Securities Act File No. 2-30806
Investment Company Act File No. 811-2488
==========================================================================
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. 58 /x/
and
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 /x/
Amendment No. 58 /x/
(Check appropriate box or boxes)
PREMIER CAPITAL GROWTH FUND, 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)
copy to:
Lewis G. Cole, Esq.
Stroock & Stroock & Lavan
7 Hanover Square
New York, New York 10004-2696
It is proposed that this filing will become effective (check
appropriate box)
____ immediately upon filing pursuant to paragraph (b)
on (date) pursuant to paragraph (b)
____ 60 days after filing pursuant to paragraph (a)(i)
on (date) pursuant to paragraph (a)(i)
X 75 days after filing pursuant to paragraph (a)(ii)
on (date) pursuant to paragraph (a)(ii) of Rule 485.
If appropriate, check the following box:
____ this post-effective amendment designates a new effective date
for a previously filed post-effective amendment.
Registrant has registered an indefinite number of its 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 its
fiscal year ended September 30, 1995 is expected to be filed on or about
November 22, 1995.
<PAGE>
PREMIER CAPITAL GROWTH FUND, INC.
Cross-Reference Sheet Pursuant to Rule 495(a)
Premier Growth and Premier Emerging
Income Fund Markets Fund
Items in
Part A of
Form N-1A Caption Page Page
1 Cover Cover Cover
Page Page
2 Synopsis 3 3
3 Condensed Financial
Information * *
4 General Description of
Registrant 6, 36 6, 35
5 Management of the Fund 10 8
5(a) Management's Discussion of
Fund's Performance * *
6 Capital Stock and Other
Securities 36 35
7 Purchase of Securities
Being Offered 12 10
8 Redemption or Repurchase 25 24
9 Pending Legal Proceedings * *
Items in
Part B of
Form N-1A All Funds
10 Cover Page B-1
11 Table of Contents B-1
12 General Information and History *
13 Investment Objectives and
Policies B-2
14 Management of the Fund B-18
15 Control Persons and Principal
Holders of Securities B-23
16 Investment Advisory and Other
Services B-22
17 Brokerage Allocation B-38
18 Capital Stock and Other
Securities B-40
19 Purchase, Redemption and
Pricing of Securities Being
Offered B-25, B-28,
B-34
20 Tax Status B-35
21 Underwriters B-1, B-25
22 Calculations of Performance Data B-39
23 Financial Statements B-50
Items in
Part C of
Form N-1A All Funds
24 Financial Statements and Exhibits C-1
25 Persons Controlled by or Under
Common Control with Registrant C-2
26 Number of Holders of Securities C-2
27 Indemnification C-2
28 Business and Other Connections
of Investment Adviser C-3
29 Principal Underwriters C-9
30 Location of Accounts and Records C-12
31 Management Services C-12
32 Undertakings C-12
- ---------
* Omitted since answer is negative or inapplicable.
<PAGE>
PROSPECTUS ___________, 199_
PREMIER GROWTH AND INCOME FUND
Premier Growth and Income Fund (the "Fund") is a separate
non-diversified portfolio of Premier ________ Funds, Inc., an open-
end, management investment company (the "Company"), known as a
mutual fund. The Fund's investment objective is long-term capital
growth, current income and growth of income, consistent with
reasonable investment risk.
By this Prospectus, the Fund is offering four Classes of
shares--Class A, Class B, Class C and Class R--which are described
herein. See "Alternative Purchase Methods."
You can purchase or redeem all Classes of shares by
telephone using the TeleTransfer Privilege.
The Dreyfus Corporation will professionally manage 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.
The Statement of Additional Information, dated _________,
199_, 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 144.
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. Mutual fund shares involve certain
investment risks, including the possible loss of principal. The
net asset value of funds of this type will fluctuate from time to
time.
<PAGE>
TABLE OF CONTENTS
Page
Fee Table . . . . . . . . . . . . . . . . . .
Alternative Purchase Methods. . . . . . . . .
Description of the Fund . . . . . . . . . . .
Management of the Fund. . . . . . . . . . . .
How to Buy Shares . . . . . . . . . . . . . .
Shareholder Services. . . . . . . . . . . . .
How to Redeem Shares. . . . . . . . . . . . .
Distribution Plan and Shareholder
Services Plan . . . . . . . . . . . . . . .
Dividends, Distributions and Taxes. . . . . .
Performance Information . . . . . . . . . . .
General Information . . . . . . . . . . . . .
Appendix. . . . . . . . . . . . . . . . . . .
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.
<PAGE>
FEE TABLE
<TABLE>
<CAPTION>
Class A Class B Class C Class R
Shareholder Transaction Expenses
<S> <C> <C> <C> <C>
Maximum Sales Load Imposed on Purchases (as a
percentage of offering price)............................... 4.50% None None None
Maximum Deferred Sales Charge Imposed on
Redemptions (as a percentage of the
amount subject to charge)................................... None* 4.00% 1.00% None
Annual Fund Operating Expenses
(as a percentage of average daily net assets)
Management Fees............................................... .75% .75% .75% .75%
12b-1 Fees.................................................... None .75% .75% None
Other Expenses................................................ .___% .___% .___% .___%
Total Fund Operating Expenses................................. .___% .___% .___% .___%
Example:
You would pay the following expenses
on a $1,000 investment, assuming (1) 5%
annual return and (2) except where noted,
redemption at the end of each time period:....................
1 Year $___ $_/$__** $_/$_** $_
3 Years $___ $_/$__** $_ $_
_____________
* A contingent deferred sales charge of 1.00% may be assessed on certain redemptions of
Class A shares purchased without an initial sales charge as part of an investment of $1
million or more.
** Assuming no redemption of shares.
</TABLE>
THE AMOUNTS LISTED IN THE EXAMPLE SHOULD NOT BE
CONSIDERED AS REPRESENTATIVE OF 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 costs and expenses borne by the Fund and
investors, the payment of which will reduce investors' annual
return. Other Expenses are based on estimated amounts for the
current fiscal year. Long-term investors in Class B or Class C
shares could pay more in 12b-1 fees than the economic equivalent
of paying a front-end sales charge. The information in the
foregoing
table does not reflect any fee waivers or expense reimbursement
arrangements that may be in effect. Certain Service Agents (as
defined below) may charge their clients direct fees for
effecting
transactions in Fund shares; such fees are not reflected in the
foregoing table. For a further description of the various costs
and expenses incurred in the operation of the Fund, as well as
expense reimbursement or waiver arrangements, see "Management of
the Fund," "How to Buy Shares" and "Distribution Plan and
Shareholder Services Plan."
