DREYFUS A BONDS PLUS INC
485BPOS, 1994-05-24
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                                                             File No. 2-55614

                         SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549

                                      FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933                      [X]

     Pre-Effective Amendment No.                                             [ ]
   
     Post-Effective Amendment No. 29                                         [X]
    
                                       and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940              [X]
   
     Amendment No. 29                                                        [X]
    
                          (Check appropriate box or boxes.)

                             DREYFUS A BONDS PLUS, INC.
                 (Exact Name of Registrant as Specified in Charter)

           c/o The Dreyfus Corporation
           200 Park Avenue, New York, New York                10166
           (Address of Principal Executive Offices)           (Zip Code)

     Registrant's Telephone Number, including Area Code: (212) 922-6000

                             Daniel C. Maclean III, Esq.
                                   200 Park Avenue
                              New York, New York 10166
                       (Name and Address of Agent for Service)

It is proposed that this filing will become effective (check appropriate
box)
   
         immediately upon filing pursuant to paragraph (b) of Rule 485
      X  on May 25, 1994 pursuant to paragraph (b) of Rule 485
         60 days after filing pursuant to paragraph (a) of Rule 485
         on      (date)        pursuant to paragraph (a) of Rule 485
    
   
     Registrant has registered an indefinite number of shares of its common
stock under the Securities Act of 1933 pursuant to Section 24(f) of the
Investment Company Act of 1940.  Registrant's Rule 24f-2 Notice for the
fiscal year ended March 31, 1994 will be filed on or about May 25, 1994.
    

                             Dreyfus A Bonds Plus, Inc.
                    Cross-Reference Sheet Pursuant to Rule 495(a)

Items in
Part A of
Form N-1A                   Caption                                      Page

     1                Cover Page                                         Cover

     2                Synopsis                                               2

     3                Condensed Financial Information                        3

     4                General Description of Registrant                      3
   
     5                Management of the Fund                                 6
    
     5(a)             Management Discussion of Fund Performance              *

     6                Capital Stock and Other Securities                    14

     7                Purchase of Securities Being Offered                   7

     8                Redemption or Repurchase                              11

     9                Pending Legal Proceedings                              *

Items in
Part B of
Form N-1A

     10               Cover Page                                           B-1

     11               Table of Contents                                    B-1
   
     12               General Information and History                      B-22
    
     13               Investment Objectives and Policies                   B-2

     14               Management of the Fund                               B-7

     15               Control Persons and Principal                        B-7
                      Holders of Securities

     16               Investment Advisory and Other                        B-10
                      Services





_______________________

NOTE:  * Omitted since answer is negative or inapplicable.


                             Dreyfus A Bonds Plus, Inc.
              Cross-Reference Sheet Pursuant to Rule 495(a) (continued)

Items in
Part B of
Form N-1A                   Caption                                    Page
   
     17               Brokerage Allocation                             B-20


     18               Capital Stock and Other Securities               B-22


     19               Purchase, Redemption and Pricing                 B-12,
                      of Securities Being Offered                      B-19

     20               Tax Status                                       B-19

     21               Underwriters                                     B-1,
                                                                       B-12,
                                                                       B-20

     22               Calculations of Performance Data                 B-21


     23               Financial Statements                             B-26
    

Items in
Part C of
Form N-1A

     24               Financial Statements and Exhibits                C-1

     25               Persons Controlled by or Under                   C-3
                      Common Control with Registrant

     26               Number of Holders of Securities                  C-3

     27               Indemnification                                  C-3

     28               Business and Other Connections of                C-4
                      Investment Adviser

     29               Principal Underwriters                           C-31

     30               Location of Accounts and Records                 C-38

     31               Management Services                              C-38

     32               Undertakings                                     C-38





_______________________

NOTE:  * Omitted since answer is negative or inapplicable.



- --------------------------------------------------------------------------
   
PROSPECTUS                                                    MAY 25, 1994
    
                        DREYFUS A BONDS PLUS, INC.
- ---------------------------------------------------------------------------
    DREYFUS A BONDS PLUS, INC. (THE "FUND") IS AN OPEN-END,
DIVERSIFIED, MANAGEMENT INVESTMENT COMPANY, KNOWN AS A MUTUAL
FUND. ITS GOAL IS TO PROVIDE YOU WITH THE MAXIMUM AMOUNT OF
CURRENT INCOME TO THE EXTENT CONSISTENT WITH THE PRESERVATION OF
CAPITAL AND THE MAINTENANCE OF LIQUIDITY.
    THE FUND INVESTS PRINCIPALLY IN DEBT OBLIGATIONS OF
CORPORATIONS, THE U.S. GOVERNMENT AND ITS AGENCIES AND
INSTRUMENTALITIES, AND MAJOR U.S. BANKING INSTITUTIONS.
    AT LEAST 80% OF THE FUND'S PORTFOLIO IS INVESTED IN BONDS RATED
AT LEAST A BY MOODY'S INVESTORS SERVICE, INC. OR STANDARD & POOR'S
CORPORATION.
    YOU CAN INVEST, REINVEST OR REDEEM SHARES AT ANY TIME WITHOUT
CHARGE OR PENALTY.
    THE FUND PROVIDES FREE REDEMPTION CHECKS, WHICH YOU CAN USE IN
AMOUNTS OF $500 OR MORE FOR CASH OR TO PAY BILLS. YOU CONTINUE TO
EARN INCOME ON THE AMOUNT OF THE CHECK UNTIL IT CLEARS. YOU CAN
PURCHASE OR REDEEM SHARES BY TELEPHONE USING DREYFUS
TELETRANSFER.
    THE DREYFUS CORPORATION PROFESSIONALLY MANAGES THE FUND'S
PORTFOLIO.
    THIS PROSPECTUS SETS FORTH CONCISELY INFORMATION ABOUT THE
FUND THAT YOU SHOULD KNOW BEFORE INVESTING. IT SHOULD BE READ AND
RETAINED FOR FUTURE REFERENCE.
   
    PART B (ALSO KNOWN AS THE STATEMENT OF ADDITIONAL INFORMATION),
DATED MAY 25, 1994, WHICH MAY BE REVISED FROM TIME TO TIME,
PROVIDES A FURTHER DISCUSSION OF CERTAIN AREAS IN THIS PROSPECTUS
AND OTHER MATTERS WHICH MAY BE OF INTEREST TO SOME INVESTORS. IT
HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION AND IS
INCORPORATED HEREIN BY REFERENCE. FOR A FREE COPY, WRITE TO THE
FUND AT 144 GLENN CURTISS BOULEVARD, UNIONDALE, NEW YORK 11556-
0144, OR CALL 1-800-645-6561. WHEN TELEPHONING, ASK FOR OPERATOR
666.
    
   
    MUTUAL FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR
GUARANTEED OR ENDORSED BY, ANY BANK, AND ARE NOT FEDERALLY
INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL
RESERVE BOARD, OR ANY OTHER AGENCY. THE NET ASSET VALUE OF FUNDS
OF THIS TYPE WILL FLUCTUATE FROM TIME TO TIME.
    
- --------------------------------------------------------------------------
                          TABLE OF CONTENTS
   
Annual Fund Operating Expenses...........................      2
Condensed Financial Information..........................      3
Description of the Fund..................................      3
Management of the Fund...................................      6
How to Buy Fund Shares...................................      7
Shareholder Services.....................................      9
How to Redeem Fund Shares................................     11
Shareholder Services Plan................................     13
Dividends, Distributions and Taxes.......................     13
Performance Information..................................     14
General Information......................................     15
    
- -------------------------------------------------------------------------
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY
STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY
OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
- -------------------------------------------------------------------------









                                      ANNUAL FUND OPERATING EXPENSES
                             (as a percentage of average daily net assets)
   
  Management Fees....................................             .65%
  Other Expenses.....................................             .25%
  Total Fund Operating Expenses......................             .90%

<TABLE>
<CAPTION>

EXAMPLE:                                             1 YEAR    3 YEARS    5 YEARS    10 YEARS
  <S>                                                  <C>        <C>       <C>         <C>
  You would pay the following expenses on
  a $1,000 investment, assuming (1) 5%
  annual return and (2) redemption at the
  end of each time period:                             $9         $29       $50         $111
</TABLE>
    
- ---------------------------------------------------------------------
THE AMOUNTS LISTED IN THE EXAMPLE SHOULD NOT BE CONSIDERED AS
REPRESENTATIVE OF PAST OR FUTURE EXPENSES AND ACTUAL EXPENSES
MAY BE GREATER OR LESS THAN THOSE INDICATED. MOREOVER, WHILE THE
EXAMPLE ASSUMES A 5% ANNUAL RETURN, THE FUND'S ACTUAL
PERFORMANCE WILL VARY AND MAY RESULT IN AN ACTUAL RETURN GREATER
OR LESS THAN 5%.
- ---------------------------------------------------------------------
   
    The purpose of the foregoing table is to assist you in understanding the
various costs and expenses borne by the Fund, and therefore indirectly by
investors, the payment of which will reduce investors' return on an annual
basis. You can purchase Fund shares without charge directly from Dreyfus
Service Corporation; you may be charged a nominal fee if you effect
transactions in Fund shares through a securities dealer, bank or other
financial institution. See "Management of the Fund" and "Shareholder
Services Plan."
    
                                     Page 2
                       CONDENSED FINANCIAL INFORMATION
    The information in the following table has been audited by Ernst &
Young, the Fund's independent auditors, whose report thereon appears in
the Statement of Additional Information. Further financial data and
related notes are included in the Statement of Additional Information,
available upon request.
                           FINANCIAL HIGHLIGHTS
    Contained below is per share operating performance data for a share of
common stock outstanding, total investment return, ratios to average net
assets and other supplemental data for each year indicated. This
information has been derived from information provided in the Fund's
financial statements.
<TABLE>
<CAPTION>
   
                                                                          YEAR ENDED MARCH 31,
                                         -------------------------------------------------------------------------------------
                                          1985     1986     1987     1988     1989     1990     1991     1992    1993     1994
                                        --------  ------   ------   ------   ------   ------   ------   ------  ------   ------
<S>                                      <C>      <C>     <C>       <C>      <C>      <C>      <C>      <C>      <C>     <C>
PER SHARE DATA:
  Net asset value, beginning of year.... $12.81   $13.10  $15.32    $15.11   $13.78   $13.24   $13.45   $13.65   $14.35  $15.43
                                        -------   ------  ------    ------   ------   ------   -------  -------  ------- ------
  INVESTMENT OPERATIONS:
  Investment income__net................   1.50     1.45    1.32      1.21     1.19     1.18     1.15     1.11     1.05     .98
  Net realized and unrealized gain (loss)
   on investments.......................    .27     2.19     .02     (1.10)    (.53)     .21      .20      .70     1.29    (.46)
                                        -------   ------  ------    ------   ------   ------   -------  -------  ------- ------
   TOTAL FROM INVESTMENT OPERATIONS.....   1.77     3.64    1.34       .11      .66     1.39     1.35     1.81     2.34     .52
                                        -------   ------  ------    ------   ------   ------   -------  -------  ------- ------
  DISTRIBUTIONS:
  Dividends from investment income_net..  (1.48)   (1.42)  (1.30)   (1.22)    (1.20)   (1.18)    (1.15)  (1.11)   (1.05)   (.99)
  Dividends from net realized gain on
   investments..........................     __        __   (.25)    (.22)     __        __        __      __      (.21)   (.58)
                                        -------   ------  ------    ------   ------   ------   -------  -------  ------- ------
   TOTAL DISTRIBUTIONS..................  (1.48)   (1.42)  (1.55)   (1.44)    (1.20)   (1.18)    (1.15)   (1.11)  (1.26)  (1.57)
                                        -------   ------  ------    ------   ------   ------   -------  -------  ------- ------
  Net asset value, end of year.......... $13.10   $15.32  $15.11   $13.78    $13.24   $13.45    $13.65   $14.35  $15.43  $14.38
                                         ======   ======  ======   ======    ======   ======    =======  ======= ======  =======
TOTAL INVESTMENT RETURN.................  15.07%   29.43%   9.34%    1.23%     5.03%   10.66%    10.60%   13.75%  17.09%   3.09%
RATIOS / SUPPLEMENTAL DATA:
  Ratio of expenses to average net assets.. .94%     .87%    .84%     .88%      .94%     .86%      .85%     .88%    .93%    .90%
  Ratio of net investment income
   to average net assets...............   11.85%   10.34%   8.72%    8.87%     8.90%    8.52%     8.59%    7.88%    7.07%  6.30%
  Portfolio Turnover Rate..............  20.87%    61.21%  79.06%   49.03%    65.72%   39.77%    25.90%    66.82%  81.15% 93.67%
  Net Assets, end of year
   (000's omitted).............     $123,305  $222,890 $319,544 $254,333  $262,367  $299,783 $339,935  $446,869 $574,431 $593,615
    
</TABLE>

   
    Further information about the Fund's performance is contained in the
Fund's annual report which may be obtained without charge by writing to
the address or calling the number set forth on the cover page of this
Prospectus.
    
                      DESCRIPTION OF THE FUND
INVESTMENT OBJECTIVE - The Fund's goal is to provide you with the
maximum amount of current income to the extent consistent with the
preservation of capital and the maintenance of liquidity. The Fund invests
principally in debt obligations of corporations, the U.S. Government and its
agencies and instrumentalities, and major U.S. banking institutions. The
Fund's investment objective cannot be changed without approval by the
holders of a majority (as defined in the Investment Company Act of 1940)
of the Fund's outstanding voting shares. There can be no assurance that the
Fund's investment objective will be achieved.
MANAGEMENT POLICIES - At least 80% of the value of the Fund's net assets
will consist of obligations of corporations which, at the time of purchase
by the Fund, are rated at least A by Moody's Investors Service, Inc.
("Moody's") or Standard & Poor's Corporation ("S&P"), and of securities
issued or guaranteed as to principal and interest by the U.S. Government or
its agencies or instrumentalities. The Fund also may invest in Municipal
Obligations as described below. The Fund also may invest in securities
which, while not rated, are determined by The Dreyfus Corporation to be of
comparable quality to those rated securities in which the Fund may invest;
for purposes of the 80% requirement described in this paragraph, such
unrated securities shall be deemed to have the ratings so determined. In
addition, at least 65% of the value of the Fund's net assets (except when
maintaining a temporary defensive position) will be invested in bonds and
debentures.
                             Page 3
   
    Up to 20% of the Fund's net assets may consist of high grade
commercial paper of U.S. issuers, certificates of deposit, time deposits
and bankers' acceptances, and corporate bonds which are rated in any
category lower than A by both Moody's and S&P. When deemed necessary
for temporary defensive purposes or in connection with loans of portfolio
securities, the Fund's investment in high grade commercial paper,
certificates of deposit, time deposits and bankers' acceptances may
exceed 20% of its net assets, although the Fund currently does not intend
to invest more than 5% of its assets in any one of these types of
instruments. Under no circumstances will the Fund invest more than 20%
of its net assets in corporate bonds which are rated lower than A, but in
no case lower than B, by both Moody's and S&P or are unrated. In addition,
the Fund will invest no more than 5% of its net assets in bonds rated Ba or
B by Moody's and BB or B by S&P. Obligations rated Baa by Moody's or BBB
by S&P are considered investment grade obligations which lack
outstanding investment characteristics and may have speculative
characteristics as well. See "Risk Factors-Fixed-Income Securities"
below, and "Appendix" in the Statement of Additional Information. The
Fund may invest up to 10% of its assets in securities of foreign issuers.
    
    Municipal Obligations are debt obligations issued by states, territories
and possessions of the United States and the District of Columbia and
their political subdivisions, agencies and instrumentalities, or multistate
agencies or authorities. While in general, Municipal Obligations are tax
exempt securities having relatively low yields as compared to taxable,
non-municipal obligations of similar quality, certain issues of Municipal
Obligations, both taxable and non-taxable, offer yields comparable and in
some cases greater than the yields available on other permissible Fund
investments. Municipal Obligations generally include debt obligations
issued to obtain funds for various public purposes as well as certain
industrial development bonds issued by or on behalf of public authorities.
Municipal Obligations are classified as general obligation bonds, revenue
bonds and notes. General obligation bonds are secured by the issuer's
pledge of its faith, credit and taxing power for the payment of principal
and interest. Revenue bonds are payable from the revenue derived from a
particular facility or class of facilities or, in some cases, from the
proceeds of a special excise or other specific revenue source, but not from
the general taxing power. Industrial development bonds, in most cases, are
revenue bonds that generally do not carry the pledge of the credit of the
issuing municipality, but generally are guaranteed by the corporate entity
on whose behalf they are issued. Notes are short-term instruments which
are obligations of the issuing municipalities or agencies and are sold in
anticipation of a bond sale, collection of taxes or receipt of other
revenues. Municipal Obligations include municipal lease/purchase
agreements which are similar to installment purchase contracts for
property or equipment issued by municipalities. Municipal Obligations bear
fixed, variable or floating rates of interest. The Fund will invest in
Municipal Obligations, the ratings of which correspond with the ratings of
other permissible Fund investments. Dividends received by shareholders on
Fund shares which are attributable to interest income received by the
Fund from Municipal Obligations generally will be subject to Federal
income tax. It is currently the intention of the Fund to invest no more than
25% of its assets in Municipal Obligations. However, this percentage may
be varied from time to time without shareholder approval.
    Securities issued or guaranteed by the U.S. Government or its agencies
or instrumentalities include U.S. Treasury securities, which differ in their
interest rates, maturities and times of issuance. Treasury Bills have
initial maturities of one year or less; Treasury Notes have initial
maturities of one to ten years; and Treasury Bonds generally have initial
maturities of greater than ten years. Some obligations issued or
guaranteed by U.S. Government agencies and instrumentalities, for
example, Government National Mortgage Association pass-through
certificates, are supported by the full faith and credit of the U.S.
Treasury; others, such as those of the Federal Home Loan Banks, by the
right of the issuer to borrow from the Treasury; others, such as those
issued by the Federal National Mortgage Association, by discretionary
authority of the U.S. Government to purchase certain obligations of the
agency or instrumentality; and others, such as those issued by the Student
Loan Marketing Association, only by the credit of the agency or
instrumentality. These securities bear fixed, floating or variable rates of
interest. Principal and interest may fluctuate based on generally
recognized reference rates or the relationship of rates. While the U.S.
Government provides financial support to such U.S. Government sponsored
agencies or instrumentalities, no assurance can be given that it will
always do so since it is not so obligated by law. The Fund will invest in
such securities only when it is satisfied that the credit risk with respect
to the issuer is minimal.
                           Page 4
    The Fund may invest in zero coupon U.S. Government securities, which
are U.S. Government obligations that have been stripped of their unmatured
interest coupons, the coupons themselves and receipts or certificates
representing interests in such stripped debt obligations and coupons. The
Fund also may invest in zero coupon securities issued by corporations and
financial institutions and by foreign governments where such securities
are denominated in U.S. dollars. A zero coupon security pays no interest to
its holder during its life and is sold at a discount to its face value at
maturity. The amount of the discount fluctuates with the market price of
the security. The market prices of zero coupon securities generally are
more volatile than the market prices of securities that pay interest
periodically and are likely to respond to a greater degree to changes in
interest rates than non-zero coupon securities having similar maturities
and credit qualities.
    From time to time, the Fund may lend securities from its portfolio to
brokers, dealers and other financial institutions needing to borrow
securities to complete certain transactions. Such loans may not exceed
10% of the value of the Fund's total assets. In connection with such loans,
the Fund will receive collateral consisting of cash or equivalent
securities which will be maintained at all times in an amount equal to at
least 100% of the current market value of the loaned securities. The Fund
can increase its income through the investment of such collateral. The
Fund continues to be entitled to payments in amounts equal to the interest
or other distributions payable on the loaned securities and receives
interest on the amount of the loan. Such loans will be terminable at any
time upon specified notice. The Fund might experience risk of loss if the
institution with which it has engaged in a portfolio loan transaction
breaches its agreement with the Fund.
CERTAIN FUNDAMENTAL POLICIES - The Fund may (i) invest up to 25% of its
total assets in the securities of issuers in a particular industry or
industries and up to 5% of its total assets in the securities of one issuer,
except that U.S. Government and government agency securities may be
purchased without limitation; (ii) borrow money, but only from banks for
temporary or emergency (not leveraging) purposes, in an amount up to 5%
of its 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; and (iii) pledge up to 15% of the value of its
total assets, but only to secure borrowings for temporary or emergency
purposes. This paragraph describes fundamental policies that cannot be
changed without approval by the holders of a majority (as defined in the
Investment Company Act of 1940) of the Fund's outstanding voting shares.
See "Investment Objective and Management Policies-Investment
Restrictions" in the Statement of Additional Information.
RISK FACTORS
FIXED-INCOME SECURITIES - Even though interest-bearing securities are
investments which promise a stable stream of income, the prices of such
securities are inversely affected by changes in interest rates and,
therefore, are subject to the risk of market price fluctuations. The values
of fixed-income securities also may be affected by changes in the credit
rating or financial condition of the issuing entities. Once the rating of a
portfolio security has been changed, the Fund will consider all
circumstances deemed relevant in determining whether to continue to hold
the security. Certain securities purchased by the Fund, such as those rated
Baa by Moody's and BBB by S&P may be subject to such risk with respect
to the issuing entity and to greater market fluctuations than certain
lower yielding, higher rated fixed-income securities. Obligations which
are rated Baa are considered medium grade obligations; they are neither
highly protected nor poorly secured, and are considered by Moody's to have
speculative characteristics. Bonds rated BBB by S&P are regarded as
having adequate capacity to pay interest and repay principal, and while
such bonds ordinarily exhibit adequate protection parameters, adverse
economic conditions or changing circumstances are more likely to lead to
a weakened capacity to pay interest and repay principal for bonds in this
category than in higher rated categories. Up to 5% of the Fund's portfolio
may consist of securities rated B by Moody's or S&P which generally lack
characteristics of a desirable investment in that assurance of interest
and principal payments or of maintenance of other terms of the security
over any long period of time may be small. See "Investment Objective and
Management Policies-Risk Factors-Lower Rated Bonds" and "Appendix" in
the Statement of Additional Information. The Fund's net asset value
generally will not be stable and should fluctuate based upon changes in the
value of the Fund's portfolio securities. Securities in which the Fund
invests may earn a higher level of current income than certain shorter-
term or higher quality securities which generally have greater liquidity,
less market risk and less fluctuation in market value.
                             Page 5
    The Fund may purchase securities on a forward commitment or when-
issued basis, which means that the price is fixed at the time of
commitment, but delivery and payment ordinarily take place a number of
days after the commitment to purchase. The Fund will make commitments
to purchase such securities only with the intention of actually acquiring
the securities, but the Fund may sell these securities before the
settlement date if it is deemed advisable. The Fund will not accrue income
in respect of a forward commitment or when-issued security prior to its
stated delivery date.
    Securities purchased on a forward commitment or when-issued basis
and the securities held in the Fund's portfolio are subject to changes in
value (both generally changing in the same way, i.e., appreciating when
interest rates decline and depreciating when interest rates rise) based
upon the public's perception of the creditworthiness of the issuer and
changes, real or anticipated, in the level of interest rates. Securities
purchased on a forward commitment or when-issued basis may expose the
Fund to risk because they may experience such fluctuations prior to their
actual delivery. Purchasing securities on a forward commitment or when-
issued basis can involve the additional risk that the yield available in the
market when the delivery takes place actually may be higher than that
obtained in the transaction itself. A segregated account of the Fund
consisting of cash, cash equivalents or U.S. Government securities or other
high quality liquid debt securities at least equal at all times to the
amount of the forward commitment or when-issued securities will be
established and maintained at the Fund's custodian bank. Purchasing
securities on a forward commitment or when-issued basis when the Fund
is fully or almost fully invested may result in greater potential
fluctuation in the value of the Fund's net assets and its net asset value
per share.
    Certain municipal lease/purchase obligations in which the Fund may
invest may contain "non-appropriation" clauses which provide that the
municipality has no obligation to make lease payments in future years
unless money is appropriated for such purpose on a yearly basis. Although
"non-appropriation" lease/purchase obligations are secured by the leased
property, disposition of the leased property in the event of foreclosure
might prove difficult. In evaluating the credit quality of a municipal
lease/purchase obligation that is unrated, The Dreyfus Corporation will
consider, on an ongoing basis, a number of factors including the likelihood
that the issuing municipality will discontinue appropriating funding for
the leased property.
INVESTING IN FOREIGN SECURITIES - Since up to 10% of the Fund's
portfolio may consist of securities of foreign issuers, the Fund may be
subject to investment risks as to these securities that are greater in
some respects than those incurred by a fund which invests only in
securities of U.S. domestic issuers. Such risks include future political and
economic developments, the possible imposition of foreign withholding
taxes on interest income payable on the securities, the possible
establishment of exchange controls, the possible seizure or
nationalization of foreign deposits, or the adoption of other foreign
governmental restrictions which might adversely affect the payment of
principal and interest on such securities.
OTHER INVESTMENT CONSIDERATIONS - Investment decisions for the Fund
are made independently from those of other investment companies advised
by The Dreyfus Corporation. However, if such other investment companies
are prepared to invest in, or desire to dispose of, securities of the type in
which the Fund invests at the same time as the Fund, available
investments or opportunities for sales will be allocated equitably to each
investment company. In some cases, this procedure may adversely affect
the price paid or received by the Fund or the size of the position obtained
for or disposed of by the Fund.
                          MANAGEMENT OF THE FUND
   
    The Dreyfus Corporation, located at 200 Park Avenue, New York, New
York 10166, was formed in 1947 and serves as the Fund's investment
adviser. As of April 30, 1994, The Dreyfus Corporation managed or
administered approximately $72 billion in assets for more than 1.9
million investor accounts nationwide.
    
    The Dreyfus Corporation supervises and assists in the overall
management of the Fund's affairs under a Management Agreement with the
Fund, subject to the overall authority of the Fund's Board of Directors in
accordance with Maryland law. The Fund's primary investment officer is
Barbara L. Kenworthy. She has held that position since September 1985
and has been employed at The Dreyfus Corporation since July 1985. The
Fund's other investment officer is identified under "Management of the
Fund" in the Fund's Statement of Additional Information. The Dreyfus
Corporation also provides research services for the Fund as well as for
other funds advised by The Dreyfus Corporation through a professional
staff of portfolio managers and security analysts.
                            Page 6
   
    For the fiscal year ended March 31, 1994, the Fund paid The Dreyfus
Corporation a monthly management fee at the annual rate of .65 of 1% of
the value of the Fund's average daily net assets. From time to time, The
Dreyfus Corporation may waive receipt of its fees and/or voluntarily
assume certain expenses of the Fund, which would have the effect of
lowering the overall expense ratio of the Fund and increasing yield to
investors at the time such amounts are waived or assumed, as the case
may be. The Fund will not pay The Dreyfus Corporation at a later time for
any amounts it may waive, nor will the Fund reimburse The Dreyfus
Corporation for any amounts it may assume.
    
   
    The Dreyfus Corporation may pay Dreyfus Service Corporation for
shareholder and distribution services from The Dreyfus Corporation's own
assets, including the management fee paid by the Fund. Dreyfus Service
Corporation may use part or all of such payments to pay securities dealers
or others in respect of these services.
    
