DREYFUS INVESTMENT PORTFOLIOS
497, 1999-05-04
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Dreyfus Investment Portfolios

Core Value Portfolio

Investing in large-cap stocks  for long-term capital growth

PROSPECTUS May 1, 1999

As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.



<PAGE>

The Portfolio

                    Dreyfus Investment Portfolios

                    Core Value Portfolio

Contents

The Portfolio
- --------------------------------------------------------------------------------

Goal/Approach                                                  INSIDE COVER

Main Risks                                                                1

Past Performance                                                          2

Expenses                                                                  2

Management                                                                3

Financial Highlights                                                      4

Account Information
- --------------------------------------------------------------------------------

Account Policies                                                          5

Distributions and Taxes                                                   5

For More Information
- --------------------------------------------------------------------------------

INFORMATION ON THE PORTFOLIO'S RECENT STRATEGIES AND HOLDINGS CAN BE FOUND IN
THE CURRENT ANNUAL/SEMIANNUAL REPORT. SEE BACK COVER.

Portfolio shares are offered only to separate accounts established by insurance
companies to fund variable annuity contracts ("VA contracts") and variable life
insurance policies ("VLI policies"). Individuals may not purchase shares
directly from, or place sell orders directly with, the portfolio. The VA
contracts and the VLI policies are described in the separate prospectuses issued
by the participating insurance companies, over which the portfolio assumes no
responsibility. Conflicts may arise between the interests of VA contract holders
and VLI policyholders. The board of trustees will monitor events to identify any
material conflicts and, if such conflicts arise, determine what action, if any,
should be taken.

While the portfolio's investment objectives and policies may be similar to those
of other funds managed by the investment adviser, the portfolio's investment
results may be higher or lower than, and may not be comparable to, those of the
other funds.


GOAL/APPROACH

The portfolio seeks long-term growth of capital, with current income as a
secondary objective. To pursue these goals, it invests primarily in stocks of
large-cap value companies (market capitalizations of $1 billion and above). The
portfolio typically invests mainly in the stocks of U.S. issuers, and will limit
its foreign stock holdings to 20% of the value of its total assets. The
portfolio's stock investments may include common stocks, preferred stocks,
convertible securities and depositary receipts.

In choosing stocks, the portfolio manager focuses on individual stock selection
(a "bottom-up" approach) rather than forecasting stock market trends (a
"top-down" approach), and looks for value companies. A three-step value
screening process is used to select stocks:

*  value: quantitative screens track traditional
   measures such as price-to-earnings, price-to-book and price-to-sales. These
   ratios are analyzed and compared against the market.

*  sound business fundamentals: a company's
   balance sheet and income data are examined to determine the company's
   financial history.

*  positive business momentum: a company's
   earnings and forecast changes are analyzed and sales and earnings trends are
   reviewed to determine the company's financial condition.

The portfolio typically sells a stock when it is no longer considered a value
company, appears less likely to benefit from the current market and economic
environment, shows deteriorating fundamentals or falls short of the portfolio
manager's expectations.


Concepts to understand

VALUE COMPANIES: companies that appear underpriced according to certain
financial measurements of their intrinsic worth or business prospects (such as
price-to-earnings or price-to-book ratios). Because a stock can remain
undervalued for years, value investors often look for factors that could trigger
a rise in price.

LARGE-CAP COMPANIES: established companies that are considered "known
quantities." Large-cap companies often have the resources to weather economic
shifts, though they can be slower to innovate than small companies.




<PAGE>

MAIN RISKS

While stocks have historically been a leading choice of long-term investors,
they do fluctuate in price. The value of a shareholder's investment in the
portfolio will go up and down, which means that shareholders could lose money.

Value stocks involve the risk that they may never reach what the portfolio
manager believes is their full market value, either because the market fails to
recognize the stock's intrinsic worth or the portfolio manager misgauged that
worth. They also may decline in price, even though in theory they are already
underpriced. Because different types of stocks tend to shift in and out of favor
depending on market and economic conditions, the portfolio's performance may
sometimes be lower or higher than that of other types of funds (such as those
emphasizing growth stocks).

Any foreign securities purchased by the portfolio include special risks, such as
exposure to currency fluctuations, changing political climate, lack of
comprehensive company information and potentially less liquidity.

Under adverse market conditions, the portfolio could invest some or all of its
assets in money market securities. Although the portfolio would do this to avoid
losses, it could have the effect of reducing the benefit from any upswing in the
market. During the period, the portfolio may not achieve its primary investment
objective.

What the portfolio is -- and isn't

The portfolio is a mutual fund: a pooled investment that is professionally
managed and gives you the opportunity to participate in financial markets. It
strives to reach its stated goals, although as with all mutual funds, it cannot
offer guaranteed results.

An investment in the portfolio is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. Shareholders could lose money in the portfolio, but
shareholders also have the potential to make money.

Other potential risks

The portfolio, at times, may invest some assets in derivative securities, such
as options and futures, and in foreign currencies. These practices, when
employed, are used primarily to hedge the portfolio but may be used to increase
returns; however, such practices sometimes may reduce returns or increase
volatility. Derivatives can be illiquid, and a small investment in certain
derivatives could have a potentially large impact on the portfolio's
performance.

At times, the portfolio may engage in short-term trading, which could produce
higher brokerage costs.

The portfolio can buy securities with borrowed money (a form of leverage), which
could have the effect of magnifying the portfolio's gains or losses.

The Portfolio



<PAGE 1>

PAST PERFORMANCE

Since the portfolio has less than one calendar year of performance, average
annual total return information for the portfolio is not included in the
prospectus.

EXPENSES

Investors pay certain fees and expenses in connection with the portfolio, which
are described in the table below. Annual portfolio operating expenses are paid
out of portfolio assets, so their effect is included in the portfolio's share
price. These figures do not reflect any fees or charges imposed by participating
insurance companies under their VA contracts or VLI policies.
- --------------------------------------------------------------------------------

Fee table

ANNUAL PORTFOLIO OPERATING EXPENSES

% OF AVERAGE DAILY NET ASSETS

Management fees                                                         0.75%

Other expenses                                                          1.35%
- --------------------------------------------------------------------------------

TOTAL ANNUAL PORTFOLIO OPERATING EXPENSES                               2.10%

Fee waiver and/or expense reimbursement                                (1.10%)
- --------------------------------------------------------------------------------

NET OPERATING EXPENSES*                                                 1.00%

* THE DREYFUS CORPORATION HAS AGREED, UNTIL DECEMBER 31, 1999, TO WAIVE RECEIPT
OF ITS FEES AND/OR ASSUME THE EXPENSES OF THE PORTFOLIO SO THAT EXPENSES
(EXCLUDING TAXES, BROKERAGE COMMISSIONS, EXTRAORDINARY EXPENSES, INTEREST
EXPENSES AND COMMITMENT FEES ON BORROWINGS) DO NOT EXCEED 1.00%.
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Expense example

1 Year**                             3 Years**                            5 Years**                            10 Years**
- ----------------------------------------------------------------------------------------------
<S>                                  <C>                                  <C>                                  <C>
$102                                 $552                                 $1,028                               $2,344
</TABLE>

This example shows what an investor could pay in expenses over time. It uses the
same hypothetical conditions other funds use in their prospectuses: $10,000
initial investment, 5% total return each year and no changes in expenses. The
figures shown would be the same whether investors sold their shares at the end
of a period or kept them. Because actual returns and expenses will be different,
the example is for comparison only.

** FIRST YEAR IS BASED ON A CONTRACTUAL AGREEMENT.

Concepts to understand

MANAGEMENT FEE: the fee paid to the investment adviser for managing the
portfolio and assisting in all aspects of the portfolio's operations.

OTHER EXPENSES: fees paid by the portfolio for miscellaneous items such as
transfer agency, custody, professional and registration fees.







<PAGE 2>

MANAGEMENT

The investment adviser for the portfolio is The Dreyfus Corporation, 200 Park
Avenue, New York, New York 10166. Founded in 1947, Dreyfus manages one of the
nation's leading mutual fund complexes, with more than $121 billion in over 160
mutual fund portfolios. Dreyfus is the primary mutual fund business of Mellon
Bank Corporation, a broad-based financial services company with a bank at its
core. With more than $389 billion of assets under management and $1.9 trillion
of assets under administration and custody, Mellon provides a full range of
banking, investment and trust products and services to individuals, businesses
and institutions. Its mutual fund companies place Mellon as the leading bank
manager of mutual funds. Mellon is headquartered in Pittsburgh, Pennsylvania.

For the fiscal period May 1, 1998 through December 31, 1998, the portfolio did
not pay Dreyfus an investment advisory fee as a result of a fee waiver/expense
reimbursement in effect.