ALTERNATIVE PURCHASE METHODS
The Fund offers you four methods of purchasing shares.
Orders for purchases of Class R shares, however, may be placed
only for certain eligible investors as described below. If you
are not eligible to purchase Class R shares, you may choose from
Class A, Class B and Class C the Class of shares that best suits
your needs, given the amount of your purchase, the length of
time you expect to hold your shares and any other relevant
circumstances. Each Fund share represents an identical pro rata
interest in the Fund's investment portfolio.
Class A shares are sold at net asset value per share plus
a maximum initial sales charge of 4.50% of the public offering
price imposed at the time of purchase. The initial sales charge
may be reduced or waived for certain purchases. See "How to Buy
Shares--Class A Shares." These shares are subject to an annual
service fee at the rate of .25 of 1% of the value of the average
daily net assets of Class A. See "Distribution Plan and
Shareholder Services Plan--Shareholder Services Plan."
Class B shares are sold at net asset value per share with
no initial sales charge at the time of purchase; as a result,
the entire purchase price is immediately invested in the Fund.
Class B shares are subject to a maximum 4% contingent deferred
sales charge
("CDSC"), which is assessed only if you redeem Class B shares
within six years of purchase. See "How to Buy Shares--Class B
Shares" and "How to Redeem Shares--Contingent Deferred Sales
Charge--Class B Shares." These shares also are subject to an
annual service fee at the rate of .25 of 1% of the value of the
average daily net assets of Class B. In addition, Class B
shares are subject to an annual distribution fee at the rate of
.75 of 1% of the value of the average daily net assets of Class
B. See "Distribution Plan and Shareholder Services Plan." The
distribution fee paid by Class B will cause such Class to have a
higher expense ratio and to pay lower dividends than Class A.
Approximately six years after the date of purchase, Class B
shares automatically will convert to Class A shares, based on
the relative net asset values for shares of each such Class, and
will no longer be subject to the distribution fee. Class B
shares that have been
acquired through the reinvestment of dividends and distributions
will be converted on a pro rata basis together with other Class
B shares, in the proportion that a shareholder's Class B shares
converting to Class A shares bears to the total Class B shares
not acquired through the reinvestment of dividends and
distributions.
Class C shares are sold at net asset value per share with
no initial sales charge at the time of purchase; as a result,
the entire purchase price is immediately invested in the Fund.
Class C
shares are subject to a 1% CDSC, which is assessed only if you
redeem Class C shares within one year of purchase. See "How to
Redeem Shares--Class C Shares." These shares also are subject
to an annual service fee at the rate of .25 of 1%, and an annual
distribution fee at the rate of .75 of 1%, of the value of the
average daily net assets of Class C. See "Distribution Plan and
Shareholder Services Plan." The distribution fee paid by Class
C will cause such Class to have a higher expense ratio and to
pay lower dividends than Class A.
Class R shares may not be purchased directly by
individuals, although eligible institutions may purchase Class R
shares for certain accounts maintained by individuals. Class R
shares are sold at net asset value per share only to
institutional
investors acting for themselves or in a fiduciary, advisory,
agency, custodial or similar capacity for qualified or non-
qualified employee benefit plans, including pension, profit-
sharing, SEP-IRAs and other deferred compensation plans, whether
established by corporations, partnerships, non-profit entities
or state and local governments, but not including IRAs or IRA
"Rollover Accounts." Class R shares are not subject to an
annual service fee or distribution fee.
The decision as to which Class of shares is more
beneficial to you depends on the amount and the intended length
of your investment. If you are not eligible to purchase Class R
shares, you should consider whether, during the anticipated life
of your investment in the Fund, the accumulated distribution fee
and CDSC, if any, on Class B or Class C shares would be less
than the initial sales charge on Class A shares purchased at the
same time, and to what extent, if any, such differential would
be offset by
the return of Class A. Additionally, investors qualifying for
reduced initial sales charges who expect to maintain their
investment for an extended period of time might consider
purchasing Class A shares because the accumulated continuing
distribution fees on Class B or Class C shares may exceed the
initial sales charge on
Class A shares during the life of the investment. Finally, you
should consider the effect of the CDSC period and any conversion
rights of the Classes in the context of your own investment time
frame. For example, while Class C shares have a shorter CDSC
period than Class B shares, Class C shares do not have a
conversion
feature and, therefore, are subject to an ongoing distribution
fee.
Thus, Class B shares may be more attractive than Class C shares
to investors with longer term investment outlooks. Generally,
Class A shares may be more appropriate for investors who invest
$100,000 or
more in Fund shares, but will not be appropriate for investors
who invest less than $50,000 in Fund shares.
DESCRIPTION OF THE FUND
INVESTMENT OBJECTIVE
The Fund's investment objective is long-term capital
growth, current income and growth of income, consistent with
reasonable investment risk. It cannot be changed without
approval by the holders of a majority (as defined in the
Investment Company Act of 1940, as amended (the "1940 Act")) of
the Fund's outstanding
voting shares. There can be no assurance that the Fund's
investment objective will be achieved.
MANAGEMENT POLICIES
The Fund invests in equity and debt securities and money
market instruments of domestic and foreign issues. The
proportion
of the Fund's assets invested in each type of security will vary
from time to time in accordance with The Dreyfus Corporation's
assessment of economic conditions and investment opportunities.
The equity securities in which the Fund may invest
consist of common stocks, preferred stocks and convertible
securities, including those in the form of American Depositary
Receipts. The Fund will be particularly alert to companies
which
offer opportunities for capital appreciation and growth of
earnings, while paying current dividends.
The debt securities (other than convertible debt
securities) in which the Fund may invest must be rated at least
Baa by Moody's Investors Service, Inc. ("Moody's") or at least
BBB by Standard & Poor's Corporation ("S&P"), Fitch Investors
Service, Inc. ("Fitch") or Duff & Phelps Credit Rating Co.
("Duff") or, if
unrated, deemed to be of comparable quality by The Dreyfus
Corporation. Debt securities rated Baa by Moody's and BBB by
S&P,
Fitch and Duff are considered investment grade obligations which
lack outstanding investment characteristics and may have
speculative characteristics as well. The Fund may invest up to
35% of the value of its net assets in convertible debt
securities rated not lower than Caa by Moody's or CCC by S&P,
Fitch or Duff, or, if unrated, deemed to be of comparable
quality by The Dreyfus Corporation. Securities rated Caa by
Moody's and CCC by S&P, Fitch
or Duff are considered to have predominantly speculative
characteristics with respect to capacity to pay interest and
repay
principal and are considered to be of poor standing. See
"Investment Considerations and Risks--Lower Rated Securities"
below for a discussion of certain risks, and "Appendix" in the
Statement of Additional Information.