    The Shareholder Services Group, Inc., a subsidiary of First Data
Corporation, P.O. Box 9671, Providence, Rhode Island 02940-9671, is the
Fund's Transfer and Dividend Disbursing Agent (the "Transfer Agent"). The
Bank of New York, 110 Washington Street, New York, New York 10286, is
the Fund's Custodian.
                           HOW TO BUY FUND SHARES
    The Fund's distributor is Dreyfus Service Corporation, a wholly-owned
subsidiary of The Dreyfus Corporation, located at 200 Park Avenue, New
York, New York 10166. The shares it distributes are not deposits or
obligations of The Dreyfus Security Savings Bank, F.S.B. and therefore are
not insured by the Federal Deposit Insurance Corporation.
    You can purchase Fund shares without a sales charge directly from
Dreyfus Service Corporation; you may be charged a nominal fee if you
effect transactions in Fund shares through a securities dealer, bank or
other financial institution. Stock certificates are issued only upon your
written request. No certificates are issued for fractional shares. The Fund
reserves the right to reject any purchase order.
    The minimum initial investment is $2,500, or $1,000 if you are a client
of a securities dealer, bank or other financial institution which has made
an aggregate minimum initial purchase for its customers of $2,500.
Subsequent investments must be at least $100. The initial investment
must be accompanied by the Fund's Account Application. For full-time or
part-time employees of The Dreyfus Corporation or any of its affiliates or
subsidiaries, directors of The Dreyfus Corporation, Board members of a
fund advised by The Dreyfus Corporation, including members of the Fund's
Board, or the spouse or minor child of any of the foregoing, the minimum
initial investment is $1,000. For full-time or part-time employees of The
Dreyfus Corporation or any of its affiliates or subsidiaries who elect to
have a portion of their pay directly deposited into their account, the
minimum initial investment is $50. The Fund reserves the right to offer
Fund shares without regard to minimum purchase requirements to
employees participating in certain qualified or non-qualified employee
benefit plans or other programs where contributions or account
information can be transmitted in a manner and form acceptable to the
Fund. The Fund reserves the right to vary further the initial and
subsequent investment minimum requirements at any time.
   
    You may purchase Fund shares by check or wire, or through the Dreyfus
TELETRANSFER Privilege described below. Checks should be made payable
to "The Dreyfus Family of Funds," or, if for Dreyfus retirement plan
accounts, to "The Dreyfus Trust Company, Custodian." Payments to open
new accounts which are mailed should be sent to The Dreyfus Family of
Funds, P.O. Box 9387, Providence, Rhode Island 02940-9387, together with
your Account Application. For subsequent investments, your Fund account
number should appear on the check and an investment slip should be
enclosed and sent to The Dreyfus Family of Funds, P.O. Box 105, Newark,
New Jersey 07101-0105. For Dreyfus retirement plan accounts, both
initial and subsequent investments should be sent to The Dreyfus Trust
Company, Custodian, P.O. Box 6427, Providence, Rhode Island 02940-6427.
Neither initial nor subsequent investments should be made by third party
check. Purchase orders may be delivered in person only to a Dreyfus
Financial Center. THESE ORDERS WILL BE FORWARDED TO THE FUND AND
WILL BE PROCESSED ONLY UPON RECEIPT THEREBY. For the location of the
nearest Dreyfus Financial Center, please call one of the telephone numbers
listed under "General Information."
    

   
    

   
    Wire payments may be made if your bank account 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
#8900051868/Dreyfus A Bonds Plus, Inc., for purchase of
                             Page 7
Fund shares in
your name. The wire must include your Fund account number (for new
accounts, your Taxpayer Identification Number ("TIN") should be included
instead), account registration and dealer number, if applicable. If your
initial purchase of Fund shares is by wire, please call 1-800-645-6561
after completing your wire payment to obtain your Fund account number.
Please include your Fund account number on the Fund's Account
Application and promptly mail the Account Application to the Fund, as no
redemptions will be permitted until the Account Application is received.
You may obtain further information about remitting funds in this manner
from your bank. All payments should be made in U.S. dollars and, to avoid
fees and delays, should be drawn only on U.S. banks. A charge will be
imposed if any check used for investment in your account does not clear.
The Fund makes available to certain large institutions the ability to issue
purchase instructions through compatible computer facilities.
    
    Subsequent investments also may be made by electronic transfer of
funds from an account maintained in a bank or other domestic financial
institution that is an Automated Clearing House member. You must direct
the institution to transmit immediately available funds through the
Automated Clearing House to The Bank of New York with instructions to
credit your Fund account. The instructions must specify your Fund account
registration and your Fund account number PRECEDED BY THE DIGITS
"1111."
   
    Dreyfus Service Corporation may pay dealers a fee of up to .5% of the
amount invested through such dealers in Fund shares by employees
participating in qualified or non-qualified employee benefit plans or other
programs where (i) the employers or affiliated employers maintaining
such plans or programs have a minimum of 250 employees eligible for
participation in such plans or programs, or (ii) such plan's or program's
aggregate  investment in the Dreyfus Family of Funds or certain other
products made available by Dreyfus Service Corporation to such plans or
programs exceeds one million dollars. All present holdings of shares of
funds in the Dreyfus Family of Funds by such employee benefit plans or
programs will be aggregated to determine the fee payable with respect to
each such purchase of Fund shares. Dreyfus Service Corporation reserves
the right to cease paying these fees at any time. Dreyfus Service
Corporation will pay such fees from its own funds, other than amounts
received from the Fund, including past profits or any other source
available to it.
    
    Fund shares are sold on a continuous basis at the net asset value per
share next determined after an order in proper form is received by the
Transfer Agent or other agent. Net asset value per share is determined as
of the close of trading on the floor of the New York Stock Exchange
(currently 4:00 p.m., New York time), on each day the New York Stock
Exchange is open for business. Net asset value per share is computed by
dividing the value of the Fund's net assets (i.e., the value of its assets
less liabilities) by the total number of shares outstanding. Substantially
all of the Fund's investments are valued each business day at fair value as
determined by one or more independent pricing services approved by the
Board of Directors. The pricing service's procedures are reviewed under
the general supervision of the Board of Directors. The remaining assets
are valued using available market quotations or at fair value as
determined in good faith by the Board of Directors. For further information
regarding the methods employed in valuing Fund investments, see
"Determination of Net Asset Value" in the Fund's Statement of Additional
Information.
    If an order is received by the Transfer Agent by the close of trading on
the floor of the New York Stock Exchange (currently 4:00 p.m., New York
time) on a business day, Fund shares will be purchased at the net asset
value per share determined as of such close of trading on that day.
Otherwise, Fund shares will be purchased at the next determined net asset
value except where shares are purchased by dealers as provided below.
    Orders for the purchase of Fund shares received by dealers by the close
of trading on the floor of the New York Stock Exchange on a business day
and transmitted to Dreyfus Service Corporation by the close of its
business day (normally 5:15 p.m., New York time) will be based on the net
asset value per share determined as of the close of trading on the floor of
the New York Stock Exchange on that day. Otherwise, the orders will be
based on the next determined net asset value. It is the dealer's
responsibility to transmit orders so that they will be received by Dreyfus
Service Corporation before the close of its business day.
    Federal regulations require that you provide a certified TIN upon
opening or reopening an account. See "Dividends, Distributions and Taxes"
and the Fund's Account Application for further information concerning this
requirement. Failure to furnish a certified TIN to the Fund could subject
you to a $50 penalty imposed by the Internal Revenue Service ("IRS").
                             Page 8
   
DREYFUS TELETRANSFER PRIVILEGE - You may purchase Fund shares
(minimum $500, maximum $150,000 per day)  by telephone if you have
checked the appropriate box and supplied the necessary information on the
Fund's Account Application or have filed a Shareholder Services Form with
the Transfer Agent. The proceeds will be transferred between the bank
account designated in one of these documents and your Fund account. Only
a bank account maintained in a domestic financial institution which is an
Automated Clearing House member may be so designated. The Fund may
modify or terminate this Privilege at any time or charge a service fee
upon notice to shareholders. No such fee currently is contemplated.
    
    If you have selected the Dreyfus TELETRANSFER Privilege, you may
request a Dreyfus TELETRANSFER purchase of Fund shares by calling 1-
800-221-4060 or, if you are calling from overseas, call 1-401-455-3306.
                         SHAREHOLDER SERVICES
EXCHANGE PRIVILEGE - The Exchange Privilege enables you to purchase, in
exchange for shares of the Fund, shares of certain other funds managed or
administered by The Dreyfus Corporation, to the extent such shares are
offered for sale in your state of residence. These funds have different
investment objectives which may be of interest to you. If you desire to
use this Privilege, you should consult Dreyfus Service Corporation to
determine if it is available and whether any conditions are imposed on its
use.
   
    To use this Privilege, you must give exchange instructions to the
Transfer Agent in writing, by wire or by telephone. If you previously have
established the Telephone Exchange Privilege, you may telephone exchange
instructions by calling 1-800-221-4060 or, if you are calling from
overseas, call 1-401-455-3306. See "How to Redeem Fund Shares-
Procedures." Before any exchange, you must obtain and should review a
copy of the current prospectus of the fund into which the exchange is
being made. Prospectuses may be obtained from Dreyfus Service
Corporation. Except in the case of Personal Retirement Plans, the shares
being exchanged must have a current value of at least $500; furthermore,
in establishing a new account by exchange, the shares being exchanged
must have a value of at least the minimum initial investment required for
the fund into which the exchange is being made. Telephone exchanges may
be made only if the appropriate "YES" box has been checked on the Account
Application, or a separate signed Shareholder Services Form is on file
with the Transfer Agent. Upon an exchange into a new account, the
following shareholder services and privileges, as applicable and where
available, will be automatically carried over to the fund into which the
exchange is made: Exchange Privilege, Check Redemption Privilege, Wire
Redemption Privilege, Telephone Redemption Privilege, Dreyfus
TELETRANSFER Privilege, and the dividend/capital gain distribution option
(except for Dreyfus Dividend Sweep) selected by the investor.
    
   
    Shares will be exchanged at the next determined net asset value;
however, a sales load may be charged with respect to exchanges into funds
sold with a sales load. If you are exchanging into a fund that charges a
sales load, you may qualify for share prices which do not include the sales
load or which reflect a reduced sales load, if the shares from which you
are exchanging were: (a) purchased with a sales load, (b) acquired by a
previous exchange from shares of the fund purchased with a sales load, or
(c) acquired through reinvestment of dividends or distributions paid with
respect to the foregoing categories of shares. To qualify, at the time of
your exchange you must notify the Transfer Agent. Any such qualification
is subject to confirmation of your holdings through a check of appropriate
records. See "Shareholder Services" in the Statement of Additional
Information. No fees currently are charged shareholders directly in
connection with exchanges, although the Fund reserves the right, upon not
less than 60 days' written notice, to charge shareholders a nominal fee in
accordance with rules promulgated by the Securities and Exchange
Commission. The Fund reserves the right to reject any exchange request in
whole or in part. The Exchange Privilege may be modified or terminated at
any time upon notice to shareholders.
    
    The exchange of shares of one fund for shares of another is treated for
Federal income tax purposes as a sale of the shares given in exchange by
the shareholder and, therefore, an exchanging shareholder may realize a
taxable gain or loss.
DREYFUS AUTO-EXCHANGE PRIVILEGE __ Dreyfus Auto-Exchange Privilege
enable you to invest regularly (on a semi-monthly, monthly, quarterly or
annual basis), in exchange for shares of the Fund, in shares of other funds
in the Dreyfus Family of Funds of which you are currently an investor. The
amount you designate, which can be expressed either in terms of a
specific dollar or share amount ($100 minimum), will be exchanged
automatically on the first
                               Page 9
and/or fifteenth of the month according to the
schedule you have selected. Shares will be exchanged at the then-current
net asset value; however a sales load may be charged with respect to
exchanges into funds sold with a sales load. See "Shareholder Services" in
the Statement of Additional Information. The right to exercise this
Privilege may be modified or cancelled by the Fund or the Transfer Agent.
You may modify or cancel your exercise of this Privilege at any time by
writing to The Dreyfus Family of Funds, P.O. Box 9671, Providence, Rhode
Island 02940-9671. The Fund may charge a service fee for the use of this
Privilege. No such fee currently is contemplated. The exchange of shares
of one fund for shares of another is treated for Federal income tax
purposes as a sale of the shares given in exchange by the shareholder and,
therefore, an exchanging shareholder may realize a taxable gain or loss.
For more information concerning this Privilege and the funds in the
Dreyfus Family of Funds eligible to participate in this Privilege, or to
obtain a Dreyfus Auto-Exchange Authorization Form, please call toll free
1-800-645-6561.
   
DREYFUS-AUTOMATIC ASSET BUILDER - Dreyfus-AUTOMATIC Asset Builder
permits you to purchase Fund shares (minimum of $100 and maximum of
$150,000 per transaction) at regular intervals selected by you. Fund
shares are purchased by transferring funds from the bank account
designated by you. At your option, the bank account designated by you will
be debited in the specified amount, and Fund shares will be purchased,
once a month, on either the first or fifteenth day, or twice a month, on
both days. Only an account maintained at a domestic financial institution
which is an Automated Clearing House member may be so designated. To
establish a Dreyfus-AUTOMATIC Asset Builder account you must file an
authorization form with the Transfer Agent. You may obtain the necessary
authorization form from Dreyfus Service Corporation. You may cancel this
Privilege or change the amount of purchase at any time by mailing written
notification to The Dreyfus Family of Funds, P.O. Box 9671, Providence,
Rhode Island 02940-9671, or, if for Dreyfus retirement plan accounts, to
The Dreyfus Trust Company, Custodian, P.O. Box 6427, Providence, Rhode
Island 02940-6427, and the notification will be effective three business
days following receipt. The Fund may modify or terminate this Privilege at
any time or charge a service fee upon notice to shareholders. No such fee
currently is contemplated.
    
DREYFUS GOVERNMENT DIRECT DEPOSIT PRIVILEGE - Dreyfus Government
Direct Deposit Privilege enables you to purchase Fund shares (minimum of
$100 and maximum of $50,000 per transaction) by having Federal salary,
Social Security, or certain veterans', military or other payments from the
Federal government automatically deposited into your Fund account. You
may deposit as much of such payments as you elect. To enroll in Dreyfus
Government Direct Deposit, you must file with the Transfer Agent a
completed Direct Deposit Sign-Up Form for each type of payment that you
desire to include in this Privilege. The appropriate form may be obtained
from Dreyfus Service Corporation. Death or legal incapacity will
terminate your participation in this Privilege. You may elect at any time
to terminate your participation by notifying in writing the appropriate
Federal agency. Further, the Fund may terminate your participation upon
30 days' notice to you.
   
DREYFUS DIVIDEND OPTIONS - Dreyfus Dividend Sweep enables you to
invest automatically dividends or dividends and capital gain distributions,
if any, paid by the Fund in shares of another fund in the Dreyfus Family of
Funds of which you are a shareholder. Shares of the other fund will be
purchased at the then-current net asset value; however, a sales load may
be charged with respect to investments in shares of a fund sold with a
sales load. If you are investing in a fund that charges a sales load, you may
qualify for share prices which do not include the sales load or which
reflect a reduced sales load. If you are investing in a fund that charges a
contingent deferred sales charge, the shares purchased will be subject on
redemption to the contingent deferred sales charge, if any, applicable to
the shares purchased. See "Shareholder Services" in the Statement of
Additional Information. Dreyfus Dividend ACH permits you to transfer
electronically dividends or dividends and capital gain distributions, if any,
from the Fund to a designated bank account. Only an account maintained at
a domestic financial institution which is an Automated Clearing House
member may be so designated. Banks may charge a fee for this service.
    
   
    For more information concerning these privileges or to request a
Dividend Options Form, please call toll free
1-800-645-6561. You may cancel these privileges by mailing written
notification to The Dreyfus Family of Funds, P.O. Box 6527, Providence,
Rhode Island 02940-6527. Enrollment in or cancellation of these
privileges is effective three business days following receipt. These
Privileges are available only for existing accounts and may not be used to
open new accounts. Minimum subsequent investments do not apply for
Dreyfus Dividend Sweep. The Fund may
                                     Page 10
modify or terminate these
privileges at any time or charge a service fee. No such fee currently is
contemplated. Shares held under Keogh Plans, IRAs or other retirement
plans are not eligible for Dreyfus Dividend Sweep.
    
DREYFUS PAYROLL SAVINGS PLAN - Dreyfus Payroll Savings Plan permits
you to purchase Fund shares (minimum of $100 per transaction)
automatically on a regular basis. Depending upon your employer's direct
deposit program, you may have part or all of your paycheck transferred to
your existing Dreyfus account electronically through the Automated
Clearing House system at each pay period. To establish a Dreyfus Payroll
Savings Plan account, you must file an authorization form with your
employer's payroll department. Your employer must complete the reverse
side of the form and return it to The Dreyfus Family of Funds, P.O. Box
9671, Providence, Rhode Island 02940-9671. You may obtain the necessary
authorization form from Dreyfus Service Corporation. You may change the
amount of purchase or cancel the authorization only by written
notification to your employer. It is the sole responsibility of your
employer, not Dreyfus Service Corporation, The Dreyfus Corporation, the
Fund, the Transfer Agent or any other person, to arrange for transactions
under the Dreyfus Payroll Savings Plan. The Fund may modify or terminate
this Privilege at any time or charge a service fee. No such fee currently is
contemplated
AUTOMATIC WITHDRAWAL PLAN - The Automatic Withdrawal Plan permits
you to request withdrawal of a specified dollar amount (minimum of $50)
on either a monthly or quarterly basis if you have a $5,000 minimum
account. An application for the Automatic Withdrawal Plan can be obtained
from Dreyfus Service Corporation. There is a service charge of 50 cents
for each withdrawal check. The Automatic Withdrawal Plan may be ended
at any time by you, the Fund or the Transfer Agent. Shares for which
certificates have been issued may not be redeemed through the Automatic
Withdrawal Plan.
   
RETIREMENT PLANS - The Fund offers a variety of prototype pension and
profit-sharing plans, including Keogh Plans, IRAs, SEP-IRAs and IRA
"Rollover Accounts," 401(k) Salary Reduction Plans and 403(b)(7) Plans.
Plan support services are also available. You can obtain details on the
various plans by calling the following numbers: for Keogh Plans, please
call 1-800-358-5566; for IRAs and IRA "Rollover Accounts," please call
1-800-645-6561; and for SEP-IRAs, 401(k) Salary Reduction Plans and
403(b)(7) Plans, please call 1-800-322-7880.
    
                         HOW TO REDEEM FUND SHARES
GENERAL - You may request redemption of your shares at any time.
Redemption requests should be transmitted to the Transfer Agent as
described below. When a request is received in proper form, the Fund will
redeem the shares at the next determined net asset value.
    The Fund imposes no charges when shares are redeemed directly through
Dreyfus Service Corporation. Securities dealers, banks and other financial
institutions may charge a nominal fee for effecting redemptions of Fund
shares. Any certificates representing Fund shares being redeemed must be
submitted with the redemption request. The value of the shares redeemed
may be more or less than their original cost, depending upon the Fund's
then-current net asset value.
    The Fund ordinarily will make payment for all shares redeemed within
seven days after receipt by the Transfer Agent of a redemption request in
proper form, except as provided by the rules of the Securities and
Exchange Commission. HOWEVER, IF YOU HAVE PURCHASED FUND SHARES BY
CHECK, BY DREYFUS TELETRANSFER PRIVILEGE OR THROUGH DREYFUS-
AUTOMATIC ASSET BUILDER AND SUBSEQUENTLY SUBMIT A WRITTEN
REDEMPTION REQUEST TO THE TRANSFER AGENT, THE REDEMPTION
PROCEEDS WILL BE TRANSMITTED TO YOU PROMPTLY UPON BANK CLEARANCE
OF YOUR PURCHASE CHECK, DREYFUS TELETRANSFER PURCHASE OR
DREYFUS-AUTOMATIC ASSET BUILDER ORDER, WHICH MAY TAKE UP TO EIGHT
BUSINESS DAYS OR MORE. IN ADDITION, THE FUND WILL NOT HONOR
REDEMPTION CHECKS UNDER THE CHECK REDEMPTION PRIVILEGE, AND WILL
REJECT REQUESTS TO REDEEM SHARES BY WIRE OR TELEPHONE OR PURSUANT
TO THE DREYFUS TELETRANSFER PRIVILEGE, FOR A PERIOD OF EIGHT
BUSINESS DAYS AFTER RECEIPT BY THE TRANSFER AGENT OF THE PURCHASE
CHECK, THE DREYFUS TELETRANSFER PURCHASE OR THE DREYFUS-
AUTOMATIC ASSET BUILDER ORDER AGAINST WHICH SUCH REDEMPTION IS
REQUESTED. THESE PROCEDURES WILL NOT APPLY IF YOUR SHARES WERE
PURCHASED BY WIRE PAYMENT, OR IF YOU OTHERWISE HAVE A SUFFICIENT
COLLECTED BALANCE IN YOUR ACCOUNT TO COVER THE REDEMPTION
REQUEST. PRIOR TO THE TIME ANY REDEMPTION IS EFFECTIVE, DIVIDENDS ON
SUCH SHARES WILL ACCRUE AND BE PAYABLE, AND YOU WILL BE ENTITLED
TO EXERCISE ALL OTHER RIGHTS OF BENEFICIAL OWNERSHIP. Fund shares
will not be redeemed until the Transfer Agent has received your Account
Application.
                               Page 11
    The Fund reserves the right to redeem your account at its option upon
not less than 45 days' written notice if the number of shares held in your
account is 50 shares or less and remains so during the notice period.
   
PROCEDURES - You may redeem shares by using the regular redemption
procedure through the Transfer Agent, the Wire Redemption Privilege, the
Telephone Redemption Privilege, the Check Redemption Privilege or the
Dreyfus TELETRANSFER Privilege. The Fund makes available to certain
large institutions the ability to issue redemption instructions through
compatible computer facilities.
    
   
    You may redeem or exchange Fund shares by telephone if you have
checked the appropriate box on the Fund's Account Application or have
filed an Optional Services Form with the Transfer Agent. If you select a
telephone redemption or exchange privilege, you authorize the Transfer
Agent to act on telephone instructions from any person representing
himself or herself to be you, and reasonably believed by the Transfer
Agent to be genuine. The Fund will require the Transfer Agent to employ
reasonable procedures, such as requiring a form of personal identification,
to confirm that instructions are genuine and, if it does not follow such
procedures, the Fund or the Transfer Agent may be liable for any losses
due to unauthorized or fraudulent instructions. Neither the Fund nor the
Transfer Agent will be liable for following telephone instructions
reasonably believed to be genuine.
    
    During times of drastic economic or market conditions, you may
experience difficulty in contacting the Transfer Agent by telephone to
request a redemption or exchange of Fund shares. In such cases, you should
consider using the other redemption procedures described herein. Use of
these other redemption procedures may result in your redemption request
being processed at a later time than it would have been if telephone
redemption had been used. During the delay, the Fund's net asset value may
fluctuate.
   
REGULAR REDEMPTION - Under the regular redemption procedure, you may
redeem shares by written request mailed to The Dreyfus Family of Funds,
P.O. Box 9671, Providence, Rhode Island 02940-9671. Redemption requests
may be delivered in person only to a Dreyfus Financial Center. THESE
REQUESTS WILL BE FORWARDED TO THE FUND AND WILL BE PROCESSED ONLY
UPON RECEIPT THEREBY. For the location of the nearest Dreyfus Financial
Center, please call one of the telephone numbers listed under "General
Information." Redemption requests must be signed by each shareholder,
including each owner of a joint account, and each signature must be
guaranteed. The Transfer Agent has adopted standards and procedures
pursuant to which signature-guarantees in proper form generally will be
accepted from domestic banks, brokers, dealers, credit unions, national
securities exchanges, registered securities associations, clearing
agencies and savings associations, as well as from participants in the
New York Stock Exchange Medallion Signature Program, the Securities
Transfer Agents Medallion Program ("STAMP") and the Stock Exchanges
Medallion Program. If you have any questions with respect to signature-
guarantees, please call one of the telephone numbers listed under "General
Information."
    
    Redemption proceeds of at least $1,000 will be wired to any member
bank of the Federal Reserve System in accordance with a written
signature-guaranteed request.
   
CHECK REDEMPTION PRIVILEGE - You may request on the Account
Application, Optional Services Form or by later written request that the
Fund provide Redemption Checks drawn on the Fund's account. Redemption
Checks may be made payable to the order of any person in the amount of
$500 or more. Potential fluctuation in the net asset value of Fund shares
should be considered in determining the amount of the check. Redemption
Checks should not be used to close your account. Redemption Checks are
free, but the Transfer Agent will impose a fee for stopping payment of a
Redemption Check upon your request or if the Transfer Agent cannot honor
a Redemption Check because of insufficient funds or other valid reason.
You should date your Redemption Checks with the current date when you
write them. Please do not postdate your Redemption Checks. If you do, the
Transfer Agent will honor, upon presentment, even if presented before the
date of the check, all postdated Redemption Checks which are dated within
six months of presentment for payment, if they are otherwise in good
order. Shares for which certificates have been issued may not be redeemed
by Redemption Check. Shares held under Keogh Plans, IRAs or other
retirement plans are not eligible for this Privilege. This Privilege may be
modified or terminated at any time by the Fund or the Transfer Agent upon
notice to shareholders.
    

   
    

   
WIRE REDEMPTION PRIVILEGE - You may request by wire or telephone that
redemption proceeds (minimum $1,000) be wired to your account at a bank
which is a member of the Federal Reserve System, or a correspondent
                                Page 12
bank
if your bank is not a member. To establish the Wire Redemption Privilege,
you must check the appropriate box and supply the necessary information
on the Fund's Account Application or file a Shareholder Services Form
with the Transfer Agent. You may direct that redemption proceeds be paid
by check (maximum $150,000 per day) made out to the owners of record
and mailed to your address. Redemption proceeds of less than $1,000 will
be paid automatically by check. Holders of jointly registered Fund or bank
accounts may have redemption proceeds of only up to $250,000 wired
within any 30-day period. You may telephone redemption requests by
calling 1-800-221-4060 or, if you are calling from overseas, call 1-401-
455-3306. The Fund reserves the right to refuse any redemption request,
including requests made shortly after a change of address, and may limit
the amount involved or the number of such requests. This Privilege may be
modified or terminated at any time by the Transfer Agent or the Fund. The
Fund's Statement of Additional Information sets forth instructions for
transmitting redemption requests by wire. Shares held under Keogh Plans,
IRAs or other retirement plans, and shares for which certificates have
been issued, are not eligible for this Privilege.
    
   
TELEPHONE REDEMPTION PRIVILEGE __ You may redeem Fund shares
(maximum $150,000 per day) by telephone if you have checked the
appropriate box on the Fund's Account Application or have filed a
Shareholder Services Form with the Transfer Agent. The redemption
proceeds will be paid by check and mailed to your address. You may
telephone redemption instructions by calling 1-800-221-4060 or, if you
are calling from overseas, call 1-401-455-3306. The Fund reserves the
right to refuse any request made by telephone, including requests made
shortly after a change of address, and may limit the amount involved or
the number of telephone redemption requests. This Privilege may be
modified or terminated at any time by the Transfer Agent or the Fund.
Shares held under Keogh Plans, IRAs or other retirement plans, and shares
for which certificates have been issued, are not eligible for this Privilege.
    