Management philosophy

The Dreyfus asset management philosophy is based on the belief that discipline
and consistency are important to investment success. For each fund, Dreyfus
seeks to establish clear guidelines for portfolio management and to be
systematic in making decisions. This approach is designed to provide each fund
with a distinct, stable identity.

Portfolio manager

The portfolio's primary portfolio manager is Valerie J. Sill. She has been a
portfolio manager of the portfolio since its inception. Ms. Sill is a portfolio
manager of Dreyfus and Senior Vice President of The Boston Company Asset
Management, Inc. ("TBCAM"), an affiliate of Dreyfus. She is also a member of the
Equity Policy Group of TBCAM. She previously served as director of equity
research and as an equity research analyst for TBCAM.

Concepts to understand

YEAR 2000 ISSUES: the portfolio could be adversely affected if the computer
systems used by Dreyfus and the portfolio's other service providers do not
properly process and calculate date-related information from and after January
1, 2000.

Dreyfus is working to avoid year 2000-related problems in its systems and to
obtain assurances from other service providers that they are taking similar
steps. In addition, issuers of securities in which the portfolio invests may be
adversely affected by year 2000-related problems. This could have an impact on
the value of the portfolio's investments and its share price.

The Portfolio



<PAGE 3>

FINANCIAL HIGHLIGHTS

The following table describes the portfolio's performance for the fiscal period
indicated. Certain information reflects financial results for a single portfolio
share. "Total return" shows how much your investment in the portfolio would have
increased (or decreased) during the period, assuming you had reinvested all
dividends and distributions. These figures have been independently audited by
Ernst & Young LLP, whose report, along with the portfolio's financial
statements, is included in the annual report, which is available upon request.
Keep in mind that fees and charges imposed by participating insurance companies,
which are not reflected in the table, would reduce the investment return that is
shown.
<TABLE>
<CAPTION>

                                                                                PERIOD ENDED DECEMBER 31,
                                                                                        1998(1)
- --------------------------------------------------------------------------------
<S>                                                                                 <C>
PER-SHARE DATA ($)

Net asset value, beginning of period                                                     12.50

Investment operations:  Investment income -- net                                           .07

                         Net realized and unrealized gain (loss) on investments           (.77)

 Total from investment operations                                                         (.70)

 Distributions:          Dividends from investment income -- net                          (.08)

 Net asset value, end of period                                                           11.72

 Total return (%)                                                                        (5.59)(2)
- ------------------------------------------------------------------------------------------------------------------------------

RATIOS/SUPPLEMENTAL DATA

Ratio of expenses to average net assets (%)                                              .67(2)

Ratio of net investment income to average net assets (%)                                 .62(2)

Decrease reflected in above expense ratio due to actions by Dreyfus (%)                  .74(2)

Portfolio turnover rate (%)                                                            47.37(2)
- --------------------------------------------------------------------------------

Net assets, end of period ($ x 1,000)                                                  5,959

(1)  FROM MAY 1, 1998 (COMMENCEMENT OF OPERATIONS) TO DECEMBER 31, 1998.

(2)  NOT ANNUALIZED.
</TABLE>



<PAGE 4>

Account Information

ACCOUNT POLICIES

Buying/Selling shares

Portfolio shares may be purchased or sold (redeemed) by separate accounts of
participating insurance companies. VA contract holders and VLI policyholders
should consult the prospectus of the separate account of the participating
insurance company for more information about buying or selling portfolio shares.

The price for portfolio shares is the portfolio's NAV, which is generally
calculated as of the close of trading on the New York Stock Exchange (usually 4:
00 p.m. Eastern time) every day the exchange is open. Purchase and sale orders
from separate accounts received in proper form by the participating insurance
company on a given business day are priced at the NAV calculated on such day,
provided that the orders are received by the portfolio in proper form on the
next business day. The participating insurance company is responsible for
properly transmitting purchase and sale orders.

Wire purchase payments may be made if the bank account of the participating
insurance company is in a commercial bank that is a member of the Federal
Reserve System or any other bank having a correspondent bank in New York City.
Immediately available funds may be transmitted by wire to The Bank of New York
(DDA#8900375108/Dreyfus Investment Portfolios: Core Value Portfolio), for
purchase of portfolio shares. The wire must include the portfolio account number
(for new accounts, a taxpayer identification number should be included instead),
account registration and dealer number, if applicable, of the participating
insurance company.

The portfolio's investments are generally valued based on market value or, where
market quotations are not readily available, based on fair value as determined
in good faith by the board of trustees.

DISTRIBUTIONS AND TAXES

The portfolio generally pays dividends from its net investment income and
distributes any net capital gains it has realized once a year.

Distributions will be reinvested in the portfolio unless it is instructed
otherwise by a participating insurance company.

Since the portfolio's shareholders are the participating insurance companies and
their separate accounts, the tax treatment of dividends and distributions will
depend on the tax status of the participating insurance company. Accordingly, no
discussion is included as to the federal income tax consequences to VA contract
holders or VLI policyholders. For this information, VA contract holders and VLI
policyholders should consult the prospectus of the separate account of the
participating insurance company or their tax advisers.

Participating insurance companies should consult their tax advisers about
federal, state and local tax consequences.

Who the shareholders are

The participating insurance companies and their separate accounts are the
shareholders of the portfolio. From time to time, a shareholder may own a
substantial number of portfolio shares. The sale of a large number of shares
could hurt the portfolio's net asset value per share (NAV).

Account Information




<PAGE 5>

For More Information

Dreyfus Investment Portfolios Core Value Portfolio
- ----------------------------------------

SEC file number:  811-08673

More information on the portfolio is available free upon request, including the
following:

Annual/Semiannual Report

Describes the portfolio's performance, lists portfolio holdings and contains a
letter from the portfolio manager discussing recent market conditions, economic
trends and portfolio strategies that significantly affected the portfolio's
performance during the last fiscal year.

Statement of Additional Information (SAI)

Provides more details about the portfolio and its policies.  A current SAI is on
file with the Securities and Exchange Commission (SEC) and is incorporated by
reference (is legally considered part of this prospectus).

To obtain information:

BY TELEPHONE Call 1-800-554-4611 or 516-338-3300

BY MAIL  Write to:  The Dreyfus Family of Funds 144 Glenn Curtiss Boulevard
Uniondale, NY 11556-0144 Attn: Institutional Servicing

ON THE INTERNET  Text-only versions of portfolio documents can be viewed online
or downloaded from: http://www.sec.gov

You can also obtain copies by visiting the SEC's Public Reference Room in
Washington, DC (phone 1-800-SEC-0330) or by sending your request and a
duplicating fee to the SEC's Public Reference Section, Washington, DC
20549-6009.

(c) 1999 Dreyfus Service Corporation                       172P0599

<PAGE>


Dreyfus Investment Portfolios

MidCap Stock Portfolio

Investing in stocks of medium-size companies for investment results that exceed
the total return performance of the S&P 400

PROSPECTUS May 1, 1999

As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.



<PAGE>

The Portfolio

                    Dreyfus Investment Portfolios

                    MidCap Stock Portfolio

Contents

The Portfolio
- --------------------------------------------------------------------------------

Goal/Approach                                                  INSIDE COVER

Main Risks                                                                1

Past Performance                                                          2

Expenses                                                                  2

Management                                                                3

Financial Highlights                                                      4

Account Information
- --------------------------------------------------------------------------------

Account Policies                                                          5

Distributions and Taxes                                                   5

For More Information
- --------------------------------------------------------------------------------

INFORMATION ON THE PORTFOLIO'S RECENT STRATEGIES AND HOLDINGS CAN BE FOUND IN
THE CURRENT ANNUAL/SEMIANNUAL REPORT. SEE BACK COVER.

Portfolio shares are offered only to separate accounts established by insurance
companies to fund variable annuity contracts ("VA contracts") and variable life
insurance policies ("VLI policies"). Individuals may not purchase shares
directly from, or place sell orders directly with, the portfolio. The VA
contracts and the VLI policies are described in the separate prospectuses issued
by the participating insurance companies, over which the portfolio assumes no
responsibility. Conflicts may arise between the interests of VA contract holders
and VLI policyholders. The board of trustees will monitor events to identify any
material conflicts and, if such conflicts arise, determine what action, if any,
should be taken.

While the portfolio's investment objective and policies may be similar to those
of other funds managed by the investment adviser, the portfolio's investment
results may be higher or lower than, and may not be comparable to, those of the
other funds.