The money market instruments in which the Fund may invest
consist of U.S. Government securities, certificates of deposit,
time deposits, bankers' acceptances, short-term investment grade
corporate bonds and other short-term debt instruments, and
repurchase agreements, as set forth under "Appendix--Certain
Portfolio Securities--Money Market Instruments." Under normal
market conditions, the Fund does not expect to have a
substantial
portion of its assets invested in money market instruments.
However, when The Dreyfus Corporation determines that adverse
market conditions exist, the Fund may adopt a temporary
defensive posture and invest all of its assets in money market
instruments.
The Fund also may invest in money market instruments in
anticipation of investing cash positions.
The Fund's annual portfolio turnover rate is not expected
to exceed %. Higher portfolio turnover rates usually
generate
additional brokerage commissions and expenses and the short-term
gains realized from these transactions are taxable to
shareholders as ordinary income. In addition, the Fund
currently intends, to a
limited extent, to engage in foreign currency transactions,
options and futures transactions and short-selling. See also
"Investment
Considerations and Risks" below and "Investment Objective and
Management Policies--Management Policies" in the Statement of
Additional Information.
INVESTMENT CONSIDERATIONS AND RISKS
GENERAL--The Fund's net asset value per share should be expected
to fluctuate. Investors should consider the Fund as a
supplement to an overall investment program and should invest
only if they are willing to undertake the risks involved. See
"Investment Objective
and Management Policies--Management Policies" in the Statement
of Additional Information for a further discussion of certain
risks.
EQUITY SECURITIES--Equity securities fluctuate in value, often
based on factors unrelated to the value of the issuer of the
securities, and such fluctuations can be pronounced. Changes in
the value of the Fund's investments will result in changes in
the value of its shares and thus the Fund's total return to
investors.
The securities of the smaller companies in which the Fund
may invest may be subject to more abrupt or erratic market
movements than larger, more-established companies, because these
securities typically are traded in lower volume and the issuers
typically are subject to a greater degree to changes in earnings
and prospects.
FIXED-INCOME SECURITIES--Even though interest-bearing securities
are investments which promise a stable stream of income, the
prices of such securities generally 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 issuer. See "Appendix-Certain Portfolio Securities--
Ratings" below and Appendix in the Statement of Additional
Information.
LOWER RATED SECURITIES--The Fund may invest up to 35% of its net
assets in higher yielding (and, therefore, higher risk)
convertible
debt securities. These are convertible debt securities such as
those rated Baa by Moody's or BB by S&P, Fitch or Duff or as low
as Caa by Moody's or CCC by S&P, Fitch or Duff (commonly known
as junk bonds). They 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. The retail secondary
market for these convertible debt securities may be less liquid
than that of higher rated securities; adverse conditions could
make it difficult at times for the Fund to sell certain
securities or could
result in lower prices than those used in calculating the Fund's
net asset value.
FOREIGN SECURITIES--Foreign securities markets generally are not
as developed or efficient as those in the United States.
Securities
of some foreign issuers are less liquid and more volatile than
securities of comparable U.S. issuers. Similarly, volume and
liquidity in most foreign securities markets are less than in
the United States and, at times, volatility of price can be
greater than in the United States.
Because evidences of ownership of such securities usually
are held outside the United States, the Fund will be subject to
additional risks which include possible adverse political and
economic developments, possible seizure or nationalization of
foreign deposits and possible adoption of governmental
restrictions which might adversely affect the payment of
principal and interest on the foreign securities or might
restrict the payment of principal and interest to investors
located outside the country of
the issuer, whether from currency blockage or otherwise.
Since foreign securities often are purchased with and
payable in currencies of foreign countries, the value of these
assets as measured in U.S. dollars may be affected favorably or
unfavorably by changes in currency rates and exchange control
regulations.
FOREIGN CURRENCY TRANSACTIONS--Currency exchange rates may
fluctuate significantly over short periods of time. They
generally
are determined by the forces of supply and demand in the foreign
exchange markets and the relative merits of investments in
different countries, actual or perceived changes in interest
rates
and other complex factors, as seen from an international
perspective. Currency exchange rates also can be affected
unpredictably by intervention by U.S. or foreign governments or
central banks, or the failure to intervene, or by currency
controls
or political developments in the United States or abroad. See
"Appendix--Investment Techniques--Foreign Currency
Transactions."
USE OF DERIVATIVES--The Fund may invest in derivatives
("Derivatives"). These are financial instruments which derive
their performance, at least in part, from the performance of an
underlying asset, index or interest rate. The Derivatives the
Fund may use include options and futures. While Derivatives can
be used
effectively in furtherance of the Fund's investment objective,
under certain market conditions, they can increase the
volatility
of the Fund's net asset value, can decrease the liquidity of the
Fund's investments and make more difficult the accurate pricing
of the Fund's portfolio. See "Appendix--Investment
Techniques--Use of
Derivatives" below, and "Investment Objective and Management
Policies--Management Policies--Derivatives" in the Statement of
Additional Information.
NON-DIVERSIFIED STATUS--The classification of the Fund as a
"non-diversified" investment company means that the proportion
of the Fund's assets that may be invested in the securities of a
single issuer is not limited by the 1940 Act. A "diversified"
investment
company is required by the 1940 Act generally to invest, with
respect to 75% of its total assets, not more than 5% of such
assets in the securities of a single issuer and to hold not more
than 10% of the outstanding voting securities of a single
issuer.
However, the Fund intends to conduct its operations so as to
qualify as a "regulated investment company" for purposes of the
Internal Revenue
Code of 1986, as amended (the "Code"), which requires that, at
the end of each quarter of its taxable year, (i) at least 50% of
the market value of its total assets be invested in cash, U.S.
Government securities, the securities of other regulated
investment
companies and other securities, with such other securities of
any one issuer limited for the purposes of this calculation to
an amount not greater than 5% of the value of the Fund's total
assets,
and 10% of the outstanding voting securities of such issuer, and
(ii) not more than 25% of the value of its total assets be
invested
in the securities of any one issuer (other than U.S. Government
securities or the securities of other regulated investment
companies). Since a relatively high percentage of the Fund's
assets may be invested in the securities of a limited number of
issuers, some of which may be within the same industry or
economic
sector, its portfolio securities may be more susceptible to any
single economic, political or regulatory occurrence than the
portfolio securities of a diversified investment company.
