Exhibit 15-a

To the Directors and Shareholders of Morgan Stanley, 
   Dean Witter, Discover & Co.:

     We have made a review, in  accordance with standards established by  the
American Institute of Certified Public  Accountants, of the unaudited interim
consolidated financial information  of Dean Witter,  Discover & Co.  (renamed
"Morgan  Stanley,  Dean  Witter,  Discover  &  Co."  on  May  31,  1997)  and
subsidiaries as of March 31, 1997 and for the three month periods ended March
31, 1997 and 1996, as indicated in  our report dated April 30, 1997;  because
we did  not perform an audit,  we expressed no opinion on  that information. 
We are aware that  our report, which is included in  your Quarterly Report on
Form 10-Q for the quarter ended March  31, 1997, is incorporated by reference
in this Registration Statement (related to $1,500,000,000 of debt and capital
securities). 

     We also have made a review,  in accordance with standards established by
the American Institute  of Certified Public Accountants, of  the supplemental
unaudited  interim consolidated financial information of Morgan Stanley, Dean
Witter, Discover & Co. and subsidiaries  as of first fiscal quarter end  1997
and for first fiscal quarters 1997 and 1996, as indicated in our report dated
May 31, 1997  (which makes reference  to the review  of Morgan Stanley  Group
Inc. for the quarter ended February  28, 1997 by other auditors); because  we
did not  perform an audit, we  expressed no opinion on that  information.  We
are aware that our  report, which is included in your  Current Report on Form
8-K filed on  June 2, 1997, is incorporated by reference in this Registration
Statement. 

     We also have made a review, in  accordance with standards established by
the American  Institute  of Certified  Public Accountants,  of the  unaudited
interim  condensed consolidated financial information of Morgan Stanley, Dean
Witter, Discover & Co. and subsidiaries as  of May 31, 1997 and for the three
and six month periods ended May 31, 1997 and 1996, as indicated in our report
dated July 15,  1997 (which makes reference  to the review of  Morgan Stanley
Group Inc. for the quarters ended February 28, 1997 and May 31, 1996 by other
auditors); because we  did not perform an  audit, we expressed no  opinion on
that information.   We are aware  that our report, which is  included in your
Quarterly  Report  on  Form 10-Q  for  the  quarter ended  May  31,  1997, is
incorporated by reference in this Registration Statement. 

     We also have made a review, in accordance with  standards established by
the  American Institute  of Certified  Public Accountants,  of the  unaudited
interim  condensed consolidated financial information of Morgan Stanley, Dean
Witter, Discover &  Co. and subsidiaries  as of August  31, 1997 and for  the
three and nine  month periods ended August 31, 1997 and 1996, as indicated in
our report dated  October 14, 1997  (which makes reference  to the review  of
Morgan Stanley Group Inc. for the quarters ended February 28, 1997 and August
31,  1996  by  other auditors);  because  we  did not  perform  an  audit, we
expressed no opinion  on that  information.   We are aware  that our  report,
which is included in your Quarterly Report on Form 10-Q for the quarter ended
August 31, 1997, is incorporated by reference in this Registration Statement.

     We are  aware that the  aforementioned reports, pursuant to  Rule 436(c)
under  the  Securities  Act  of  1933,  are  not considered  a  part  of  the
Registration Statement  prepared or  certified by an  accountant or  a report
prepared or  certified by an accountant within the  meaning of Sections 7 and
11 of that Act.



DELOITTE & TOUCHE LLP

New York, New York
February 12, 1998