Dean Witter Reynolds Inc., is
incorporated by reference to Exhibit 10.05 of the
Partnership's Registration Statement on Form S-1 (File  No.
333-91567) filed with the Securities and Exchange
Commission on September 22, 2000.
10.06	Form of Customer Agreement among the Partnership,
Morgan Stanley & Co., Inc., and Dean Witter Reynolds
Inc., is incorporated by reference to Exhibit 10.06 of  the
Partnership's Registration Statement on Form S-1 (File
No. 333-91567) filed with the Securities and Exchange
Commission on September 22, 2000.
10.07	Form of Customer Agreement among the Partnership,
  	Morgan Stanley & Co. International Limited, and Morgan
  	Stanley & Co., Inc. is incorporated by reference to
  	Exhibit 10.07 of the Partnership's Registration
  	Statement on Form S-1 (File No. 333-91567) filed with  the
 	Securities and Exchange Commission on September 22,
  	2000.
10.08	Form of Foreign Exchange and Options Master Agreement
among the Partnership and Morgan Stanley & Co., Inc. is
incorporated by reference to Exhibit 10.08 of the
Partnership's Registration Statement on Form S-1 (File
No.333-91567) filed with the Securities and Exchange
Commission on September 22, 2000.
10.09	Subscription Agreement Update Form is incorporated by
reference to Exhibit C of the Partnership's Prospectus
dated October 11, 2000, filed with the Securities and
Exchange Commission pursuant to Rule 424(b)(3) under the
Securities Act of 1933, as amended, on October 13, 2000.

(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.




                          Morgan Stanley Dean Witter Charter
                           Welton 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.