SIMULTANEOUS INVESTMENTS--Investment decisions for the Fund are
made independently from those of the other investment companies
advised by The Dreyfus Corporation. If, however, such other
investment companies desire to invest in, or dispose of, the
same
securities 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
size of the position obtained for or disposed of by the Fund or
the price paid or received by the Fund.
MANAGEMENT OF THE FUND
INVESTMENT ADVISER--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. The Dreyfus Corporation is a
wholly-owned subsidiary of Mellon Bank, N.A., which is a wholly-
owned subsidiary of Mellon Bank Corporation ("Mellon"). As of
__________________, 1995, The Dreyfus Corporation managed or
administered approximately $ billion in assets for more than
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 Company, subject to the authority of the
Company's Board in accordance with Maryland law. The Fund's
primary portfolio manager is Richard Hoey. He has been employed
by The Dreyfus Corporation since April 1991. From April 1990 to
March 1991, Mr. Hoey was Chief Economist and a Managing Director
of Drexel Burnham Lambert. The Fund's other portfolio managers
are identified in the Statement of Additional Information. The
Dreyfus
Corporation also provides research services for the Fund and for
other funds advised by The Dreyfus Corporation through a
professional staff of portfolio managers and securities
analysts.
Mellon is a publicly owned multibank holding company
incorporated under Pennsylvania law in 1971 and registered under
the Federal Bank Holding Company Act of 1956, as amended.
Mellon provides a comprehensive range of financial products and
services
in domestic and selected international markets. Mellon is among
the twenty-five largest bank holding companies in the United
States based on total assets. Mellon's principal wholly-owned
subsidiaries are Mellon Bank, N.A., Mellon Bank (DE) National
Association, Mellon Bank (MD), The Boston Company, Inc., AFCO
Credit Corporation and a number of companies known as Mellon
Financial Services Corporations. Through its subsidiaries,
including The Dreyfus Corporation, Mellon managed more than $
billion in assets as of , 1995, including
approximately $ billion in proprietary mutual fund assets.
As of ,
1995, Mellon, through various subsidiaries, provided
non-investment
services, such as custodial or administration services, for more
than $ billion in assets, including approximately $ billion
in mutual fund assets.
Under the terms of the Management Agreement, the Fund has
agreed to pay The Dreyfus Corporation a monthly fee at the
annual
rate of .75 of 1% of the value of the Fund's average daily net
assets. The management fee is higher than that paid by most
other investment companies. 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 expense ratio of the Fund and increasing yield to investors.
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.
EXPENSES--All expenses incurred in the operation of the Company
will be borne by the Company, except to the extent specifically
assumed by The Dreyfus Corporation. The expenses to be borne by
the Company will include: organizational costs, taxes,
interest,
loan commitment fees, interest and distributions paid on
securities
sold short, brokerage fees and commissions, if any, fees of
Board members who are not officers, directors, employees or
holders of 5% or more of the outstanding voting securities of
The Dreyfus Corporation or any of its affiliates, 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 the Company's existence, costs
attributable to investor services (including, without
limitation, telephone and personnel expenses), costs of
preparing and printing
prospectuses and statements of additional information for
regulatory purposes and for distribution to existing
shareholders,
costs of shareholders' reports and meetings, and any
extraordinary
expenses. Expenses attributable to the Fund are charged against
the assets of the Fund; other expenses of the Company are
allocated
among the Company's portfolios on the basis determined by the
Company's Board, including, but not limited to, proportionately
in relation to the net assets of each portfolio.
In addition, Class A, Class B and Class C shares may be
subject to certain distribution and service fees. See
"Distribution Plan and Shareholder Services Plan."
The Dreyfus Corporation may pay the Fund's distributor
for shareholder services from The Dreyfus Corporation's own
assets, including past profits but not including the management
fee paid by
the Fund. The Fund's distributor may use part or all of such
payments to pay Service Agents in respect of these services.
DISTRIBUTOR--The Fund's distributor is Premier Mutual Fund
Services, Inc. (the "Distributor"), located at One Exchange
Place, Boston, Massachusetts 02109. The Distributor's ultimate
parent is Boston Institutional Group, Inc.
CUSTODIAN AND TRANSFER AND DIVIDEND DISBURSING AGENT--The Bank
of
New York, 90 Washington Street, New York, New York 10286, is the
Fund's Custodian. 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").
HOW TO BUY SHARES
GENERAL--Class A shares, Class B shares and Class C shares may
be purchased only by clients of certain financial institutions
(which
may include banks), securities dealers ("Selected Dealers") and
other industry professionals (collectively, "Service Agents"),
except that 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 Company's Board,
or
the spouse or minor child of any of the foregoing may purchase
Class A shares directly through the Distributor. Subsequent
purchases may be sent directly to the Transfer Agent or your
Service Agent.
Class R shares are offered only to institutional
investors acting for themselves or in a fiduciary, advisory,
agency, custodial or similar capacity for qualified or non-
qualified employee benefit plans, including pension, profit-
sharing, SEP-IRAs and other deferred compensation plans, whether
established by corporations, partnerships, non-profit entities
or
state and local governments ("Retirement Plans"). The term
"Retirement Plans" does not include IRAs or IRA "Rollover
Accounts." Class R shares may be purchased for a Retirement
Plan
only by a custodian, trustee, investment manager or other entity
authorized to act on behalf of such Plan. Institutions
effecting
transactions in Class R shares for the accounts of their clients
may charge their clients direct fees in connection with such
transactions.
When purchasing Fund shares, you must specify which Class
is being purchased. 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.
Service Agents may receive different levels of compensation
for selling different Classes of shares. Management
understands that some Service Agents may impose certain
conditions
on their clients which are different from those described in
this Prospectus, and, to the extent permitted by applicable
regulatory authority, may charge their clients direct fees which
would be in
addition to any amounts which might be received under the
Distribution Plan or Shareholder Services Plan. You should
consult your Service Agent in this regard.
The minimum initial investment is $1,000.
Subsequent investments must be at least $100. However, the
minimum initial
investment for Dreyfus-sponsored Keogh Plans, IRAs, SEP-IRAs and
403(b)(7) Plans with only one participant is $750, with no
minimum for subsequent purchases. Individuals who open an IRA
also may open a non-working spousal IRA with a minimum initial
investment of $250. Subsequent investments in a spousal IRA
must be at least
$250. The initial investment must be accompanied by the Account
Application. 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.
The Code imposes various limitations on the amount that
may be contributed to certain Retirement Plans. These
limitations
apply with respect to participants at the plan level and,
therefore, do not directly affect the amount that may be
invested in the Fund by a Retirement Plan. Participants and
plan sponsors should consult their tax advisers for details.