GOAL/APPROACH

The portfolio seeks investment results that are greater than the total return
performance of publicly traded common stocks of medium-size domestic companies
in the aggregate, as represented by the Standard & Poor's MidCap 400((reg.tm))
Index ("S&P 400"). To pursue this goal, the portfolio invests primarily in a
blended portfolio of growth and value stocks of medium-size companies, those
whose market values generally range between $200 million and $10 billion. Stocks
are chosen through a disciplined process combining computer modeling techniques,
fundamental analysis and risk management. Consistency of returns and stability
of the portfolio's share price compared to the S&P 400 are primary goals of the
process. The portfolio's stock investments may include common stocks, preferred
stocks, convertible securities and depositary receipts.

Dreyfus uses a computer model to identify and rank stocks within an industry or
sector, based on:

*  value, or how a stock is priced relative to its
   perceived intrinsic worth

* growth, in this case the sustainability or
   growth of earnings

* financial profile, which measures the financial
   health of the company

Next, Dreyfus uses fundamental analysis to select the most attractive of the
top-ranked securities.

Dreyfus then manages risk by diversifying across companies and industries,
limiting the potential adverse impact from any one stock or industry. The
portfolio is structured so that its sector weightings and risk characteristics,
such as growth, size, quality and yield, are similar to those of the S&P 400.


Concepts to understand

MIDCAP COMPANIES: established companies that may not be well known. Midcap
companies have the potential to grow faster than large-cap companies, but may
lack the resources to weather economic shifts, and are more volatile than large
companies.

COMPUTER MODEL: a proprietary computer model that evaluates and ranks a universe
of over 2,000 stocks. Dreyfus reviews each of the screens on a regular basis.
Dreyfus also maintains the flexibility to adapt the screening criteria to
changes in market conditions.




<PAGE>

MAIN RISKS

While stocks have historically been a leading choice of long-term investors,
they do fluctuate in price. The value of a shareholder's investment in the
portfolio will go up and down, which means that shareholders could lose money.

Medium-size companies carry additional risks because their earnings tend to be
less predictable, their share prices more volatile and their securities less
liquid than larger, more established companies. Some of the portfolio's
investments will rise and fall based on investor perception rather than
economics.

Although the portfolio seeks to manage risk by broadly diversifying among
industries and by maintaining a risk profile very similar to the S&P 400, the
portfolio is expected to hold fewer securities than the index. Owning fewer
securities and the ability to purchase stocks of companies not listed in the S&P
400 can cause the portfolio to underperform the index.

By investing in a mix of growth and value companies, the portfolio assumes the
risks of both and may achieve more modest gains than funds that use only one
investment style. Because the stock prices of growth companies are based in part
on future expectations, they may fall sharply if earnings expectations are not
met or investors believe the prospects for a stock, industry or the economy in
general are weak. Growth stocks also typically lack the dividend yield that
could cushion stock prices in market downturns. With value stocks, there is the
risk that they may never reach what the manager believes is their full market
value, or that their intrinsic values may fall. While investments in value
stocks may limit downside risk over time, they may produce smaller gains than
riskier stocks.

Under adverse market conditions, the portfolio could invest some or all of its
assets in money market securities. Although the portfolio would do this to avoid
losses, it could have the effect of reducing the benefit from any upswing in the
market. During the period, the portfolio may not achieve its investment
objective.

What the portfolio is -- and isn't

The portfolio is a mutual fund: a pooled investment that is professionally
managed and gives you the opportunity to participate in financial markets. It
strives to reach its stated goal, although as with all mutual funds, it cannot
offer guaranteed results.

An investment in the portfolio is not a bank deposit. It is  not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment  program. Shareholders could lose money in the portfolio,  but
shareholders also have the potential to make money.

Other potential risks

The portfolio, at times, may invest some assets in derivative securities, such
as options and futures. These practices, when employed, are used to hedge the
portfolio and increase returns; however, such practices sometimes may reduce
returns or increase volatility. Derivatives can be illiquid, and a small
investment in certain derivatives could have a potentially large impact on the
portfolio's performance.

The portfolio can buy securities with borrowed money (a form of leverage), which
could have the effect of magnifying the portfolio's gains or losses.

The Portfolio



<PAGE 1>

PAST PERFORMANCE

Since the portfolio has less than one calendar year of performance, average
annual total return information for the portfolio is not included in the
prospectus.

EXPENSES

Investors pay certain fees and expenses in connection with the portfolio, which
are described in the table below. Annual portfolio operating expenses are paid
out of portfolio assets, so their effect is included in the portfolio's share
price. These figures do not reflect any fees or charges imposed by participating
insurance companies under their VA contracts or VLI policies.
- --------------------------------------------------------------------------------

Fee table

ANNUAL PORTFOLIO OPERATING EXPENSES

% OF AVERAGE DAILY NET ASSETS

Management fees                                                         0.75%

Other expenses                                                          1.14%
- --------------------------------------------------------------------------------

TOTAL ANNUAL PORTFOLIO OPERATING EXPENSES                               1.89%

Fee waiver and/or expense reimbursement                                (0.89%)
- --------------------------------------------------------------------------------

NET OPERATING EXPENSES*                                                 1.00%

*THE DREYFUS CORPORATION HAS AGREED, UNTIL DECEMBER 31, 1999, TO WAIVE RECEIPT
OF ITS FEES AND/OR ASSUME THE EXPENSES OF THE PORTFOLIO SO THAT EXPENSES
(EXCLUDING TAXES, BROKERAGE COMMISSIONS, EXTRAORDINARY EXPENSES, INTEREST
EXPENSES AND COMMITMENT FEES ON BORROWINGS) DO NOT EXCEED 1.00%.
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Expense example

1 Year**                             3 Years**                            5 Years**                            10 Years**
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                  <C>                                  <C>                                  <C>
$102                                 $507                                 $939                                 $2,139
</TABLE>
This example shows what an investor could pay in expenses over time. It uses the
same hypothetical conditions other funds use in their prospectuses: $10,000
initial investment, 5% total return each year and no changes in expenses. The
figures shown would be the same whether investors sold their shares at the end
of a period or kept them. Because actual returns and expenses will be different,
the example is for comparison only.

** FIRST YEAR IS BASED ON A CONTRACTUAL AGREEMENT.

Concepts to understand

MANAGEMENT FEE: the fee paid to the investment adviser for managing the
portfolio and assisting in all aspects of the portfolio's operations.

OTHER EXPENSES: fees paid by the portfolio for miscellaneous items such as
transfer agency, custody, professional and registration fees.







<PAGE 2>

MANAGEMENT

The investment adviser for the portfolio is The Dreyfus Corporation, 200 Park
Avenue, New York, New York 10166. Founded in 1947, Dreyfus manages one of the
nation's leading mutual fund complexes, with more than $121 billion in over 160
mutual fund portfolios. Dreyfus is the primary mutual fund business of Mellon
Bank Corporation, a broad-based financial services company with a bank at its
core. With more than $389 billion of assets under management and $1.9 trillion
of assets under administration and custody, Mellon provides a full range of
banking, investment and trust products and services to individuals, businesses
and institutions. Its mutual fund companies place Mellon as the leading bank
manager of mutual funds. Mellon is headquartered in Pittsburgh, Pennsylvania.

For the fiscal period May 1, 1998 through December 31, 1998, the portfolio did
not pay Dreyfus an investment advisory fee as a result of a fee waiver/ expense
reimbursement in effect.

Management philosophy

The Dreyfus asset management philosophy is based on the belief that discipline
and consistency are important to investment success. For each fund, Dreyfus
seeks to establish clear guidelines for portfolio management and to be
systematic in making decisions. This approach is designed to provide each fund
with a distinct, stable identity.

Portfolio manager

John O'Toole is the portfolio's primary portfolio manager, a position he has
held since the portfolio's inception. He has been employed by Dreyfus since
October 1994. Mr. O'Toole also is a Senior Vice President and a portfolio
manager for Mellon Equity Associates, an affiliate of Dreyfus, and has been
employed by Mellon Bank, N.A. since 1979.

Concepts to understand

YEAR 2000 ISSUES: the portfolio could be adversely affected if the computer
systems used by Dreyfus and the portfolio's other service providers do not
properly process and calculate date-related information from and after January
1, 2000.

Dreyfus is working to avoid year 2000-related problems in its systems and to
obtain assurances from other service providers that they are taking similar
steps. In addition, issuers of securities in which the portfolio invests may be
adversely affected by year 2000-related problems. This could have an impact on
the value of the portfolio's investments and its share price.

