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 March 31, 2000 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. 0-25603

             MORGAN STANLEY DEAN WITTER CHARTER GRAHAM L.P.
     (Exact name of registrant as specified in its charter)


          Delaware                              13-4018068
(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 GRAHAM L.P.

             INDEX TO QUARTERLY REPORT ON FORM 10-Q

                       March 31, 2000
<CAPTION>

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

     Statements of Financial Condition March 31, 2000
     (Unaudited) and December 31, 1999......................... 2

     Statements of Operations for the Quarter Ended March
     31, 2000 and the Period from March 1, 1999
     (commencement of operations) to March 31, 1999
     (Unaudited)............................................... 3

     Statements of Changes in Partners' Capital for the
        Quarter Ended March 31, 2000 and the Period from
        March 1, 1999 (commencement of operations) to
        March 31, 1999 (Unaudited)...............................
     4

     Statements of Cash Flows for the Quarter Ended March
     31, 2000 and the Period from March 1, 1999
     (commencement of operations) to March 31, 1999
     (Unaudited)...................... ........................ 5

        Notes to Financial Statements (Unaudited)...............6-
     11

Item 2. Management's Discussion and Analysis of

Financial Condition and Results of Operations.......12-18

Item 3. Quantitative and Qualitative Disclosures about
        Market Risk ......................................  18-30


Part II. OTHER INFORMATION

Item 1  Legal Proceedings....................................  31

Item 2. Change in Securities and Use of Proceeds........... 31-32

Item 5. Other Information..................................... 32

Item 6. Exhibits and Reports on Form 8-K...................... 32

/table>

<PAGE>

</TABLE>
<TABLE>
                 PART I.  FINANCIAL INFORMATION

Item 1.  Financial Statements

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

<CAPTION>
                                      March 31,    December 31,
                                        2000             1999
                                         $              $
                                    (Unaudited)

<S>                                     <C>            <C>
ASSETS

Equity in futures interests trading accounts:
 Cash                              20,834,112     19,067,800
 Net unrealized gain on open contracts   1,163,572                        1,070,531

      Total Trading Equity         21,997,684     20,138,331

Subscriptions receivable             2,124,792       811,200
Interest receivable (DWR and Carr)       92,049         78,774

                                  Total Assets    24,214,525        21,028,305


LIABILITIES AND PARTNERS' CAPITAL

Liabilities
 Redemptions payable                1,553,574        228,143
 Accrued brokerage fee (DWR)          127,534        108,150
 Accrued management fee                36,438         30,900

      Total Liabilities            1,717,546         367,193

Partners' Capital

 Limited Partners (2,151,415.066 and
      1,984,358.367 Units, respectively)22,229,526   20,424,608
 General Partner (25,884.600 and
   22,977.618 Units, respectively)      267,453        236,504

 Total Partners' Capital          22,496,979      20,661,112

  Total  Liabilities and Partners' Capital   24,214,525      21,0
28,305


NET ASSET VALUE PER UNIT               10.33              10.29

<FN>

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

<PAGE>
<TABLE>

        MORGAN STANLEY DEAN WITTER CHARTER GRAHAM L.P.
                    STATEMENTS OF OPERATIONS
                           (Unaudited)

<CAPTION>



For the Period from

March 1, 1999

(commencement
For the Quarter            of operations) to

Ended March 31,                 March 31,
                                      2000              1999
                                        $            $
REVENUES
<S>                           <C>            <C>
 Trading profit (loss):
      Realized                           288,062        (272,633)
 Net change in unrealized            93,041       (59,408)

      Total Trading Results          381,103    (332,041)

 Interest Income (DWR and Carr)      264,600       14,907
      Total Revenues                645,703     (317,134)

EXPENSES

 Brokerage fees (DWR)                373,422      25,452
 Management fee                      106,692         7,272
 Incentive fee                        89,338              -

      Total Expenses             569,452          32,724

NET INCOME (LOSS)                     76,251    (349,858)

NET INCOME (LOSS) ALLOCATION

 Limited Partners                     75,302    (345,048)
    General Partner                      949      (4,810)
NET INCOME (LOSS) PER UNIT

 Limited Partners                         .04          (.80)
 General Partner                          .04          (.80)