   
DREYFUS TELETRANSFER PRIVILEGE - You may redeem Fund shares
(minimum $500 per day) by telephone if you have checked the appropriate
box and supplied the necessary information on the Fund's Account
Application or have filed a Shareholder Services Form with the Transfer
Agent. The proceeds will be transferred between your Fund account and the
bank account designated in one of these documents. Only such an account
maintained in a domestic financial institution which is an Automated
Clearing House member may be so designated. Redemption proceeds will be
on deposit in your account at an Automated Clearing House member bank
ordinarily two days after receipt of the redemption request or, at your
request, paid by check (maximum $150,000 per day) and mailed to your
address. Holders of jointly registered Fund or bank accounts may redeem
through the Dreyfus TELETRANSFER Privilege for transfer to their bank
account only up to $250,000 within any 30-day period. The Fund reserves
the right to refuse any request made by telephone, including requests
made shortly after a change of address, and may limit the amount involved
or the number of such requests. The Fund may modify or terminate this
Privilege at any time or charge a service fee upon notice to shareholders.
No such fee currently is contemplated.
    
   
    If you have selected the Dreyfus TELETRANSFER Privilege, you may
request a Dreyfus TELETRANSFER redemption by calling 1-800-221-4060
or, if you are calling from overseas, call 1-401-455-3306. Shares held
under Keogh Plans, IRAs or other retirement plans, and shares issued in
certificate form, are not eligible for this Privilege.
    
   
                       SHAREHOLDER SERVICES PLAN
    The Fund has adopted a Shareholder Services Plan pursuant to which the
Fund reimburses Dreyfus Service Corporation an amount not to exceed an
annual rate of .25 of 1% of the value of the Fund's average daily net assets
for certain allocated expenses of providing personal services and/or
maintaining shareholder accounts. The services provided may include
personal services relating to shareholder accounts, such as answering
shareholder inquiries regarding the Fund and providing reports and other
information, and services related to the maintenance of shareholder
accounts.
    
                  DIVIDENDS, DISTRIBUTIONS AND TAXES
    The Fund ordinarily pays monthly dividends from net investment income
and makes distributions from net realized securities gains, if any, once a
year, but it may make distributions on a more frequent basis to comply
with the distribution requirements of the Internal Revenue Code of 1986,
as amended (the "Code"), in all events in a manner
                                  Page 13
consistent with the
provisions of the Investment Company Act of 1940. The Fund will not make
distributions from net realized securities gains unless capital loss
carryovers, if any, have been utilized or have expired. You may choose
whether to receive dividends or distributions in cash or to reinvest in
additional Fund shares at net asset value. All expenses are accrued daily
and deducted before declaration of dividends to investors.
   
    Dividends derived from net investment income, together with
distributions from net realized short-term securities gains and all or a
portion of any gain realized from the sale or other disposition of certain
market discount bonds, paid by the Fund will be taxable to U.S.
shareholders as ordinary income whether received in cash or reinvested in
additional shares. No dividend paid by the Fund will qualify for the
dividends received deduction allowable to certain U.S. corporations.
Distributions from net realized long-term securities gains of the Fund
will be taxable to U.S. shareholders as long-term capital gains for Federal
income tax purposes, regardless of how long shareholders have held their
Fund shares and whether such distributions are received in cash or
reinvested in additional shares. The Code provides that the net capital
gain of an individual generally will not be subject to Federal income tax at
a rate in excess of 28%.  Dividends and distributions may be subject to
state and local taxes.
    
   
    Dividends derived from net investment income, together with
distributions from net realized short-term securities gains and all or a
portion of any gain realized from the sale of or other disposition of
certain market discount bonds, paid by the Fund to a foreign investor
generally are subject to U.S. nonresident withholding taxes at the rate of
30%, unless the foreign investor claims the benefit of a lower rate
specified in a tax treaty. Distributions from net realized long-term
securities gains paid by the Fund to a foreign investor as well as the
proceeds of any redemptions from a foreign investor's account, regardless
of the extent to which gain or loss may be realized, generally will not be
subject to U.S. nonresident withholding tax. However, such distributions
and redemption proceeds may be subject to backup withholding, as
described below, unless the foreign investor certifies his non-U.S.
residency status.
    
    Notice as to the tax status of your dividends and distributions will be
mailed to you annually. You also will receive periodic summaries of your
account which will include information as to dividends and distributions
from securities gains, if any, paid during the year.
    Federal regulations generally require the Fund to withhold ("backup
withholding") and remit to the U.S. Treasury 31% of dividends,
distributions from net realized securities gains and the proceeds of any
redemption, regardless of the extent to which gain or loss may be
realized, paid to a shareholder if such shareholder fails to certify either
that the TIN furnished in connection with opening an account is correct, or
that such shareholder has not received notice from the IRS of being
subject to backup withholding as a result of a failure to properly report
taxable dividend or interest income on a Federal income tax return.
Furthermore, the IRS may notify the Fund to institute backup withholding
if the IRS determines a shareholder's TIN is incorrect or if a shareholder
has failed to properly report taxable dividend and interest income on a
Federal income tax return.
    A TIN is either the Social Security number or employer identification
number of the record owner of the account. Any tax withheld as a result of
backup withholding does not constitute an additional tax imposed on the
record owner of the account, and may be claimed as a credit on the record
owner's Federal income tax return.
   
    Management of the Fund believes that the Fund has qualified for the
fiscal year ended March 31, 1994 as a "regulated investment company"
under the Code. The Fund intends to continue to so qualify, if such
qualification is in the best interests of its shareholders. Such
qualification relieves the Fund of any liability for Federal income tax to
the extent its earnings are distributed in accordance with applicable
provisions of the Code. The Fund is subject to a non-deductible 4% excise
tax, measured with respect to certain undistributed amounts of taxable
investment income and capital gains, if any.
    
    You should consult your tax adviser regarding specific questions as to
Federal, state or local taxes.
                          PERFORMANCE INFORMATION
    For purposes of advertising, performance may be calculated on several
bases, including current yield, average annual total return and/or total
return.
    Current yield refers to the Fund's annualized net investment income per
share over a 30-day period, expressed as a percentage of the net asset
value per share at the end of the period. For purposes of calculating
current yield, the amount of net investment income per share during that
30-day period, computed in accordance with regulatory
                                Page 14
requirements, is
compounded by assuming that it is reinvested at a constant rate over a
six-month period. An identical result is then assumed to have occurred
during a second six-month period which, when added to the result for the
first six months, provides an "annualized" yield for an entire one-year
period.
Average annual total return is calculated pursuant to a standardized
formula which assumes that an investment in the Fund was purchased
with an initial payment of $1,000 and that the investment was redeemed
at the end of a stated period of time, after giving effect to the
reinvestment of dividends and distributions during the period. The return
is expressed as a percentage rate which, if applied on a compounded
annual basis, would result in the redeemable value of the investment at
the end of the period. Advertisements of the Fund's performance will
include the Fund's average annual total return for one, five and ten year
periods.
    Total return is computed on a per share basis and assumes the
reinvestment of dividends and distributions. Total return generally is
expressed as a percentage rate which is calculated by combining the
income and principal changes for a specified period and dividing by the net
asset value per share at the beginning of the period. Advertisements may
include the percentage rate of total return or may include the value of a
hypothetical investment at the end of the period which assumes the
application of the percentage rate of total return.
    Performance will vary from time to time and past results are not
necessarily representative of future results. You should remember that
performance is a function of portfolio management in selecting the type
and quality of portfolio securities and is affected by operating expenses.
Performance information, such as that described above, may not provide a
basis for comparison with other investments or other investment
companies using a different method of calculating performance.
   
    Comparative performance information may be used from time to time in
advertising or marketing the Fund's shares, including data from Consumer
Price Index, Lipper Analytical Services, Inc., Moody's Bond Survey Bond
Index, Lehman Brothers Corporate Bond Index, Salomon Brothers High Grade
Index, Morningstar, Inc., IBC Bond Fund Report and other industry
publications.
    
                            GENERAL INFORMATION
    The Fund was incorporated under Maryland law on February 23, 1976.
The Fund is authorized to issue 100 million shares of Common Stock, par
value $.01 per share. Each share has one vote.
    Unless otherwise required by the Investment Company Act of 1940,
ordinarily it will not be necessary for the Fund to hold annual meetings of
shareholders. As a result, Fund shareholders may not consider each year
the election of Directors or the appointment of auditors. However,
pursuant to the Fund's By-Laws, the holders of at least 10% of the shares
outstanding and entitled to vote may require the Fund to hold a special
meeting of shareholders for purposes of removing a Director from office
and the holders of at least 25% of such shares may require the Fund to
hold a special meeting of shareholders for any other purpose. Fund
shareholders may remove a Director by the affirmative vote of a majority
of the Fund's outstanding voting shares. In addition, the Board of Directors
will call a meeting of shareholders for the purpose of electing Directors
if, at any time, less than a majority of the Directors then holding office
have been elected by shareholders.
    The Transfer Agent maintains a record of your ownership and sends you
confirmations and statements of account.
   
    Shareholder inquiries may be made by writing to the Fund at 144 Glenn
Curtiss Boulevard, Uniondale, New York 11556-0144, or by calling toll
free 1-800-645-6561. In New York City, call 1-718-895-1206; on Long
Island, call 794-5452.
    
    NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO
MAKE ANY REPRESENTATIONS OTHER THAN THOSE CONTAINED IN THIS
PROSPECTUS AND IN THE FUND'S OFFICIAL SALES LITERATURE IN
CONNECTION WITH THE OFFER OF THE FUND'S SHARES, AND, IF GIVEN OR
MADE, SUCH OTHER INFORMATION OR REPRESENTATIONS MUST NOT BE
RELIED UPON AS HAVING BEEN AUTHORIZED BY THE FUND. THIS PROSPECTUS
DOES NOT CONSTITUTE AN OFFER IN ANY STATE IN WHICH, OR TO ANY
PERSON TO WHOM, SUCH OFFERING MAY NOT LAWFULLY BE MADE.
                              page 15
A BONDS
PLUS, INC.


PROSPECTUS
(Dreyfus Lion Logo)

(copyright)Dreyfus Service Corporation, 1994
    Distributor         084p17052594





                         DREYFUS A BONDS PLUS, INC.
                                   PART B
                    (STATEMENT OF ADDITIONAL INFORMATION)
   
                                May 25, 1994
    

   
     This Statement of Additional Information, which is not a prospectus,
supplements and should be read in conjunction with the current Prospectus
of Dreyfus A Bonds Plus, Inc. (the "Fund"), dated May 25, 1994, as it may
be revised from time to time.  To obtain a copy of the Fund's Prospectus,
please write to the Fund at 144 Glenn Curtiss Boulevard, Uniondale, New
York 11556-0144, or call the following numbers:
    
   
          Call Toll Free 1-800-645-6561
          In New York City -- Call 1-718-895-1206
          On Long Island -- Call 794-5452
    
     The Dreyfus Corporation (the "Manager") serves as the Fund's
investment adviser.

     Dreyfus Service Corporation (the "Distributor"), a wholly-owned
subsidiary of the Manager, is the distributor of the Fund's shares.


                              TABLE OF CONTENTS

                                                             Page
   
Investment Objective and Management Policies. . . . . . .    B-2
Management of the Fund. . . . . . . . . . . . . . . . . .    B-7
Management Agreement. . . . . . . . . . . . . . . . . . .    B-10
Purchase of Fund Shares . . . . . . . . . . . . . . . . .    B-12
Shareholder Services Plan . . . . . . . . . . . . . . . .    B-13
Redemption of Fund Shares . . . . . . . . . . . . . . . .    B-14
Shareholder Services. . . . . . . . . . . . . . . . . . .    B-16
Determination of Net Asset Value. . . . . . . . . . . . .    B-19
Dividends, Distributions and Taxes. . . . . . . . . . . .    B-19
Portfolio Transactions. . . . . . . . . . . . . . . . . .    B-20
Performance Information . . . . . . . . . . . . . . . . .    B-21
Information About the Fund. . . . . . . . . . . . . . . .    B-22
Custodian, Transfer and Dividend Disbursing Agent,
          Counsel and Independent Auditors. . . . . . . .    B-22
Appendix. . . . . . . . . . . . . . . . . . . . . . . . .    B-23
Financial Statements. . . . . . . . . . . . . . . . . . .    B-26
Report of Independent Auditors. . . . . . . . . . . . . .    B-37
    

                INVESTMENT OBJECTIVE AND MANAGEMENT POLICIES

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Description
of the Fund."

     Portfolio Securities.  The Fund may enter into repurchase agreements
under which the Fund may acquire an underlying debt instrument subject to
an obligation of the seller to repurchase, and the Fund to resell, the
instrument at a fixed price, usually not more than one week after its
purchase.  The Fund's custodian or sub-custodian will have custody of, and
will hold in a segregated account, securities acquired by the Fund under a
repurchase agreement.   Repurchase agreements are considered by the staff
of the Securities and Exchange Commission to be loans by the Fund.  In an
attempt to reduce the risk of incurring a loss on a repurchase agreement,
the Fund will enter into repurchase agreements only with domestic banks
with total assets in excess of one billion dollars or primary government
securities dealers reporting to the Federal Reserve Bank of New York, with
respect to securities of the type in which the Fund may invest, and will
require that additional securities be deposited with it if the value of the
securities purchased should decrease below resale price.  The Manager will
monitor on an ongoing basis the value of the collateral to assure that it
always equals or exceeds the repurchase price.  Certain costs may be
incurred by the Fund in connection with the sale of the securities if the
seller does not repurchase them in accordance with the repurchase
agreement.  In addition, if bankruptcy proceedings are commenced with
respect to the seller of the securities, realization on the securities by
the Fund may be delayed or limited.  The Fund will consider on an ongoing
basis the creditworthiness of the institutions with which it enters into
repurchase agreements.

     The Fund may purchase commercial paper consisting only of direct
obligations which, at the time of their purchase, are (a) rated not lower
than Prime-1 by Moody's Investors Service, Inc. ("Moody's") or A-1 by
Standard & Poor's Corporation ("S&P"), or (b) issued by companies having an
outstanding unsecured debt issue currently rated at least A by Moody's or
S&P.

     Time deposits ("TDs") are non-negotiable deposits maintained in a
banking institution for a specified period of time at a stated interest
rate.  Certificates of deposit ("CDs") are certificates evidencing the
obligation of a bank to repay funds deposited with it for a specified
period of time.  TDs maturing in more than seven days will not be purchased
by the Fund and TDs maturing from two business through seven calendar days
will not exceed 10% of the Fund's net assets.  Investments in TDs and CDs
generally are limited to domestic banks having total assets in excess of
one billion dollars or to foreign branches of such domestic banks, and
investments in bankers' acceptances are limited to domestic banks having
total assets in excess of one billion dollars.  CDs issued by domestic
branches of domestic banks do not benefit materially, and TDs and CDs
issued by foreign branches of domestic banks do not benefit at all, from
insurance from the Bank Insurance Fund or the Savings Association Insurance
Fund administered by the Federal Deposit Insurance Corporation ("FDIC").

     Both domestic banks and foreign branches of domestic banks are subject
to extensive but different governmental regulations which may limit both
the amount and types of loans which may be made and interest rates which
may be charged.  In addition, the profitability of the banking industry is
dependent largely upon the availability and cost of funds for the purpose
of financing lending operations under prevailing money market conditions.
General economic conditions as well as exposure to credit losses arising
from possible financial difficulties of borrowers play an important part in
the operations of this industry.

     Domestic commercial banks organized under Federal law are supervised
and examined by the Comptroller of the Currency and are required to be
members of the Federal Reserve System and to have their deposits insured by
the FDIC.  Domestic banks organized under state law are supervised and
examined by state banking authorities.  In addition, state banks whose CDs
may be purchased by the Fund are insured by the FDIC (although such
insurance may not be of material benefit to the Fund, depending upon the
principal amount of the CDs of each bank held by the Fund) and are subject
to Federal examination and to a substantial body of Federal law and
regulation.

     As a result of the foregoing Federal and state laws and regulations,
domestic banks, among other things, are required to maintain specified
levels of reserves, limited in amounts which they can loan a single
borrower, and subject to other regulations designed to promote financial
soundness.  However, not all such laws and regulations apply to foreign
branches of domestic banks.

     Municipal lease obligations or installment purchase contract
obligations (collectively, "lease obligations") have special risks not
ordinarily associated with Municipal Obligations.  Although lease
obligations do not constitute general obligations of the municipality for
which the municipality's taxing power is pledged, a lease obligation
ordinarily is backed by the municipality's covenant to budget for,
appropriate and make the payments due under the lease obligation.  However,
certain lease obligations contain "non-appropriation" clauses which provide
that the municipality has no obligation to make lease or installment
purchase payments in future years unless money is appropriated for such
purpose on a yearly basis.  Although "non-appropriation" lease obligations
are secured by the leased property, disposition of the property in the
event of foreclosure might prove difficult.  The Fund will seek to minimize
these risks by not investing more than 10% of its total assets in lease
obligations that contain "non-appropriation" clauses, and by investing only
in those "non-appropriation" lease obligations where (1) the nature of the
leased equipment or property is such that its ownership or use is essential
to a governmental function of the municipality, (2) the lease payments will
commence amortization of principal at an early date resulting in an average
life of seven years or less for the lease obligation, (3) appropriate
covenants will be obtained from the municipal obligor prohibiting the
substitution or purchase of similar equipment if lease payments are not
appropriated, (4) the lease obligor has maintained good market
acceptability in the past, (5) the investment is of a size that will be
attractive to institutional investors, and (6) the underlying lease
equipment has elements of portability and/or use that enhance its
marketability in the event foreclosure on the underlying equipment is ever
required.  The staff of the Securities and Exchange Commission currently
considers certain lease obligations to be illiquid.  Accordingly, the Fund
will not invest in lease obligations that are illiquid.




     Loans of Portfolio Securities.  To a limited extent, the Fund may lend
its portfolio securities to brokers, dealers and other financial
institutions, provided it receives cash collateral which at all times is
maintained in an amount equal to at least 100% of the current market value
of the securities loaned.  By lending its portfolio securities, the Fund
can increase its income through the investment of the cash collateral.  For

purposes of this policy, the Fund considers U.S. Government securities or
irrevocable letters of credit issued by banks whose securities meet the
standards for investment by the Fund to be the equivalent of cash.  Such
loans may not exceed 10% of the value of the Fund's total assets.  From
time to time, the Fund may return to the borrower or a third party, which
is unaffiliated with the Fund, and which is acting as a "placing broker," a
part of the interest earned from the investment of collateral received for
securities loaned.

     The Securities and Exchange Commission currently requires that the
following conditions must be met whenever portfolio securities are loaned:
(1) the Fund must receive at least 100% cash collateral from the borrower;
(2) the borrower must increase such collateral whenever the market value of
the securities loaned rises above the level of such collateral; (3) the
Fund must be able to terminate the loan at any time; (4) the Fund must
receive reasonable interest on the loan, as well as any interest or other
distributions payable on the loaned securities, and any increase in market
value; and (5) the Fund may pay only reasonable custodian fees in
connection with the loan.  These conditions may be subject to future
modifications.

     Risk Factors--Lower Rated Bonds.  The Fund is permitted to invest in
securities rated Ba or B by Moody's and BB or B by S&P.  Such lower rated
bonds, though higher yielding, are characterized by risk.  Bonds rated Ba
or B by Moody's and BB or B by S&P generally are not meant for short-term
investing and may be subject to certain risks with respect to the issuing
entity and to greater market fluctuations than certain lower yielding,
higher rated fixed-income securities.  Bonds rated Ba by Moody's are judged
to have speculative elements; their future cannot be considered as well
assured and often the protection of interest and principal payments may be
very moderate.  Bonds which are rated B by Moody's generally lack
characteristics of the desirable investment; assurance of interest and
principal payments or of maintenance of other terms of the contract over
any long period of time may be small.  Bonds rated BB or B by S&P are
regarded as having predominantly speculative characteristics with respect
to capacity to pay interest and repay principal in accordance with the
terms of the obligation.  BB indicates the lowest degree of speculation and
B the highest degree of speculation; while such bonds will likely have some
quality and protective characteristics, these are outweighed by large
uncertainties or major risk exposures to adverse conditions.  See
"Appendix" for a general description of Moody's and S&P debt ratings.

     The ratings of Moody's and S&P represent their opinions as to the
quality of the obligations which they undertake to rate.  It should be
emphasized, however, that ratings are relative and subjective and, although
ratings may be useful in evaluating the safety of interest and principal
payments, they do not evaluate the market value risk of such obligations.
Therefore, although these ratings may be an initial criterion for selection
of portfolio investments, the Manager also will evaluate such obligations
and the ability of their issuers to pay interest and principal.  The Fund
will rely on the Manager's judgment, analysis and experience in evaluating
the creditworthiness of an issuer.  In this evaluation, the Manager will
take into consideration, among other things, the issuer's financial
resources, its sensitivity to economic conditions and trends, the quality
of the issuer's management and regulatory matters.  It also is possible
that a rating agency might not timely change the rating on a particular
issue to reflect subsequent events.  Once the rating of a bond in the
Fund's portfolio has been changed, the Manager will consider all
circumstances deemed relevant in determining whether the Fund should
continue to hold the bond.

     Investors should be aware that the market values of many bonds rated
Ba or B by Moody's and BB or B by S&P tend to be more sensitive to economic
conditions than are higher rated securities and may fluctuate more over
time.  Factors adversely affecting the market price and yield of these
securities will adversely affect the Fund's net asset value.

     The market values of certain of these lower rated debt securities tend
to reflect individual corporate developments to a greater extent than do
higher rated securities, which react primarily to fluctuations in the
general level of interest rates, and tend to be more sensitive to economic
conditions than are higher rated securities.  Companies that issue such
bonds often are highly leveraged and may not have available to them more
traditional methods of financing.  Therefore, the risk associated with
acquiring the securities of such issuers generally is greater than is the
case with higher rated securities.

     Because there is no established retail secondary market for many of
these securities, the Fund anticipates that such securities could be sold
only to a limited number of dealers or institutional investors.  To the
extent a secondary trading market for these bonds does exist, it generally
is not as liquid as the secondary market for higher rated securities.  The
lack of a liquid secondary market may have an adverse impact on market
price and yield and the Fund's ability to dispose of particular issues when
necessary to meet the Fund's liquidity needs or in response to a specific
economic event such as a deterioration in the creditworthiness of the
issuer.  The lack of a liquid secondary market for certain securities also
may make it more difficult for the Fund to obtain accurate market
quotations for purposes of valuing the Fund's portfolio and calculating its
net asset value.  Adverse publicity and investor perceptions, whether or
not based on fundamental analysis, may decrease the values and liquidity of
these securities.  In such cases, judgment may play a greater role in
valuation because less reliable objective data may be available.

     These bonds may be particularly susceptible to economic downturns.  It
is likely that any economic recession could disrupt severely the market for
such securities and may have an adverse impact on the value of such
securities.  In addition, it is likely that any such economic downturn
could adversely affect the ability of the issuers of such securities to
repay principal and pay interest thereon and increase the incidence of
default for such securities.

     The Fund may acquire these bonds during an initial offering.  Such
securities may involve special risks because they are new issues.  The Fund
has no arrangement with the Distributor or any other persons concerning the
acquisition of such securities, and the Manager will review carefully the
credit and other characteristics pertinent to such new issues.

     Zero coupon securities in which the Fund may invest involve special
considerations.  Zero coupon securities are debt obligations which do not
entitle the holder to pay any periodic payments of interest prior to
maturity or a specified cash payment date when the securities begin paying
current interest (the "cash payment date") and therefore are issued and
traded at a discount from their face amount or par value.  The discount
varies depending on the time remaining until maturity or cash payment date,
prevailing interest rates, liquidity of the security and perceived credit
quality of the issuer.  The discount, in the absence of financial
difficulties of the issuer, decreases as the final maturity or cash payment
date of the security approaches.

     The market prices of zero coupon securities generally are more
volatile than the market prices of securities that pay interest
periodically and are likely to respond to changes in interest rates to a
greater degree than do non-zero coupon securities having similar maturities
and credit quality.  The credit risk factors pertaining to lower rated
securities also apply to lower rated zero coupon securities.  Such zero
coupon securities, or delayed interest bonds carry an additional risk in
that, unlike bonds which pay interest throughout the period to maturity,
the Fund will realize no cash until the cash payment date unless a portion
of such securities are sold and, if the issuer defaults, the Fund may
obtain no return at all on its investment.

     Investment Restrictions.  The Fund has adopted the following
restrictions as fundamental policies.  These restrictions cannot be changed
without approval by the holders of a majority (as defined in the Investment
Company Act of 1940, as amended (the "Act")) of the Fund's outstanding
voting shares.  The Fund may not:

     1.   Purchase common stocks, preferred stocks, warrants, other equity
securities or convertible bonds.

     2.   Borrow money, except from banks for temporary or emergency (not
leveraging) purposes in an amount up to 5% of the value of the Fund's total
assets (including the amount borrowed) taken at the lesser of cost or
market, less liabilities (not including the amount borrowed) at the time
the borrowing is made.

     3.   Pledge its assets, except in an amount up to 15% of the value of
its total assets but only to secure borrowings for temporary or emergency
purposes.

     4.   Sell securities short.

     5.   Write or purchase put or call options.

     6.   Underwrite the securities of other issuers, purchase securities
subject to restrictions on disposition under the Securities Act of 1933
(known as "restricted securities"), or purchase securities which are not
freely marketable.

     7.   Purchase or sell real estate, commodities or oil and gas
interests.

     8.   Make loans to others, except through the purchase of debt
obligations referred to under "Description of the Fund--Management
Policies" in the Fund's Prospectus and "Investment Objective and Management
Policies" in this Statement of Additional Information.  However, the Fund's
Board of Directors may, on the request of broker-dealers or other
institutional investors which it deems qualified, authorize the Fund to
lend securities, but only when the borrower pledges cash or equivalent
securities as collateral to the Fund and agrees to maintain such collateral
so that it amounts to at least 100% of the value of the securities.  No
such security loan will be made if, as a result, the aggregate of loans
exceeds 10% of the value of the Fund's total assets.

     9.   Invest more than 5% of its total assets in the securities of any
one issuer except for U.S. Government and government agency securities
which may be purchased without limitation.

     10.  Invest in companies for the purpose of exercising control.

     11.  Invest in securities of other investment companies, except as
they may be acquired as part of a merger, consolidation or acquisition of
assets.

     12.  Invest more than 25% of its total assets in any particular
industry or industries.

     If a percentage restriction is adhered to at the time of investment, a
later change in percentage resulting from a change in values of assets will
not constitute a violation of such restriction.

     The Fund may make commitments more restrictive than the restrictions
listed above so as to permit the sale of Fund shares in certain states.
Should the Fund determine that a commitment is no longer in the best
interests of the Fund and its shareholders, the Fund reserves the right to
revoke the commitment by terminating the sale of Fund shares in the state
involved.