The Portfolio



<PAGE 3>

FINANCIAL HIGHLIGHTS

The following table describes the portfolio's performance for the fiscal period
indicated. Certain information reflects financial results for a single portfolio
share. "Total return" shows how much your investment in the portfolio would have
increased (or decreased) during the period, assuming you had reinvested all
dividends and distributions. These figures have been independently audited by
Ernst & Young LLP, whose report, along with the portfolio's financial
statements, is included in the annual report, which is available upon request.
Keep in mind that fees and charges imposed by participating insurance companies,
which are not reflected in the table, would reduce the investment return that is
shown.
<TABLE>
<CAPTION>

                                                                                                           PERIOD ENDED
                                                                                                            DECEMBER 31,
                                                                                                              1998(1)
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                                          <C>
PER-SHARE DATA ($)

Net asset value, beginning of period                                                                             12.50

Investment operations:  Investment income -- net                                                                   .02

                         Net realized and unrealized gain (loss) on investments                                   (.34)

 Total from investment operations                                                                                 (.32)

 Distributions:          Dividends from investment income -- net                                                  (.02)

 Net asset value, end of period                                                                                   12.16

 Total return (%)                                                                                                 (2.53)(2)
- ---------------------------------------------------------------------------------------------------------------------------------

RATIOS/SUPPLEMENTAL DATA

Ratio of expenses to average net assets (%)                                                                       .67(2)

Ratio of net investment income to average net assets (%)                                                          .18(2)

Decrease reflected in above expense ratio due to actions by Dreyfus (%)                                           .60(2)

Portfolio turnover rate (%)                                                                                     75.74(2)
- --------------------------------------------------------------------------------

Net assets, end of period ($ x 1,000)                                                                          10,506

(1)  FROM MAY 1, 1998 (COMMENCEMENT OF OPERATIONS) TO DECEMBER 31,1998.

(2)  NOT ANNUALIZED.

</TABLE>


<PAGE 4>

Account Information

ACCOUNT POLICIES

Buying/Selling shares

Portfolio shares may be purchased or sold (redeemed) by separate accounts of
participating insurance companies. VA contract holders and VLI policyholders
should consult the prospectus of the separate account of the participating
insurance company for more information about buying or selling portfolio shares.

The price for portfolio shares is the portfolio's NAV, which is generally
calculated as of the close of trading on the New York Stock Exchange (usually 4:
00 p.m. Eastern time) every day the exchange is open. Purchase and sale orders
from separate accounts received in proper form by the participating insurance
company on a given business day are priced at the NAV calculated on such day,
provided that the orders are received by the portfolio in proper form on the
next business day. The participating insurance company is responsible for
properly transmitting purchase and sale orders.

Wire purchase payments may be made if the bank account of the participating
insurance company is in a commercial bank that is a member of the Federal
Reserve System or any other bank having a correspondent bank in New York City.
Immediately available funds may be transmitted by wire to The Bank of New York
(DDA#8900375108/Dreyfus Investment Portfolios: MidCap Stock Portfolio), for
purchase of portfolio shares. The wire must include the portfolio account number
(for new accounts, a taxpayer identification number should be included instead),
account registration and dealer number, if applicable, of the participating
insurance company.

The portfolio's investments are generally valued based on market value or, where
market quotations are not readily available, based on fair value as determined
in good faith by the board of trustees.

DISTRIBUTIONS AND TAXES

The portfolio generally pays dividends from its net investment income and
distributes any net capital gains it has realized once a year.

Distributions will be reinvested in the portfolio unless it is instructed
otherwise by a participating insurance company.

Since the portfolio's shareholders are the participating insurance companies and
their separate accounts, the tax treatment of dividends and distributions will
depend on the tax status of the participating insurance company. Accordingly, no
discussion is included as to the federal income tax consequences to VA contract
holders or VLI policyholders. For this information, VA contract holders and VLI
policyholders should consult the prospectus of the separate account of the
participating insurance company or their tax advisers.

Participating insurance companies should consult their tax advisers about
federal, state and local tax consequences.

Who the shareholders are

The participating insurance companies and their separate accounts are the
shareholders of the portfolio. From time to time, a shareholder may own a
substantial number of portfolio shares. The sale of a large number of shares
could hurt the portfolio's net asset value per share (NAV).

Account Information




<PAGE 5>

For More Information

Dreyfus Investment Portfolios MidCap Stock Portfolio
- ----------------------------------------

SEC file number:  811-08673

More information on the portfolio is available free upon request, including the
following:

Annual/Semiannual Report

Describes the portfolio's performance, lists portfolio holdings and contains a
letter from the portfolio manager discussing recent market conditions, economic
trends and portfolio strategies that significantly affected the portfolio's
performance during the last fiscal year.

Statement of Additional Information (SAI)

Provides more details about the portfolio and its policies. A current SAI is on
file with the Securities and Exchange Commission (SEC) and is incorporated by
reference (is legally considered part of this prospectus).

To obtain information:

BY TELEPHONE Call 1-800-554-4611 or 516-338-3300

BY MAIL  Write to:  The Dreyfus Family of Funds 144 Glenn Curtiss Boulevard
Uniondale, NY 11556-0144 Attn: Institutional Servicing

ON THE INTERNET  Text-only versions of portfolio documents can be viewed online
or downloaded from: http://www.sec.gov

You can also obtain copies by visiting the SEC's Public Reference Room in
Washington, DC (phone 1-800-SEC-0330) or by sending your request and a
duplicating fee to the SEC's Public Reference Section, Washington, DC
20549-6009.

(c) 1999 Dreyfus Service Corporation                    174P0599


<PAGE>


Dreyfus Investment Portfolios

Founders Growth Portfolio

Investing in stocks of growth companies for long-term capital growth

PROSPECTUS May 1, 1999

As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.



<PAGE>

The Portfolio

                    Dreyfus Investment Portfolios

                    Founders Growth Portfolio

Contents

The Portfolio
- --------------------------------------------------------------------------------

Goal/Approach                                                  INSIDE COVER

Main Risks                                                                1

Past Performance                                                          2

Expenses                                                                  2

Management                                                                3

Financial Highlights                                                      5

Account Information
- --------------------------------------------------------------------------------

Account Policies                                                          6

Distributions and Taxes                                                   6

For More Information
- --------------------------------------------------------------------------------

INFORMATION ON THE PORTFOLIO'S RECENT STRATEGIES AND HOLDINGS CAN BE FOUND IN
THE CURRENT ANNUAL/SEMIANNUAL REPORT. SEE BACK COVER.

Portfolio shares are offered only to separate accounts established by insurance
companies to fund variable annuity contracts ("VA contracts") and variable life
insurance policies ("VLI policies"). Individuals may not purchase shares
directly from, or place sell orders directly with, the portfolio. The VA
contracts and VLI policies are described in the separate prospectuses issued by
the participating insurance companies, over which the portfolio assumes no
responsibility. Conflicts may arise between the interests of VA contract holders
and VLI policyholders. The board of trustees will monitor events to identify any
material conflicts and, if such conflicts arise, determine what action, if any,
should be taken.

While the portfolio's investment objective and policies may be similar to those
of other funds managed by the investment advisers, the portfolio's investment
results may be higher or lower than, and may not be comparable to, those of the
other funds.


GOAL/APPROACH

The portfolio seeks long-term growth of capital. To pursue this goal, it invests
primarily in equity securities of well-established, high quality "growth"
companies. These companies tend to have strong performance records, solid market
positions and reasonable financial strength, and have continuous operating
records of three years or more.

The portfolio managers will seek investment opportunities for the portfolio,
generally, in companies which they believe have fundamental strengths that
indicate the potential for growth in earnings per share. The portfolio managers
focus on individual stock selection (a "bottom-up" approach) rather than on
forecasting stock market trends (a "top-down" approach).

The portfolio may invest up to 30% of its assets in foreign securities, and up
to 25% of its assets in any one foreign country. The portfolio also may invest
in investment grade debt securities of domestic or foreign issuers that the
portfolio managers believe -- based on market conditions, the financial
condition of the issuer, general economic conditions, and other relevant factors
- -- offer opportunities for capital growth.


Concepts to understand

GROWTH COMPANIES: companies whose earnings are expected to grow faster than the
overall market. Often, growth stocks have relatively high price-to-earnings and
price-to-book ratios, and tend to be more volatile than value stocks.

EQUITY SECURITIES: common stocks, preferred stocks and convertible securities.
The portfolio will invest in preferred stocks and convertible securities that
are rated at the time of purchase at least B by a credit rating agency or the
unrated equivalent as determined by the portfolio's sub-adviser.






<PAGE>

MAIN RISKS

While stocks have historically been a leading choice of long-term investors,
they do fluctuate in price. The value of a shareholder's investment in the
portfolio will go up and down, which means that shareholders could lose money.

While the portfolio's investments in stocks of well-established companies may
limit the overall downside risk of the portfolio over time, the portfolio may
produce more modest gains than riskier stock funds as a trade-off for this
potentially lower risk.