<FN>



          The accompanying notes are an integral part
                 of these financial statements.
</TABLE>
<PAGE>
<TABLE>
         MORGAN STANLEY DEAN WITTER CHARTER GRAHAM  L.P.
           STATEMENTS OF CHANGES IN PARTNERS' CAPITAL
              For the Quarter Ended March 31, 2000
                and the Period from March 1, 1999
         (commencement of operations) to March 31, 1999
                          (Unaudited)

<CAPTION>



                          Units of
                        Partnership Limited   General
                         Interest   Partners  Partner    Total
<S>                    <C>          <C>         <C>       <C>
Partners' Capital,
  March 1, 1999
  Initial Offering    436,313.664          $4,303,136            $60,000
$4,363,136

Offering of Units     225,770.138                   2,057,085     20,000
2,077,085

Net                                                          Loss
-                    (345,048)                (4,810)                (349,858)

Partners' Capital,
 March 31, 1999      662,083.802           $6,015,173            $75,190
$6,090,363





Partners' Capital,
December                         31,                         1999
2,007,335.985                    $20,424,608 $236,504$20,661,112

Offering                         of                         Units
380,386.281             3,909,916    30,000 3,939,916

Net Income              -            75,302       949    76,251

Redemptions
(210,422.600)         (2,180,300)          -        (2,180,300)

Partners' Capital,
                  March                 31,                  2000
2,177,299.666         $22,229,526 $267,453 $22,496,979




<FN>






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


<PAGE>
<TABLE>
         MORGAN STANLEY DEAN WITTER CHARTER GRAHAM L.P.
                    STATEMENTS OF CASH FLOWS
                           (Unaudited)

<CAPTION>

For the Period from

March 1, 1999

(commencement
For the Quarter              of operations) to

Ended March 31,                 March 31,
                                                             2000
1999
                                        $              $
CASH FLOWS FROM OPERATING ACTIVITIES
<S>                            <C>                       <C>
Net   income  (loss)                        76,251              (
349,858)
Noncash item included in net income (loss):
    Net change in unrealized         (93,041)             59,408
Increase in operating assets:
    Interest receivable (DWR and Carr)(13,275)           (14,907)
Increase in operating liabilities:
     Accrued brokerage fee (DWR)       19,384         25,452
Accrued management fee                  5,538          7,272

Net    cash    used   for   operating   activities        (5,143)
(272,633)

CASH FLOWS FROM FINANCING ACTIVITIES

   Initial  offering                       -                    4
,363,136
      Offering      of      Units                       3,939,916
2,077,085
        Increase     in    subscriptions    receivable(1,313,592)
(2,077,085)
 Increase in redemptions payable    1,325,431            -
      Redemptions      of      Units                  (2,180,300)
-

Net   cash   provided   by   financing   activities     1,771,455
4,363,136
Net   increase  in  cash                 1,766,312              4
,090,503
Balance     at     beginning     of     period         19,067,800
-
Balance           at           end           of            period
20,834,112                        4,090,503



<FN>




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


<PAGE>
         MORGAN STANLEY DEAN WITTER CHARTER GRAHAM L.P.

                  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 Morgan  Stanley  Dean

Witter  Charter Graham L.P. (the "Partnership").   The  financial

statements  and  condensed  notes  herein  should  be   read   in

conjunction  with  the  Partnership's December  31,  1999  Annual

Report on form 10-K.


1.  Organization - Morgan Stanley Dean Witter Charter Graham L.P.

is  a  Delaware limited partnership organized to engage primarily

in  the  speculative  trading of futures and  forward  contracts,

options  on  futures contracts and on physical  commodities,  and

other   commodity   interests,  including   foreign   currencies,

financial  instruments, metals, energy and agricultural  products

(collectively,  "futures interests").  The Partnership  commenced

operations  on  March 1, 1999.  The Partnership  is  one  of  the

Morgan Stanley Dean Witter Charter Series of funds, comprised  of

the  Partnership,  Morgan  Stanley Dean Witter  Charter  Millburn

L.P., and Morgan Stanley Dean Witter Charter Welton L.P.



The   general   partner   is   Demeter   Management   Corporation

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

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

broker, Carr


<PAGE>
         MORGAN STANLEY DEAN WITTER CHARTER GRAHAM L.P.
           NOTES TO FINANCIAL STATEMENTS - (CONTINUED)


Futures  Inc. ("Carr"), provides clearing and execution services.

Demeter  and DWR are wholly-owned subsidiaries of Morgan  Stanley

Dean  Witter & Co.  Graham Capital Management L.P. (the  "Trading

Advisor"), is the trading advisor to the Partnership.



