CONSENT OF INDEPENDENT ACCOUNTANTS 

We hereby consent to the incorporation by reference in the Proxy Statement 
and Prospectus and the Statement of Additional Information constituting parts 
of this registration statement on Form N-14 (the "Registration Statement") of 
our report dated November 6, 1998 relating to the September 30, 1998 
financial statements and financial highlights of Morgan Stanley Dean Witter 
Income Builder Fund (the "Fund"), formerly Dean Witter Income Builder Fund, 
appearing in the September 30, 1998 Annual Report to Shareholders of Morgan 
Stanley Dean Witter Income Builder Fund, which is also incorporated by 
reference in the Registration Statement. We also consent to the reference to 
us under the heading "Financial Statements and Experts" in such Proxy 
Statement and Prospectus. We also consent to the reference to us under the 
headings "Independent Accountants" and "Experts" in that fund's Statement of 
Additional Information dated November 25, 1998 and to the reference to us 
under the heading "Financial Highlights" in that fund's Prospectus dated 
November 25, 1998 which is incorporated by reference into the Registration 
Statement. 

We hereby consent to the incorporation by reference in the Proxy Statement 
and Prospectus and Statement of Additional Information; constituting parts of 
this registration statement on Form N-14 (the "Registration Statement"), of 
our report dated March 13, 1998 relating to January 31, 1998 financial 
statements and financial highlights of TCW/DW Income and Growth Fund (the 
"Fund"), our report dated March 12, 1999 appearing in the January 31, 1999 
Annual Report to Shareholders of the Fund, which is also incorporated by 
reference into the Registration Statement. We also consent to the reference 
to us under the headings "Independent Accountants" and "Experts" in that 
fund's Statement of Additional Information dated March 31, 1998 and to the 
reference to us under the heading "Financial Highlights" in that fund's 
Prospectus dated March 31, 1998, which is incorporated by reference into the 
Registration Statement. 

PricewaterhouseCoopers LLP 
1177 Avenue of the Americas 
New York, New York 10036 
April 5, 1999