Growth companies are expected to increase their earnings at a certain rate. If
these expectations are not met, investors can punish the stocks inordinately --
even if earnings showed an absolute increase. In addition, growth stocks
typically lack the dividend yield that can cushion stock prices in market
downturns.

Any foreign securities purchased by the portfolio include special risks, such as
exposure to currency fluctuations, changing political climate, lack of
comprehensive company information and potentially less liquidity.

Under adverse market conditions, the portfolio could invest some or all of its
assets in money market securities. Although the portfolio would do this to avoid
losses, it could have the effect of reducing the benefit from any upswing in the
market. During such period, the portfolio may not achieve its investment
objective.

What the portfolio is -- and isn't

The portfolio is a mutual fund: a pooled investment that is professionally
managed and gives you the opportunity to participate in financial markets. It
strives to reach its stated goal, although as with all mutual funds, it cannot
offer guaranteed results.

An investment in the portfolio is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. Shareholders could lose money in the portfolio, but
shareholders also have the potential to make money.

Other potential risks

At times, the portfolio may engage in short-term trading, which could produce
higher brokerage costs.

The Portfolio



<PAGE 1>

PAST PERFORMANCE

Since the portfolio has less than one calendar year of performance, average
annual total return information for the portfolio is not included in this
section of the prospectus.

EXPENSES

Investors pay certain fees and expenses in connection with the portfolio, which
are described in the table below. Annual portfolio operating expenses are paid
out of portfolio assets, so their effect is included in the portfolio's share
price. These figures do not reflect any fees or charges imposed by participating
insurance companies under their VA contracts or VLI policies.
- --------------------------------------------------------------------------------

Fee table

ANNUAL PORTFOLIO OPERATING EXPENSES

% OF AVERAGE DAILY NET ASSETS

Management fees                                                         0.75%

Other expenses                                                          1.45%
- --------------------------------------------------------------------------------

TOTAL ANNUAL PORTFOLIO OPERATING EXPENSES                               2.20%

Fee waiver and/or expense reimbursement                                (1.20%)
- --------------------------------------------------------------------------------

NET OPERATING EXPENSES*                                                 1.00%

*THE DREYFUS CORPORATION HAS AGREED, UNTIL DECEMBER 31, 1999, TO WAIVE RECEIPT
OF ITS FEES AND/OR ASSUME THE EXPENSES OF THE PORTFOLIO SO THAT EXPENSES
(EXCLUDING TAXES, BROKERAGE COMMISSIONS, EXTRAORDINARY EXPENSES, INTEREST
EXPENSES AND COMMITMENT FEES ON BORROWINGS) DO NOT EXCEED 1.00%.
- --------------------------------------------------------------------------------

Expense example

1 Year**              3 Years**
- --------------------------------------------------------------------------------

$102                  $573

This example shows what an investor could pay in expenses over time. It uses the
same hypothetical conditions other funds use in their prospectuses: $10,000
initial investment, 5% total return each year and no changes in expenses. The
figures shown would be the same whether investors sold their shares at the end
of a period or kept them. Because actual returns and expenses will be different,
the example is for comparison only.

**FIRST YEAR IS BASED ON A CONTRACTUAL AGREEMENT.

Concepts to understand

MANAGEMENT FEE: the fee paid to the investment adviser for managing the
portfolio and assisting in all aspects of the portfolio's operations.

OTHER EXPENSES: estimated fees to be paid by the portfolio for the current
fiscal year for miscellaneous items such as transfer agency, custody,
professional and registration fees.







<PAGE 2>

MANAGEMENT

The investment adviser for the portfolio is The Dreyfus Corporation, 200 Park
Avenue, New York, New York 10166. Founded in 1947, Dreyfus manages one of the
nation's leading mutual fund complexes, with more than $120 billion in over 160
mutual fund portfolios. Dreyfus is the primary mutual fund business of Mellon
Bank Corporation, a broad-based financial services company with a bank at its
core. With more than $389 billion of assets under management and $1.9 trillion
of assets under administration and custody, Mellon provides a full range of
banking, investment and trust products and services to individuals, businesses
and institutions. Its mutual fund companies place Mellon as the leading bank
manager of mutual funds. Mellon is headquartered in Pittsburgh, Pennsylvania.

For the fiscal period September 30, 1998 through December 31, 1998, the
portfolio did not pay Dreyfus an investment advisory fee as a result of a fee
waiver/expense reimbursement in effect.

Dreyfus has engaged its affiliate, Founders Asset Management LLC, to serve as
the portfolio's sub-investment adviser. Founders, located at Founders Financial
Center, 2930 East Third Avenue, Denver, Colorado 80206, and its predecessor
companies have been offering tools to help investors pursue their financial
goals since 1938. As of December 31, 1998, Founders managed mutual funds and
other client accounts having aggregate assets of approximately $7.56 billion.

Management philosophy

The Dreyfus asset management philosophy is based on the belief that discipline
and consistency are important to investment success. For each fund, Dreyfus
seeks to establish clear guidelines for portfolio management and to be
systematic in making decisions. This approach is designed to provide each fund
with a distinct, stable identity.

Portfolio managers

The portfolio's primary portfolio managers are Scott A. Chapman and Thomas M.
Arrington. Mr. Chapman and Mr. Arrington have been the portfolio's primary
portfolio managers, and have been employed by Founders, since December 1998. Mr.
Chapman is a Vice President of Investments and Director of Research at Founders.
Mr. Arrington is a Vice President of Investments at Founders. Prior to joining
Founders, Mr. Chapman was employed for seven years at HighMark Capital
Management, Inc., a subsidiary of Union BanCal Corporation, as a securities
research analyst and, most recently, as a vice president and director of growth
strategy. Prior to joining Founders, Mr. Arrington was employed for eight years
at HighMark Capital where he held various positions, including vice president
and director of income and growth strategy, securities research analyst and,
most recently, vice president and director of income equity strategy.

Concepts to understand

YEAR 2000 ISSUES: the portfolio could be adversely affected if the computer
systems used by Dreyfus and the portfolio's other service providers do not
properly process and calculate date-related information from and after January
1, 2000.

Dreyfus is working to avoid year 2000-related problems in its systems and to
obtain assurances from other service providers that they are taking similar
steps. In addition, issuers of securities in which the portfolio invests may be
adversely affected by year 2000-related problems. This could have an impact on
the value of the portfolio's investments and its share price.

The Portfolio



<PAGE 3>

Performance information for Public Fund and Portfolio

Although the portfolio is newly organized and does not yet have its own full
year of performance, the portfolio has the same investment objective and follows
substantially the same investment policies and strategies as a corresponding
series of another open-end investment company advised by Founders --Founders
Growth Fund (the "Public Fund"). The first table at right shows average annual
total return information for the Public Fund and for the S&P 500((reg.tm))
Index, the benchmark index of the portfolio and the Public Fund. The second
table shows the aggregate total return for the portfolio from its commencement
of operations through December 31, 1998. The portfolio currently has the same
primary portfolio managers as the Public Fund.

Investors should not consider this performance data as an indication of the
future performance of the portfolio. The performance figures for the Public Fund
reflect the deduction of the historical fees and expenses paid by the Public
Fund, and not those to be paid by the portfolio. The Public Fund's total annual
operating expenses, after fee waiver and expense reimbursement, for the year
ended December 31, 1998 were 1.08% of its average daily net assets. The figures
for the Public Fund and portfolio also do not reflect the deduction of charges
or expenses attributable to VA contracts or VLI policies, which would lower the
performance quoted. Policy owners should refer to the applicable insurance
company prospectus for information on any such charges and expenses.
Additionally, although it is anticipated that the portfolio and the Public Fund
will hold similar securities, their investment results are expected to differ.
In particular, differences in asset size and in cash flow, resulting from
purchases and redemptions of portfolio shares, may result in different security
selections, differences in the relative weightings of securities or differences
in the price paid for particular portfolio holdings.

PUBLIC FUND

Historical performance information for the Public Fund and for the S&P 500 Index
for various periods ended December 31, 1998, as calculated pursuant to SEC
guidelines, is as follows:
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Average annual total return AS OF 12/31/98

                                                                  1 Year                   5 Years                 10 Years
- --------------------------------------------------------------------------------------------------------------------------------
<S>                                                               <C>                      <C>                     <C>
FOUNDERS GROWTH
FUND                                                               25.04%                   21.02%                  20.30%

S&P 500 INDEX*                                                     28.60%                   24.05%                  19.19%
</TABLE>
PORTFOLIO

Aggregate total return for the portfolio and the S&P 500 Index for the period
ended December 31, 1998, as calculated pursuant to SEC guidelines, is as
follows:
- --------------------------------------------------------------------------------

Aggregate total return AS OF 12/31/98

                                                      Since inception

                                                         (9/30/98)
- --------------------------------------------------------------------------------

FOUNDERS GROWTH PORTFOLIO                                    27.20%

S&P 500 INDEX*                                               21.28%
- --------------------------------------------------------------------------------

* THE S&P 500 INDEX IS A WIDELY RECOGNIZED UNMANAGED INDEX OF STOCK PERFORMANCE.
ALL PERFORMANCE FIGURES REFLECT THE REINVESTMENT OF DIVIDENDS AND OTHER
DISTRIBUTIONS.