                           MANAGEMENT OF THE FUND

     Directors and officers of the Fund, together with information as to
their principal  business occupations during at least the last five years,
are shown below.  Each Director who is deemed to be an "interested person"
of the Fund, as defined in the Act, is indicated by an asterisk.

Directors and Officers of the Fund

*JOSEPH S. DiMARTINO, Director and Investment Officer.  President, Chief
     Operating Officer and a director of the Manager, Executive Vice
     President and a director of the Distributor, and an officer, director
     or trustee of other investment companies advised or administered by
     the Manager.  He is also a director of Noel Group, Inc., a director
     and Corporate Member of The Muscular Dystrophy Association and a
     trustee of Bucknell University.  His address is 200 Park Avenue, New
     York, New York 10166.

JOHN M. FRASER, JR., Director.  President of Fraser Associates, a service
     company for planning and arranging corporate meetings and other
     events.  From September 1975 to June 1978, he was Executive Vice
     President of Flagship Cruises, Ltd.  Prior thereto, he was Senior Vice
     President and Resident Director of the Swedish-American Line for the
     United States and Canada.  His address is 965 Fifth Avenue, New York,
     New York 10021.
   
ROBERT R. GLAUBER, Director.  Research Fellow, Center for Business and
     Government at the John F. Kennedy School of Government, Harvard
     University since January 1992.  He was Under Secretary of the Treasury
     for Finance at the U.S. Treasury Department from May 1989 to January
     1992.  For more than five years prior thereto, he was a Professor of
     Finance at the Graduate School of Business Administration of Harvard
     University and, from 1985 to 1989, Chairman of its Advanced Management
     Program.  He is also a director of Mid Ocean Reinsurance Co., Ltd. and
     Cooke & Bieler, Inc., investment counselors.  His address is 79 John
     F. Kennedy Street, Cambridge, Massachusetts 02138.
    
JAMES F. HENRY, Director.  President of the Center for Public Resources, a
     non-profit organization principally engaged in the development of
     alternatives to business litigation.  He was of counsel to the law
     firm of Lovejoy, Wasson & Ashton from October 1975 to December 1976
     and from October 1979 to June 1983, and was a partner of that firm
     from January 1977 to September 1979.  He was President and a director
     of the Edna McConnell Clark Foundation, a philanthropic organization,
     from September 1971 to December 1976.  His address is c/o Center for
     Public Resources, 366 Madison Avenue, New York, New York 10017.

ROSALIND GERSTEN JACOBS, Director.  Director of Merchandise and Marketing
     for Corporate Property Investors, a real estate investment company.
     From 1974 to 1976, she was owner and manager of a merchandise and
     marketing consulting  firm.  Prior to 1974, she was a Vice President
     of Macy's, New York.  Her address  is c/o Corporate Property
     Investors, 305 East 47th Street, New York, New York  10017.

*BARBARA L. KENWORTHY, Director, President and Investment Officer.  An
     employee of the Manager and an officer of other investment companies
     advised or administered by the Manager.

*IRVING KRISTOL, Director.  Consultant to the Manager on economic matters.
     He is also John M. Olin Distinguished Fellow of the American
     Enterprise Institute for Public Policy Research, co-editor of The
     Public Interest magazine and an author or co-editor of several books.
     From 1969 to 1988, he was Professor of Social Thought at the Graduate
     School of Business Administration, New York University; from September
     1969 to August 1979, he was Henry R. Luce Professor of Urban Values at
     New York University; from 1975 to 1990, he was a director of Lincoln
     National Corporation, an insurance company; and from 1977 to 1990, he
     was a director of Warner-Lambert Company, a pharmaceutical and
     consumer products company.  His address is c/o The Public Interest,
     1112 16th Street, N.W., Suite 530, Washington, D.C. 20036.

DR. PAUL A. MARKS, Director.  President and Chief Executive Officer of
     Memorial  Sloan-Kettering Cancer Center.  He was Vice President for
     Health Sciences and Director of the Cancer Center at Columbia
     University from 1973 to September 1980, and Professor of Medicine and
     of Human Genetics and Development at Columbia University from 1968 to
     1982.  He is also a director of Pfizer, Inc., a pharmaceutical
     company, Life Technologies, Inc., a life science company providing
     products for cell and molecular biology and microbiology,
     Biotechnology General, Inc., a biotechnology development company, and
     National Health Laboratories, a national clinical diagnostic
     laboratory.  His address is c/o Memorial Sloan-Kettering Cancer
     Center, 1275 York Avenue, New York, New York 10021.

DR. MARTIN PERETZ, Director.  Editor-in-Chief of The New Republic magazine
     and a lecturer in social studies at Harvard University, where he has
     been a member of the faculty since 1965.  He is a trustee of the
     Center for Blood Research at the Harvard Medical School and a director
     of Carmel Container Corporation.  His address is c/o The New Republic,
     1220 19th Street, N.W., Washington, D.C. 20036.

*HOWARD STEIN, Director.  Chairman of the Board and Chief Executive Officer
     of the Manager, Chairman of the Board of the Distributor and an
     officer, director, trustee or general partner of other investment
     companies advised or administered by the Manager.  His address is 200
     Park Avenue, New York, New York 10166.
   
BERT W. WASSERMAN, Director.  Executive Vice President and Chief Financial
     Officer since January 1990 and a director from January 1990 to March
     1993 of Time Warner Inc.  From 1981 to 1990, he was a member of the
     officer of the President and a director of Warner Communications, Inc.
     He is also a member of the the Chemical Bank National Advisory Board
     and a director of The New Germany Fund.  His address is c/o Time
     Warner Inc., 75 Rockefeller Plaza, New York, New York  10019.
    
     Mrs. Jacobs, Messrs. Fraser, Glauber, Henry and Kristol and Drs. Marks
and Peretz are also directors of Dreyfus Balanced Fund, Inc, Dreyfus
Capital Growth Fund (A Premier Fund), Dreyfus Growth and Income Fund, Inc.,
Dreyfus Growth Opportunity Fund, Inc., and Dreyfus Money Market
Instruments, Inc., and trustees of Dreyfus Institutional Money Market Fund
and Dreyfus Variable Investment Fund.  Mr. Glauber also is a director of
Dreyfus California Municipal Income, Inc., The Dreyfus Fund Incorporated,
Dreyfus Municipal Income, Inc., Dreyfus New York Municipal Income, Inc.,
Dreyfus Short Term Income Fund, Inc. and Dreyfus Worldwide Dollar Money
Market Fund, Inc., and a trustee of Dreyfus Short-Intermediate Tax Exempt
Bond Fund.
   
     The Fund does not pay any remuneration to its officers and Directors
other than fees and expenses to Directors who are not officers, directors,
employees or holders of 5% or more of the outstanding voting securities of
the Manager, which totalled $33,953 for the 1994 fiscal year for such
Directors as a group.
    



Officers of the Fund Not Listed Above

MARK N. JACOBS, Vice President.  Secretary and Deputy General Counsel of
     the Manager and an officer of other investment companies advised or
     administered by the Manager.

JEFFREY N. NACHMAN, Vice President--Financial.  Vice President--Mutual Fund
     Accounting of the Manager and an officer of other investment companies
     advised or administered by the Manager.

JOHN J. PYBURN, Treasurer.  Assistant Vice President of the Manager and an
     officer of other investment companies advised or administered by the
     Manager.

JAMES M. WINDELS, Controller.  Senior Accounting Manager of the Fund
     Accounting  Department of the Manager and an officer of other
     investment companies advised or administered by the Manager.
   
DANIEL C. MACLEAN, Secretary.  Vice President and General Counsel of the
     Manager, Secretary of the Distributor and an officer of other
     investment companies advised or administered by the Manager.
    
STEVEN F. NEWMAN, Assistant Secretary.  Associate General Counsel of the
     Manager and an officer of other investment companies advised or
     administered by the Manager.

CHRISTINE PAVALOS, Assistant Secretary.  Assistant Secretary of the
     Manager, the Distributor and other investment companies advised or
     administered by the Manager.

     The address of each officer of the Fund is 200 Park Avenue, New York,
New York 10166.
   
     Directors and officers of the Fund, as a group, owned less than 1% of
the Fund's Common Stock outstanding on May 13, 1994.
    
   
     The following persons also are officers and/or directors of the
Manager:  Julian M. Smerling, Vice Chairman of the Board of Directors; Alan
M. Eisner, Vice President and Chief Financial Officer; David W. Burke, Vice
President and Chief Administrative Officer; Robert F. Dubuss, Vice
President; Elie M. Genadry, Vice President--Institutional Sales; Peter A.
Santoriello, Vice President; Robert H. Schmidt, Vice President; Kirk V.
Stumpp, Vice President--New Product Development; Philip L. Toia, Vice
President; Katherine C. Wickham, Assistant Vice President--Human Resources;
Maurice Bendrihem, Controller; and Mandell L. Berman, Alvin E. Friedman,
Lawrence M. Greene, Abigail Q. McCarthy and David B. Truman, directors.
    

                            MANAGEMENT AGREEMENT

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Management
of the Fund."
   
     The Manager provides management services pursuant to the Management
Agreement (the "Agreement") dated May 17, 1976 with the Fund, which is
subject to annual approval by (i) the Fund's Board of Directors or
(ii) vote of a majority (as  defined in the Act) of the outstanding voting
securities of the Fund, provided that in either event its continuance also
is approved by a majority of the Directors who are not "interested persons"
(as defined in the Act) of the Fund or the Manager, by vote cast in person
at a meeting called for the purpose of voting on such approval.
Shareholders last approved the Agreement on July 15, 1977.  The Board of
Directors, including a majority of the Directors who are not "interested
persons" of any party to the Agreement, last voted to renew the Agreement
at a meeting held on September 20, 1993.  The Agreement is terminable
without penalty, on 60 days' notice, by the Fund's Board of Directors, by
vote of a majority of the Fund's outstanding voting securities or by the
Manager.  The Agreement will terminate automatically in the event of its
assignment (as defined in the Act).
    



     The Manager manages the Fund's portfolio of investments in accordance
with the stated policies of the Fund, subject to the approval of the Fund's
Board of Directors.  The Manager is responsible for investment decisions
and provides the Fund with investment officers who are authorized by the
Board to execute purchases and sales of securities.  The Fund's Investment
Officers are Joseph S. DiMartino and Barbara L. Kenworthy.  The Manager
also maintains a research department with a professional staff of portfolio
managers and securities analysts who provide research services for the Fund
as well as for other funds advised by the Manager.  All purchases and sales
are reported for the Board's review at the meeting subsequent to such
transactions.

     All expenses incurred in the operation of the Fund are borne by the
Fund, except to the extent specifically assumed by the Manager.  The
expenses borne by the Fund include:  taxes, interest, brokerage fees and
commissions, if any, fees of directors who are not officers, directors,
employees or holders of 5% or more of the outstanding voting securities of
the Manager, Securities and Exchange Commission fees, state Blue Sky
qualification fees, advisory fees, charges of custodians, transfer and
dividend disbursing agents' fees, certain insurance premiums, industry
association fees, outside auditing and legal expenses, costs of independent
pricing services, costs of maintaining corporate existence, costs
attributable to investor services (including, without limitation, telephone
and personnel expenses), costs of shareholders' reports and meetings, costs
of preparing and printing prospectuses and statements of additional
information for regulatory purposes and for distribution to existing
shareholders, and any extraordinary expenses.

     The Manager pays the salaries of all officers and employees who are
employed by both it and the Fund, maintains office facilities and furnishes
statistical and research data, clerical help, accounting, data processing,
bookkeeping and internal auditing and certain other required services.  The
Manager may make such advertising and promotional expenditures, using its
own resources, as it from time to time deems appropriate.

     The Manager, from time to time, from its own funds, other than the
management fee paid by the Fund, but including past profits, may make
payments for shareholder servicing and distribution services to the
Distributor.  The Distributor in turn may pay part or all of such
compensation to securities dealers or other persons for their servicing or
distribution assistance.
   
     As compensation for the Manager's services, the Fund has agreed to pay
the Manager a monthly management fee at the annual rate of .65 of 1% of the
value of the Fund's average daily net assets.  All expenses are accrued
daily and deducted before declaration of dividends to investors.  The
management fees paid to the Manager for the fiscal years ended March 31,
1992, 1993 and 1994 amounted to $2,672,263, $3,362,130 and $4,075,164,
respectively.
    
   
     The Manager has agreed that if the aggregate expenses of the Fund,
exclusive of taxes, brokerage commissions, interest on borrowings and (with
the prior written consent of the necessary state securities commissions)
extraordinary expenses, but including the management fee, exceed 1-1/2% of
the average daily value of the net assets of the Fund for the fiscal year,
the Manager will bear such excess or refund to the Fund, on an estimated
basis monthly, the amount of such excess.  No expense reimbursement was
required under the Agreement for fiscal 1992, 1993 and 1994.
    

     The aggregate of the fees payable to the Manager is not subject to
reduction as the value of the Fund's net assets increases.





                           PURCHASE OF FUND SHARES

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "How to Buy
Fund Shares."

     The Distributor.  The Distributor serves as the Fund's distributor
pursuant to an agreement which is renewable annually.  The Distributor also
acts as distributor for the other funds in the Dreyfus Family of Funds and
for certain other investment companies.
   
     Dreyfus TeleTransfer Privilege.  Dreyfus TeleTransfer purchase orders
may be made between the hours of 8:00 A.M. and 4:00 P.M., New York time, on
any business day that The Shareholder Services Group, Inc., the Fund's
transfer and dividend disbursing agent (the "Transfer Agent"), and the New
York Stock Exchange are open.  Such purchases will be credited to the
shareholder's Fund account on the next bank business day.  To qualify to
use Dreyfus TeleTransfer, the initial payment for purchase of Fund shares
must be drawn on, and redemption proceeds paid to, the same bank and
account as are designated on the Account Application or Shareholder
Services Form on file.  If the proceeds of a particular redemption are to
be wired to an account at any other bank, the request must be in writing
and signature-guaranteed.  See "Redemption of Fund Shares--Dreyfus
TeleTransfer Privilege."
    
     Transactions Through Securities Dealers.  Fund shares may be purchased
and redeemed through securities dealers which may charge a nominal
transaction fee for such services.  Some dealers will place the Fund's
shares in an account with their firm.  Dealers also may require that the
customer invest more than the $1,000 minimum investment through dealers;
the customer not take physical delivery of stock certificates; the customer
not request redemption checks to be issued in the customer's name;
fractional shares not be purchased; monthly income distributions be taken
in cash; or other conditions.

     There is no sales or service charge by the Fund or the Distributor,
although investment dealers, banks and other financial institutions may
make reasonable charges to investors for their services.  The services
provided and the applicable fees are established by each dealer or other
institution acting independently of the Fund.  The Fund has been given to
understand that these fees may be charged for customer services including,
but not limited to, same-day investment of client funds; same-day access to
client funds; advice to customers about the status of their accounts, yield
currently being paid or income earned to date; provision of periodic
account statements showing security and money market positions; other
services available from the dealer, bank or other institution; and
assistance with inquiries related to their investment.  Any such fees will
be deducted monthly from the investor's account, which on smaller accounts
could constitute a substantial portion of distributions.  Small, inactive,
long-term accounts involving monthly service charges may not be in the best
interest of investors.  Investors should be aware that they may purchase
shares of the Fund directly from the Fund without imposition of any
maintenance or service charges, other than those already described herein.
In some states, banks or other institutions effecting transactions in Fund
shares may be required to register as dealers pursuant to state law.

     Reopening an Account.  An investor may reopen an account with a
minimum investment of $100 without filing a new Account Application during
the calendar year the account is closed or during the following calendar
year, provided the information on the old Account Application is still
applicable.

   
                          SHAREHOLDER SERVICES PLAN

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Shareholder
Services Plan."
    
   
     The Fund has adopted a Shareholder Service Plan pursuant to which the
Fund reimburses the Distributor for certain allocated expenses of providing
personal services and/or maintaining shareholder accounts.  The services
provided may include personal services related to shareholder accounts,
such as answering shareholder inquiries regarding the Fund and providing
reports and other information, and services related to the maintenance of
shareholder accounts.
    
   
     A quarterly report of the amounts expended under the Shareholder
Services Plan, and the purposes for which such expenditures were incurred,
must be made to the Directors for their review.  In addition, the
Shareholder Services Plan provides that material amendments of the
Shareholder Services Plan must be approved by the Board of Directors, and
by the Directors who are not "interested persons" (as defined in the Act)
of the Fund and have no direct or indirect financial interest in the
operation of the Shareholder Services Plan by vote cast in person at a
meeting called for the purpose of considering such amendments.  The
Shareholder Services Plan is subject to annual approval by such vote of the
Directors cast in person at a meeting called for the purpose of voting on
the Shareholder Services Plan.  The Shareholder Services Plan is terminable
at any time by vote of a majority of the Directors who are not "interested
persons" and have no direct or indirect financial interest in the operation
of the Shareholder Service Plan.
    
   
     For the fiscal year ended March 31, 1994, the Fund reimbursed the
Distributor pursuant to the Shareholder Services Plan $774,184.
    



                          REDEMPTION OF FUND SHARES

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "How to
Redeem Fund Shares."

     Check Redemption Privilege.  An investor may indicate on the Account
Application or by later written request that the Fund provide Redemption
Checks ("Checks") drawn on the Fund's account.  Checks will be sent only to
the registered owner(s) of the account and only to the address of record.
The Account Application or later written request must be manually signed by
the registered owner(s).  Checks may be made payable to the order of any
person in an amount of $500 or more.  When a Check is presented to the
Transfer Agent for payment, the Transfer Agent, as the investor's agent,
will cause the Fund to redeem a sufficient number of shares in the
investor's account to cover the amount of the Check.  Dividends are earned
until the Check clears.  After clearance, a copy of the Check will be
returned to the investor.  Shareholders generally will be subject to the
same rules and regulations that apply to checking accounts, although the
election of this Privilege creates only a shareholder-transfer agent
relationship with the Transfer Agent.

     If the amount of the Check is greater than the value of the shares in
the investor's account, the Check will be returned marked insufficient
funds.  Checks should not be used to close an account.
   
     Wire Redemption Privilege.  By using this Privilege, the investor
authorizes the Transfer Agent to act on wire or telephone redemption
instructions from any person representing himself or herself to be the
investor and reasonably believed by the Transfer Agent to be genuine.
Ordinarily, the Fund will initiate payment for shares redeemed pursuant to
this Privilege on the next business day after receipt by the Transfer Agent
of a redemption request in proper form.  Redemption proceeds will be
transferred by Federal Reserve wire only to the commercial bank account
specified by the investor on the Account Application or Shareholder
Services Form.  Redemption proceeds, if wired, must be in the amount of
$1,000 or more and will be wired to the investor's account at the bank of
record designated in the investor's file at the Transfer Agent, if the
investor's bank is a member of the Federal Reserve System, or to a
correspondent bank if the investor's bank is not a member.  Fees ordinarily
are imposed by such bank and usually are borne by the investor.  Immediate
notification by the correspondent bank to the investor's bank is necessary
to avoid a delay in crediting the funds to the investor's bank account.
    
     Investors with access to telegraphic equipment may wire redemption
requests to the Transfer Agent by employing the following transmittal code
which may be used for domestic or overseas transmissions:

                                        Transfer Agent's
          Transmittal                   Answer Back Sign

             144295                     144295 TSSG PREP


     Investors who do not have direct access to telegraphic equipment may
have the wire transmitted by contacting a TRT Cables operator at
1-800-654-7171, toll free.  Investors should advise the operator that the
above transmitted code must be used and should also inform the operator of
the Transfer Agent's answer back sign.
   
    

     To change the commercial bank or account designated to receive
redemption proceeds, a written request must be sent to the Transfer Agent.
This request must be signed by each shareholder, with each signature
guaranteed as described below under "Stock Certificates; Signatures."

     Dreyfus TeleTransfer Privilege.  Investors should be aware that if
they have selected the Dreyfus TeleTransfer Privilege, any request for a
wire redemption will be effected as a  Dreyfus TeleTransfer transaction
through the Automated Clearing House (ACH) system unless more prompt
transmittal specifically is requested.   Redemption proceeds will be on
deposit in the investor's account at an ACH member bank ordinarily two
business days after receipt of the redemption request.  See "Purchase of
Fund Shares--Dreyfus TeleTransfer Privilege."

     Stock Certificates; Signatures.  Any certificates representing Fund
shares to be redeemed must be submitted with the redemption request.
Written redemption requests must be signed by each shareholder, including
each owner of a joint account, and each signature must be guaranteed.
Signatures on endorsed certificates submitted for redemption also must be
guaranteed.  The Transfer Agent has adopted standards and procedures
pursuant to which signature-guarantees in proper form generally will be
accepted from domestic banks, brokers, dealers, credit unions, national
securities exchanges, registered securities associations, clearing agencies
and savings associations, as well as from participants in the New York
Stock Exchange Medallion Signature Program, the Securities Transfer Agents
Medallion Program ("STAMP") and the Stock Exchanges Medallion Program.
Guarantees must be signed by an authorized signatory of the guarantor and
"Signature-Guaranteed" must appear with the signature.  The Transfer Agent
may request additional documentation from corporations, executors,
administrators, trustees or guardians, and may accept other suitable
verification arrangements from foreign investors, such as consular
verification.  For more information with respect to signature-guarantees,
please call one of the telephone numbers listed on the cover.

     Redemption Commitment.  The Fund has committed itself to pay in cash
all redemption requests by any shareholder of record, limited in amount
during any 90-day period to the lesser of $250,000 or 1% of the value of
the Fund's net assets at the beginning of such period.  Such commitment is
irrevocable without the prior approval of the Securities and Exchange
Commission.  In the case of requests for redemption in excess of such
amount, the Board of Directors reserves the right to make payments in whole
or part in securities or other assets of the Fund in case of an emergency
or any time a cash distribution would impair the liquidity of the Fund to
the detriment of the existing shareholders.  In such event, the securities
would be valued in the same manner as the Fund's portfolio is valued.  If
the recipient sold such securities, brokerage charges would be incurred.

     Suspension of Redemptions.  The right of redemption may be suspended
or the date of payment postponed (a) during any periods when the New York
Stock Exchange is closed (other than customary weekend and holiday
closings), (b) when trading in the markets the Fund ordinarily utilizes is
restricted, or when an emergency exists as determined by the Securities and
Exchange Commission so that disposal of the Fund's investments or
determination of its net asset value is not reasonably practicable, or (c)
for such other periods as the Securities and Exchange by order may permit
to protect the Fund's shareholders.


                            SHAREHOLDER SERVICES

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Shareholder
Services."

     Exchange Privilege.  Shares of other funds purchased by exchange will
be purchased on the basis of net asset value per share as follows:

     A.   Exchanges for shares of funds that are offered without a sales
          load will be made without a sales load.

     B.   Shares of funds purchased without a sales load may be exchanged
          for shares of other funds sold with a sales load, and the
          applicable sales load will be deducted.

     C.   Shares of funds previously purchased with a sales load may be
          exchanged without a sales load for shares of other funds sold
          without a sales load.

     D.   Shares of funds purchased with a sales load, shares of funds
          acquired by a previous exchange from shares purchased with a
          sales load, and additional shares acquired through reinvestment
          of dividends or distributions of any such funds (collectively
          referred to herein as "Purchased Shares") may be exchanged for
          shares of other funds sold with a sales load (referred to herein
          as "Offered Shares"), provided that, if the sales load applicable
          to the Offered Shares exceeds the maximum sales load that could
          have been imposed in connection with the Purchased Shares (at the
          time the Purchased Shares were acquired), without giving effect
          to any reduced loads, the difference will be deducted.

     To accomplish an exchange under item D above, shareholders must notify
the Transfer Agent of their prior ownership of fund shares and their
account number.
   
     To use this Privilege, an investor must give exchange instructions to
the Transfer Agent in writing, by wire or by telephone.  Telephone
exchanges may be made only if the appropriate "YES" box has been checked on
the Account Application or a separate signed Shareholder Services Form is
on file with the Transfer Agent.  By using this Privilege, the investor
authorizes the Transfer Agent to act on exchange instructions from any
person representing himself or herself to be the investor, and reasonably
believed by the Transfer Agent to be genuine.  Telephone exchanges may be
subject to limitations as to the amount involved or the number of telephone
exchanges permitted.  Shares issued in certificate form are not eligible
for telephone exchange.
    
     To establish a Personal Retirement Plan by exchange, shares of the
fund being exchanged must have a value of at least the minimum initial
investment required for the fund into which the exchange is being made.
For Dreyfus-sponsored Keogh Plans, IRAs and IRAs set up under a Simplified
Employee Pension Plan ("SEP-IRAs") with only one participant, the minimum
initial investment is $750.  To exchange shares held in Corporate Plans,
403(b)(7) Plans and SEP-IRAs with more than one participant, the minimum
initial investment is $100 if the plan has at least $2,500 invested among
the funds in the Dreyfus Family of Funds.  To exchange shares held in
Personal Retirement Plans, the shares exchanged must have a current value
of at least $100.

     Dreyfus Auto-Exchange Privilege.  Dreyfus Auto-Exchange Privilege
permits an investor to purchase, in exchange for shares of the Fund, shares
of certain other funds in the Dreyfus Family of Funds.  This Privilege is
available only for existing accounts.  Shares will be exchanged on the
basis of relative net asset value set forth above under "Exchange
Privilege."  Enrollment in or modification or cancellation of this
Privilege is effective three business days following notification by the
investor.  An investor will be notified if his account falls below the
amount designated to be exchanged under this Privilege.  In this case, an
investor's account will fall to zero unless additional investments are made
in excess of the designated amount prior to the next Dreyfus Auto-Exchange
transaction.  Shares held under IRA and other retirement plans are eligible
for this Privilege.  Exchanges of IRA shares may be made between IRA
accounts and from regular accounts to IRA accounts, but not from IRA
accounts to regular accounts.  With respect to all other retirement
accounts, exchanges may be made only among those accounts.

     The Exchange Privilege and Dreyfus Auto-Exchange Privilege are
available to shareholders resident in any state in which shares of the fund
being acquired legally may be sold.  Shares may be exchanged only between
accounts having identical names and other identifying designations.
   
     Shareholder Services Forms and prospectuses of the other funds may be
obtained from the Distributor, 144 Glenn Curtiss Boulevard, Uniondale, New
York 11556-0144.  The Fund reserves the right to reject any exchange
request in whole or in part.  The Exchange Privilege or the Dreyfus Auto-
Exchange Privilege may be modified or terminated any time upon notice to
shareholders.
    
     Automatic Withdrawal Plan.  The Automatic Withdrawal Plan permits an
investor with a $5,000 minimum account to request withdrawal of a specified
dollar amount (minimum of $50) on either a monthly or quarterly basis.
Withdrawal payments are the proceeds from sales of Fund shares, not the
yield on the shares.  If withdrawal payments exceed reinvested dividends
and distributions, the investor's shares will be reduced and eventually may
be depleted.  An Automatic Withdrawal Plan may be established by completing
the appropriate application available from the Distributor.  There is a
service charge of $.50 for each withdrawal check.  Automatic Withdrawal may
be terminated at any time by the investor, the Fund or the Transfer Agent.
Shares for which certificates have been issued may not be redeemed through
the Automatic Withdrawal Plan.
   