2.  Related Party Transactions

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

interests trading accounts to meet margin requirements as needed.

DWR  pays interest on these funds based on a rate equal  to  that

earned  by  DWR  on  its  U.S.  Treasury  bill  investments.  The

Partnership pays a brokerage fee to DWR.



3.  Financial Instruments

The Partnership trades futures and forward contracts, options  on

futures contracts and 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 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.



<PAGE>
         MORGAN STANLEY DEAN WITTER CHARTER GRAHAM L.P.
           NOTES TO FINANCIAL STATEMENTS - (CONTINUED)




In  June  1998, the Financial Accounting Standards Board ("FASB")

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.   In  June, 1999, the FASB issued SFAS No. 137, "Accounting

for  Derivative Instruments and Hedging Activities - Deferral  of

the  Effective Date of SFAS no. 133," which defers  the  required

implementation of SFAS No. 133 until fiscal years beginning after

June  15, 2000.  However, the Partnership had previously  elected

to adopt the provisions of SFAS No. 133 beginning with the fiscal

year  ended December 31, 1999.  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 gains on open contracts are  reported  as  a

component  of  "Equity in futures interests trading accounts"  on

the  statements of financial condition and totaled $1,163,572 and

$1,070,531 at March 31, 2000 and December 31, 1999, respectively.



<PAGE>

         MORGAN STANLEY DEAN WITTER CHARTER GRAHAM L.P.
           NOTES TO FINANCIAL STATEMENTS - (CONTINUED)




Of  the $1,163,572 net unrealized gain on open contracts at March

31,  2000,  $756,170 related to exchange-traded futures contracts

and  $407,402  related  to off-exchange-traded  forward  currency

contracts.



Of  the  $1,070,531  net unrealized gain  on  open  contracts  at

December 31, 1999, $1,133,461 related to exchange-traded  futures

contracts  and  $(62,930) related to off-exchange-traded  forward

currency contracts.



Exchange-traded  futures contracts held  by  the  Partnership  at

March  31,  2000  and December 31, 1999 mature through  September

2001  and  June  2001, respectively. Off-exchange-traded  forward

currency contracts held by the Partnership at March 31, 2000  and

December  31,  1999  mature through July  2000  and  April  2000,

respectively.



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 DWR and Carr act  as

the futures commission merchants or the counterparties with

<PAGE>

         MORGAN STANLEY DEAN WITTER CHARTER GRAHAM L.P.
           NOTES TO FINANCIAL STATEMENTS - (CONTIUED)




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 DWR and Carr, as a futures commission merchant for

the  Partnership's  exchange-traded  futures  and  futures-styled

options contracts, are required, pursuant to regulations  of  the

Commodity Futures Trading Commission ("CFTC"), to segregate  from

their  own  assets, and for the sole benefit of  their  commodity

customers, all funds held by them with respect to exchange-traded

futures and futures-styled options contracts, including an amount

equal to the net unrealized gain on all open futures and futures-

styled  options contracts, which funds, in the aggregate, totaled

$21,590,282  and $20,201,261 at March 31, 2000 and  December  31,

1999,  respectively.  With  respect  to  the  Partnership's  off-

exchange-traded forward currency contracts, there  are  no  daily

settlements  of variations in value nor is there any  requirement

that  an  amount equal to the net unrealized gain on open forward

contracts  be  segregated.  With respect to  those  off-exchange-

traded forward currency contracts, the Partnership is at risk  to

the  ability  of  Carr,  the sole counterparty  on  all  of  such

contracts,  to  perform. The partnership has a netting  agreement

with  Carr.   This  agreement which  seeks  to  reduce  both  the

Partnership's and Carr's exposure on off-exchange-traded forward

<PAGE>

         MORGAN STANLEY DEAN WITTER CHARTER GRAHAM L.P.
           NOTES TO FINANCIAL STATEMENTS - (CONCLUDED)




currency  contracts, should materially decrease the Partnership's

credit  risk  in  the event of Carr's bankruptcy  or  insolvency.

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 - The Partnership deposits its assets with DWR as  non-

clearing  broker and Carr as clearing broker in separate  futures

trading  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 daily limit for several consecutive days with little or no



<PAGE>

trading.   These market conditions could prevent the  Partnership

from  promptly  liquidating its futures or options contracts  and

result in restrictions on redemptions.



