February 2, 1995
THE DREYFUS FUND INCORPORATED
SUPPLEMENT TO PROSPECTUS DATED MAY 2, 1994
THE FOLLOWING ANTICIPATED CHANGES HAVE OCCURRED:
I. CONSUMMATION OF THE MERGER
THE FOLLOWING INFORMATION SUPPLEMENTS AND SUPERSEDES ANY CONTRARY
INFORMATION CONTAINED IN THE FUND'S PROSPECTUS.
On August 24, 1994, the previously announced merger between The
Dreyfus Corporation ("Dreyfus") and a subsidiary of Mellon Bank Corporation
("Mellon") was completed, and as a result, Dreyfus now is a wholly-owned
subsidiary of Mellon Bank, N.A. instead of a publicly-owned corporation.
Mellon is a publicly owned multibank holding company incorporated
under Pennsylvania law in 1971 and registered under the Federal Bank Holding
Company Act of 1956, as amended. Mellon provides a comprehensive range of
financial products and services in domestic and selected international
markets. Mellon is among the twenty-five largest bank holding companies in the
United States based on total assets. Mellon's principal wholly-owned
subsidiaries are Mellon Bank, N.A., Mellon Bank (DE) National Association,
Mellon Bank (MD), The Boston Company, Inc., AFCO Credit Corporation and a
number of companies known as Mellon Financial Services Corporations. Through
its subsidiaries, Mellon managed more than $130 billion in assets as of July
31, 1994, including approximately $6 billion in mutual fund assets. As of July
31, 1994, various subsidiaries of Mellon provided non-investment services,
such as custodial or administration services, for approximately $747 billion
in assets, including $97 billion in mutual fund assets.
II. NEW DISTRIBUTOR
THE FOLLOWING INFORMATION SUPERSEDES AND REPLACES ANY CONTRARY
INFORMATION CONTAINED IN THE FUND'S PROSPECTUS AND SPECIFICALLY IN THE
SECTION ENTITLED "HOW TO BUY FUND SHARES."
The Fund's distributor is Premier Mutual Fund Services, Inc. (the
"Distributor"), located at One Exchange Place, Boston, Massachusetts 02109.
The Distributor is a wholly-owned subsidiary of Institutional Administration
Services, Inc., a provider of mutual fund administration services, the parent
company of which is Boston Institutional Group, Inc.
Accordingly, references in the Prospectus to Dreyfus Service
Corporation as the Fund's distributor should be substituted with Premier
Mutual Fund Services, Inc.
III.RESULTS OF FUND SHAREHOLDER VOTE
THE FOLLOWING INFORMATION SUPPLEMENTS AND SUPERSEDES ANY CONTRARY
INFORMATION CONTAINED IN THE FUND'S PROSPECTUS.
On August 4, 1994, the Fund's shareholders voted to (a) approve a new
investment advisory agreement with Dreyfus, which became effective upon
consummation of the merger between Dreyfus and a subsidiary of Mellon, and
(b) change certain of the Fund's fundamental policies and investment
restrictions to permit the Fund to (i) borrow money to the extent permitted
under the Investment Company Act of 1940, as amended, (ii) pledge its assets
to the extent necessary to secure borrowings and make such policy non-
fundamental, (iii) invest up to 15% of the value of its net assets in illiquid
securities and make such policy non-fundamental.
(CONTINUED ON REVERSE SIDE)
IV. REVISED MANAGEMENT POLICIES
BORROWING MONEY _ As a fundamental policy, the Fund is permitted to
borrow to the extent permitted under the Investment Company Act of 1940.
However, the Fund currently intends to borrow money only for temporary or
emergency (not leveraging) purposes, in an amount up to 15% of the value of
the Fund's total assets (including the amount borrowed) valued at the lesser
of cost or market, less liabilities (not including the amount borrowed) at
the time the borrowing is made. While borrowings exceed 5% of the Fund's
total assets, the Fund will not make any additional investments.
ILLIQUID SECURITIES _ The Fund may invest up to 15% of the value of
its net assets in securities as to which a liquid trading market does not
exist, provided such investments are consistent with the Fund's investment
objective. Such securities may include securities that are not readily
marketable, such as certain securities that are subject to legal or
contractual restrictions on resale, repurchase agreements providing for
settlement in more than seven days after notice. As to these securities, the
Fund is subject to a risk that should the Fund desire to sell them when a
ready buyer is not available at a price the Fund deems representative of
their value, the value of the Fund's net assets could be adversely affected.
V. OTHER MATTERS
The Fund's primary portfolio manager is Ernest G. Wiggins, Jr. Mr.
Wiggins joined The Dreyfus Corporation in January 1994. Prior thereto, he was
President of Gabelli International from 1992 to 1993; from 1980 to 1992, he
was employed by Fidelity Management and Research Company, serving as Director
of Training and Development from 1990 to 1992 and as manager of Fidelity
Value Fund from 1982 to 1990.
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