August 2, 1994
DREYFUS CAPITAL GROWTH FUND
(A PREMIER FUND)
SUPPLEMENT TO PROSPECTUS
DATED JANUARY 3, 1994
I. PROPOSED MERGER OF THE DREYFUS CORPORATION
The Fund's adviser, The Dreyfus Corporation ("Dreyfus"), has entered
into an Agreement and Plan of Merger providing for the merger (the
"Merger") of Dreyfus with a subsidiary of Mellon Bank, N.A. ("Mellon").
Following the Merger, it is planned that Dreyfus will be a direct
subsidiary of Mellon. Closing of the Merger is subject to a number of
contingencies, including approvals of the stockholders of Dreyfus and of
Mellon. The Merger is expected to occur in late August 1994, but could
occur significantly later.
The Merger will result in the automatic termination of the Fund's
current investment advisory agreement with Dreyfus as required by the
Investment Company Act of 1940, as amended.
II. RESULTS OF FUND SHAREHOLDER VOTE
THE FOLLOWING INFORMATION SUPPLEMENTS AND SUPERSEDES ANY
CONTRARY INFORMATION CONTAINED IN THE FUND'S PROSPECTUS.
On August 2, 1994, the Fund's shareholders voted to (a) approve a new
investment advisory agreement with Dreyfus, to become effective upon
consummation of the Merger, and (b) change certain of the Fund's
fundamental policies and investment restrictions to permit the Fund to
(i)borrow money to the extent permitted under the Investment Company
Actof 1940, as amended, and (ii) pledge its assets to the extent necessary
to
secure permitted borrowings and make such policy non-fundamental.
(CONTINUED ON REVERSE SIDE)
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/stkr080294
August 2, 1994
DREYFUS CAPITAL GROWTH FUND (A PREMIER FUND)
Supplement to the Statement of Additional Information
Dated January 3, 1994
At a meeting of Fund shareholders held on August 2, 1994, shareholders
approved new Investment Restrictions which supersede and replace the Fund's
current Investment Restriction number 6 in the section in the Fund's
Statement of Additional Information entitled "Investment Objective and
Management Policies--Investment Restrictions." New Investment Restriction
number 6 is a fundamental policy. This restriction 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. New Investment Restriction number 13 is not a fundamental
policy and may be changed by vote of a majority of the Fund's Board members
at any time. The Fund may not:
6. Borrow money, except to the extent permitted under the Act.
13. Pledge, mortgage, hypothecate or otherwise encumber its assets,
except to the extent necessary to secure permitted borrowings.