There  is  no limitation on daily price moves in trading  forward

contracts  on  foreign currencies.  The markets  for  some  world

currencies  have low trading volume and are illiquid,  which  may

prevent  the  Partnership from trading in potentially  profitable

markets  or  prevent  the Partnership from  promptly  liquidating

unfavorable  positions  in  such markets  and  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 ("Unit(s)")  in

the  future  will  affect  the  amount  of  funds  available  for

investments  in futures interests 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  quarter  ended

March   31,  2000  and  for  the  period  from  March   1,   1999

(commencement of operations) to March 31, 1999, respectively, 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 are whole and how the Partnership has  performed

in the past.



For the Quarter Ended March 31, 2000

For  the  quarter  ended March 31, 2000 the Partnership  recorded

total trading revenues, including interest income of $645,703 and

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

significant  gains of approximately 3.8% were recorded  primarily

during  January in the currency markets from short  positions  in

the  euro  and  the Swiss franc as the value of these  currencies

weakened versus the U.S. dollar hurt by skepticism about Europe's

<PAGE>

economic outlook and lack of public support for the economy  from

European   officials.    In   the  energy   markets,   gains   of

approximately  1.8% were recorded during January and  March  from

long  crude oil futures positions as prices increased on concerns

about  future  output  levels from the world's  leading  producer

countries  amid dwindling stockpiles and increasing  demand.   In

the  agricultural  markets,  gains  of  approximately  1.4%  were

recorded  from  long positions in corn futures as prices  climbed

higher  on  fears  of  summer droughts in U.S.  growing  regions.

These gains were partially offset by losses of approximately 2.3%

recorded  during February primarily in the global  interest  rate

futures  markets  from short positions in short-to-mid-term  U.S.

Treasury  note futures as prices rose later in the month  as  the

U.S.  stock markets fluctuated and investors shifted assets  into

two-year  and  five-year Treasury notes from stocks  and  30-year

bonds.   Trading in European interest rate futures,  particularly

short positions in British and German bond futures, also resulted

in  losses  as prices increased on the heels of higher U.S.  bond

prices.  In the metals markets, losses of approximately 1.5% were

experienced  primarily  from  long aluminum  and  copper  futures

positions  as  prices  reversed lower  earlier  in  February  due

primarily  to  technically based selling.   Aluminum  and  copper

prices  dipped  lower later in February led downward  by  falling

prices  of other base metals, thus resulting in losses  for  long

positions.  In soft commodities, losses of approximately 0.6%



<PAGE>

were  incurred  from  long  cotton futures  positions  as  prices

declined amid short-covering by speculators and expectations  for

increased  new-crop  plantings.  Total  expenses  for  the  three

months  ended  March  31, 2000 were $569,452,  resulting  in  net

income of $76,251.  The value of a Unit increased from $10.29  at

December  31,  1999  to  $10.33 at March 31,  2000.   Results  of

operations  for first quarter 2000 are not comparative  to  first

quarter  1999 because 1999 reflects only a single month's trading

of approximately 81% lower Net Assets.



For the Period Ended March 31, 1999

For the period from March 1, 1999 (commencement of operations) to

March 31, 1999, the Partnership recorded total trading losses net

of interest income of $317,134 and posted a decrease in Net Asset

Value  per  Unit.   The most significant losses of  approximately

3.3%  were  recorded primarily during March in  the  agricultural

markets from short corn futures positions as prices moved  higher

in  a technical and seasonally driven rally, as well as a lack of

heavy  producer  selling.  In the global  interest  rate  futures

markets,  losses of approximately 1.4% were experienced primarily

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.  Additional losses were  recorded  from

short  Australian bond futures positions as prices  increased  on

reports  of  depressed gold prices during late-March  which  have

hampered the

<PAGE>

Australian  dollar,  the  Australian stock  market  and  enhanced

Australian  bond  prices.   In  the  metals  markets,  losses  of

approximately  1.0% were recorded primarily from  short  aluminum

futures  positions as prices increased during mid-March  as  good

demand in the United States prompted shipments from Europe amid a

drawdown   in  supply.   In  the  currency  markets,  losses   of

approximately 0.7% were experienced primarily early in March from

short  Japanese yen positions as the value of the  yen  increased

versus the U.S. dollar amid new signs that Japan's economy may be

on  the  mend and speculation that interest rates may soon  rise.

