May 18, 1994
DREYFUS CAPITAL GROWTH FUND
(A PREMIER FUND)
SUPPLEMENT TO PROSPECTUS DATED JANUARY 3, 1994
The following information supplements and should be read in
conjunction with the section of the Fund's Prospectus entitled "Management
of the Fund."
The Fund's Manager, The Dreyfus Corporation ("Dreyfus"), has entered
into an Agreement and Plan of Merger (the "Merger Agreement") providing
for the merger of Dreyfus with a subsidiary of Mellon Bank Corporation
("Mellon").
Following the merger, it is planned that Dreyfus 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 Dreyfus and of Mellon. The merger is
expected to occur in mid-1994, but could occur significantly later.
As a result of regulatory requirements and the terms of the Merger
Agreement, Dreyfus 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.
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The following information modifies certain information in the sections
of the Prospectus entitled "Shareholder Services -- Exchange Privilege"
and "Shareholder Services -- Auto-Exchange Privilege."
Investors also may exchange their Fund shares subject to a CDSC for
shares of Dreyfus Worldwide Dollar Money Market Fund, Inc. The
(CONTINUED ON REVERSE SIDE)
shares so purchased will be held in a special account created solely for
this purpose (the "Exchange Account"). Exchanges of shares from an
Exchange Account only can be made into certain other funds managed or
administered by The Dreyfus Corporation. No CDSC is charged when an
investor exchanges into an Exchange Account; however, the applicable
CDSC will be imposed when shares are redeemed from an Exchange
Account or other applicable fund account. Upon redemption, the applicable
CDSC will be calculated without regard to the time such shares were held
in an Exchange Account. See "How to Redeem Fund Shares." In addition to
the limited Exchange and Auto-Exchange Privileges noted herein, Exchange
Account shares are eligible for the Dividend Sweep Privilege and the
Automatic Withdrawal Plan, and may receive redemption proceeds only by
Federal wire or by check.
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The following information supplements and should be read in
conjunction with the section of the Fund's Prospectus entitled
"Performance Information."
From time to time advertising materials for the Fund also may refer to
Value Line Mutual Fund Survey company ratings and related analyses
supporting the rating.
009/stkr050094
