Securities Exchange Act of 1934
          Release No.  40366 / August 26, 1998

          Administrative Proceeding File Number  3-9686

          PUBLIC ADMINISTRATIVE AND CEASE-AND-DESIST PROCEEDING INSTITUTED AGAINST
          DEAN WITTER REYNOLDS INC., HENRY L. AUWINGER, AND DENNIS W. PETERSON

          The Securities and Exchange Commission today instituted an
          administrative proceeding against Dean Witter Reynolds Inc. and
          two of its branch managers, Henry L. Auwinger and Dennis W.
          Peterson.  The Order alleges that Dean Witter, Auwinger, and
          Peterson failed reasonably to supervise Michael J. Oberholzer, a
          former broker in Dean Witter's Hayward, California, branch
          office.  Over a period of more than four years, Oberholzer
          defrauded four retired Dean Witter customers and caused investor
          losses totaling $320,000 by engaging in a pattern of fraudulent
          sales practices that included churning, unauthorized margin
          trading, unsuitable trading, and material misrepresentations and
          omissions.  The Order alleges that Dean Witter, Auwinger, and
          Peterson failed to respond adequately to numerous warning signs
          about Oberholzer's activities and did not follow Dean Witter's
          internal procedures.

          The Order alleges that Auwinger, who supervised Oberholzer from
          November 1990 until September 1994, ignored warning signs for
          several years, including the frequent purchase of risky stocks,
          often on margin, in the accounts of elderly customers on fixed
          incomes.  In addition Auwinger ignored concerns raised about
          Oberholzer by the assistant branch manager and operations manager
          in the branch.  The Order alleges that Peterson, who supervised
          Oberholzer from September 1994 through September 1995, also
          ignored warning signs.  Among other things, Peterson ignored high
          margin interest and numerous margin calls in the accounts of
          Oberholzer's elderly customers, and he failed to ensure that
          Oberholzer followed trading restrictions.

          The Order also alleges that Dean Witter's compliance department
          failed to respond to many of the same warning signs.  The
          compliance department knew about the high level of commissions
          and margin interest being generated by the aggressive trading in
          the accounts of customers with limited financial resources, and
          yet failed to escalate its response as the activity continued
          year after year.  Even though the compliance department had
          substantial concerns about Oberholzer's activities when Peterson
          became his supervisor, the compliance department did not tell
          Peterson about its concerns (although Peterson soon learned about
          Oberholzer's active trading).

          In addition the Order alleges that Dean Witter's procedures were
          not reasonably designed to detect and prevent Oberholzer's
          violations because (1) they did not require escalated and timely
          responses to recurring problems, and (2) they did not require
          that newly assigned branch managers be informed about material
          compliance problems relating to the brokers in their new
          branches.

          Finally, the Order alleges that Dean Witter violated the books
          and records provisions of the federal securities laws because
          Oberholzer falsified the firm's records.

          Auwinger is presently a Dean Witter branch manager in Sacramento,
          California, and Peterson supervises the Hayward, California, Dean
          Witter branch office.  Dean Witter is a brokerage firm and the
          wholly-owned subsidiary of Morgan Stanley, Dean Witter & Co. in
          New York, New York, and has more than 300 offices located
          throughout the United States.

          This action against Dean Witter, Auwinger, and Peterson is
          brought pursuant to Sections 15(b), 19(h), and 21C of the
          Securities Exchange Act of 1934 (the "Exchange Act").

          In September 1997, Oberholzer was enjoined from future violations
          of Section 17(a) of the Securities Act of 1933 and Section 10(b)
          of the Exchange Act and Rule 10b-5 thereunder, and aiding and
          abetting violations of Section 17(a) of the Exchange Act and Rule
          17a-3 thereunder.  Oberholzer was also barred from association
          with any regulated entities.

          A hearing before an administration law judge will be held to
          determine whether the allegations contained in the order are
          true, and, if so, to determine what if any sanctions are
          appropriate.