     Dreyfus Dividend Sweep.  Dreyfus Dividend Sweep allows investors to
invest on the payment date their dividends or dividends and capital gain
distributions, if any, from the Fund in shares of another fund in the
Dreyfus Family of Funds of which the investor is a shareholder.  Shares of
other funds purchased pursuant to this Privilege will be purchased on the
basis of relative net asset value per share as follows:
    
     A.   Dividends and distributions paid by a fund may be invested
          without imposition of a sales load in shares of other funds that
          are offered without a sales load.

     B.   Dividends and distributions paid by a fund which does not charge
          a sales load may be invested in shares of other funds sold with a
          sales load, and the applicable sales load will be deducted.

     C.   Dividends and distributions paid by a fund which charges a sales
          load may be invested in shares of other funds sold with a sales
          load (referred to herein as "Offered Shares"), provided that, if
          the sales load applicable to the Offered Shares exceeds the
          maximum sales load charged by the fund from which dividends or
          distributions are being swept, without giving effect to any
          reduced loads, the difference will be deducted.

     D.   Dividends and distributions paid by a fund may be invested in
          shares of other funds that impose a contingent deferred sales
          charge ("CDSC") and the applicable CDSC, if any, will be imposed
          upon redemption of such shares.
   
     Corporate Pension/Profit-Sharing and Personal Retirement Plans.  The
Fund makes available to corporations a variety of prototype pension and
profit-sharing plans including a 401(k) Salary Reduction Plan.  In
addition, the Fund makes available Keogh Plans, IRAs, including SEP-IRAs,
IRA "Rollover Accounts" and 403(b)(7) Plans.  Plan support services also
are available.  Investors can obtain details on the various plans by
calling the following numbers toll free: for Keogh Plans, please call 1-
800-358-5566; for IRAs and IRA "Rollover Accounts," please call 1-800-645-
6561; and for SEP-IRAs, 401(k) Salary Reduction Plans and 403(b)(7) Plans,
please call 1-800-322-7880.
    
     Investors who wish to purchase Fund shares in conjunction with a Keogh
Plan, a 403(b)(7) Plan or an IRA, including a SEP-IRA, may request forms
for adoption of such plans from the Distributor.

     The entity acting as custodian for Keogh Plans, 403(b)(7) Plans or
IRAs may charge a fee, payment of which could require the liquidation of
shares.  All fees charged are described in the appropriate form.

     Shares may be purchased in connection with these plans only by direct
remittance to the entity acting as custodian.  Purchases for these plans
may not be made in advance of receipt of funds.

     The minimum initial investment for corporate plans, Salary Reduction
Plans, 403(b)(7) Plans and SEP-IRAs with more than one participant is
$2,500, with no minimum on subsequent purchases.  The minimum initial
investment for Dreyfus-sponsored Keogh Plans, IRAs, SEP-IRAs and 403(b)(7)
Plans with only one participant is normally $750, with no minimum on
subsequent purchases.  Individuals who open an IRA may also open a
non-working spousal IRA with a minimum investment of $250.

     The investor should read the Prototype Retirement Plan and the form of
Custodial Agreement for further details on eligibility, service fees and
tax implications, and should consult a tax adviser.


                      DETERMINATION OF NET ASSET VALUE

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled  "How to Buy
Fund Shares."

     Valuation of Portfolio Securities.  Substantially all of the Fund's
investments (excluding short-term investments) are valued each business day
by an independent pricing service (the "Service") approved by the Board of
Directors.  Securities valued by the Service for which quoted bid prices in
the judgment of the Service are readily available and are representative of
the bid side of the market are valued at the mean between the quoted bid
prices (as obtained by the Service from dealers in such securities) and
asked prices (as calculated by the Service based upon its evaluation of the
market for such securities).  Other investments (which constitute a
majority of the portfolio of securities) valued by the Service are carried
at fair value as determined by the Service, based on methods which include
consideration of:  yields or prices of securities of comparable quality,
coupon, maturity and type; indications as to values from dealers; and
general market conditions.  Short-term investments are not valued by the
Service and are carried at amortized cost, which approximates value.  Other
investments that are not valued by the Service are valued at the average of
the most recent bid and asked prices in the market in which such
investments are primarily traded, or at the last sales price for securities
traded primarily on an exchange.  In the absence of reported sales of
investments traded primarily on an exchange, the average of the most recent
bid and asked prices is used.  Bid price is used when no asked price is
available.  Investments traded in foreign currencies are translated to U.S.
dollars at the prevailing rates of exchange.  Expenses and fees, including
the management fee (reduced by the expense limitation, if any), are accrued
daily and are taken into account for the purpose of determining the net
asset value of Fund shares.

     New York Stock Exchange Closings.  The holidays (as observed) on which
the New York Stock Exchange is closed currently are:  New Year's Day,
Presidents' Day, Good Friday, Memorial Day, Independence Day, Labor Day,
Thanksgiving and Christmas.


                     DIVIDENDS, DISTRIBUTIONS AND TAXES

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Dividends,
Distributions and Taxes."
   
     Management believes that the Fund qualified as a "regulated investment
company" under the Internal Revenue Code of 1986, as amended (the "Code"),
for the fiscal year ended March 31, 1994.  The Fund intends to continue to
so qualify if such qualification is in the best interests of its
shareholders.  To qualify as a regulated investment company, the Fund must
distribute to its shareholders at least 90% of its net taxable income,
exclusive of net capital gain, must derive less than 30% of its annual
gross income from gain on the sale of securities held for less than three
months, and must meet certain asset diversification and other
requirements.  Accordingly, the Fund may be restricted in the selling of
securities held for less than three months.  At present, such
qualifications relieves the Fund from any liability for Federal income
taxes to the extent its net investment income and realized capital gain
are distributed in accordance with applicable provisions of the Code. The
term "regulated investment company" does not imply the supervision of
management or investment practices or policies by any government agency.
    
   
     Ordinarily, gains and losses realized from portfolio transactions will
be treated as capital gain or loss.  However, all or a portion of any gain
realized from the sale or other disposition of certain market discount
bonds will be treated as ordinary income under Section 1276 of the Code.
    
     Any dividend or distribution from net realized long-term securities
gains (i.e., "capital gain distribution") paid shortly after an investor's
purchase may have the effect of reducing the aggregate net asset value of
his shares below the cost of his investment.  Such a dividend or capital
gain distribution would be a return on investment in an economic sense,
although taxable as stated above.  In addition, the Code provides that if a
shareholder holds shares of the Fund for six months (or shorter period as
the Internal Revenue Service may prescribe by regulation) and has received
a capital gain distribution with respect to such shares, any loss incurred
on the sale of such shares will be treated as long-term capital loss to the
extent of the capital gain distribution received.

     Investment by the Fund in securities issued at a discount or providing
for deferred interest or for payment of interest in the form of additional
obligations could, under special tax rules, affect the amount, timing and
character of distributions to shareholders.  For example, the Fund could be
required to recognize annually a portion of the discount (or deemed
discount) at which such securities were issued and to distribute such
portion in order to maintain its qualification as a regulated investment
company.  In such case, the Fund may be required to dispose of securities
which it might otherwise have continued to hold in order to generate cash
to satisfy these distribution requirements.


                           PORTFOLIO TRANSACTIONS
   
     Purchases and sales of portfolio securities usually are principal
transactions.  Portfolio securities ordinarily are purchased directly from
the issuer or from an underwriter or a market maker for the securities.
Usually no brokerage commissions are paid by the Fund for such purchases.
Purchases of portfolio securities from underwriters include a commission
or concession paid by the issuer to the underwriter and the purchase price
paid to market makers for the securities may include the spread between
the bid and asked price.  No brokerage commissions were paid by the Fund
during the 1992, 1993 and 1994 fiscal years.  Gross spreads and
concessions on principal transactions which, where determinable, amounted
to $873,750, $880,750 and $738,252 for the fiscal years ended March 31,
1992, 1993 and 1994, respectively, none of which was paid to the
Distributor.
    
   
     Transactions are allocated to various dealers by the Fund's Investment
Officers in their best judgment.  The primary consideration is prompt and
effective execution of orders at the most favorable price.  Subject to that
primary consideration, dealers may be selected for research, statistical or
other services to enable the Manager to supplement its own research and
analysis with the views and information of other securities firms.
Securities transactions are not directed to securities firms in
consideration of sales of Fund shares or of shares of other funds advised
by the Manager.  For the fiscal years ended March 31, 1993 and 1994, the
Fund's portfolio turnover rate was 81.15% and 93.67%, respectively.
    
     Research services furnished by brokers through which the Fund effects
securities transactions may be used by the Manager in advising other funds
it advises and, conversely, research services furnished to the Manager by
brokers in connection with other funds the Manager advises may be used by
the Manager in advising the Fund.  Although it is not possible to place a
dollar value on these services, it is the opinion of the Manager that the
receipt and study of such services should not reduce the overall expenses
of its research department.

     The Fund anticipates that its annual portfolio rate generally will not
exceed 100%, but the rate of turnover will not be a limiting factor when
the Fund deems it desirable to sell or purchase securities.  Therefore,
depending upon market conditions, the Fund's annual portfolio turnover rate
may exceed 100% in particular years.





                           PERFORMANCE INFORMATION

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Performance
Information."
   
     The Fund's current yield for the 30-day period ended March 31, 1994
was 6.71%.  Current yield is computed pursuant to a formula which operates
as follows:  The amount of the Fund's expenses accrued for the 30-day
period is subtracted from the amount of the dividends and interest earned
(computed in accordance with regulatory requirements) by the Fund during
the period.  That result is then divided by the product of:  (a) the
average daily number of shares outstanding during the period that were
entitled to receive dividends, and (b) the net asset value per share on the
last day of the period less any undistributed earned income per share
reasonably expected to be declared as a dividend shortly thereafter.  The
quotient is then added to 1, and that sum is raised to the 6th power, after
which 1 is subtracted.  The current yield is then arrived at by multiplying
the result by 2.
    
   
     The Fund's average annual total return for the one, five and ten year
periods ended March 31, 1994 was 3.09%, 10.94% and 11.27%, respectively.
Average annual total return is calculated by determining the ending
redeemable value of an investment purchased with a hypothetical $1,000
payment made at the beginning of the period (assuming the reinvestment of
dividends and distributions), dividing by the amount of the initial
investment, taking the "n"th root of the quotient (where "n" is the number
of years in the period) and subtracting 1 from the result.
    
   
     The Fund's total return for the period June 25, 1976 to March 31, 1994
was 436.86%.  Total return is calculated by subtracting the amount of the
Fund's net asset value per share at the beginning of a stated period from
the net asset value per share at the end of the period (after giving effect
to the reinvestment of dividends and distributions during the period), and
dividing the result by the net asset value per share at the beginning of
the period.
    

                         INFORMATION ABOUT THE FUND

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "General
Information."

     Each Fund share has one vote and, when issued and paid for in
accordance with the terms of the offering, is fully paid and nonassessable.

Fund shares are of one class and have equal rights as to dividends and in
liquidation.  Shares have no preemptive, subscription or conversion rights
and are freely transferable.

     The Fund sends annual and semi-annual financial statements to all its
shareholders.





             CUSTODIAN, TRANSFER AND DIVIDEND DISBURSING AGENT,
                      COUNSEL AND INDEPENDENT AUDITORS

     The Bank of New York, 110 Washington Street, New York, New York 10286,
acts as custodian of the Fund's investments.  The Shareholder Services
Group, Inc., a subsidiary of First Data Corporation, P.O. Box 9671,
Providence, Rhode Island 02940-9671, is the Fund's transfer and dividend
disbursing agent.  Neither The Bank of New York nor The Shareholder
Services Group, Inc. has any part in determining the investment policies of
the Fund or which securities are to be purchased or sold by the Fund.

     Stroock & Stroock & Lavan, 7 Hanover Square, New York, New York
10004-2696, as counsel for the Fund, has rendered its opinion as to certain
legal matters regarding the due authorization and valid issuance of the
shares of Common Stock being sold pursuant to the Fund's Prospectus.
   
     Ernst & Young, independent auditors, 787 Seventh Avenue, New York, New
York 10019, have been selected as the Fund's auditors.
    

                                  APPENDIX


     Description of Standard & Poor's Corporation ("S&P") and Moody's
Investors Service, Inc. ("Moody's") ratings:

S&P

Debt Ratings

                                     AAA

     Bonds rated AAA have the highest rating assigned to a debt obligation.

Capacity to pay interest and repay principal is extremely strong.

                                     AA

     Bonds rated AA have a very strong capacity to pay interest and repay
principal and differ from the highest rated issues only in small degree.

                                      A

     Bonds rated A have a strong capacity to pay interest and repay
principal although they are somewhat more susceptible to the adverse
effects of changes in circumstances and economic conditions than bonds in
higher rated categories.

                                     BBB

     Bonds rated BBB are regarded as having an adequate capacity to pay
interest and repay principal.  Whereas they normally exhibit adequate
protection parameters, adverse economic conditions or changing
circumstances are more likely to lead to a weakened capacity to pay
interest and repay principal for bonds in this category than for bonds in
higher rated categories.


                                     BB

     Bonds rated BB have less near-term vulnerability to default than other
speculative bonds.  However, they face major ongoing uncertainties or
exposure to adverse business, financial or economic conditions which could
lead to inadequate capacity to meet timely interest and principal payments.

                                      B

     Bonds rated B have a greater vulnerability to default but presently
have the capacity to meet interest payments and principal repayments.
Adverse business, financial or economic conditions would likely impair
capacity or willingness to pay interest and repay principal.

     S&P's letter rating may be modified by the addition of a plus or a
minus sign, which is used to show relative standing within the major rating
categories, except in the AAA (Prime Grade) category.




Commercial Paper Ratings

     The rating A is the highest rating and is assigned by S&P to issues
that are regarded as having the greatest capacity for timely payment.
Issues in this category are delineated with the numbers 1, 2 and 3 to
indicate the relative degree of safety.  Paper rated A-1 indicates that the
degree of safety regarding timely payment is either overwhelming or very
strong.  Those issues determined to possess overwhelming safety
characteristics are denoted with a plus (+) sign designation.  Paper rated
A-1 must have the following characteristics:  liquidity ratios are adequate
to meet cash requirements, long-term senior debt is rated "A" or better,
the issuer has access to at least two additional channels of borrowing, and
basic earnings and cash flow have an upward trend with allowance made for
unusual circumstances.  Typically, the issuer's industry is well
established and the issuer has a strong position within the industry; the
reliability and quality of management are unquestioned.


Moody's

Debt Rating

                                     Aaa

     Bonds which are rated Aaa are judged to be of the best quality.  They
carry the smallest degree of investment risk and are generally referred to
as "gilt edge."  Interest payments are protected by a large or by an
exceptionally stable margin and principal is secure.  While the various
protective elements are likely to change, such changes as can be visualized
are most unlikely to impair the fundamentally strong position of such
issues.

                                     Aa

     Bonds which are rated Aa are judged to be of high quality by all
standards.  Together with the Aaa group they comprise what are generally
known as high grade bonds.  They are rated lower than the best bonds
because margins of protection may not be as large as in Aaa securities or
fluctuation of protective elements may be of greater amplitude or there may
be other elements present which make the long-term risks appear somewhat
larger than in Aaa securities.

                                      A

     Bonds which are rated A possess many favorable investment attributes
and are to be considered as upper medium grade obligations.  Factors giving
security to principal and interest are considered adequate, but elements
may be present which suggest a susceptibility to impairment sometime in the
future.


                                     Baa

     Bonds which are rated Baa are considered as medium grade obligations,
i.e., they are neither highly protected nor poorly secured.  Interest
payments and principal security appear adequate for the present but certain
protective elements may be lacking or may be characteristically unreliable
over any great length of time.  Such bonds lack outstanding investment
characteristics and in fact have speculative characteristics as well.

                                     Ba

     Bonds which are rated Ba are judged to have speculative elements;
their future cannot be considered as well assured.  Often the protection of
interest and principal payments may be very moderate and therefore not well
safeguarded during both good and bad times over the future.  Uncertainty of
position characterizes bonds in this class.

                                      B

     Bonds which are rated B generally lack characteristics of the desired
investment.  Assurance of interest and principal payments or of maintenance
of other terms of the contract over any long period of time may be small.

     Moody's applies the numerical modifiers 1, 2 and 3 to show relative
standing within the major rating categories, except in the Aaa category and
in categories below B.  The modifier 1 indicates a ranking for the security
in the higher end of a rating category; the modifier 2 indicates a mid-
range ranking; and the modifier 3 indicates a ranking in the lower end of a
rating category.

Commercial Paper Rating

     The rating Prime-1 (P-1) is the highest commercial paper rating
assigned by Moody's.  Issuers of P-1 paper must have a superior capacity
for repayment of short-term promissory obligations, and ordinarily will be
evidenced by leading market positions in well established industries, high
rates of return on funds employed, conservative capitalization structures
with moderate reliance on debt and ample asset protection, broad margins in
earnings coverage of fixed financial charges and high internal cash
generation, and well established access to a range of financial markets and
assured sources of alternate liquidity.

<PAGE>

- --------------------------------------------------------------------------------
DREYFUS A BONDS PLUS, INC.
STATEMENT OF INVESTMENTS                                          MARCH 31, 1994

<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------      PRINCIPAL
BONDS AND NOTES--93.9%                                                                      AMOUNT            VALUE
                                                                                         ------------      ------------
<C>                              <S>                                                     <C>               <C>
           BANKING--5.1%         Barclays North American Capital, Capital Notes
                                   (Gtd. by Barclays Bank PLC),
                                   10 1/2%, 2017....................................     $  2,000,000      $  2,319,000
                                 First Chicago, Sub. Notes,
                                   8 1/4%, 2002.....................................        8,500,000         8,877,987
                                 Fleet/Norstar Financial Group, Sub. Notes,
                                   9.90%, 2001......................................        4,000,000         4,515,660
                                 KeyCorp, Sub. Notes,
                                   8%, 2004.........................................        5,000,000         5,176,825
                                 NationsBank, Sub. Medium-Term Notes,
                                   6.20%, 2003......................................       10,000,000         9,183,420
                                                                                                           ------------
                                                                                                             30,072,892
                                                                                                           ------------
         CHEMICALS--1.2%         E.I. du Pont de Nemours and Co., Deb.,
                                   8 1/4%, 2022.....................................        5,000,000         5,126,455
                                 Hoechst Celanese, Notes,
                                   9 5/8%, 1999.....................................        2,000,000         2,192,060
                                                                                                           ------------
                                                                                                              7,318,515
                                                                                                           ------------
          CONSUMER--8.7%         MCI Communications, Sr. Deb.,
                                   8 1/4%, 2023.....................................        3,000,000         3,057,924
                                 McCormick & Co., Notes,
                                   8.95%, 2001......................................        2,000,000         2,196,644
                                 News America Holdings (Gtd. by News),
                                   Sr. Deb.,
                                   9 1/4%, 2013.....................................        5,000,000         5,246,505
                                 Philip Morris Cos., Notes,
                                   9 1/4%, 1997.....................................        5,000,000         5,425,340
                                 The Employee Stock
                                   Ownership Trust of The Procter & Gamble
                                   Profit Sharing Trust and Employee Stock
                                   Ownership Plan, Deb.
                                   (Gtd. by Procter & Gamble),
                                   Ser. A, 9.36%, 2021..............................        3,000,000         3,517,314
                                 Rite Aid, Sr. Deb.,
                                   6 7/8%, 2013.....................................       10,000,000         8,927,320
                                 Rogers Cablesystems,
                                   Sr. Secured Second Priority Notes,
                                   9 5/8%, 2002.....................................        5,000,000         5,100,000
                                 Tele-Communications, Sr. Deb.,
                                   9 1/4%, 2023.....................................        5,000,000         5,180,820
                                 Time Warner, Deb.,
                                   9.15%, 2023......................................        8,000,000         7,910,576
                                 Wal-Mart Stores, Deb.,
                                   7 1/4%, 2013.....................................        5,000,000         4,797,245
                                                                                                           ------------
                                                                                                             51,359,688
                                                                                                           ------------
          FINANCE--10.3%         Chrysler Financial:
                                   Floating Rate Notes,
                                     3 15/16%, 1996.................................        5,000,000(a)      4,996,850
                                   Notes,
                                     6 5/8%, 2000...................................       10,000,000         9,673,330
</TABLE>

<PAGE>

- --------------------------------------------------------------------------------
DREYFUS A BONDS PLUS, INC.
STATEMENT OF INVESTMENTS (CONTINUED)                              MARCH 31, 1994
<TABLE>
<C>                              <S>                                                     <C>               <C>
     FINANCE (CONTINUED)         Commercial Credit, Notes,
                                   10%, 2008........................................     $  2,000,000      $  2,384,298
                                 Greyhound Financial, Floating Rate Notes,
                                   4.273%, 1995.....................................        5,000,000(a)      5,003,100
                                 KfW International Finance, Notes (Gtd. by KfW),
                                   7%, 2013.........................................        8,000,000         7,532,952
                                 Merrill Lynch & Co.:
                                   Medium-Term Floating Rate Notes,
                                     4.83%, 1997....................................       14,000,000(a)     13,997,200
                                   Notes,
                                     8.30%, 2002....................................       15,000,000        15,739,350
                                 PaineWebber Group, Sub. Notes,
                                   7 3/4%, 2002.....................................        2,000,000         1,968,966
                                                                                                           ------------
                                                                                                             61,296,046
                                                                                                           ------------
        INDUSTRIAL--8.3%         Anheuser-Busch Cos., Deb.,
                                   7 3/8%, 2023.....................................        5,000,000         4,678,940
                                 Archer-Daniels-Midland,
                                   Deb.:
                                     8 1/8%, 2012...................................        5,000,000         5,214,300
                                     8 3/8%, 2017...................................        5,000,000         5,371,205
                                 Boeing, Deb.,
                                   7 1/4%, 2025.....................................        5,000,000         4,637,915
                                 Bowater, Deb.,
                                   9 1/2%, 2012.....................................        5,000,000         5,428,545
                                 General Electric Capital, Sub. Notes
                                   (Gtd. by General Electric),
                                   8 1/8%, 2012.....................................        3,000,000         3,135,834
                                 Harnischfeger Industries, Deb.,
                                   8.90%, 2022......................................        5,000,000         5,379,170
                                 Lockheed, Notes,
                                   7 7/8%, 2023.....................................        5,000,000         4,747,075
                                 McDonnell Douglas:
                                   Deb.,
                                     9 3/4%, 2012...................................        5,000,000         5,545,980
                                   Notes,
                                     8 1/4%, 2000...................................        5,000,000         5,153,010
                                                                                                           ------------
                                                                                                             49,291,974
                                                                                                           ------------
         INSURANCE--1.8%         NAC Re, Notes,
                                   8%, 1999.........................................        5,000,000         5,129,110
                                 SunAmerica, Notes,
                                   9%, 1999.........................................        5,000,000         5,400,350
                                                                                                           ------------
                                                                                                             10,529,460
                                                                                                           ------------
       OIL AND GAS--3.8%         Atlantic Richfield, Deb.:
                                   9 7/8%, 2016.....................................        2,000,000         2,425,156
                                   9%, 2021.........................................        5,000,000         5,581,930
</TABLE>

<PAGE>


- --------------------------------------------------------------------------------
DREYFUS A BONDS PLUS, INC.
STATEMENT OF INVESTMENTS (CONTINUED)                              MARCH 31, 1994
<TABLE>
<C>                              <S>                                                     <C>               <C>
 OIL AND GAS (CONTINUED)         Chevron Profit Sharing/Savings Plan
                                   Trust Fund, Notes (Gtd. by Chevron),
                                   8.11%, 2004......................................     $  5,000,000      $  5,261,440
                                 Maxus Energy, Sinking Fund Deb.,
                                   11 1/4%, 2013....................................          184,000           188,600
                                 Occidental Petroleum, Sr. Deb.,
                                   11 3/4%, 2011....................................        5,000,000         5,635,320
                                 Parker-Hannifin, Deb.,
                                   9 3/4%, 2021.....................................        2,000,000         2,272,612
                                 TransCanada Pipelines, Deb.,
                                   9 7/8%, 2021.....................................        1,000,000         1,213,060
                                                                                                           ------------
                                                                                                             22,578,118
                                                                                                           ------------
         TELEPHONE--5.6%         Bell Telephone of Pennsylvania, Deb.,
                                   8 3/4%, 2031.....................................        5,000,000         5,599,405
                                 GTE, Deb.,
                                   10 1/4%, 2020....................................       10,000,000        11,873,280
                                 Mountain States Telephone and Telegraph, Deb.,
                                   9 5/8%, 2030.....................................        1,000,000         1,118,844
                                 New Jersey Bell Telephone, Deb.,
                                   8%, 2022.........................................        5,000,000         5,181,185
                                 Pacific Bell, Deb.,
                                   7 1/2%, 2033.....................................       10,000,000         9,337,060
                                                                                                           ------------
                                                                                                             33,109,774
                                                                                                           ------------
    TRANSPORTATION--1.7%         CSX, Deb.,
                                   8.10%, 2022......................................        5,000,000         4,987,435
                                 Delta Air Lines, Deb.,
                                   10 3/8%, 2022....................................        5,000,000         5,268,060
                                                                                                           ------------
                                                                                                             10,255,495
                                                                                                           ------------
         UTILITIES--8.6%         Consolidated Edison of New York, Deb.,
                                   Ser. 1994 A, 7 1/8%, 2029........................        5,000,000         4,519,465
                                 Detroit Edison, Secured Medium-Term Notes,
                                   Ser. G, 6.56%, 2001..............................        5,000,000         4,807,425
                                 El Paso Natural Gas, Deb.,
                                   8 5/8%, 2022.....................................        2,000,000         2,112,118
                                 Idaho Power, First Mortgage,
                                   8 3/4%, 2027.....................................        7,000,000         7,490,455
                                 Metropolitan Edison, Secured Medium-Term Notes,
                                   Ser. B, 8.15%, 2023..............................        5,000,000         5,032,360
                                 Midwest Power Systems, General Mortgage,
                                   8 1/8%, 2023.....................................        5,000,000         4,941,375
                                 Niagara Mohawk Power, Secured Facility Bonds,
                                   8.77%, 2018......................................        2,963,000         2,831,952
                                 ONEOK, Deb.,
                                   9 3/4%, 2020.....................................        3,000,000         3,443,439
                                 Pennsylvania Power & Light,
                                   First Mortgage:
                                   9 3/8%, 2021.....................................        5,000,000         5,581,565
                                   7 7/8%, 2023.....................................        3,000,000         2,932,107
</TABLE>