In  the energy markets, smaller losses of approximately 0.7% were

recorded  primarily from short natural gas futures  positions  as

prices  increased  significantly early in  March  on  speculative

short  covering.  Total expenses for the period ended  March  31,

1999  were  $32,724, resulting in a net loss  of  $349,858.   The

value  of  a  Unit  decreased  from  $10.00  at  March  1,   1999

(commencement of operations) to $9.20 at March 31, 1999.



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 Advisor from trading those



<PAGE>

sovereign  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 involved in the  speculative

trading  of  futures interests.  The market-sensitive instruments

held  by  the  Partnership are acquired for  speculative  trading

purposes only and, as a result, all or substantially all  of  the

Partnership's  assets  are at risk of trading  loss.   Unlike  an

operating  company, the risk of market-sensitive  instruments  is

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

activities.



The  futures interests traded by the Partnership involve  varying

degrees  of  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.





<PAGE>

The  Partnership's  total market risk is  influenced  by  a  wide

variety  of  factors,  including the  diversification  among  the

artnership's  open positions, the volatility present  within  the

markets,  and the liquidity of the markets.  At different  times,

each  of these factors may act to increase or decrease the market

risk associated with the Partnership.



The  Partnership's past performance is not necessarily indicative

of  its  future results. Any attempt to numerically quantify  the

Partnership's  market risk is limited by the uncertainty  of  its

speculative  trading.  The Partnership's speculative trading  may

cause future losses and volatility (i.e. "risk of ruin") that far

exceed  the  Partnership's experiences 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.



<PAGE>

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  cash

flow.   Profits  and losses on open positions of  exchange-traded

futures interests 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

("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



<PAGE>

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.


The Partnership's Value at Risk in Different Market Sectors

The  following  tables  indicate  the  VaR  associated  with  the

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

by  primary market risk category as of March 31, 2000  and  1999.

As   of   March  31,  2000  and  1999,  the  Partnership's  total

capitalization  was  approximately $22 million  and  $6  million,

respectively.

    Primary Market             March 31, 2000      March 31, 1999
     Risk Category              Value at Risk      Value at Risk

     Currency                      (2.33)%             (1.27)%

     Interest Rate                 (1.11)              (1.08)

     Equity                        (0.73)              (0.27)

     Commodity                     (1.33)              (0.67)

     Aggregate Value at Risk       (3.14)%             (1.83)%



<PAGE>

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 March 31, 2000 and 1999 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  interests,  the

composition  of  its  trading portfolio can change  significantly

over  any given time period, or even within a single trading day.

Any  changes  in  open positions could positively  or  negatively

materially impact market risk as measured by VaR.



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 calendar quarter-end reporting  periods

from April 1, 1999 through March 31, 2000.

Primary Market Risk Category      High        Low      Average

Currency                         (2.76)%     (1.27)%   (1.98)%

Interest Rate                    (3.74)      (1.08)    (2.11)
Equity                           (0.73)      (0.25)    (0.41)

Commodity                        (1.33)      (0.67)    (0.93)
Aggregate Value at Risk          (4.71)%     (1.83)%   (3.18)%
<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.  Margin requirements generally range between 2% and

15%  of  contract face value. Additionally, the use  of  leverage

causes  the face value of the market sector instruments  held  by

the   Partnership   to  typically  be  many   times   the   total

capitalization   of   the  Partnership.    The   value   of   the

Partnership's open positions thus creates a "risk  of  ruin"  not

typically found in other investments.  The relative size  of  the

positions held may cause the Partnership to incur losses  greatly

in excess of VaR within a short period of time, given the effects

of  the  leverage employed and market volatility.  The VaR tables

above, as well as the past performance of the Partnership,  gives

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 in response to market movements

  may differ from those of the VaR model;









<PAGE>

    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  the  Partnership's market risk exposures and on an aggregate

basis  at  March  31, 2000 and for the end of the  four  calendar

quarter  reporting periods from April 1, 1999 through  March  31,

2000.   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 1 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.  The Partnership also



<PAGE>

maintains  a  substantial  portion  (approximately  77%)  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  any

associated  potential losses, 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 Partnership's

market risk exposures - except for (A) those disclosures that are

statements of historical fact and (B) the descriptions of how the

Partnership   manages  its  primary  market  risk   exposures   -

constitute  forward-looking  statements  within  the  meaning  of

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

Securities  Exchange Act.  The Partnership's primary market  risk

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

Demeter  and the Trading Advisor for managing such exposures  are

subject  to numerous uncertainties, contingencies and risks,  any

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

risk controls to differ materially from the objectives of such



<PAGE>

strategies.   Government  interventions,  defaults   and   expro-

priations,   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 as of March 31, 2000, by market sector.   It  may  be

anticipated  however,  that  these  market  exposures  will  vary

materially over time.