You may purchase Fund shares by check or wire, or through
the TeleTransfer Privilege described below. Checks should be
made
payable to "Premier ________ Funds, Inc.," 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 Premier ________ Funds, Inc., P.O. Box 9387,
Providence,
Rhode Island 02940-9387, together with your Account Application
indicating which Class of shares is being purchased. For subse-
quent investments, your Fund account number should appear on the
check and an investment slip should be enclosed and sent to
Premier
________ Funds, Inc., 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.
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, together with the applicable Class' DDA # as
shown below, for purchase of Fund shares in your name:
DDA # 89001_____ Premier ________ Funds,
Inc./Premier Growth and Income Fund/Class A
shares;
DDA # 89001_____ Premier ________ Funds,
Inc./Premier Growth and Income Fund/Class B
shares;
DDA # 89001_____ Premier ________ Funds,
Inc./Premier Growth and Income Fund/Class C
shares; or
DDA # 89001_____ Premier ________ Funds,
Inc./Premier Growth and Income Fund/Class R
shares.
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, you should
call 1-800-645-6561 after completing your wire payment to obtain
your Fund account number. You should include your Fund account
number on the 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.
Fund shares also may be purchased through Automatic
Asset Builder and the Government Direct Deposit Privilege
described under "Shareholder Services." These services enable
you to make regularly scheduled investments and may provide you
with a convenient way to invest for long-term financial goals.
You should be aware, however, that periodic investment plans do
not guarantee a profit and will not protect an investor against
loss in a declining market.
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 Fund account number preceded by the digits
"1111."
Fund shares are sold on a continuous basis. 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. For purposes of determining net asset value, options
and futures contracts will be valued 15 minutes after the close
of trading on the floor of the New York Stock Exchange. Net
asset value per share of each Class is computed by dividing the
value of the Fund's net assets represented by such Class (i.e.,
the value of its assets less liabilities) by the total number of
shares of such Class outstanding. The Fund's investments are
valued based on market value or, where market quotations are not
readily available, based on fair value as determined in good
faith by the Company's Board. For further information regarding
the methods employed in valuing the Fund's investments, see
"Determination of Net Asset Value" in the Statement of
Additional Information.
If an order is received in proper form by the Transfer
Agent or other 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 public
offering price determined as of the close of trading on the
floor
of the New York Stock Exchange on that day. Otherwise, Fund
shares will be purchased at the public offering price determined
as of the close of trading on the floor of the New York Stock
Exchange on the next business day, except where shares are
purchased through a dealer 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 any business day and transmitted to the
Distributor or its designee by the close of its business day
(normally 5:15 p.m., New York time) will be based on the public
offering price 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 public offering
price. It is the dealer's responsibility to transmit orders so
that they will be received by the Distributor or its designee
before the close of its business day. For certain institutions
that have entered into agreements with the Distributor, payment
for the purchase of Fund shares may be transmitted, and must be
received by the Transfer Agent, within three business days after
the order is placed. If such payment is not received within
three business days after the order is placed, the order may be
canceled and the institution could be held liable for resulting
fees and/or losses.
The Distributor 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 the Distributor to such plans or programs exceeds
one million dollars ("Eligible Benefit Plans"). Plan sponsors,
administrators or trustees, as applicable, are responsible for
notifying the Distributor when the relevant requirement is
satisfied. All present holdings of shares of funds in the
Dreyfus Family of Funds by Eligible Benefit Plans will be
aggregated to determine the fee payable with respect to each
purchase of Fund shares. The Distributor reserves the right to
cease paying these fees at any time. The Distributor 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.
Federal regulations require that you provide a
certified TIN upon opening or reopening an account. See
"Dividends, Distributions and Taxes" and the 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 (the "IRS").
CLASS A SHARES--The public offering price of Class A shares is
the net asset value per share of that Class plus a sales load as
shown below:
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Total Sales Load
As a % of As a % of
offering net asset Dealers' Reallowance
price value as a % of
Amount of Transaction per share per share offering price
Less than $50,000 4.50 4.70 4.25
$50,000 to less than $100,000 4.00 4.20 3.75
$100,000 to less than $250,000 3.00 3.10 2.75
$250,000 to less than $500,000 2.50 2.60 2.25
$500,000 to less than $1,000,000 2.00 2.00 1.75
$1,000,000 or more -0- -0- -0-
</TABLE>
A CDSC of 1% will be assessed at the time of redemption
of Class A shares purchased without an initial sales charge as
part of an investment of at least $1,000,000 and redeemed within
two years after purchase. The terms contained in the section of
the Fund's Prospectus entitled "How to Redeem Shares--Contingent
Deferred Sales Charge" (other than the amount of the CDSC and
time periods) are applicable to the Class A shares subject to a
CDSC. Letter of Intent and Right of Accumulation apply to such
purchases of Class A shares.
Full-time employees of NASD member firms and full-time
employees of other financial institutions which have entered
into
an agreement with the Distributor pertaining to the sale of Fund
shares (or which otherwise have a brokerage related or clearing
arrangement with an NASD member firm or financial institution
with respect to the sale of such shares) may purchase Class A
shares for themselves directly or pursuant to an employee
benefit
plan or other program, or for their spouses or minor children,
at net asset value, provided that they have furnished the
Distributor with such information as it may request from time to
time in order to verify eligibility for this privilege. This
privilege also applies to full-time employees of financial
institutions affiliated with NASD member firms whose full-time
employees are eligible to purchase Class A shares at net asset
value. In addition, Class A shares are offered at net asset
value to 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 Company's
Board, or the spouse or minor child of any of the foregoing.
Class A shares will be offered at net asset value
without a sales load to employees participating in Eligible
Benefit Plans. Class A shares also may be purchased (including
by exchange) at net asset value without a sales load for
Dreyfus-
sponsored IRA "Rollover Accounts" with the distribution proceeds
from a qualified retirement plan or a Dreyfus-sponsored
403(b)(7)
plan, provided that, at the time of such distribution, such
qualified retirement plan or Dreyfus-sponsored 403(b)(7) plan
(a)
met the requirements of an Eligible Benefit Plan and all or a
portion of such plan's assets were invested in funds in the
Dreyfus Family of Funds or certain other products made available
by the Distributor to such plans, or (b) invested all of its
assets in certain funds in the Premier Family of Funds or the
Dreyfus Family of Funds or certain other products made available
by the Distributor to such plans.
Class A shares may be purchased at net asset value
through certain broker-dealers and other financial institutions
which have entered into an agreement with the Distributor, which
includes a requirement that such shares be sold for the benefit
of clients participating in a "wrap account" or a similar
program
under which such clients pay a fee to such broker-dealer or
other financial institution.