<PAGE>


- --------------------------------------------------------------------------------
DREYFUS A BONDS PLUS, INC.
STATEMENT OF INVESTMENTS (CONTINUED)                              MARCH 31, 1994
<TABLE>
<C>                              <S>                                                     <C>               <C>
   UTILITIES (CONTINUED)         South Carolina Electric & Gas,
                                   First and Refunding Mortgage,
                                   8 7/8%, 2021.....................................     $  7,000,000      $  7,635,810
                                                                                                           ------------
                                                                                                             51,328,071
                                                                                                           ------------
           FOREIGN--9.6%         Banco Nacional de Comercio Exterior,
                                   S.N.C., Notes,
                                   7 1/4%, 2004.....................................        5,000,000         4,342,640
                                 Hydro-Quebec, Deb.
                                   (Gtd. by the Province of Quebec):
                                     Ser. HS, 9.40%, 2021...........................        5,000,000         5,712,000
                                     Ser. GQ, 8 1/4%, 2027..........................        4,000,000         4,109,920
                                 Nacional Financiera, S.N.C., Notes,
                                   5 7/8%, 1998.....................................        5,000,000         4,662,500
                                 Petro-Canada, Deb.
                                   (Gtd. by the Government of Canada),
                                   8 1/4%, 2016.....................................        2,000,000         2,180,520
                                 Province of Manitoba, Deb.,
                                   Ser. CD, 9 1/4%, 2020............................        5,000,000         5,795,750
                                 Province of Nova Scotia, Deb.,
                                   8 3/4%, 2022.....................................        5,000,000         5,351,750
                                 Republic of Argentina, Bonds,
                                   8 3/8%, 2003.....................................        7,000,000         6,254,507
                                 Republic of Finland, Deb.,
                                   9 5/8%, 2028.....................................        4,000,000         4,613,408
                                 Swedish Export Credit, Deb.,
                                   9 7/8%, 2038.....................................        8,000,000         9,252,480
                                 United Mexican States, Notes,
                                   8 1/2%, 2002.....................................        5,000,000         4,808,440
                                                                                                           ------------
                                                                                                             57,083,915
                                                                                                           ------------
             OTHER--4.4%         Collateralized Mortgage Obligation Trust 9, Cl. C
                                   (Collateralized by GNMA Pass-Through Ctfs.),
                                   7 3/4%, 2012.....................................        2,054,369         2,097,203
                                 County of Contra Costa, California,
                                   Taxable Pension Obligation Bonds,
                                   1994 Ser. A, 6.85%, 2011.........................        5,000,000         4,484,450
                                 DL J Acceptance Trust 1,
                                   Collateralized Mortgage Obligation,
                                   Ser. 1989-1, Cl. 1-F (Collateralized by
                                   GNMA Pass-Through Ctfs. and the
                                   Collateral Proceeds Account),
                                   11%, 2019........................................          494,496           537,463
                                 FHA Project Loan Ctfs., Ser. Pool No. 6
                                   (Reilly Mortgage Group),
                                   7.43%, 2022......................................        6,251,939         6,208,958
                                 Rural Electric Cooperative Grantor Trust Ctfs.:
                                   (Soyland),
                                     9.70%, 2017....................................        5,000,000         5,379,020
                                   (Tex-La),
                                     9.58%, 2019....................................        4,000,000         4,276,244
</TABLE>

<PAGE>


- --------------------------------------------------------------------------------
DREYFUS A BONDS PLUS, INC.
STATEMENT OF INVESTMENTS (CONTINUED)                              MARCH 31, 1994
<TABLE>
<C>                              <S>                                                     <C>               <C>
       OTHER (CONTINUED)         Ryland Acceptance Corp. Four,
                                   Collateralized Mortgage Obligation
                                   (Collateralized by GNMA Pass-Through Ctfs.),
                                   Ser. 37-B,
                                   8.35%, 2012......................................     $  2,815,998      $  2,879,950
                                                                                                           ------------
                                                                                                             25,863,288
                                                                                                           ------------
     U.S. GOVERNMENT AND
         AGENCIES--24.8%         FICO:
                                   Deb.,
                                     Ser. E, 9.65%, 2018............................        5,000,000         6,131,250
                                   Principal Strips:
                                     Ser. 11, Zero Coupon, 2/8/2018.................       15,000,000         2,324,985
                                     Ser. 1, Zero Coupon, 5/11/2018.................       20,000,000         3,038,460
                                 Federal Home Loan Mortgage Corp.,
                                   Multiclass Mortgage Participation Ctfs.:
                                     Ser. 1322, Cl. 1322-F,
                                       7 1/2%, 2005.................................       15,000,000        14,990,625
                                     Ser. 1271, Cl. 1271-G,
                                       7%, 2006.....................................       10,478,000        10,193,129
                                     Ser. 1195, Cl. 1195-F,
                                       7 1/2%, 2006.................................        6,000,000         6,146,250
                                     Ser. 1202, Cl. 1202-F,
                                       7%, 2007.....................................        5,000,000         4,948,438
                                     Ser. 1184, Cl. 1184-E,
                                       7.80%, 2016..................................       10,000,000        10,083,800
                                     Ser. 1354, Cl. 1354-PF,
                                       7%, 2017.....................................        5,000,000         4,933,594
                                     Ser. 1175, Cl. 1175-C,
                                       8%, 2021.....................................        9,654,000         9,862,164
                                 Federal National Mortgage Association,
                                   Real Estate Mortgage Investment Conduit Trust
                                   (Collateralized by FNMA Pass-Through Ctfs.):
                                     Ser. 1992-136, Cl. 136-PD,
                                       6%, 2016.....................................       11,000,000        10,463,970
                                     Ser. 1992-118, Cl. 118-PG,
                                       7%, 2018.....................................        5,000,000         4,981,250
                                     Ser. 1991-176, Cl. 176-PJ,
                                       7%, 2020.....................................        5,000,000         4,956,250
                                     Ser. 1992-118, Cl. 118-PJ,
                                       7 1/2%, 2021.................................       12,235,000        12,192,942
                                 Synthetic Treasury Receipts,
                                   Ser. l, 6%, 2006.................................       10,000,000         9,120,700
                                 U.S. Treasury Bonds:
                                   7 1/8%, 2/15/2023................................        5,000,000         4,950,780
                                   6 1/4%, 8/15/2023................................       25,000,000        22,406,250
                                 U.S. Treasury Notes,
                                   8 1/2%, 11/15/2000...............................        5,000,000         5,525,000
                                                                                                           ------------
                                                                                                            147,249,837
                                                                                                           ------------
                                 TOTAL BONDS AND NOTES
                                   (cost $558,312,885)..............................                       $557,337,073
                                                                                                           ------------
                                                                                                           ------------

<PAGE>
</TABLE>


- --------------------------------------------------------------------------------
DREYFUS A BONDS PLUS, INC.
STATEMENT OF INVESTMENTS (CONTINUED)                              MARCH 31, 1994
<TABLE>
<CAPTION>
- ------------------------------------------------------------------------------------      PRINCIPAL
SHORT-TERM INVESTMENTS--4.3%                                                                AMOUNT            VALUE
                                                                                         ------------      ------------
<C>                              <S>                                                     <C>               <C>
           TIME DEPOSIT;         Republic National Bank of New York (London),
                                   3 1/2%, 4/4/1994
                                   (cost $25,700,000)...............................     $ 25,700,000      $ 25,700,000
                                                                                                           ------------
                                                                                                           ------------
                                                                                                98.2%      $583,037,073
                                                                                               ------      ------------
                                                                                               ------      ------------
TOTAL INVESTMENTS (cost $584,012,885)...............................................


                                                                                                 1.8%      $ 10,577,549
                                                                                               ------      ------------
                                                                                               ------      ------------
CASH AND RECEIVABLES (NET)..........................................................


                                                                                               100.0%      $593,614,622
                                                                                               ------      ------------
                                                                                               ------      ------------
NET ASSETS..........................................................................

</TABLE>

- --------------------------------------------------------------------------------
NOTE TO STATEMENT OF INVESTMENTS;

(a) Variable rate security-interest rate subject to periodic change.

                       See notes to financial statements.

<PAGE>

- --------------------------------------------------------------------------------
DREYFUS A BONDS PLUS, INC.

- --------------------------------------------------------------------------------
STATEMENT OF ASSETS AND LIABILITIES                               MARCH 31, 1994

<TABLE>
<S>                                                                                         <C>              <C>
ASSETS:
  Investments in securities, at value
    (cost $584,012,885)--see statement...................................................                    $583,037,073
  Cash...................................................................................                       1,005,910
  Receivable for investment securities sold..............................................                      17,257,532
  Interest receivable....................................................................                       8,570,520
  Receivable for subscriptions to Common Stock...........................................                          13,176
  Prepaid expenses.......................................................................                          65,680
                                                                                                             ------------
                                                                                                              609,949,891
LIABILITIES:
  Due to The Dreyfus Corporation.........................................................   $   337,166
  Payable for investment securities purchased............................................    14,000,000
  Payable for Common Stock redeemed......................................................     1,850,037
  Accrued expenses.......................................................................       148,066        16,335,269
                                                                                            -----------      ------------
NET ASSETS...............................................................................                    $593,614,622
                                                                                                             ------------
                                                                                                             ------------
REPRESENTED BY:
  Paid-in capital........................................................................                    $585,297,973
  Accumulated undistributed investment income--net.......................................                       6,727,259
  Accumulated undistributed net realized gain on investments.............................                       2,565,202
  Accumulated net unrealized (depreciation) on investments--Note 3.......................                        (975,812)
                                                                                                             ------------
NET ASSETS at value applicable to 41,294,759 shares outstanding
(100 million shares of $.01 par value Common Stock authorized)...........................                    $593,614,622
                                                                                                             ------------
                                                                                                             ------------
NET ASSET VALUE, offering and redemption price per share
($593,614,622 / 41,294,759 shares).......................................................                          $14.38
                                                                                                                   ------
                                                                                                                   ------
</TABLE>

- --------------------------------------------------------------------------------
STATEMENT OF OPERATIONS                                YEAR ENDED MARCH 31, 1994

<TABLE>
<S>                                                                                         <C>              <C>
INVESTMENT INCOME:
  INTEREST INCOME........................................................................                    $ 45,134,991
  EXPENSES:
    Management fee--Note 2(a)............................................................   $ 4,075,164
    Shareholder servicing costs--Note 2(b)...............................................     1,335,316
    Custodian fees.......................................................................        75,811
    Professional fees....................................................................        46,974
    Registration fees....................................................................        40,651
    Prospectus and shareholders' reports.................................................        34,133
    Directors' fees and expenses--Note 2(c)..............................................        33,953
    Miscellaneous........................................................................        10,107
                                                                                            -----------
        TOTAL EXPENSES...................................................................                       5,652,109
                                                                                                             ------------
        INVESTMENT INCOME--NET...........................................................                      39,482,882
REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS:
  Net realized gain on investments--Note 3...............................................   $13,334,527
  Net unrealized (depreciation) on investments...........................................   (34,122,473)
                                                                                            -----------
        NET REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS................................                     (20,787,946)
                                                                                                             ------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS.....................................                    $ 18,694,936
                                                                                                             ------------
                                                                                                             ------------
</TABLE>

                       See notes to financial statements.

<PAGE>

- --------------------------------------------------------------------------------
DREYFUS A BONDS PLUS, INC.

- --------------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
                                                                                              YEAR ENDED MARCH 31,
                                                                                        ---------------------------------
                                                                                            1993                 1994
                                                                                        ------------         ------------
<S>                                                                                     <C>                  <C>
OPERATIONS:
  Investment income--net.............................................................   $ 36,567,291         $ 39,482,882
  Net realized gain on investments...................................................     21,241,710           13,334,527
  Net unrealized appreciation (depreciation) on investments for the year.............     23,597,549          (34,122,473)
                                                                                        ------------         ------------
    NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS.............................     81,406,550           18,694,936
                                                                                        ------------         ------------
NET EQUALIZATION CREDITS--Note 1(e)..................................................        570,527              380,820
                                                                                        ------------         ------------
DIVIDENDS TO SHAREHOLDERS FROM:
  Investment income--net.............................................................    (36,132,010)         (39,448,092)
  Net realized gain on investments...................................................     (7,322,450)         (23,253,146)
                                                                                        ------------         ------------
    TOTAL DIVIDENDS..................................................................    (43,454,460)         (62,701,238)
                                                                                        ------------         ------------
CAPITAL STOCK TRANSACTIONS:
  Net proceeds from shares sold......................................................    288,950,527          311,162,989
  Dividends reinvested...............................................................     36,229,458           53,245,642
  Cost of shares redeemed............................................................   (236,140,815)        (301,599,810)
                                                                                        ------------         ------------
    INCREASE IN NET ASSETS FROM CAPITAL STOCK TRANSACTIONS...........................     89,039,170           62,808,821
                                                                                        ------------         ------------
        TOTAL INCREASE IN NET ASSETS.................................................    127,561,787           19,183,339
NET ASSETS:
  Beginning of year..................................................................    446,869,496          574,431,283
                                                                                        ------------         ------------
  End of year (including undistributed investment income--net:
    $6,311,649 in 1993 and $6,727,259 in 1994).......................................   $574,431,283         $593,614,622
                                                                                        ------------         ------------
                                                                                        ------------         ------------

<CAPTION>
                                                                                           SHARES               SHARES
<S>                                                                                     <C>                  <C>
                                                                                        ------------         ------------
CAPITAL SHARE TRANSACTIONS:
  Shares sold........................................................................     19,568,536           20,190,752
  Shares issued for dividends reinvested.............................................      2,471,603            3,477,064
  Shares redeemed....................................................................    (15,953,360)         (19,598,158)
                                                                                        ------------         ------------
    NET INCREASE IN SHARES OUTSTANDING...............................................      6,086,779            4,069,658
                                                                                        ------------         ------------
                                                                                        ------------         ------------
</TABLE>

                       See notes to financial statements.

<PAGE>

- --------------------------------------------------------------------------------
DREYFUS A BONDS PLUS, INC.

- --------------------------------------------------------------------------------
FINANCIAL HIGHLIGHTS

     Reference is made to page 2 of the Fund's Prospectus dated May 25, 1994.

                       See notes to financial statements.

<PAGE>

- --------------------------------------------------------------------------------
DREYFUS A BONDS PLUS, INC.

- --------------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS

NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:

     The Fund is registered under the Investment Company Act of 1940 ("Act") as
a diversified open-end management investment company. Dreyfus Service
Corporation ("Distributor") acts as the exclusive distributor of the Fund's
shares, which are sold to the public without a sales charge. The Distributor is
a wholly-owned subsidiary of The Dreyfus Corporation ("Manager").

     (A) PORTFOLIO VALUATION: The Fund's investments (excluding short-term
investments) are valued each business day by an independent pricing service
("Service") approved by the Board of Directors. Investments for which quoted bid
prices in the judgment of the Service are readily available and are
representative of the bid side of the market are valued at the mean between the
quoted bid prices (as obtained by the Service from dealers in such securities)
and asked prices (as calculated by the Service based upon its evaluation of the
market for such securities). Other investments (which constitute a majority of
the portfolio securities) are carried at fair value as determined by the
Service, based on methods which include consideration of: yields or prices of
securities of comparable quality, coupon, maturity and type; indications as to
values from dealers; and general market conditions. Short-term investments are
carried at amortized cost, which approximates value.

     (B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities transactions
are recorded on a trade date basis. Realized gain and loss from securities
transactions are recorded on the identified cost basis. Interest income
including, where applicable, amortization of discount on investments is
recognized on the accrual basis.

     (C) DIVIDENDS TO SHAREHOLDERS: Dividends are recorded on the ex-dividend
date. Dividends from investment income-net are declared and paid monthly.
Dividends from net realized capital gain are normally declared and paid
annually, but the Fund may make distributions on a more frequent basis to comply
with the distribution requirements of the Internal Revenue Code. To the extent
that net realized capital gain can be offset by capital loss carryovers, if any,
it is the policy of the Fund not to distribute such gain.

     On March 31, 1994, the Board of Directors declared a cash dividend of $.082
per share from undistributed investment income-net, payable on April 4, 1994
(ex-dividend date), to shareholders of record as of the close of business on
March 31 , 1994.

     (D) FEDERAL INCOME TAXES: It is the policy of the Fund to continue to
qualify as a regulated investment company, if such qualification is in the best
interests of its shareholders, by complying with the provisions available to
certain investment companies, as defined in applicable sections of the Internal
Revenue Code, and to make distributions of taxable income sufficient to relieve
it from all, or substantially all, Federal income taxes.

     (E) EQUALIZATION: The Fund follows the accounting practice known as
"equalization" by which a portion of the amounts received on issuances and the
amounts paid on redemptions of Fund shares (equivalent, on a per share basis, to
the amount of distributable investment income-net on the date of the
transaction) is allocated to undistributed investment income-net so that
undistributed investment income-net per share is unaffected by Fund shares
issued or redeemed.

NOTE 2--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:

     (A) Pursuant to a management agreement ("Agreement") with the Manager, the
management fee is computed at the annual rate of 65/100ths of 1% of the average
daily value of the Fund's net assets and is payable monthly. The

<PAGE>

- --------------------------------------------------------------------------------
DREYFUS A BONDS PLUS, INC.

Agreement provides for an expense reimbursement from the Manager should the
Fund's aggregate expenses, exclusive of taxes, interest on borrowings, brokerage
commissions and extraordinary expenses, exceed 1 1/2% of the average value of
the Fund's net assets for any full fiscal year. There was no expense
reimbursement for the year ended March 31, 1994.

     (B) Pursuant to the Fund's Shareholder Services Plan, the Fund reimburses
the Distributor an amount not to exceed an annual rate of .25 of 1% of the value
of the Fund's average daily net assets for servicing shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Fund and
providing reports and other information, and services related to the maintenance
of shareholder accounts. During the year ended March 31, 1994, the Fund was
charged an aggregate of $774,184 pursuant to the Shareholder Services Plan.

     (C) Certain officers and directors of the Fund are "affiliated persons," as
defined in the Act, of the Manager and/or the Distributor. Each director who is
not an "affiliated person" receives an annual fee of $2,500 and an attendance
fee of $500 per meeting.

     (D) On December 5, 1993, the Manager entered into an Agreement and Plan of
Merger (the "Merger Agreement") providing for the merger of the Manager with a
subsidiary of Mellon Bank Corporation ("Mellon").

     Following the merger, it is planned that the Manager will be a direct
subsidiary of Mellon Bank, N.A. Closing of this merger is subject to a number of
contingencies, including receipt of certain regulatory approvals and approvals
of the stockholders of the Manager and of Mellon. The merger is expected to
occur in mid-1994, but could occur later.

     As a result of regulatory requirements and the terms of the Merger
Agreement, the Manager will seek various approvals from the Fund's board and
shareholders before completion of the merger. Shareholder approval will be
solicited by a proxy statement.

NOTE 3--SECURITIES TRANSACTIONS:

     The aggregate amount of purchases and sales of investment securities, other
than short-term securities, during the year ended March 31, 1994, amounted to
$586,516,364 and $559,545,823, respectively.

     At March 31, 1994, accumulated net unrealized depreciation on investments
was $975,812, consisting of $15,833,254 gross unrealized appreciation and
$16,809,066 gross unrealized depreciation.

     At March 31, 1994, the cost of investments for Federal income tax purposes
was substantially the same as the cost for financial reporting purposes (see the
Statement of Investments).

<PAGE>

- --------------------------------------------------------------------------------
DREYFUS A BONDS PLUS, INC.

- --------------------------------------------------------------------------------
REPORT OF ERNST & YOUNG, INDEPENDENT AUDITORS

SHAREHOLDERS AND BOARD OF DIRECTORS
DREYFUS A BONDS PLUS, INC.

     We have audited the accompanying statement of assets and liabilities of
Dreyfus A Bonds Plus, Inc., including the statement of investments, as of March
31, 1994, and the related statement of operations for the year then ended, the
statement of changes in net assets for each of the two years in the period then
ended, and financial highlights for each of the years indicated therein. These
financial statements and financial highlights are the responsibility of the
Fund's management. Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audits.

     We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of March
31, 1994 by correspondence with the custodian and brokers. An audit also
includes assessing the accounting principles used and significant estimates made
by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.

     In our opinion, the financial statements and financial highlights referred
to above present fairly, in all material respects, the financial position of
Dreyfus A Bonds Plus, Inc. at March 31, 1994, the results of its operations for
the year then ended, the changes in its net assets for each of the two years in
the period then ended, and the financial highlights for each of the indicated
years, in conformity with generally accepted accounting principles.

                                                            Ernst & Young

New York, New York
April 29, 1994

<PAGE>




                                       DREYFUS A BONDS PLUS, INC.

                                        PART C. OTHER INFORMATION


Item 24.        Financial Statements and Exhibits

     (a)        Financial Statements:
   
                     Condensed Financial Information for each of the ten years
                     in the period ended March 31, 1994.

                     Statement of Investments--March 31, 1994.

                     Statement of Assets and Liabilities--March 31, 1994.

                     Statement of Operations--year ended March 31, 1994.

                     Statement of Changes in Net Assets--for each of the two
                     years ended March 31, 1994.

                     Notes to Financial Statements.

                     Report of Ernst & Young, Independent Auditors, dated April
                     29, 1994.
    



   
    

   
Schedules I through VII and other financial statements, for which provision
is made in the applicable accounting regulations of the Securities and
Exchange commission, are either omitted because they are not required under
the related instructions, they are inapplicable, or the required
information is presented in the financial statements or notes thereto which
are included in Part B to the Registration Statement.
    



Item 24.        Financial Statements and Exhibits
   
     (b)        Exhibits:

     (1)(a)     Registrant's Certificate of Incorporation is incorporated by
                reference to Exhibit 1(a) of the Registration Statement on
                Form S-5, filed on February 27, 1976.

        (b)     Articles Supplementary is incorporated by reference to Exhibit
                1(b) of Post-Effective Amendment No. 28 on Form N-1A, filed on
                July 16, 1993.

     (2)        Registrant's By-Laws, as amended, are incorporated by reference
                to Exhibit (2) of Post-Effective Amendment No. 24 to the
                Registration Statement on Form N-1A, filed on July 26, 1990.

     (4)        Specimen certificate for the Registrant's securities is
                incorporated by reference to Exhibits (1) (c) of Pre-Effective
                Amendment No. 1 to the Registration Statement on Form S-5,
                filed on June 2, 1976.

     (5)        Management Agreement, as amended, is incorporated by reference
                to Exhibit 1 (d) of Pre-Effective Amendment No. 1 to the
                Registration Statement on Form S-5, filed on June 2, 1976.

     (6)        Distribution Agreement, as amended, is incorporated by
                reference to Exhibit 1 (e) of Pre-Effective Amendment No. 1 to
                the Registration Statement on Form S-5, filed on June 2, 1976.

     (8)        Amended and Restated Custody Agreement is incorporated by
                reference to Exhibit (8) of Post-Effective Amendment No. 24 to
                the Registration Statement on Form N-1A, filed on July 26,
                1990.

     (10)       Opinion and consent of Registrant's counsel is incorporated by
                reference to Exhibit (3) of Pre-Effective Amendment No. 1 to
                the Registration Statement on Form S-5, filed on June 2, 1976.

     (11)       Consent of Independent Auditors.

     (14)       Documents making up model plans in the establishment of
                retirement plans in conjunction with which the Registrant
                offers its securities are incorporated by reference to Exhibit
                (14) of Post-Effective Amendment No. 19 to the Registration
                Statement on Form N-1A, filed on July 31, 1987.

     (15)       Shareholder Services Plan.

     (16)       Schedule of computation of performance data.
    
                Other Exhibits:
   
                (a)     Power of Attorney of Bert W. Wasserman.  (Other Powers
                        of Attorney of the Directors and officers are
                        incorporated by reference to "Other Exhibits (a)" of
                        Post-Effective Amendments Nos. 25 and 26 to the
                        Registration Statement on Form N-1A, filed on
                        July 29, 1991 and July 28, 1992, respectively.)
    
   
                (b)     Assistant Secretary's Certificates.  (Other Assistant
                        Secretary's Certificates are incorporated by reference
                        to "Other Exhibit (b)" of Post-Effective Amendments
                        Nos. 25 and 26 to the Registration Statement on Form
                        N-1A, filed on July 29, 1991 and July 28, 1992,
                        respectively.)
    

Item 25.        Persons Controlled by or Under Common Control with Registrant

                Not Applicable

Item 26.        Number of Holders of Securities

                (1)                                           (2)
   
                                                      Number of Record
                Title of Class                   Holders as of May 11, 1994

                Capital Stock,                               24,875
                par value $.01
                per share
    

Item 27.        Indemnification

                The statement as to the general effect of any contract,
                arrangement or statute under which a director, officer,
                underwriter or affiliated person of the Registrant is
                indemnified is incorporated by reference to Item 4 of Part II
                of Post-Effective Amendment No. 12 to the Registration
                Statement, filed on July 30, 1982.

                Reference is also made to the Distribution Agreement, as
                amended, and is incorporated herein by reference to Exhibit
                (6).


Item 28.        Business and Other Connections of Investment Adviser.
_______         ____________________________________________________

                The Dreyfus Corporation ("Dreyfus") and subsidiary companies
                comprise a financial service organization whose business
                consists primarily of providing investment management services
                as the investment adviser, manager and distributor for
                sponsored investment companies registered under the Investment
                Company Act of 1940 and as an investment adviser to
                institutional and individual accounts.  Dreyfus also serves as
                sub-investment adviser to and/or administrator of other
                investment companies.  Dreyfus Service Corporation, a
                wholly-owned subsidiary of Dreyfus, serves primarily as
                distributor of shares of investment companies sponsored by
                Dreyfus and of other investment companies for which Dreyfus
                acts as investment adviser, sub-investment adviser or
                administrator.  Dreyfus Management, Inc., another
                wholly-owned subsidiary, provides investment management
                services to various pension plans, institutions and
                individuals.


Item 28.  Business and Other Connections of Investment Adviser (continued)
________  ________________________________________________________________

          Officers and Directors of Investment Adviser
          ____________________________________________


Name and Position
with Dreyfus                  Other Businesses
_________________             ________________

MANDELL L. BERMAN             Real estate consultant and private investor
Director                           29100 Northwestern Highway, Suite 370
                                   Southfield, Michigan 48034;
                              Past Chairman of the Board of Trustees of
                              Skillman Foundation.
                              Member of The Board of Vintners Intl.