Currency  - The primary market exposure in the Partnership is  in

the  currency sector.  The Partnership's currency exposure is  to

exchange rate fluctuations, primarily fluctuations which  disrupt

the historical pricing relationships between different currencies

and  currency pairs.  Interest rate changes as well as  political

and  general  economic conditions influence  these  fluctuations.

The Partnership trades in a large number of currencies, including

cross-rates - i.e., positions between two currencies  other  than

the   U.S.   dollar.   For  the  first  quarter  of   2000,   the

Partnership's  major exposures were in the euro currency  crosses

and outright U.S. dollar positions.  (Outright positions consist

<PAGE>

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 market exposure at  March

31,  2000 was in the interest rate complex.  Exposure was  spread

across the U.S., European, Japanese and Australian 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.

However,  the  Partnership also takes futures  positions  in  the

government  debt  of  smaller nations - e.g. 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, as

<PAGE>

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.



Equity -  The primary equity exposure is 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.   As  of  March  31,  2000,  the  Partnership's  primary

exposures  were in the S&P 500 (U.S.), Nikkei (Japan) and  NASDAQ

100  (U.S.) 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 market changes but would make it difficult  for  the

Partnership  to  avoid  being  "whipsawed"  into  numerous  small

losses).



Commodity

Soft  Commodities  and Agriculturals - On  March  31,  2000,  the

Partnership  had  exposure  in the markets  that  comprise  these

sectors.  Most of the exposure was in the corn, soybean meal  and

lean  hogs  markets.   Supply  and  demand  inequalities,  severe

weather disruption and market expectations affect price movements

in these markets.



<PAGE>

Metals -  The Partnership's primary metals market exposure is  to

fluctuations in the price of gold.  Although the Trading  Advisor

will from time to time trade base metals such as aluminum, copper

and  nickel,  the  principal market exposures of the  Partnership

have  consistently been in precious metals, gold.   Exposure  was

evident  in  the gold market as gold prices were volatile  during

the  quarter.   Demeter  anticipates that gold  will  remain  the

primary metals market exposure for the Partnership.



Energy - On March 31, 2000, the Partnership's energy exposure was

shared  by futures contracts in the 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 and that 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 is expected to continue in this choppy pattern.



Qualitative Disclosures Regarding Non-Trading Risk Exposure

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

Partnership as of March 31, 2000:







<PAGE>

Foreign  Currency Balances -   The Partnership's primary  foreign

currency  balances at March 31, 2000 were in Japanese yen,  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  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

daily.   In  addition,  the Trading Advisor establishes  diversi-

fication guidelines, often set in terms of the maximum margin  to

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

sensitive instrument.



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

trading   instruments,  cash.   Cash  is  the  only   Partnership

investment directed by Demeter, rather than the Trading Advisor.









<PAGE>

                   PART II.  OTHER INFORMATION


Item 1.  LEGAL PROCEEDINGS

On  March 3, 2000, the plaintiffs in the New York action filed an

appeal of the order dismissing the consolidated complaint.

(Please  refer to Legal Proceedings previously disclosed  in  the

Partnership's Form 10-K for the year ended December 31, 1999  for

a more detailed discussion.)



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 333-60115).



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 333-91563).



The managing underwriter for the Partnership is DWR.



Units are being 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  March  31, 2000, 2,402,891.111 Units were sold,  leaving

6,597,108.889  Units unsold as of March 31, 2000.  The  aggregate

price of the Units sold through March 31, 2000 was $23,335,405.



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  "Investment

Programs,  Use of Proceeds and Trading Policies" section  of  the

prospectus  included as part of the above referenced Registration

Statement.



Item 5.   OTHER INFORMATION

Effective  January 31, 2000, Mark J. Hawley resigned as  Chairman

of  the  Board and a Director of Demeter and Dean Witter  Futures

and  Currency  Management Inc. ("DWFCM")  and  Robert  E.  Murray

replaced him as Chairman of the Board of Demeter and DWFCM.



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.


                            Morgan Stanley Dean Witter Charter
                            Graham L.P. (Registrant)

                            By: Demeter Management Corporation
                               (General Partner)

May 12, 2000                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.