<PAGE 4>

FINANCIAL HIGHLIGHTS

The following table describes the portfolio's performance for the fiscal period
indicated. Certain information reflects financial results for a single portfolio
share. "Total return" shows how much your investment in the portfolio would have
increased (or decreased) during the period, assuming you had reinvested all
dividends and distributions. These figures have been independently audited by
Ernst & Young LLP, whose report, along with the portfolio's financial
statements, is included in the annual report, which is available upon request.
Keep in mind that fees and charges imposed by participating insurance companies,
which are not reflected in the table, would reduce the investment return that is
shown.
<TABLE>
<CAPTION>
                                                                                                             PERIOD ENDED
                                                                                                              DECEMBER 31,
                                                                                                                 1998(1)
- --------------------------------------------------------------------------------
<S>                                                                                                           <C>
PER-SHARE DATA ($)

Net asset value, beginning of period                                                                              12.50

Investment operations:  Investment income -- net                                                                    .01

                         Net realized and unrealized gain (loss) on investments                                    3.39

 Total from investment operations                                                                                  3.40

 Net asset value, end of period                                                                                   15.90

 Total return (%)                                                                                                 27.20(2)
- ---------------------------------------------------------------------------------------------------------------------------------

RATIOS/SUPPLEMENTAL DATA

Ratio of expenses to average net assets (%)                                                                         .25(2)

Ratio of net investment income to average net assets (%)                                                            .05(2)

Decrease reflected in above expense ratio due to actions by Dreyfus (%)                                             .31(2)

Portfolio turnover rate (%)                                                                                       75.65(2)
- --------------------------------------------------------------------------------

Net assets, end of period ($ x 1,000)                                                                             2,544

(1)  FROM SEPTEMBER 30, 1998 (COMMENCEMENT OF OPERATIONS) TO DECEMBER 31, 1998.

(2)  NOT ANNUALIZED.
</TABLE>
The Portfolio



<PAGE 5>

Account Information

ACCOUNT POLICIES

Buying/Selling shares

Portfolio shares may be purchased or sold (redeemed) by separate accounts of
participating insurance companies. VA contract holders and VLI policyholders
should consult the prospectus of the separate account of the participating
insurance company for more information about buying or selling portfolio shares.

The price for portfolio shares is the portfolio's NAV, which is generally
calculated as of the close of trading on the New York Stock Exchange (usually 4:
00 p.m. Eastern time) every day the exchange is open. Purchase and sale orders
from separate accounts received in proper form by the participating insurance
company on a given business day are priced at the NAV calculated on such day,
provided that the orders are received by the portfolio in proper form on the
next business day. The participating insurance company is responsible for
properly transmitting purchase and sale orders.

Wire purchase payments may be made if the bank account of the participating
insurance company is in a commercial bank that is a member of the Federal
Reserve System or any other bank having a correspondent bank in New York City.
Immediately available funds may be transmitted by wire to The Bank of New York
(DDA#8900375108/Dreyfus Investment Portfolios: Founders Growth Portfolio), for
purchase of portfolio shares. The wire must include the portfolio account number
(for new accounts, a taxpayer identification number should be included instead),
account registration and dealer number, if applicable, of the participating
insurance company.

The portfolio's investments are generally valued based on market value or, where
market quotations are not readily available, based on fair value as determined
in good faith by the board of trustees.

DISTRIBUTIONS AND TAXES

The portfolio generally pays dividends from its net investment income and
distributes any net capital gains it has realized once a year.

Distributions will be reinvested in the portfolio unless it is instructed
otherwise by a participating insurance company.

Since the portfolio's shareholders are the participating insurance companies and
their separate accounts, the tax treatment of dividends and distributions will
depend on the tax status of the participating insurance company. Accordingly, no
discussion is included as to the federal income tax consequences to VA contract
holders or VLI policyholders. For this information, VA contract holders and VLI
policyholders should consult the prospectus of the separate account of the
participating insurance company or their tax advisers.

Participating insurance companies should consult their tax advisers about
federal, state and local tax consequences.

Who the shareholders are

The participating insurance companies and their separate accounts are the
shareholders of the portfolio. From time to time, a shareholder may own a
substantial number of portfolio shares. The sale of a large number of shares
could hurt the portfolio's net asset value per share (NAV).





<PAGE 6>

NOTES

<PAGE>


NOTES

<PAGE>


NOTES

<PAGE>


For More Information

Dreyfus Investment Portfolios Founders Growth Portfolio
- ----------------------------------------

SEC file number:  811-08673

More information on the portfolio is available free upon request, including the
following:

Annual/Semiannual Report

Describes the portfolio's performance, lists portfolio holdings and contains a
letter from the portfolio manager discussing recent market conditions, economic
trends and portfolio strategies that significantly affected the portfolio's
performance during the last fiscal year.

Statement of Additional Information (SAI)

Provides more details about the portfolio and its policies. A current SAI is on
file with the Securities and Exchange Commission (SEC) and is incorporated by
reference (is legally considered part of this prospectus).

To obtain information:

BY TELEPHONE Call 1-800-554-4611 or 516-338-3300

BY MAIL  Write to:  The Dreyfus Family of Funds 144 Glenn Curtiss Boulevard
Uniondale, NY 11556-0144 Attn: Institutional Servicing

ON THE INTERNET  Text-only versions of portfolio documents can be viewed online
or downloaded from: http://www.sec.gov

You can also obtain copies by visiting the SEC's Public Reference Room in
Washington, DC (phone 1-800-SEC-0330) or by sending your request and a
duplicating fee to the SEC's Public Reference Section, Washington, DC
20549-6009.

(c) 1999 Dreyfus Service Corporation
7537P0599

<PAGE>


Dreyfus Investment Portfolios

Founders Passport Portfolio

Investing in stocks of smaller foreign growth

companies for capital appreciation

PROSPECTUS May 1, 1999

As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.



<PAGE>

The Portfolio

                    Dreyfus Investment Portfolios

                    Founders Passport Portfolio


Contents

The Portfolio
- --------------------------------------------------------------------------------

Goal/Approach                                                  INSIDE COVER

Main Risks                                                                1

Past Performance                                                          2

Expenses                                                                  2

Management                                                                3

Financial Highlights                                                      5

Account Information
- --------------------------------------------------------------------------------

Account Policies                                                          6

Distributions and Taxes                                                   6

For More Information
- --------------------------------------------------------------------------------

INFORMATION ON THE PORTFOLIO'S RECENT STRATEGIES AND HOLDINGS CAN BE FOUND IN
THE CURRENT ANNUAL/SEMIANNUAL REPORT. SEE BACK COVER.

Portfolio shares are offered only to separate accounts established by insurance
companies to fund variable annuity contracts ("VA contracts") and variable life
insurance policies ("VLI policies"). Individuals may not purchase shares
directly from, or place sell orders directly with, the portfolio. The VA
contracts and VLI policies are described in the separate prospectuses issued by
the participating insurance companies, over which the portfolio assumes no
responsibility. Conflicts may arise between the interests of VA contract holders
and VLI policyholders. The board of trustees will monitor events to identify any
material conflicts and, if such conflicts arise, determine what action, if any,
should be taken.

While the portfolio's investment objective and policies may be similar to those
of other funds managed by the investment advisers, the portfolio's investment
results may be higher or lower than, and may not be comparable to, those of the
other funds.



GOAL/APPROACH

The portfolio seeks capital appreciation. To pursue this goal, it invests
primarily in equity securities of foreign issuers with market capitalizations or
annual revenues of $1 billion or less and which are characterized as "growth"
companies.

The portfolio manager will seek investment opportunities for the portfolio,
generally, in companies which he believes have fundamental strengths that
indicate the potential for growth in earnings per share. The portfolio manager
focuses on individual stock selection (a "bottom-up" approach) rather than on
forecasting stock market trends (a "top-down" approach).

The portfolio will invest primarily in foreign issuers from at least three
foreign countries with established or emerging economies. The portfolio may
invest in securities of larger foreign issuers or in U.S. issuers, if the
portfolio manager believes these securities offer attractive opportunities for
capital appreciation.