ALVIN E. FRIEDMAN             Senior Adviser to Dillon, Read & Co. Inc.
Director                           535 Madison Avenue
                                   New York, New York 10022;
                                   Director and member of the Executive
                                   Committee of Avnet, Inc.**

ABIGAIL Q. McCARTHY           Author, lecturer, columnist and educational
Director                      consultant
                                   2126 Connecticut Avenue
                                   Washington, D.C. 20008

DAVID B. TRUMAN               Educational consultant;
Director                      Past President of the Russell Sage Foundation
                                   230 Park Avenue
                                   New York, New York 10017;
                              Past President of Mount Holyoke College
                                   South Hadley, Massachusetts 01075;
                              Former Director:
                                   Student Loan Marketing Association
                                   1055 Thomas Jefferson Street, N.W.
                                   Washington, D.C. 20006;
                              Former Trustee:
                                   College Retirement Equities Fund
                                   730 Third Avenue
                                   New York, New York 10017

HOWARD STEIN                  Chairman of the Board, President and Investment
Chairman of the Board and     Officer:
Chief Executive Officer            Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                              Chairman of the Board and Investment Officer:
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus New Leaders Fund, Inc.++;
                                   The Dreyfus Socially Responsible Growth
                                        Fund, Inc. ++;
                                   The Dreyfus Third Century Fund, Inc.++;
                              Chairman of the Board:
                                   Dreyfus Acquisition Corporation*;
                                   Dreyfus America Fund++++;
                                   The Dreyfus Consumer Credit Corporation*;
HOWARD STEIN                       Dreyfus Land Development Corporation*;
(cont'd)                           Dreyfus Management, Inc.*;
                                   Dreyfus Service Corporation*;
                              Chairman of the Board and Chief Executive
                              Officer:
                                   Major Trading Corporation*;
                              President, Managing General Partner and
                              Investment Officer:
                                   Dreyfus Global Growth, L.P. (A Strategic
                                        Fund)++;
                                   Dreyfus Strategic Growth, L.P. ++;
                              Director, President and Investment Officer:
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus Asset Allocation Fund, Inc.++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Focus Funds, Inc.++;
                                   Dreyfus Global Investing++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Premier Growth Fund, Inc.++;
                                   Dreyfus Growth Allocation Fund, Inc.++
                              Director and Investment Officer:
                                   Dreyfus Growth and Income Fund, Inc.++;
                              President:
                                   Dreyfus Consumer Life Insurance Company*;
                              Director:
                                   Avnet, Inc.**;
                                   Comstock Partners Strategy Fund, Inc.***;
                                   Dreyfus A Bonds Plus, Inc.++;
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   The Dreyfus Fund International
                                        Limited++++++;
                                   Dreyfus Global Bond Fund, Inc.++;
                                   Dreyfus Insured Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
                                   Dreyfus Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Partnership Management,
                                        Inc.*;
                                   Dreyfus Personal Management, Inc.*;
                                   Dreyfus Precious Metals, Inc.*;
                                   Dreyfus Realty Advisors, Inc.+++;
                                   Dreyfus Service Organization, Inc.*;
                                   Dreyfus Strategic Governments Income,
                                        Inc.++;
                                   The Dreyfus Trust Company++;
                                   General Government Securities Money Market
                                        Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
HOWARD STEIN                       Seven Six Seven Agency, Inc.*;
(cont'd)                           World Balanced Fund++++;
                              Trustee and Investment Officer:
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Variable Investment Fund++;
                              Trustee:
                                   Corporate Property Investors
                                   New York, New York;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus Institutional Short Term Treasury
                                        Fund++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                        Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Strategic Income++

JULIAN M. SMERLING            Director and Executive Vice President:
Vice Chairman of the               Dreyfus Service Corporation*;
Board of Directors            Director and Vice President:
                                   Dreyfus Consumer Life Insurance Company*;
                                   Dreyfus Service Organization, Inc.*;
                              Vice Chairman and Director:
                                   The Dreyfus Trust Company++;
                                   The Dreyfus Trust Company (N.J.)++;
                              Director:
                                   The Dreyfus Consumer Credit Corporation*;
                                   Dreyfus Partnership Management, Inc.*;
                                   Seven Six Seven Agency, Inc.*

JOSEPH S. DiMARTINO           Director and Chairman of the Board:
President, Chief Operating         The Dreyfus Trust Company++;
Officer and Director          Director, President and Investment Officer:
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Global Bond Fund, Inc.++;
                                   Dreyfus International Equity Fund, Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   General Government Securities Money Market
                                        Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                              Director and President:
                                   Dreyfus Acquisition Corporation*;
                                   The Dreyfus Consumer Credit Corporation*;
JOSEPH S. DiMARTINO                Dreyfus Edison Electric Index Fund,
(cont'd)                                Inc.++;
                              Dreyfus Life and Annuity Index Fund,
                                   Inc.++;
                                   Dreyfus Partnership Management, Inc.*;
                                   The Dreyfus Trust Company (N.J.)++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc. ++;
                                   Peoples Index Fund, Inc.++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                              Trustee, President and Investment Officer:
                                   Dreyfus Cash Management++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus Variable Investment Fund++;
                                   Premier GNMA Fund++;
                              Trustee and President:
                                   First Prairie Cash Management++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;
                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie U.S. Government Income
                                        Fund++;
                                   First Prairie U.S. Treasury Securities
                                        Cash Management++;
                              Trustee, Vice President and Investment Officer:
                                   Dreyfus Institutional Short Term
                                   Treasury Fund++;
                              Trustee and Investment Officer:
                                   Premier GNMA Fund++;
                              Director and Executive Vice President:
                                   Dreyfus Service Corporation*;
                              Director, Vice President and Investment
                              Officer:
                                   Dreyfus Balanced Fund, Inc.++;
                              Director and Vice President:
                                   Dreyfus Service Organization, Inc.*;
                                   General Municipal Bond Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                              Director and Investment Officer:
                                   Dreyfus A Bonds Plus, Inc.++;
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus Short-Term Income Fund, Inc.++;
                                   Premier Growth Fund, Inc.++;
                              Director and Corporate Member:
                                   Muscular Dystrophy Association
                                   810 Seventh Avenue
                                   New York, New York 10019;
JOSEPH S. DiMARTINO           Director:
(cont'd)                           Dreyfus Management, Inc.*;
                                   Dreyfus Personal Management, Inc.*;
                                   Noel Group, Inc.
                                   667 Madison Avenue
                                   New York, New York 10021;
                              Trustee:
                              Bucknell University
                                   Lewisburg, Pennsylvania 17837;
                              President and Investment Officer:
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                              Vice President:
                                   Dreyfus Consumer Life Insurance Company*;
                              Investment Officer:
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                        Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                              President, Chief Operating Officer and
                              Director:
                                   Major Trading Corporation*

LAWRENCE M. GREENE            Chairman of the Board:
Legal Consultant and               The Dreyfus Security Savings
Director                           Bank, F.S.B.+;
                              Director and Executive Vice President:
                                   Dreyfus Service Corporation*;
                              Director and Vice President:
                                   Dreyfus Acquisition Corporation*;
                                   Dreyfus Consumer Life Insurance Company*;
                                   Dreyfus Service Organization, Inc.*;
                              Director:
                                   Dreyfus America Fund++++;
                                   Dreyfus BASIC Municipal Fund ++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus-Lincoln, Inc.*;
                                   Dreyfus Management, Inc.*;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;

LAWRENCE M. GREENE                 Dreyfus New Leaders Fund, Inc.++;
(cont'd)                           Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus Precious Metals, Inc.*;
                                   Dreyfus Thrift & Commerce+++;
                                   The Dreyfus Trust Company (N.J.)++;
                                   Seven Six Seven Agency, Inc.*;
                              Vice President:
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                              Trustee:
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                        Fund++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus New York Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                              Investment Officer:
                                   The Dreyfus Fund Incorporated++

ROBERT F. DUBUSS              Director and Treasurer:
Vice President                     Major Trading Corporation*;
                              Director and Vice President:
                                   The Dreyfus Consumer Credit Corporation*;
                                   The Truepenny Corporation*;
                              Vice President:
                                   Dreyfus Consumer Life Insurance Company*;
                              Treasurer:
                                   Dreyfus Management, Inc.*;
                                   Dreyfus Precious Metals, Inc.*;
                                   Dreyfus Service Corporation*;
                              Assistant Treasurer:
                                   The Dreyfus Fund Incorporated++;
                              Director:
                                   The Dreyfus Trust Company++;
                                   The Dreyfus Trust Company (N.J.)++;
                                   Dreyfus Thrift & Commerce****

ALAN M. EISNER                Director and President:
Vice President and Chief           The Truepenny Corporation*;
Financial Officer             Vice President and Chief Financial Officer:
                                   Dreyfus Acquisition Corporation*;
                                   Dreyfus Consumer Life Insurance Company*;
                              Treasurer:
                                   Dreyfus Realty Advisors, Inc.+++;
                              Treasurer, Financial Officer and Director:
                                   The Dreyfus Trust Company++;
                                   The Dreyfus Trust Company (N.J.)++;
                              Director:
                                   Dreyfus Thrift & Commerce****;
                              Vice President and Director:
                                   The Dreyfus Consumer Credit Corporation*


DAVID W. BURKE                Vice President and Director:
Vice President and Chief           The Dreyfus Trust Company++;
Administrative Officer        Formerly, President:
                                   CBS News, a division of CBS, Inc.
                                   524 West 57th Street
                                   New York, New York 10019
                              Director:
                                   Dreyfus BASIC Municipal Fund++;
                                   Dreyfus California Tax Exempt Bond
                                        Fund, Inc.++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Intermediate Municipal Bond
                                        Fund, Inc.++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New York Tax Exempt Bond
                                        Fund, Inc.++;
                                   Dreyfus Ohio Municipal Money Market
                                        Fund, Inc.++;
                              Trustee:
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus California Tax Exempt Money
                                        Market Fund++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Connecticut Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
                                   Dreyfus Massachusetts Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt
                                        Bond Fund++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus New Jersey Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus Pennsylvania Intermediate
                                        Municipal Bond Fund++;

DAVID W. BURKE                     Dreyfus Pennsylvania Municipal Money
 (cont'd)                               Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++

ELIE M. GENADRY               President:
Vice President -                   Institutional Services Division of Dreyfus
Institutional Sales                Service Corporation*;
                                   Broker-Dealer Division of Dreyfus Service
                                   Corporation*;
                                   Group Retirement Plans Division of Dreyfus
                                   Service Corporation;
                              Executive Vice President:
                                   Dreyfus Service Corporation*;
                                   Dreyfus Service Organization, Inc.*;
                              Senior Vice President:
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Edison Electric Index Fund,
                                        Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   Peoples Index Fund, Inc.++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                              Vice President:
                                   The Dreyfus Trust Company++;
                                   Premier Insured Municipal Bond Fund++;
                                   Premier California Municipal Bond Fund++;
                                   Premier Municipal Bond Fund++;
                                   Premier New York Municipal Bond Fund++;
                              Vice President-Sales:
                                   The Dreyfus Trust Company (N.J.)++;
                              Treasurer:
                                   Pacific American Fund+++++

DANIEL C. MACLEAN             Director, Vice President and Secretary:
Vice President and General         Dreyfus Precious Metals, Inc.*;
Counsel                       Director and Vice President:
                                   The Dreyfus Consumer Credit Corporation*;
                                   The Dreyfus Trust Company (N.J.)++;
                              Director and Secretary:
                                   Dreyfus Partnership Management, Inc.*;
                                   Major Trading Corporation*;
                                   The Truepenny Corporation+;
                              Director:
                                   Dreyfus America Fund++++;
                                   Dreyfus Consumer Life Insurance Company*;
                                   The Dreyfus Trust Company++;
                              Vice President:
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus BASIC Municipal Fund++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Edison Electric Index Fund,
                                        Inc.++;
                                   Dreyfus Florida Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Focus Funds, Inc.++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Growth and Income Fund, Inc.++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
                                   Dreyfus Insured Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                        Fund++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Leaders Fund, Inc.++;
DANIEL C. MACLEAN                  Dreyfus New York Insured Tax Exempt Bond
(cont'd)                                Fund++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus New York Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Short-Intermediate Municipal Bond
                                        Fund++;
                                   The Dreyfus Socially Responsible Growth
                                        Fund, Inc.++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   The Dreyfus Third Century Fund, Inc.++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   First Prairie Cash Management++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;

                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc. ++;
                                   First Prairie U.S. Government Income
                                        Fund++;
                                   First Prairie U.S. Treasury Securities
                                        Cash Management++;
                                   General California Municipal Money Market
                                        Fund++;
                                   General Government Securities Money Market
                                        Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Bond Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                                   General New York Municipal Bond Fund,
                                        Inc.++;
                                   General New York Municipal Money Market
                                        Fund++;
                                   Peoples Index Fund, Inc.++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                                   Premier Insured Municipal Bond Fund++;
                                   Premier California Municipal Bond Fund++;
                                   Premier GNMA Fund++;
                                   Premier Growth Fund, Inc.++;
                                   Premier Municipal Bond Fund++;
DANIEL C. MACLEAN                  Premier New York Municipal Bond Fund++;
(cont'd)                           Premier State Municipal Bond Fund++;
                              Secretary:
                                   Dreyfus A Bonds Plus, Inc.++;
                                   Dreyfus Acquisition Corporation*;
                                   Dreyfus Asset Allocation Fund, Inc.++;
                                   Dreyfus Balanced Fund, Inc.++;
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus California Municipal Income,
                                        Inc.++;
                                   Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                                   Dreyfus Connecticut Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Florida Municipal Money Market
                                        Fund++;
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Global Bond Fund, Inc.++;
                                   Dreyfus Global Growth, L.P. (A Strategic
                                        Fund)++;
                                   Dreyfus Global Investing++;
                                   Dreyfus Growth Allocation Fund, Inc.++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus International Equity Fund, Inc.++;
                                   Dreyfus Massachusetts Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
                                   Dreyfus Municipal Income, Inc.++;
                                   Dreyfus Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus New Jersey Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus New York Municipal Income, Inc.++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                        Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Pennsylvania Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Service Corporation*;
                                   Dreyfus Service Organization, Inc.*;
                                   Dreyfus Short-Term Income Fund, Inc.++;
                                   Dreyfus Strategic Governments Income,
                                        Inc.++;
                                   Dreyfus Strategic Growth, L.P.++;
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
DANIEL C. MACLEAN                  Dreyfus Strategic Municipal Bond Fund,
(cont'd)                                Inc.++;
                                   Dreyfus Strategic Municipals, Inc.++;
                                   Dreyfus Variable Investment Fund++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   General California Municipal Bond Fund,
                                        Inc.++;
                                   Seven Six Seven Agency, Inc.*;
                              Director and Assistant Secretary:
                                   The Dreyfus Fund International
                                        Limited++++++

JEFFREY N. NACHMAN            Vice President-Financial:
Vice President - Mutual            Dreyfus A Bonds Plus, Inc.++;
Fund Accounting                    Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus California Municipal Income,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Global Growth, L.P. (A Strategic
                                        Fund)++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus Insured Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                   Fund++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus Municipal Income, Inc.++;
                                   Dreyfus Municipal Money Market Fund,
                                        Inc.++;
JEFFREY N. NACHMAN                 Dreyfus New Jersey Municipal Bond Fund,
(cont'd)                                Inc.++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Leaders Fund, Inc.++;
                                   Dreyfus New York Insured Tax Exempt Bond
                                        Fund++;
                                   Dreyfus New York Municipal Income, Inc.++;
                                   Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus New York Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                        Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Short-Intermediate Municipal Bond
                                        Fund++;
                                   Dreyfus Strategic Governments Income,
                                        Inc.++;
                                   Dreyfus Strategic Growth, L.P.++;
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Strategic Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Strategic Municipals, Inc.++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   The Dreyfus Third Century Fund, Inc.++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus Variable Investment Fund++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;

                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc.++;
                                   General California Municipal Bond Fund,
                                        Inc.++;
                                   General California Municipal Money Market
                                        Fund++;
JEFFREY N. NACHMAN                 General Government Securities Money Market
(cont'd)                                Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Bond Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                                   General New York Municipal Bond Fund,
                                        Inc.++;
                                   General New York Municipal Money Market
                                        Fund++;
                                   Peoples Index Fund, Inc.++;
                                   Premier California Municipal Bond Fund++;
                                   Premier GNMA Fund++;
                                   Premier Municipal Bond Fund++;
                                   Premier New York Municipal Bond Fund++;
                                   Premier State Municipal Bond Fund++;
                              Vice President and Treasurer:
                                   Dreyfus Asset Allocation Fund, Inc.++;
                                   Dreyfus Balanced Fund, Inc.++;
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   Dreyfus BASIC Municipal Fund++;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Connecticut Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Edison Electric Index Fund,
                                        Inc.++;
                                   Dreyfus Florida Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Florida Municipal Money Market
                                        Fund++;
                                   Dreyfus Focus Funds, Inc.++;
                                   Dreyfus Global Bond Fund, Inc.++;
                                   Dreyfus Global Investing++;
                                   Dreyfus Growth Allocation Fund,
                                        Inc.++;
                                   Dreyfus Growth and Income Fund, Inc.++;
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
                                   Dreyfus International Equity Fund, Inc.++;
                                   Dreyfus Massachusetts Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus New Jersey Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus Pennsylvania Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Short-Term Income Fund, Inc.++;
                                   The Dreyfus Socially Responsible Growth
                                        Fund, Inc.++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   First Prairie Cash Management++;
                                   First Prairie U.S. Government Income
                                        Fund++;
JEFFREY N. NACHMAN                 First Prairie U.S. Treasury Securities
(Cont'd)                                Cash Management++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                                   Premier Growth Fund, Inc.++;
                                   Premier Insured Municipal Bond Fund++;
                              Assistant Treasurer:
                                   Pacific American Fund+++++

PETER A. SANTORIELLO          Director, President and Investment
Vice President                Officer:
                                   Dreyfus Balanced Fund, Inc.++;
                              Director and President:
                                   Dreyfus Management, Inc.*;
                              Vice President:
                                   Dreyfus Personal Management, Inc.*

ROBERT H. SCHMIDT             President and Director:
Vice President                     Dreyfus Service Corporation*;
                                   Seven Six Seven Agency, Inc.*;
                              Formerly, Chairman and Chief Executive
                                   Officer:
                                   Levine, Huntley, Schmidt & Beaver
                                   250 Park Avenue
                                   New York, New York 10017

KIRK V. STUMPP                Senior Vice President and
Vice President -              Director of Marketing:
New Product Development            Dreyfus Service Corporation*

PHILIP L. TOIA                Chairman of the Board and Vice President:
Vice President and                 Dreyfus Thrift & Commerce****;
Director of Fixed-            Director:
Income Research                    The Dreyfus Security Savings Bank F.S.B.+;
                              Senior Loan Officer and Director:
                                   The Dreyfus Trust Company++;
                              Vice President:
                                   The Dreyfus Consumer Credit Corporation*;
                              President and Director:
                                   Dreyfus Personal Management, Inc.*;
                              Director:
                                   Dreyfus Realty Advisors, Inc.+++;
                              Formerly, Senior Vice President:
                                   The Chase Manhattan Bank, N.A. and
                                   The Chase Manhattan Capital Markets
                                   Corporation
                                   One Chase Manhattan Plaza
                                   New York, New York 10081

KATHERINE C. WICKHAM          Vice President:
Assistant Vice President -         Dreyfus Consumer Life Insurance
Human Resources                    Company++;
                                   Formerly, Assistant Commissioner:
                                   Department of Parks and Recreation of the
                                   City of New York
                                   830 Fifth Avenue
                                   New York, New York 10022

JOHN J. PYBURN                Treasurer and Assistant Secretary:
Assistant Vice President           The Dreyfus Fund International
                                        Limited++++++;
                              Treasurer:
                                   Dreyfus A Bonds Plus, Inc.++;
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus California Municipal Income,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Global Growth, L.P. (A Strategic
                                        Fund)++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus Insured Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                        Fund++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus Municipal Income, Inc.++;
                                   Dreyfus Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Leaders Fund, Inc.++;
                                   Dreyfus New York Insured Tax Exempt Bond
                                        Fund++;
                                   Dreyfus New York Municipal Income, Inc.++;
                                   Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
JOHN J. PYBURN                     Dreyfus New York Tax Exempt Intermediate
(cont'd)                                Bond Fund++;
                                   Dreyfus New York Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                        Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Short-Intermediate Municipal Bond
                                        Fund++;
                                   Dreyfus Strategic Governments Income,
                                        Inc.++;
                                   Dreyfus Strategic Growth, L.P.++;
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Strategic Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Strategic Municipals, Inc.++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   The Dreyfus Third Century Fund, Inc.++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus Variable Investment Fund++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;
                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc. ++;
                                   General California Municipal Bond Fund,
                                        Inc.++;
                                   General California Municipal Money Market
                                        Fund++;
                                   General Government Securities Money Market
                                        Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Bond Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                                   General New York Municipal Bond Fund,
                                        Inc.++;
                                   General New York Municipal Money Market
                                        Fund++;
                                   Peoples Index Fund, Inc.++;
JOHN J. PYBURN                     Premier California Municipal Bond Fund++;
(cont'd)                                Premier GNMA Fund++;
                                   Premier Municipal Bond Fund++;
                                   Premier New York Municipal Bond Fund++;
                                   Premier State Municipal Bond Fund++

MAURICE BENDRIHEM             Treasurer:
Controller                         Dreyfus Consumer Life Insurance Company*;
                                   Dreyfus Partnership Management, Inc.*;
                                   Dreyfus Service Organization, Inc.*;
                                   Seven Six Seven Agency, Inc.*;
                                   The Truepenny Corporation*;
                              Controller:
                                   Dreyfus Acquisition Corporation*;
                                   The Dreyfus Trust Company++;
                                   The Dreyfus Trust Company (N.J.)++;
                                   The Dreyfus Consumer Credit Corporation*;
                              Assistant Treasurer:
                                   Dreyfus Precious Metals*
                              Formerly, Vice President-Financial Planning,
                              Administration and Tax:
                                   Showtime/The Movie Channel, Inc.
                                   1633 Broadway
                                   New York, New York 10019

MARK N. JACOBS                Vice President:
Secretary and Deputy               Dreyfus A Bonds Plus, Inc.++;
General Counsel                    Dreyfus Asset Allocation Fund, Inc.++;
                                   Dreyfus Balanced Fund, Inc.++;
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                                   Dreyfus Connecticut Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Edison Electric Index Fund,
                                        Inc.++;
                                   Dreyfus Florida Municipal Money Market
                                        Fund++;
                                   Dreyfus Focus Funds, Inc.++;
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Global Bond Fund, Inc.++;
                                   Dreyfus Global Growth, L.P. (A Strategic
                                        Fund)++;
                                   Dreyfus Global Investing++;
                                   Dreyfus Growth Allocation Fund,
                                        Inc.++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus International Equity Fund, Inc.++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Massachusetts Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Money Market Instruments, Inc.++;
MARK N. JACOBS                     Dreyfus Municipal Bond Fund, Inc.++;
(cont'd)                           Dreyfus Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus New Jersey Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                   Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Pennsylvania Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Short-Term Income Fund, Inc.++;
                                   Dreyfus Strategic Growth, L.P.++;
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Strategic Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Strategic Municipals, Inc.++;
                                   Dreyfus Variable Investment Fund++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   General California Municipal Bond Fund,
                                        Inc.++;
                                   Peoples Index Fund, Inc.++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                              Director:
                                   World Balanced Fund++++;
                              Secretary:
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus BASIC Municipal Fund++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   The Dreyfus Consumer Credit Corporation*;
                                   Dreyfus Consumer Life Insurance Company*;
                                   Dreyfus Florida Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Growth and Income Fund, Inc.++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
MARK N. JACOBS                     Dreyfus Insured Municipal Bond Fund,
(cont'd)                                Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus Management, Inc.*;
                                   Dreyfus Massachusetts Municipal Money
                                   Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                        Fund++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;

                                   Dreyfus New Leaders Fund, Inc.++;
                                   Dreyfus New York Insured Tax Exempt Bond
                                        Fund++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus New York Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Short-Intermediate Municipal Bond
                                        Fund++;
                                   The Dreyfus Socially Responsible Growth
                                        Fund, Inc.++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   The Dreyfus Third Century Fund, Inc.++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   First Prairie Cash Management++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;
                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc. ++;
                                   First Prairie U.S. Government Income
                                        Fund++;
                                   First Prairie U.S. Treasury Securities
                                        Cash Management++;
                                   General California Municipal Money Market
                                        Fund++;
MARK N. JACOBS                     General Government Securities Money Market
(cont'd)                                Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Bond Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                                   General New York Municipal Bond Fund,
                                        Inc.++;
                                   General New York Municipal Money Market
                                        Fund++;
                                   Pacific American Fund+++++;
                                   Premier Insured Municipal Bond Fund++;
                                   Premier California Municipal Bond Fund++;
                                   Premier GNMA Fund++;
                                   Premier Growth Fund, Inc.++;
                                   Premier Municipal Bond Fund++;
                                   Premier New York Municipal Bond Fund++;
                                   Premier State Municipal Bond Fund++;
                              Assistant Secretary:
                                   Dreyfus Service Organization, Inc.*;
                                   Major Trading Corporation*;
                                   The Truepenny Corporation*
CHRISTINE PAVALOS             Assistant Secretary:
Assistant Secretary                Dreyfus A Bonds Plus, Inc.++;
                                   Dreyfus Acquisition Corporation*;
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus Asset Allocation Fund, Inc.++;
                                   Dreyfus Balanced Fund, Inc.++;
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   Dreyfus BASIC Municipal Fund++;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus California Municipal Income,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                                   Dreyfus Capital Value Fund, (A Premier
                                        Fund)++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Connecticut Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Edison Electric Index Fund,
                                        Inc.++;
                                   Dreyfus Florida Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Florida Municipal Money Market
                                        Fund++;
                                   Dreyfus Focus Funds, Inc.++;
                                   The Dreyfus Fund Incorporated++;
CHRISTINE PAVALOS                  Dreyfus Global Bond Fund, Inc.++;
(cont'd)                           Dreyfus Global Growth, L.P. (A Strategic
                                   Fund)++;
                                   Dreyfus Global Investing++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Growth Allocation Fund,
                                        Inc.++;
                                   Dreyfus Growth and Income, Inc.++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
                                   Dreyfus Insured Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus International Equity Fund, Inc.++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Management, Inc.*;
                                   Dreyfus Massachusetts Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                        Fund++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus Municipal Income, Inc.++;
                                   Dreyfus Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus New Jersey Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Leaders Fund, Inc.++;
                                   Dreyfus New York Insured Tax Exempt Bond
                                        Fund++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus New York Municipal Income, Inc.++;
                                   Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus New York Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
CHRISTINE PAVALOS                  Dreyfus 100% U.S. Treasury Intermediate
(cont'd)                                Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Pennsylvania Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                                   Dreyfus Service Corporation*;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Short-Intermediate Municipal Bond
                                        Fund++;
                                   Dreyfus Short-Term Income Fund, Inc.++;
                                   The Dreyfus Socially Responsible Growth
                                        Fund, Inc.++;
                                   Dreyfus Strategic Governments Income,
                                        Inc.++;
                                   Dreyfus Strategic Growth, L.P.++;
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Strategic Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Strategic Municipals, Inc.++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   The Dreyfus Third Century Fund, Inc.++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus Variable Investment Fund++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   First Prairie Cash Management++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc. ++;
                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie U.S. Government Income
                                        Fund++;
                                   First Prairie U.S. Treasury Securities
                                        Cash Management++;
                                   General California Municipal Bond Fund,
                                        Inc.++;
                                   General California Municipal Money Market
                                        Fund++;
                                   General Government Securities Money Market
                                        Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Bond Fund, Inc.++;
CHRISTINE PAVALOS                  General Municipal Money Market Fund,
(cont'd)                                Inc.++;
                                   General New York Municipal Bond Fund,
                                        Inc.++;
                                   General New York Municipal Money Market
                                        Fund++;
                                   Peoples Index Fund, Inc.++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                                   Premier Insured Municipal Bond Fund++;
                                   Premier California Municipal Bond Fund++;
                                   Premier GNMA Fund++;
                                   Premier Growth Fund, Inc.++;
                                   Premier Municipal Bond Fund++;
                                   Premier New York Municipal Bond Fund++;
                                   Premier State Municipal Bond Fund++;
                                   The Truepenny Corporation*

______________________________________

*       The address of the business so indicated is 200 Park Avenue, New
        York, New York 10166.
**      The address of the business so indicated is 80 Cutter Mill Road,
        Great Neck, New York 11021.
***     The address of the business so indicated is 45 Broadway, New York,
        New York 10006.
****    The address of the business so indicated is Five Triad Center, Salt
        Lake City, Utah 84180.
+       The address of the business so indicated is Atrium Building, 80 Route
        4 East, Paramus, New Jersey 07652.
++      The address of the business so indicated is 144 Glenn Curtiss
        Boulevard, Uniondale, New York 11556-0144.
+++     The address of the business so indicated is One Rockefeller Plaza,
        New York, New York 10020.
++++    The address of the business so indicated is 2 Boulevard Royal,
        Luxembourg.
+++++   The address of the business so indicated is 800 West Sixth Street,
        Suite 1000, Los Angeles, California 90017.
++++++  The address of the business so indicated is Nassau, Bahama Islands.