Class A shares also may be purchased at net asset
value, subject to appropriate documentation, through a broker-
dealer or other financial institution with the proceeds from the
redemption of shares of a registered open-end management
investment company not managed by The Dreyfus Corporation or its
affiliates. The purchase of Class A shares of the Fund must be
made within 60 days of such redemption and the shareholder must
have either (i) paid an initial sales charge or a contingent
deferred sales charge or (ii) been obligated to pay at any time
during the holding period, but did not actually pay on
redemption, a deferred sales charge with respect to such
redeemed shares.
Class A shares also may be purchased at net asset
value, subject to appropriate documentation, by (i) qualified
separate accounts maintained by an insurance company pursuant to
the laws of any State or territory of the United States, (ii) a
State, county or city or instrumentality thereof, (iii) a
charitable organization (as defined in Section 501(c)(3) of the
Code) investing $50,000 or more in Fund shares, and (iv) a
charitable remainder trust (as defined in Section 501(c)(3) of
the Code).
The dealer reallowance may be changed from time to time
but will remain the same for all dealers. The Distributor, at
its expense, may provide additional promotional incentives to
dealers that sell shares of funds advised by The Dreyfus
Corporation which are sold with a sales load, such as Class A
shares. In some instances, those incentives may be offered only
to certain dealers who have sold or may sell significant amounts
of shares. Dealers receive a larger percentage of the sales
load from the Distributor than they receive for selling most
other funds.
CLASS B SHARES--The public offering price for Class B shares is
the net asset value per share of that Class. No initial sales
charge is imposed at the time of purchase. A CDSC is imposed,
however, on certain redemptions of Class B shares as described
under "How to Redeem Shares." The Distributor compensates
certain Service Agents for selling Class B shares at the time of
purchase from the Distributor's own assets. The proceeds of the
CDSC and the distribution fee, in part, are used to defray these
expenses.
CLASS C SHARES--The public offering price for Class C shares is
the net asset value per share of that Class. No initial sales
charge is imposed at the time of purchase. A CDSC is imposed,
however, on redemptions of Class C shares made within the first
year of purchase. See "Class B Shares" above and "How to Redeem
Shares."
CLASS R SHARES--The public offering for Class R shares is the
net asset value per share of that Class.
RIGHT OF ACCUMULATION--CLASS A SHARES--Reduced sales loads apply
to any purchase of Class A shares, shares of other funds in the
Premier Family of Funds, shares of certain other funds advised
by
The Dreyfus Corporation which are sold with a sales load and
shares acquired by a previous exchange of such shares
(hereinafter referred to as "Eligible Funds"), by you and any
related "purchaser" as defined in the Statement of Additional
Information, where the aggregate investment, including such
purchase, is $50,000 or more. If, for example, you previously
purchased and still hold Class A shares, or shares of any other
Eligible Fund or combination thereof, with an aggregate current
market value of $40,000 and subsequently purchase Class A shares
or shares of an Eligible Fund having a current value of $20,000,
the sales load applicable to the subsequent purchase would be
reduced to 4% of the offering price. All present holdings of
Eligible Funds may be combined to determine the current offering
price of the aggregate investment in ascertaining the sales load
applicable to each subsequent purchase.
To qualify for reduced sales loads, at the time of
purchase you or your Service Agent must notify the Distributor
if orders are made by wire, or the Transfer Agent if orders are
made
by mail. The reduced sales load is subject to confirmation of
your holdings through a check of appropriate records.
TELETRANSFER PRIVILEGE--You may purchase shares (minimum $500,
maximum $150,000 per day) by telephone if you have checked the
appropriate box and supplied the necessary information on the
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 TeleTransfer Privilege, you
may request a TeleTransfer purchase of shares by telephoning 1-
800-221-4060 or, if you are calling from overseas, call 1-401-
455-3306.
SHAREHOLDER SERVICES
The services and privileges described under this
heading may not be available to clients of certain Service
Agents
and some Service Agents may impose certain conditions on their
clients which are different from those described in this
Prospectus. You should consult your Service Agent in this
regard.
FUND EXCHANGES
You may purchase, in exchange for shares of a Class,
shares of the same Class 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. You also may exchange your Fund shares that
are
subject to a CDSC for shares of Dreyfus Worldwide Dollar Money
Market Fund, Inc. The shares so purchased will be held in a
special account created solely for this purpose ("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 Shares." Redemption proceeds for Exchange Account shares
are paid by Federal wire or check only. Exchange Account shares
also
are eligible for the Auto-Exchange Privilege, Dividend Sweep and
the Automatic Withdrawal Plan. To use this service, you should
consult your Service Agent or call 1-800-645-6561 to determine
if
it is available and whether any conditions are imposed on its
use. WITH RESPECT TO CLASS R SHARES HELD BY RETIREMENT PLANS,
EXCHANGES MAY BE MADE ONLY BETWEEN A SHAREHOLDER'S RETIREMENT
PLAN ACCOUNT IN ONE FUND AND SUCH SHAREHOLDER'S RETIREMENT PLAN
ACCOUNT IN ANOTHER FUND.
To request an exchange, your Service Agent acting on
your behalf must give exchange instructions to the Transfer
Agent in writing or by telephone. 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 by calling 1-800-645-6561. Except in the case of
personal retirement plans, the shares being exchanged must have
a current value of at least $500; furthermore, when 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. The ability to
issue exchange instructions by telephone is given to all Fund
shareholders automatically, unless you check the applicable "No"
box on the Account Application, indicating that you specifically
refuse this Privilege. The Telephone Exchange Privilege may be
established for an existing account by written request, signed
by all shareholders on the account, or by a separate signed
Shareholder Services Form, also available by calling 1-800-645-
6561. If you 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 Shares--Procedures." 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: Telephone
Exchange Privilege, Wire Redemption Privilege, Telephone
Redemption Privilege, TeleTransfer Privilege and the
dividend/capital gain distribution option (except for 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 of Class A shares into funds sold with a sales
load. No CDSC will be imposed on Class B or Class C shares at
the time of an exchange; however, Class B or Class C shares
acquired through an exchange will be subject to the higher CDSC
applicable
to the exchanged or acquired shares. The CDSC applicable on
redemption of the acquired Class B or Class C shares will be
calculated from the date of the initial purchase of the Class B
or Class C shares exchanged, as the case may be. If you are
exchanging Class A shares 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 of the
fund from which you are exchanging were: (a) purchased with a
sales load, (b) acquired by a previous exchange from shares
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 the exchange
your Service Agent must notify the Distributor. 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 availability of Fund Exchanges
may be modified or terminated at any time upon notice to
shareholders. See "Dividends, Distributions and Taxes."