The portfolio also may invest in investment grade debt securities of domestic or
foreign issuers that the portfolio manager believes -- based on market
conditions, the financial condition of the issuer, general economic conditions,
and other relevant factors -- offer opportunities for capital appreciation.

Concepts to understand

GROWTH COMPANIES: companies whose earnings are expected to grow faster than the
overall market. Often, growth stocks have relatively high price-to-earnings and
price-to-book ratios, and tend to be more volatile than value stocks.

EQUITY SECURITIES: common stocks, preferred stocks and convertible securities.
The portfolio will invest in preferred stocks and convertible securities that
are rated at the time of purchase at least B by a credit rating agency or the
unrated equivalent as determined by the portfolio's sub-adviser.




<PAGE>

MAIN RISKS

The portfolio's performance will be influenced by political, social and economic
factors affecting companies in foreign countries. Like the stocks of U.S.
companies, the securities of foreign issuers fluctuate in price, often based on
factors unrelated to the issuers' value, and such fluctuations can be
pronounced. Unlike investing in U.S. companies, foreign securities include
special risks such as exposure to currency fluctuations, a lack of comprehensive
company information, political instability, and differing auditing and legal
standards. The value of a shareholder's investment in the portfolio will go up
and down, which means that shareholders could lose money.

Growth companies are expected to increase their earnings at a certain rate. If
these expectations are not met, investors can punish the stocks inordinately --
even if earnings showed an absolute increase. In addition, growth stocks
typically lack the dividend yield that can cushion stock prices in market
downturns.

The portfolio may invest in the stocks of companies located in developed
countries and in emerging markets. Emerging market countries generally have
economic structures that are less diverse and mature, and political systems that
are less stable, than those of developed countries. Emerging markets may be more
volatile than the markets of more mature economies, and the securities of
companies located in emerging markets are often subject to rapid and large
changes in price; however, these markets also may provide higher long-term rates
of return.

The portfolio invests primarily in securities issued by companies with
relatively small market capitalizations. Smaller companies typically carry
additional risks because their earnings tend to be less predictable, their share
prices more volatile and their securities less liquid than larger,
more-established companies.

Under adverse market conditions, the portfolio could invest some or all of its
assets in money market securities. Although the portfolio would do this to avoid
losses, it could have the effect of reducing the benefit from any upswing in the
market. During such period, the portfolio may not achieve its investment
objective.

What the portfolio is -- and isn't

The portfolio is a mutual fund: a pooled investment that is professionally
managed and gives you the opportunity to participate in financial markets. It
strives to reach its stated goal, although as with all mutual funds, it cannot
offer guaranteed results.

An investment in the portfolio is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. Shareholders could lose money in the portfolio, but
shareholders also have the potential to make money.

Other potential risks

At times, the portfolio may engage in short-term trading, which could produce
higher brokerage costs.

The Portfolio



<PAGE 1>

PAST PERFORMANCE

Since the portfolio has less than one calendar year of performance, average
annual total return information for the portfolio is not included in this
section of the prospectus.

EXPENSES

Investors pay certain fees and expenses in connection with the portfolio, which
are described in the table below. Annual portfolio operating expenses are paid
out of portfolio assets, so their effect is included in the portfolio's share
price. These figures do not reflect any fees or charges imposed by participating
insurance companies under their VA contracts or VLI policies.
- --------------------------------------------------------------------------------

Fee table

ANNUAL PORTFOLIO OPERATING EXPENSES

% OF AVERAGE DAILY NET ASSETS

Management fees                                                         1.00%

Other expenses                                                          1.67%
- --------------------------------------------------------------------------------

TOTAL ANNUAL PORTFOLIO OPERATING EXPENSES                               2.67%

Fee waiver and/or expense reimbursement                                (1.17%)
- --------------------------------------------------------------------------------

NET OPERATING EXPENSES*                                                 1.50%

*THE DREYFUS CORPORATION HAS AGREED, UNTIL DECEMBER 31, 1999, TO WAIVE RECEIPT
OF ITS FEES AND/OR ASSUME THE EXPENSES OF THE PORTFOLIO SO THAT EXPENSES
(EXCLUDING TAXES, BROKERAGE COMMISSIONS, EXTRAORDINARY EXPENSES, INTEREST
EXPENSES AND COMMITMENT FEES ON BORROWINGS) DO NOT EXCEED 1.50%.
- --------------------------------------------------------------------------------

Expense example

1 Year**              3 Years**
- --------------------------------------------------------------------------------

$152                  $718

This example shows what an investor could pay in expenses over time. It uses the
same hypothetical conditions other funds use in their prospectuses: $10,000
initial investment, 5% total return each year and no changes in expenses. The
figures shown would be the same whether investors sold their shares at the end
of a period or kept them. Because actual returns and expenses will be different,
the example is for comparison only.

**FIRST YEAR IS BASED ON A CONTRACTUAL AGREEMENT.

Concepts to understand

MANAGEMENT FEE: the fee paid to the investment adviser for managing the
portfolio and assisting in all aspects of the portfolio's operations.

OTHER EXPENSES: estimated fees to be paid by the portfolio for the current
fiscal year for miscellaneous items such as transfer agency, custody,
professional and registration fees.







<PAGE 2>

MANAGEMENT

The investment adviser for the portfolio is The Dreyfus Corporation, 200 Park
Avenue, New York, New York 10166. Founded in 1947, Dreyfus manages one of the
nation's leading mutual fund complexes, with more than $120 billion in over 160
mutual fund portfolios. Dreyfus is the primary mutual fund business of Mellon
Bank Corporation, a broad-based financial services company with a bank at its
core. With more than $389 billion of assets under management and $1.9 trillion
of assets under administration and custody, Mellon provides a full range of
banking, investment and trust products and services to individuals, businesses
and institutions. Its mutual fund companies place Mellon as the leading bank
manager of mutual funds. Mellon is headquartered in Pittsburgh, Pennsylvania.

For the fiscal period September 30, 1998 through December 31, 1998, the
portfolio did not pay Dreyfus an investment advisory fee as a result of a fee
waiver/expense reimbursement in effect.

Dreyfus has engaged its affiliate, Founders Asset Management LLC, to serve as
the portfolio's sub-investment adviser. Founders, located at Founders Financial
Center, 2930 East Third Avenue, Denver, Colorado 80206, and its predecessor
companies have been offering tools to help investors pursue their financial
goals since 1938. As of December 31, 1998, Founders managed mutual funds and
other client accounts having aggregate assets of approximately $7.56 billion.

Management philosophy

The Dreyfus asset management philosophy is based on the belief that discipline
and consistency are important to investment success. For each fund, Dreyfus
seeks to establish clear guidelines for portfolio management and to be
systematic in making decisions. This approach is designed to provide each fund
with a distinct, stable identity.

Portfolio manager

The portfolio's primary portfolio manager is Michael W. Gerding. He has been the
portfolio's primary portfolio manager since the portfolio's inception and has
been employed by Founders since 1990. He is a Senior Vice President of
Investments at Founders.

Concepts to understand

YEAR 2000 ISSUES: the portfolio could be adversely affected if the computer
systems used by Dreyfus and the portfolio's other service providers do not
properly process and calculate date-related information from and after January
1, 2000.

Dreyfus is working to avoid year 2000-related problems in its systems and to
obtain assurances from other service providers that they are taking similar
steps. In addition, issuers of securities in which the portfolio invests may be
adversely affected by year 2000-related problems. This could have an impact on
the value of the portfolio's investments and its share price.

The Portfolio



<PAGE 3>

Performance information for Public Fund and Portfolio

Although the portfolio is newly organized and does not yet have its own full
year of performance, the portfolio has the same investment objective and follows
substantially the same investment policies and strategies as a corresponding
series of another open-end investment company advised by Founders -- Founders
Passport Fund (the "Public Fund"). The first table at right shows average annual
total return information for the Public Fund and for the MSCI World (ex US)
Index, the benchmark index of the portfolio and the Public Fund. The second
table shows the aggregate total return for the portfolio from its commencement
of operations through December 31, 1998. The portfolio currently has the same
primary portfolio manager as the Public Fund.

Investors should not consider this performance data as an indication of the
future performance of the portfolio. The performance figures for the Public Fund
reflect the deduction of the historical fees and expenses paid by the Public
Fund, and not those to be paid by the portfolio. The Public Fund's total annual
operating expenses, after fee waiver and expense reimbursement, for the year
ended December 31, 1998 were 1.47% of its average daily net assets. The figures
for the Public Fund and portfolio also do not reflect the deduction of charges
or expenses attributable to VA contracts or VLI policies, which would lower the
performance quoted. Policy owners should refer to the applicable insurance
company prospectus for information on any such charges and expenses.
Additionally, although it is anticipated that the portfolio and the Public Fund
will hold similar securities, their investment results are expected to differ.
In particular, differences in asset size and in cash flow resulting from
purchases and redemptions of portfolio shares may result in different security
selections, differences in the relative weightings of securities or differences
in the price paid for particular portfolio holdings.