Item 29.  Principal Underwriters
________  ______________________

     (a)  Other investment companies for which Registrant's principal
underwriter (exclusive distributor) acts as principal underwriter or
exclusive distributor:

           1)  Comstock Partners Strategy Fund, Inc.
           2)  Dreyfus A Bonds Plus, Inc.
           3)  Dreyfus Appreciation Fund, Inc.
           4)  Dreyfus Asset Allocation Fund, Inc.
           5)  Dreyfus Balanced Fund, Inc.
           6)  Dreyfus BASIC Money Market Fund, Inc.
           7)  Dreyfus BASIC Municipal Fund
           8)  Dreyfus BASIC U.S. Government Money Market Fund
           9)  Dreyfus California Intermediate Municipal Bond Fund
          10)  Dreyfus California Tax Exempt Bond Fund, Inc.
          11)  Dreyfus California Tax Exempt Money Market Fund
          12)  Dreyfus Capital Value Fund, Inc.
          13)  Dreyfus Cash Management
          14)  Dreyfus Cash Management Plus, Inc.
          15)  Dreyfus Connecticut Intermediate Municipal Bond Fund
          16)  Dreyfus Connecticut Municipal Money Market Fund, Inc.
          17)  The Dreyfus Convertible Securities Fund, Inc.
          18)  Dreyfus Edison Electric Index Fund, Inc.
          19)  Dreyfus Florida Intermediate Municipal Bond Fund
          20)  Dreyfus Florida Municipal Money Market Fund
          21)  Dreyfus Focus Funds, Inc.
          22)  The Dreyfus Fund Incorporated
          23)  Dreyfus Global Bond Fund, Inc.
          24)  Dreyfus Global Growth, L.P. (A Strategic Fund)
          25)  Dreyfus Global Investing, Inc.
          26)  Dreyfus GNMA Fund, Inc.
          27)  Dreyfus Government Cash Management
          28)  Dreyfus Growth and Income Fund, Inc.
          29)  Dreyfus Growth Opportunity Fund, Inc.
          30)  Dreyfus Institutional Money Market Fund
          31)  Dreyfus Institutional Short Term Treasury Fund
          32)  Dreyfus Insured Municipal Bond Fund, Inc.
          33)  Dreyfus Intermediate Municipal Bond Fund, Inc.
          34)  Dreyfus International Equity Fund, Inc.
          35)  Dreyfus Investors GNMA Fund
          36)  The Dreyfus Leverage Fund, Inc.
          37)  Dreyfus Life and Annuity Index Fund, Inc.
          38)  Dreyfus Liquid Assets, Inc.
          39)  Dreyfus Massachusetts Intermediate Municipal Bond Fund
          40)  Dreyfus Massachusetts Municipal Money Market Fund
          41)  Dreyfus Massachusetts Tax Exempt Bond Fund
          42)  Dreyfus Michigan Municipal Money Market Fund, Inc.
          43)  Dreyfus Money Market Instruments, Inc.
          44)  Dreyfus Municipal Bond Fund, Inc.
          45)  Dreyfus Municipal Cash Management Plus
          46)  Dreyfus Municipal Money Market Fund, Inc.
          47)  Dreyfus New Jersey Intermediate Municipal Bond Fund
          48)  Dreyfus New Jersey Municipal Bond Fund, Inc.
          49)  Dreyfus New Jersey Municipal Money Market Fund, Inc.
          50)  Dreyfus New Leaders Fund, Inc.
          51)  Dreyfus New York Insured Tax Exempt Bond Fund
          52)  Dreyfus New York Municipal Cash Management
          53)  Dreyfus New York Tax Exempt Bond Fund, Inc.
          54)  Dreyfus New York Tax Exempt Intermediate Bond Fund
          55)  Dreyfus New York Tax Exempt Money Market Fund
          56)  Dreyfus Ohio Municipal Money Market Fund, Inc.
          57)  Dreyfus 100% U.S. Treasury Intermediate Term Fund
          58)  Dreyfus 100% U.S. Treasury Long Term Fund
          59)  Dreyfus 100% U.S. Treasury Money Market Fund
          60)  Dreyfus 100% U.S. Treasury Short Term Fund
          61)  Dreyfus Pennsylvania Intermediate Municipal Bond Fund
          62)  Dreyfus Pennsylvania Municipal Money Market Fund
          63)  Dreyfus Short-Intermediate Government Fund
          64)  Dreyfus Short-Intermediate Municipal Bond Fund
          65)  Dreyfus Short-Term Income Fund, Inc.
          66)  The Dreyfus Socially Responsible Growth Fund, Inc.
          67)  Dreyfus Strategic Growth, L.P.
          68)  Dreyfus Strategic Income
          69)  Dreyfus Strategic Investing
          70)  Dreyfus Tax Exempt Cash Management
          71)  The Dreyfus Third Century Fund, Inc.
          72)  Dreyfus Treasury Cash Management
          73)  Dreyfus Treasury Prime Cash Management
          74)  Dreyfus Variable Investment Fund
          75)  Dreyfus-Wilshire Target Funds, Inc.
          76)  Dreyfus Worldwide Dollar Money Market Fund, Inc.
          77)  First Prairie Cash Management
          78)  First Prairie Diversified Asset Fund
          79)  First Prairie Money Market Fund
          80)  First Prairie Municipal Money Market Fund
          81)  First Prairie Tax Exempt Bond Fund, Inc.
          82)  First Prairie U.S. Government Income Fund
          83)  First Prairie U.S. Treasury Securities Cash Management
          84)  General California Municipal Bond Fund, Inc.
          85)  General California Municipal Money Market Fund
          86)  General Government Securities Money Market Fund, Inc.
          87)  General Money Market Fund, Inc.
          88)  General Municipal Bond Fund, Inc.
          89)  General Municipal Money Market Fund, Inc.
          90)  General New York Municipal Bond Fund, Inc.
          91)  General New York Municipal Money Market Fund
          92)  Pacific American Fund
          93)  Peoples Index Fund, Inc.
          94)  Peoples S&P MidCap Index Fund, Inc.
          95)  Premier Insured Municipal Bond Fund
          96)  Premier California Municipal Bond Fund
          97)  Premier GNMA Fund
          98)  Premier Growth Fund, Inc.
          99)  Premier Municipal Bond Fund
          100) Premier New York Municipal Bond Fund
          101) Premier State Municipal Bond Fund


(b)
                                                             Positions and
Name and principal        Positions and offices with         offices with
business address          Dreyfus Service Corporation        Registrant
__________________        ___________________________        _____________

Howard Stein*             Chairman of the Board                   Director

Robert H. Schmidt*        President and Director                  None

Joseph S. DiMartino*      Executive Vice President and Director   Director
                                                                  and
                                                                  Investment
                                                                  Officer

Lawrence M. Greene*       Executive Vice President and Director   None

Julian M. Smerling*       Executive Vice President and Director   None

Elie M. Genadry*          Executive Vice President                None

Henry D. Gottmann*        Executive Vice President                None

Donald A. Nanfeldt*       Executive Vice President                None

Kevin Flood*              Senior Vice President                   None

Roy Gross*                Senior Vice President                   None

Irene Papadoulis**        Senior Vice President                   None

Kirk Stumpp*              Senior Vice President and               None
                               Director of Marketing

Diane M. Coffey*          Vice President                          None

Walter T. Harris*         Vice President                          None

William Harvey*           Vice President                          None

Adwick Pinnock**          Vice President                          None

George Pirrone*           Vice President/Trading                  None

Karen Rubin Waldmann*     Vice President                          None

Peter D. Schwab*          Vice President/New Products             None

Michael Anderson*         Assistant Vice President                None

Carolyn Sobering*         Assistant Vice President-Trading        None

Daniel C. Maclean*        Secretary                               Secretary

Robert F. Dubuss*         Treasurer                               None

Maurice Bendrihem*        Controller                              None

Michael J. Dolitsky*      Assistant Controller                    None

Susan Verbil Goldgraben*  Assistant Treasurer                     None

Christine Pavalos*        Assistant Secretary                     Assistant
                                                                  Secretary


Broker-Dealer Division of Dreyfus Service Corporation
=====================================================

                          Positions and offices with         Positions and
Name and principal        Broker-Dealer Division of          offices with
business address          Dreyfus Service Corporation        Registrant
__________________        ___________________________        _____________

Elie M. Genadry*          President                               None

Craig E. Smith*           Executive Vice President                None

Peter Moeller*            Vice President and Sales Manager        None

Kristina Williams
Pomano Beach, FL          Vice President-Administration           None

James Barr
Newton, MA                Regional Vice President                 None

Mary B. Brundage
Pasadena, CA              Regional Vice President                 None

Edward Donley
Latham, NY                Regional Vice President                 None

Thomas Ellis
Ranchero Murietta, CA     Regional Vice President                 None

Glenn Farinacci*          Regional Vice President                 None

Peter S. Ferrentino
San Francisco, CA         Regional Vice President                 None

William Frey
Hoffman Estates, IL       Regional Vice President                 None

Suzanne Haley
Tampa, FL                 Regional Vice President                 None

Philip Jochem
Warrington, PA            Regional Vice President                 None

Richard P. Kundracik
Waterford, MI             Regional Vice President                 None

Michael Lane
Beaver Falls, PA          Regional Vice President                 None

Fred Lanier
Atlanta, GA               Regional Vice President                 None

Beth Presson
Colchester, VT            Regional Vice President                 None




Joseph Reaves
New Orleans, LA           Regional Vice President                 None

Christian Renninger
Germantown, MD            Regional Vice President                 None

Robert J. Richardson
Houston, TX               Regional Vice President                 None

Kurt Wiessner
Minneapolis, MN           Regional Vice President                 None


Institutional Services Division of Dreyfus Service Corporation
==============================================================

                          Positions and offices with         Positions and
Name and principal        Institutional Services Division    offices with
business address          of Dreyfus Service Corporation     Registrant
__________________        _______________________________    _____________

Elie M. Genadry*          President                               None

Donald A. Nanfeldt*       Executive Vice President                None

Kathleen M. Lewis++       Vice President-Institutional            None
                               Sales Manager

Charles Cardona**         Senior Vice President-                  None
                               Institutional Services

Stacy Alexander*          Vice President-Bank Wholesale           None

Eric Almquist*            Vice President-Eastern Regional         None
                               Sales Manager

James E. Baskin+++++++    Vice President-Institutional Sales      None

Kenneth Bernstein
Boca Raton, FL            Vice President-Bank Wholesale           None

Stephen Burke*            Vice President-Bank Wholesaler          None
                               Sales Manager

Laurel A. Diedrick
     Burrows***           Vice President-Bank Wholesale           None

Gary F. Callahan
Somerville, NJ            Vice President-Bank Wholesale           None

Daniel L. Clawson++++     Vice President-Institutional Sales      None

Anthony T. Corallo
San Francisco, CA         Vice President-Institutional Sales      None

Bonnie M. Cymbryla
Brewerton, NY             Vice President-Bank Wholesale           None




William Davis
Bellevue, WA              Vice President                          None

William E. Findley****    Vice President                          None

Mary Genet*****           Vice President                          None

Melinda Miller Gordon*    Vice President                          None

Christina Haydt++         Vice President-Institutional Sales      None

Carol Anne Kelty*         Vice President-Institutional Sales      None

Gwenn Kessler*****        Vice President-Bank Wholesale           None

Nancy Knee++++            Vice President-Bank Wholesale           None

Bradford Lange*           Vice President-Bank Wholesale           None

Eva Machek*****           Vice President-Institutional Sales      None

Bradley R. Maybury
Seattle, WA               Vice President-Bank Wholesale           None

Mary McCabe***            Vice President-Bank Wholesale           None

James McNamara*****       Vice President-Institutional Sales      None

James Neiland*            Vice President-Bank Wholesale-          None
                               National Accounts Manager

Susan M. O'Connor*        Vice President-Institutional
                               Seminars                           None

Andrew Pearson+++         Vice President-Institutional Sales      None

Jean Heitzman Penny*****  Vice President-Institutional Sales      None

Dwight Pierce+            Vice President-Bank Wholesale           None

Lorianne Pinto*           Vice President-Bank Wholesale           None

Douglas Rentschler
Grosse Point Park, MI     Vice President-Bank Wholesale           None

Leah Ryan****             Vice President-Institutional Sales      None

Edward Sands*              Vice President-Institutional
                               Administration                     None

William Schalda*          Vice President-Institutional            None
                               Administration

Sue Ann Seefeld++++       Vice President-Institutional Sales      None

Brant Snavely
Charlotte, NC             Vice President-Bank Wholesale           None

Thomas Stallings
Richmond, VA              Vice President-Institutional Sales      None

Elizabeth Biordi          Vice President-Institutional
     Wieland*                  Administration                     None

Thomas Winnick
Malverne, PA              Vice President-Bank Wholesale           None

Jeanne Butler*            Assistant Vice President-
                               Institutional Operations           None

Roberta Hall*****         Assistant Vice President-
                               Institutional Servicing            None

Tracy Hopkins**           Assistant Vice President-
                               Institutional Operations           None

Lois Paterson*            Assistant Vice President-
                               Institutional Operations           None

Mary Rogers**             Assistant Vice President-
                               Institutional Servicing            None
Karen Markovic
     Shpall++++++         Assistant Vice President                None

Patrick Synan**           Assistant Vice President-
                               Institutional Support              None

Emilie Tongalson**         Assistant Vice President-
                               Institutional Servicing            None

Tonda Watson****          Assistant Vice President-
                               Institutional Sales                None


Group Retirement Plans Division of Dreyfus Service Corporation
==============================================================

                          Positions and offices with         Positions and
Name and principal        Group Retirement Plans Division    offices with
business address          of Dreyfus Service Corporation     Registrant
__________________        _______________________________    _____________

Elie M. Genadry*          President                               None

Robert W. Stone*          Executive Vice President                None

Leonard Larrabee*         Vice President and Senior Counsel       None

George Anastasakos*       Vice President                          None

Bart Ballinger++          Vice President-Sales                    None

Paula Cleary*             Vice President-Marketing                None

Ellen S. Dinas*           Vice President-Marketing/Communications None

William Gallagher*        Vice President-Sales                    None

Jeffrey Lejune
Dallas, TX                Vice President-Sales                    None

Samuel Mancino**          Vice President-Installation             None

Joanna Morris*            Vice President-Sales                    None

Joseph Pickert++          Vice President-Sales                    None

Alison Saunders**         Vice President-Enrollment               None

Scott Zeleznik*           Vice President-Sales                    None

Alana Zion*               Vice President-Sales                    None

Jeffrey Blake*            Assistant Vice President-Sales          None




_____________________________________________________




*          The address of the offices so indicated is 200 Park Avenue, New
             York, New York 10166
**         The address of the offices so indicated is 144 Glenn Curtiss
             Boulevard, Uniondale, New York 11556-0144.
***        The address of the offices so indicated is 580 California Street,
             San Francisco, California 94104.
****       The address of the offices so indicated is 3384 Peachtree Road,
             Suite 100, Atlanta, Georgia 30326-1106.
*****      The address of the offices so indicated is 190 South LaSalle
             Street, Suite 2850, Chicago, Illinois 60603.
+          The address of the offices so indicated is P.O. Box 1657,
             Duxbury, Massachusetts 02331.
++         The address of the offices so indicated is 800 West Sixth Street,
             Suite 1000, Los Angeles, California 90017.
+++        The address of the offices so indicated is 11 Berwick Lane,
             Edgewood, Rhode Island 02905.
++++       The address of the offices so indicated is 1700 Lincoln Street,
             Suite 3940, Denver, Colorado 80203.
+++++      The address of the offices so indicated is 6767 Forest Hill
             Avenue, Richmond, Virginia 23225.
++++++     The address of the offices so indicated is 2117 Diamond Street,
             San Diego, California 92109.
+++++++    The address of the offices so indicated is P.O. Box 757,
             Holliston, Massachusetts 01746.




Item 30.   Location of Accounts and Records
           ________________________________

           1.   The Shareholder Services Group, Inc.,
                a subsidiary of First Data Corporation
                P.O. Box 9671
                Providence, Rhode Island 02940-9671

           2.   The Bank of New York
                110 Washington Street
                New York, New York 10286

           3.   The Dreyfus Corporation
                200 Park Avenue
                New York, New York 10166

Item 31.   Management Services
_______    ___________________

           Not Applicable

Item 32.   Undertakings
________   ____________

  (1)      To call a meeting of shareholders for the purpose of voting
           upon the question of removal of a director or directors when
           requested in writing to do so by the holders of at least 10% of
           the Registrant's outstanding shares of common stock and in
           connection with such meeting to comply with the provisions of
           Section 16(c) of the Investment Company Act of 1940 relating to
           shareholder communications.

  (2)      To furnish each person to whom a prospectus is delivered with a
           copy of the Fund's latest annual report to shareholders, upon
           request and without change.





                                                SIGNATURES

       Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all
of the requirements for effectiveness of this Amendment to the Registration
Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has
duly caused this Amendment to the Registration Statement to be signed on
its behalf by the undersigned, thereunto duly authorized, in the City of
New York, and State of New York on the 20th day of May, 1994.

                     DREYFUS A BONDS PLUS, INC.

                 BY:  /s/Barbara L. Kenworthy*
                      BARBARA L. KENWORTHY, PRESIDENT

       Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, this Amendment to the Registration
Statement has been signed below by the following persons in the capacities
and on the date indicated.

        Signatures                         Title                  Date

/s/Barbara L. Kenworthy*     President (Principal Executive   May 20, 1994
Barbara L. Kenworthy         Officer) and Director

/s/John J. Pyburn*           Treasurer (Principal Financial   May 20, 1994
John J. Pyburn               Officer)

/s/James M. Windels*         Controller (Principal Accounting May 20, 1994
James M. Windels             Officer)

/s/Joseph S. DiMartino*      Director                         May 20, 1994
Joseph S. DiMartino

/s/John M. Fraser, Jr.*      Director                         May 20, 1994
John M. Fraser

/s/Robert R. Glauber*        Director                         May 20, 1994
Robert R. Glauber

/s/James F. Henry*           Director                         May 20, 1994
James F. Henry

/s/Rosalind G. Jacobs*       Director                         May 20, 1994
Rosalind G. Jacobs

/s/Irving Kristol*           Director                         May 20, 1994
Irving Kristol

/s/Paul A. Marks*            Director                         May 20, 1994
Paul A. Marks




        Signatures                  Title                         Date

/s/Martin Peretz*             Director                         May 20, 1994
Martin Peretz

/s/Howard Stein*              Director                         May 20, 1994
Howard Stein

/s/Bert W. Wasserman*         Director                         May 20, 1994
Bert W. Wasserman



*BY:
           Robert R. Mullery
           Attorney-in-Fact











                    CONSENT OF INDEPENDENT AUDITORS


We consent to the reference to our firm under the captions "Condensed
Financial Information" and "Custodian, Transfer and Dividend Disbursing
Agent, Counsel and Independent Auditors" and to the use of our report
dated April 29, 1994, in this Registration Statement (Form N-1A 2-55614)
of Dreyfus A Bonds Plus, Inc.


                                               ERNST & YOUNG

New York, New York
May 20, 1994



                   DREYFUS A BONDS PLUS, INC.

                    SHAREHOLDER SERVICES PLAN


          Introduction:  It has been proposed that the above-
captioned investment company (the "Fund") adopt a Shareholder
Services Plan (the "Plan") under which the Fund would reimburse
the Fund's distributor, Dreyfus Service Corporation (the
"Distributor"), for certain allocated expenses of providing
personal service and/or maintaining shareholder accounts.  The
Plan is not to be adopted pursuant to Rule 12b-1 under the
Investment Company Act of 1940, as amended (the "Act"), and the
fee under the Plan is intended to be a "service fee" as defined
in Article III, Section 26 (a "Service Fee"), of the NASD Rules
of Fair Practice (the "NASD Rules").
          The Fund's Board, in considering whether the Fund
should implement a written plan, has requested and evaluated
such information as it deemed necessary to an informed
determination as to whether a written plan should be implemented
and has considered such pertinent factors as it deemed necessary
to form the basis for a decision to use Fund assets for such
purposes.
          In voting to approve the implementation of such a
plan, the Board has concluded, in the exercise of its reasonable
business judgment and in light of applicable fiduciary duties,
that there is a reasonable likelihood that the plan set forth
below will benefit the Fund and its shareholders.


          The Plan:  The material aspects of this Plan are as
follows:
          1.   The Fund shall reimburse the Distributor an
amount not to exceed an annual rate of .25 of 1% of the value of
the Fund's average daily net assets attributable to each
class of the Fund's shares, for its allocated expenses of
providing personal service to shareholders of the respective
class and/or maintaining shareholder accounts; provided that, at
no time, shall the amount paid to the Distributor under this
Plan, together with amounts otherwise paid by the Fund as a
Service Fee under the NASD Rules, exceed the maximum amount then
payable under the NASD Rules as a Service Fee.  The amount of
such reimbursement shall be based on an expense allocation
methodology prepared by the Distributor annually and approved by
the Fund's Board or on any other basis from time to time deemed
reasonable by the Fund's Board.
          2.   For the purposes of determining the fees payable
under this Plan, the value of the net assets attributable to
each class of Fund shares shall be computed in the manner
specified in the Fund's Articles of Incorporation for the
computation of the value of the Fund's net assets attributable
to such a class.
          3.   The Board shall be provided, at least quarterly,
with a written report of all amounts expended pursuant to this
Plan.  The report shall state the purpose for which the amounts
were expended.
          4.   This Plan will become effective immediately upon
approval by a majority of the Board members, including a
majority of the Board members who are not "interested persons"
(as defined in the Act) of the Fund and have no direct or
indirect financial interest in the operation of this Plan or in
any agreements entered into in connection with this Plan,
pursuant to a vote cast in person at a meeting called for the
purpose of voting on the approval of this Plan.
          5.   This Plan shall continue for a period of one year
from its effective date, unless earlier terminated in accordance
with its terms, and thereafter shall continue automatically for
successive annual periods, provided such continuance is approved
at least annually in the manner provided in paragraph 4 hereof.
          6.   This Plan may be amended at any time by the
Board, provided that any material amendments of the terms of
this Plan shall become effective only upon approval as provided
in paragraph 4 hereof.
          7.   This Plan is terminable without penalty at any
time by vote of a majority of the Board members who are not
"interested persons" (as defined in the Act) of the Fund and
have no direct or indirect financial interest in the operation
of this Plan or in any agreements entered into in connection
with this Plan.


Dated:  June 23, 1993







                           DREYFUS A BONDS PLUS

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 3/31/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 14.38 +  (  14.38 x   4.60004 ) ] - 15.00
                        --------------------------------------------
                                      15.00


                                T =  436.86%
                                    ========





                            DREYFUS A BONDS PLUS


                        SEC 30 DAY YIELD CALCULATION



INCOME        3/2/94           -    3/31/94              $3,725,483.81

EXPENSES      3/2/94           -    3/31/94                $437,394.20

Average Shares Entitled to Dividend
              3/2/94           -    3/31/94             41,714,096.709

NAV per share 3/31/94
              ($14.375060 net of .082885 undistributed
              income per share)                             $14.292175

x     =           3,725,483.81 -      437,394.20
              ----------------------------------------
                41,714,096.709 x       14.292175

x     =               0.005515


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                   6
30 Day yield =   2 [ (    1 +           0.005515 ) -1]

30 Day yield =            6.71%
              =================





                                DREYFUS A BONDS PLUS

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 3/31/93 through 3/31/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    3/31/94 of a $1,000
                     hypothetical investment made on  3/31/93

                                 1.00
                   1000( 1 + T )      =    1,030.92

                                T     =        3.09%
                                        ============





                                DREYFUS A BONDS PLUS

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 3/31/84 through 3/31/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    3/31/94 of a $1,000
                     hypothetical investment made on  3/31/84

                                10.00
                   1000( 1 + T )      =    2,909.33

                                T     =       11.27%
                                        ============





                                DREYFUS A BONDS PLUS

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 3/31/89 through 3/31/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    3/31/94 of a $1,000
                     hypothetical investment made on  3/31/89

                                 5.00
                   1000( 1 + T )      =    1,680.45

                                T     =       10.94%
                                        ============





                                                           Other Exhibit (a)



POWER OF ATTORNEY


     Bert W. Wasserman, whose signature appears below on this Amendment to
Registration Statement, hereby constitutes and appoints Mark N. Jacobs,
Daniel C. Maclean and Robert R. Mullery, and each of them, with full power
to act without the other, his true and lawful attorney-in-fact and agent,
with full power of substitution and resubstitution, for him and in his
name, place and stead, in any and all capacities (until revoked in
writing) to sign any and all amendments to the Registration Statement
(including post-effective amendments and amendments thereto), and to file
the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to
do and perform each and every act and thing ratifying and confirming all
that said attorneys-in-fact and agents or any of them, or their or his
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.


                                        Dreyfus A Bonds Plus, Inc.




                                        Director
Bert W. Wasserman






                                                           Other Exhibit (b)


                         DREYFUS A BONDS PLUS, INC.

                      Assistant Secretary's Certificate

               The undersigned, Christine Pavalos, Assistant Secretary of
Dreyfus A Bonds Plus, Inc. (the "Fund"), hereby certifies that set forth
below is a copy of the resolution adopted by the Fund's Board of Directors
at a meeting of the Board of Directors on March 12, 1990, authorizing the
signing by Mark N. Jacobs, Robert R. Mullery and Daniel C. Maclean on
behalf of the proper officers of the Fund pursuant to a power of attorney:

               RESOLVED, that the Registration
Statement and any and all amendments and supplements
thereto may be signed by any one of Mark N. Jacobs,
Robert R. Mullery and Daniel C. Maclean as the
attorney-in-fact for the proper officers of the Fund,
with full power of substitution and resubstitution; and
that the appointment of each of such person as such
attorney-in-fact hereby is authorized and approved; and
that such attorneys-in-fact, and each of them, shall
have full power and authority to do and perform each
and every act and thing requisite and necessary to be
done in connection with such Registration Statement and
any and all amendments and supplements thereto, as
fully to all intents and purposes as the officer for
whom he or she is acting as attorney-in-fact, might or
could do in person.

               IN WITNESS WHEREOF, I have hereunto signed my name
and affixed the seal of the Fund on May 24, 1994.







                                                  Christine
Pavalos
                                        Assistant Secretary


(SEAL)


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