Registration No. 333-40706
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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-14
REGISTRATION STATEMENT UNDER THE
SECURITIES ACT OF 1933
/_/ Pre-Effective Amendment No. /x/ Post-Effective Amendment No. 1
(Check appropriate box or boxes)
DREYFUS A BONDS PLUS, INC.
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(Exact Name of Registrant as Specified in Charter)
(212) 922-6000
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(Area Code and Telephone Number)
c/o The Dreyfus Corporation
200 Park Avenue, New York, New York 10166
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(Address of Principal Executive Offices: Number,
Street, City, State, Zip Code)
(Name and Address of Agent for Service)
Mark N. Jacobs, Esq.
c/o The Dreyfus Corporation
200 Park Avenue
New York, New York 10166
copy to:
Lewis G. Cole, Esq.
Stroock & Stroock & Lavan LLP
New York, New York 10038-4982
An indefinite number of Registrant's shares of common stock has been
registered pursuant to Rule 24f-2 under the Investment Company Act of 1940.
Accordingly, no filing fee is being paid at this time.
This Post-Effective Amendment consists of the following:
(1) Facing Sheet of the Registration Statement.
(2) Part C to the Registration Statement (including signature page).
Parts A and B are incorporated herein by reference from the Registration
Statement on Form N-14 (File No. 333-40706) filed on June 30, 2000.
This Post-Effective Amendment is being filed solely to file as Exhibit
No. 12 to this Registration Statement on Form N-14 the final tax opinion and an
Other Exhibit.
DREYFUS A BONDS PLUS, INC.
PART C
OTHER INFORMATION
ITEM 15. INDEMNIFICATION.
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The response to this item is incorporated by reference to Item 25 of
Part C of Post-Effective Amendment No. 37 to the Registrant's Registration
Statement on Form N-1A, filed on July 21, 1999.
ITEM 16. Exhibits - All references are to Post-Effective Amendments
to the Registrant's Registration Statement on Form N-1A (File
No. 2-55614) (the "Registration Statement") unless otherwise
noted.
(1) Registrant's Certificate of Incorporation is incorporated by
reference to Exhibit (1)(a) of Post-Effective Amendment No.
32 filed on July 24, 1996.
(2) Registrant's Bylaws are incorporated by reference to
Exhibit (2) of Post-Effective Amendment No. 32 filed on
July 24, 1996.
(3) Not Applicable.
(4) Agreement and Plan of Reorganization.*
(5) Not Applicable.
(6) Management Agreement is incorporated by reference to
Exhibit (5) of Post-Effective Amendment No. 30 filed on
July 27, 1995.
(7) Distribution Agreement is incorporated by reference to
Exhibit (6) of Post-Effective Amendment No. 30 filed on
July 27, 1995.
(8) Not Applicable.
(9) Custody Agreement is incorporated by reference to Exhibit
(8) of Post-Effective Amendment No. 32 filed on July 24,
1996.
(10) Not Applicable.
(11)(a) Opinion of Registrant's counsel is incorporated by reference
to Exhibit (10) of Post-Effective Amendment No. 32 filed on
July 24, 1996.
(11)(b) Consent of Stroock & Stroock & Lavan LLP.**
(12) Form of opinion and consent of Stroock & Stroock & Lavan LLP
regarding tax matters.
(13) Not Applicable.
(14) Consent of Independent Auditors.**
(15) Not Applicable.
(16) Powers of Attorney are incorporated by reference to Other
Exhibits of Post-Effective Amendment No. 37 filed July 21,
1999 and to the Signature Page hereof.
(17)(a) Form of Proxy.*
(17)(b) Registrant's Prospectus dated August 1, 1999, as revised
August 2, 1999.**
Other Exhibit Power of Attorney.
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* Filed on June 30, 2000 as part of the Prospectus/Proxy Statement
contained in the N-14 Registration Statement.
** Filed on June 30, 2000 as an Exhibit to the N-14 Registration
Statement.
ITEM 17. UNDERTAKINGS.
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(1) The undersigned Registrant agrees that prior to any public reoffering
of the securities registered through the use of a prospectus which is
a part of this registration statement by any person or party who is
deemed to be an underwriter within the meaning of Rule 145(c) of the
Securities Act of 1933, as amended, the reoffering prospectus will
contain the information called for by the applicable registration form
for reofferings by persons who may be deemed underwriters, in addition
to the information called for by the other items of the applicable
form.
(2) The undersigned registrant agrees that every prospectus that is filed
under paragraph (1) above will be filed as a part of an amendment to
the registration statement and will not be used until the amendment is
effective, and that, in determining any liability under the Securities
Act of 1933, as amended, each post-effective amendment shall be deemed
to be a new registration statement for the securities offered therein,
and the offering of the securities at that time shall be deemed to be
the initial bona fide offering of them.
SIGNATURES
As required by the Securities Act of 1933, this amendment to the
Registration Statement has been signed on behalf of the Registrant, in the City
of New York, State of New York, on the 13th day of November, 2000.
DREYFUS A BONDS PLUS, INC.
(Registrant)
By:/S/STEPHEN E. CANTER
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Stephen E. Canter, President
Pursuant to the requirements of the Securities Act of 1933, this
amendment to the Registration Statement has been signed below by the following
persons in the capacities and on the dates indicated.
/s/ Stephen E. Canter* President (Principal
----------------------------- Executive Officer)
Stephen E. Canter
/s/ Joseph Connolly* Vice President and Treasurer
----------------------------- (Principal Accounting and
Joseph Connolly Financial Officer)
/s/ Joseph S. DiMartino* Chairman of the Board
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Joseph S. DiMartino
/s/ David P. Feldman* Board Member
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David F. Feldman
/s/ Robert R. Glauber* Board Member
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Robert R. Glauber
/s/ James F. Henry* Board Member
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James F. Henry
/s/ Rosalind Gersten Jacobs* Board Member
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Rosalind Gersten Jacobs
/s/ Dr. Paul A. Marks* Board Member
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Dr. Paul A. Marks
/s/ Dr. Martin Peretz* Board Member
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Dr. Martin Peretz
/s/ Bert W. Wasserman* Board Member
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Bert W. Wasserman
*By: /s/ Robert R. Mullery
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Robert R. Mullery,
Attorney-in-Fact November 13, 2000
EXHIBIT INDEX
Exhibit 12 Opinion and consent of counsel regarding tax matters.