PUBLIC FUND

Historical performance information for the Public Fund and for the MSCI World
(ex US) Index for various periods ended December 31, 1998, as calculated
pursuant to SEC guidelines, is as follows:
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Average annual total return AS OF 12/31/98

                                                                                                                     Since
                                                                                                                   inception
                                                                  1 Year                   5 Years                (11/16/93)
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                                               <C>                      <C>                     <C>
FOUNDERS
PASSPORT FUND                                                     12.50%                    8.89%                   9.77%

MSCI WORLD (EX US)
INDEX*                                                            18.77%                    9.19%                  10.50%**

</TABLE>
PORTFOLIO

Aggregate total return for the portfolio and the MSCI World (ex US) Index for
the period ended December 31, 1998, as calculated pursuant to SEC guidelines, is
as follows:
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Aggregate total return AS OF 12/31/98

                                                                                       Since inception
                                                                                          (9/30/98)
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                       <C>
FOUNDERS PASSPORT PORTFOLIO                                                                15.79%

MSCI WORLD (EX US)
INDEX*                                                                                     20.46%
- ---------------------------------------------------------------------------------------------------------------------------------
</TABLE>

* THE MSCI WORLD (EX US) INDEX IS AN ARITHMETICAL AVERAGE OF THE PERFORMANCE OF
OVER 1,000 SECURITIES LISTED ON THE STOCK EXCHANGES OF EUROPE, CANADA,
AUSTRALIA, NEW ZEALAND AND THE FAR EAST. TOTAL RETURN FIGURES FOR THE INDEX
ASSUME CHANGE IN SHARE PRICE AND REINVESTMENT OF DIVIDENDS AFTER DEDUCTION OF
LOCAL TAXES, BUT DO NOT INCLUDE ANY FEES OR EXPENSES WHICH ARE CHARGED THE
PUBLIC FUND AND THE PORTFOLIO. PERFORMANCE INFORMATION FOR THE PUBLIC FUND AND
THE PORTFOLIO REFLECTS THE REINVESTMENT OF DIVIDENDS AND OTHER DISTRIBUTIONS.

**FOR COMPARATIVE PURPOSES, THE VALUE OF THE INDEX ON 11/30/93 IS USED AS THE
BEGINNING VALUE ON 11/16/93.





<PAGE>

FINANCIAL HIGHLIGHTS

The following table describes the portfolio's performance for the fiscal period
indicated. Certain information reflects financial results for a single portfolio
share. "Total return" shows how much your investment in the portfolio would have
increased (or decreased) during the period, assuming you had reinvested all
dividends and distributions. These figures have been independently audited by
Ernst & Young LLP, whose report, along with the portfolio's financial
statements, is included in the annual report, which is available upon request.
Keep in mind that fees and charges imposed by participating insurance companies,
which are not reflected in the table, would reduce the investment return that is
shown.
<TABLE>
<CAPTION>
                                                                                                            PERIOD ENDED
                                                                                                            DECEMBER 31,
                                                                                                              1998(1)
- ----------------------------------------------------------------------------------------------------------------------------
<S>                                                                                                         <C>
PER-SHARE DATA ($)

Net asset value, beginning of period                                                                             12.50

Investment operations:  Investment income -- net                                                                   .00(2)

                         Net realized and unrealized gain (loss) on investments                                    1.97

 Total from investment operations                                                                                  1.97

 Distributions:          Dividends from investment income -- net                                               (.00)(2)

                         Dividends from net realized gain on investments                                          (.01)

 Total distributions                                                                                              (.01)

 Net asset value, end of period                                                                                   14.46

 Total return (%)                                                                                               15.79(3)
- ---------------------------------------------------------------------------------------------------------------------------------

RATIOS/SUPPLEMENTAL DATA

Ratio of expenses to average net assets (%)                                                                      .38(3)

Ratio of net investment income to average net assets (%)                                                         .02(3)

Decrease reflected in above expense ratio due to actions by Dreyfus (%)                                          .30(3)

Portfolio turnover rate (%)                                                                                     3.98(3)
- --------------------------------------------------------------------------------

Net assets, end of period ($ x 1,000)                                                                          5,788

(1)  FROM SEPTEMBER 30, 1998 (COMMENCEMENT OF OPERATIONS) TO DECEMBER 31, 1998.

(2)  AMOUNT REPRESENTS LESS THAN $.01 PER SHARE.

(3)  NOT ANNUALIZED.
</TABLE>
The Portfolio



<PAGE 5>

Account Information

ACCOUNT POLICIES

Buying/Selling shares

Portfolio shares may be purchased or sold (redeemed) by separate accounts of
participating insurance companies. VA contract holders and VLI policyholders
should consult the prospectus of the separate account of the participating
insurance company for more information about buying or selling portfolio shares.

The price for portfolio shares is the portfolio's NAV, which is generally
calculated as of the close of trading on the New York Stock Exchange (usually 4:
00 p.m. Eastern time) every day the exchange is open. Purchase and sale orders
from separate accounts received in proper form by the participating insurance
company on a given business day are priced at the NAV calculated on such day,
provided that the orders are received by the portfolio in proper form on the
next business day. The participating insurance company is responsible for
properly transmitting purchase and sale orders.

Wire purchase payments may be made if the bank account of the participating
insurance company is in a commercial bank that is a member of the Federal
Reserve System or any other bank having a correspondent bank in New York City.
Immediately available funds may be transmitted by wire to The Bank of New York
(DDA#8900375108/Dreyfus Investment Portfolios: Founders Passport Portfolio), for
purchase of portfolio shares. The wire must include the portfolio account number
(for new accounts, a taxpayer identification number should be included instead),
account registration and dealer number, if applicable, of the participating
insurance company.

The portfolio's investments are generally valued based on market value or, where
market quotations are not readily available, based on fair value as determined
in good faith by the board of trustees. Foreign securities held by the portfolio
may trade on days when the portfolio does not calculate its NAV and thus affect
the portfolio's NAV on days when investors have no access to the portfolio.

DISTRIBUTIONS AND TAXES

The portfolio generally pays dividends from its net investment income and
distributes any net capital gains it has realized once a year.

Distributions will be reinvested in the portfolio unless it is instructed
otherwise by a participating insurance company.

Since the portfolio's shareholders are the participating insurance companies and
their separate accounts, the tax treatment of dividends and distributions will
depend on the tax status of the participating insurance company. Accordingly, no
discussion is included as to the federal income tax consequences to VA contract
holders or VLI policyholders. For this information, VA contract holders and VLI
policyholders should consult the prospectus of the separate account of the
participating insurance company or their tax advisers.

Participating insurance companies should consult their tax advisers about
federal, state and local tax consequences.

Who the shareholders are

The participating insurance companies and their separate accounts are the
shareholders of the portfolio. From time to time, a shareholder may own a
substantial number of portfolio shares. The sale of a large number of shares
could hurt the portfolio's net asset value per share (NAV).





<PAGE 6>

NOTES

<PAGE>


NOTES

<PAGE>


NOTES

<PAGE>


For More Information

Dreyfus Investment Portfolios Founders Passport Portfolio
- ---------------------------------------

SEC file number: 811-08673

More information on the portfolio is available free upon request, including the
following:

Annual/Semiannual Report

Describes the portfolio's performance, lists portfolio holdings and contains a
letter from the portfolio manager discussing recent market conditions, economic
trends and portfolio strategies that significantly affected the portfolio's
performance during the last fiscal year.

Statement of Additional Information (SAI)

Provides more details about the portfolio and its policies. A current SAI is on
file with the Securities and Exchange Commission (SEC) and is incorporated by
reference (is legally considered part of this prospectus).

To obtain information:

BY TELEPHONE Call 1-800-554-4611 or 516-338-3300

BY MAIL  Write to:  The Dreyfus Family of Funds

144 Glenn Curtiss Boulevard

Uniondale, NY 11556-0144

Attn: Institutional Servicing

ON THE INTERNET  Text-only versions of portfolio documents can be viewed online
or downloaded from:

SEC

http://www.sec.gov

You can also obtain copies by visiting the SEC's Public Reference Room in
Washington, DC (phone 1-800-SEC-0330) or by sending your request and a
duplicating fee to the SEC's Public Reference Section, Washington, DC
20549-6009.

(c) 1999 Dreyfus Service Corporation                         2027P0599


<PAGE>



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