AUTO-EXCHANGE PRIVILEGE
Auto-Exchange Privilege enables you to invest regularly
(on a semi-monthly, monthly, quarterly or annual basis), in
exchange for shares of the Fund, in shares of the same Class of
other funds in the Premier Family of Funds or certain other
funds
in the Dreyfus Family of Funds of which you are currently an
investor. WITH RESPECT TO CLASS R SHARES HELD BY RETIREMENT
PLANS, EXCHANGES PURSUANT TO THE AUTO-EXCHANGE PRIVILEGE MAY BE
MADE ONLY BETWEEN A SHAREHOLDER'S RETIREMENT PLAN ACCOUNT IN ONE
FUND AND SUCH SHAREHOLDER'S RETIREMENT PLAN ACCOUNT IN ANOTHER
FUND. 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 and/or fifteenth day 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 of Class A
shares into funds sold with a sales load. No CDSC will be
imposed on Class B or Class C shares at the time of an exchange;
however, Class B or Class C shares acquired through an exchange
will be subject to the higher CDSC applicable to the exchanged
or acquired shares. The CDSC applicable on redemption of the
acquired Class B or Class C shares will be calculated from the
date of the initial purchase of the Class B or Class C shares
exchanged, as the case may be. See "Shareholder Services" in
the
Statement of Additional Information. The right to exercise this
Privilege may be modified or canceled by the Fund or the
Transfer
Agent. You may modify or cancel your exercise of this Privilege
at any time by mailing written notification to Premier _______
Funds, Inc., 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. For more information
concerning this Privilege and the funds in the Premier Family of
Funds or the Dreyfus Family of Funds eligible to participate in
this Privilege, or to obtain an Auto-Exchange Authorization
Form, please call toll free 1-800-645-6561. See "Dividends,
Distributions and Taxes."
AUTOMATIC ASSET BUILDERR
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 an Automatic
Asset Builder account, you must file an authorization form with
the Transfer Agent. You may obtain the necessary authorization
form by calling 1-800-645-6561. You may cancel your
participation in this Privilege or change the amount of purchase
at any time by mailing written notification to Premier _______
Funds, Inc., 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. No such fee
currently is contemplated.
GOVERNMENT DIRECT DEPOSIT PRIVILEGE
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 cer-
tain 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
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 by calling 1-800-645-6561. 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. The Fund
may terminate your participation upon 30 days' notice to you.
DIVIDEND OPTIONS
Dividend Sweep enables you to invest automatically
dividends or dividends and capital gain distributions, if any,
paid by the Fund in shares of the same Class of another fund in
the Premier Family of Funds or 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 or class that charges a CDSC, the
shares purchased will be subject on redemption to the CDSC, if
any, applicable to the purchased shares. See "Shareholder
Services" in the Statement of Additional Information. 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 Premier _______ Funds, Inc.,
P.O. Box 9671, Providence, Rhode Island 02940-9671. To select a
new fund after cancellation, you must submit a new Dividend
Options Form. 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 Dividend Sweep. The Fund may 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 Dividend
Sweep.
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. Particular Retirement Plans, including Dreyfus
sponsored retirement plans, may permit certain participants to
establish an automatic withdrawal plan from such Retirement
Plans. Participants should consult their Retirement Plan
sponsor and tax adviser for details. Such a withdrawal plan is
different
than the Automatic Withdrawal Plan. An application for the
Automatic Withdrawal Plan can be obtained by calling 1-800-645-
6561. 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.
Class B and Class C shares withdrawn pursuant to the
Automatic Withdrawal Plan will be subject to any applicable
CDSC.
Purchases of additional Class A shares where the sales load is
imposed concurrently with withdrawals of Class A shares
generally are undesirable.
RETIREMENT PLANS
The Fund offers a variety of 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 also are available. You 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; for SEP-IRAs,
401(k) Salary Reduction Plans and 403(b)(7) Plans, please call
1-800-322-7880.
LETTER OF INTENT--CLASS A SHARES
By signing a Letter of Intent form, which can be
obtained by calling 1-800-645-6561, you become eligible for the
reduced sales load applicable to the total number of Eligible
Fund shares purchased in a 13-month period pursuant to the terms
and conditions set forth in the Letter of Intent. A minimum
initial purchase of $5,000 is required. To compute the
applicable sales load, the offering price of shares you hold (on
the date of submission of the Letter of Intent) in any Eligible
Fund that may be used toward "Right of Accumulation" benefits
described above may be used as a credit toward completion of the
Letter of Intent. However, the reduced sales load will be
applied only to new purchases.
The Transfer Agent will hold in escrow 5% of the amount
indicated in the Letter of Intent for payment of a higher sales
load if you do not purchase the full amount indicated in the
Letter of Intent. The escrow will be released when you fulfill
the terms of the Letter of Intent by purchasing the specified
amount. If your purchases qualify for a further sales load
reduction, the sales load will be adjusted to reflect your total
purchase at the end of 13 months. If total purchases are less
than the amount specified, you will be requested to remit an
amount equal to the difference between the sales load actually
paid and the sales load applicable to the aggregate purchases
actually made. If such remittance is not received within 20
days, the Transfer Agent, as attorney-in-fact pursuant to the
terms of the Letter of Intent, will redeem an appropriate number
of Class A shares of the Fund held in escrow to realize the
difference. Signing a Letter of Intent does not bind you to
purchase, or the Fund to sell, the full amount indicated at the
sales load in effect at the time of signing, but you must
complete the intended purchase to obtain the reduced sales load.
At the time you purchase Class A shares, you must indicate your
intention to do so under a Letter of Intent.
HOW TO REDEEM 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 as described below. If you hold Fund shares of more than
one Class, any request for redemption must specify the Class of
shares being redeemed. If you fail to specify the Class of
shares to be redeemed or if you own fewer shares of the Class
than specified to be redeemed, the redemption request may be
delayed until the Transfer Agent receives further instructions
from you or your Service Agent.
The Fund imposes no charges (other than any applicable
CDSC) when shares are redeemed. Service Agents or other
institutions may charge their clients 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.
Distributions from qualified Retirement Plans, IRAs
(including IRA "Rollover Accounts") and certain non-qualified
deferred compensation plans, except distributions representing
returns of non-deductible contributions to the Retirement Plan
or IRA, generally are taxable income to the participant.
Distributions from such a Retirement Plan or IRA to a
participant
prior to the time the participant reaches age 59-1/2 or becomes
permanently disabled may subject the participant to an
additional
10% penalty tax imposed by the IRS. Participants should consult
their tax advisers concerning the timing and consequences of
distributions from a Retirement Plan or IRA. Participants in
qualified Retirement Plans will receive a disclosure statement
describing the consequences of a distribution from such a Plan
from the administrator, trustee or custodian of the Plan, before
receiving the distribution. The Fund will not report to the IRS
redemptions of Fund shares by qualified Retirement Plans, IRAs
or certain non-qualified deferred compensation plans. The
administrator, trustee or custodian of such Retirement Plans and
IRAs will be responsible for reporting distributions from such
Plans and IRAs to the IRS.
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 THE TELETRANSFER
PRIVILEGE OR THROUGH 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, TELETRANSFER PURCHASE OR
AUTOMATIC ASSET BUILDER ORDER, WHICH MAY TAKE UP TO EIGHT
BUSINESS DAYS OR MORE. IN ADDITION, THE FUND WILL REJECT
REQUESTS TO REDEEM SHARES BY WIRE OR TELEPHONE OR PURSUANT TO
THE
TELETRANSFER PRIVILEGE FOR A PERIOD OF EIGHT BUSINESS DAYS AFTER
RECEIPT BY THE TRANSFER AGENT OF THE PURCHASE CHECK, THE
TELETRANSFER PURCHASE OR THE 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.
The Fund reserves the right to redeem your account at
its option upon not less than 45 days' written notice if your
account's net asset value is $500 or less and remains so during
the notice period.
CONTINGENT DEFERRED SALES CHARGE
CLASS B SHARES--A CDSC payable to the Distributor is
imposed on any redemption of Class B shares which reduces the
current net asset value of your Class B shares to an amount
which
is lower than the dollar amount of all payments by you for the
purchase of Class B shares of the Fund held by you at the time
of
redemption. No CDSC will be imposed to the extent that the net
asset value of the Class B shares redeemed does not exceed (i)
the current net asset value of Class B shares acquired through
reinvestment of dividends or capital gain distributions, plus
(ii) increases in the net asset value of your Class B shares
above the dollar amount of all your payments for the purchase of
Class B shares held by you at the time of redemption.
If the aggregate value of Class B shares redeemed has
declined below their original cost as a result of the Fund's
performance, a CDSC may be applied to the then-current net asset
value rather than the purchase price.
In circumstances where the CDSC is imposed, the amount
of the charge will depend on the number of years from the time
you purchased the Class B shares until the time of redemption of
such shares. Solely for purposes of determining the number of
years from the time of any payment for the purchase of Class B
shares, all payments during a month will be aggregated and
deemed
to have been made on the first day of the month. The following
table sets forth the rates of the CDSC:
CDSC as a
% of Amount
Year Since Invested or
Purchase Payment Redemption
Was Made Proceeds
First. . . . . . . . . . . . . . . . . . . . . . 4.00
Second . . . . . . . . . . . . . . . . . . . . . 4.00
Third. . . . . . . . . . . . . . . . . . . . . . 3.00
Fourth . . . . . . . . . . . . . . . . . . . . . 3.00
Fifth. . . . . . . . . . . . . . . . . . . . . . 2.00
Sixth. . . . . . . . . . . . . . . . . . . . . . 1.00
In determining whether a CDSC is applicable to a
redemption, the calculation will be made in a manner that
results
in the lowest possible rate. It will be assumed that the
redemption is made first of amounts representing shares acquired
pursuant to the reinvestment of dividends and distributions;
then
of amounts representing the increase in net asset value of Class
B shares above the total amount of payments for the purchase of
Class B shares made during the preceding six years; then of
amounts representing the cost of shares purchased six years
prior
to the redemption; and finally, of amounts representing the cost
of shares held for the longest period of time within the
applicable six-year period.
For example, assume an investor purchased 100 shares at
$10 share for a cost of $1,000. Subsequently, the shareholder
acquired five additional shares through dividend reinvestment.
During the second year after the purchase the investor decided
to redeem $500 of his or her investment. Assuming at the time
of
the redemption the net asset value had appreciated to $12 per
share, the value of the investor's shares would be $1,260 (105
shares at $12 per share). The CDSC would not be applied to the
value of the reinvested dividend shares and the amount which
represents appreciation ($260). Therefore, $240 of the $500
redemption proceeds ($500 minus $260) would be charged at a rate
of 4% (the applicable rate in the second year after purchase)
for a total CDSC of $9.60.
CLASS C SHARES--A CDSC of 1% payable to the Distributor
is imposed on any redemption of Class C shares within one year
of
the date of purchase. The basis for calculating the payment of
any such CDSC will be the method used in calculating the CDSC
for Class B shares. See "Contingent Deferred Sales
Charge--Class B Shares" above.
WAIVER OF CDSC--The CDSC applicable to Class B and
Class C shares may be waived in connection with (a) redemptions
made within one year after the death or disability, as defined
in Section 72(m)(7) of the Code, of the shareholder, (b)
redemptions
by employees participating in Eligible Benefit Plans, (c)
redemptions as a result of a combination of any investment
company with the Fund by merger, acquisition of assets or
otherwise and (d) a distribution following retirement under a
tax-deferred retirement plan or upon attaining age 70-1/2 in the
case of an IRA or Keogh plan or custodial account pursuant to
Section 403(b) of the Code. If the Company's Board determines
to
discontinue the waiver of the CDSC, the disclosure in the Fund's
prospectus will be revised appropriately. Any Fund shares
subject to a CDSC which were purchased prior to the termination
of such waiver will have the CDSC waived as provided in the
Fund's prospectus at the time of the purchase of such shares.
To qualify for a waiver of the CDSC, at the time of
redemption you must notify the Transfer Agent or your Service
Agent must notify the Distributor. Any such qualification is
subject to confirmation of your entitlement.
PROCEDURES
You may redeem shares by using the regular redemption
procedure through the Transfer Agent, or, if you have checked
the
appropriate box and supplied the necessary information on the
Account Application or have filed a Shareholder Services Form
with the Transfer Agent, through the Wire Redemption Privilege,
the Telephone Redemption Privilege or the TeleTransfer
Privilege.
If you are a client of a Selected Dealer, you may redeem shares
through the Selected Dealer. If you have given your Service
Agent authority to instruct the Transfer Agent to redeem shares
and to credit the proceeds of such redemptions to a designated
account at your Service Agent, you may redeem shares only in
this
manner and in accordance with the regular redemption procedure
described below. If you wish to use the other redemption
methods
described below, you must arrange with your Service Agent for
delivery of the required application(s) to the Transfer Agent.
Other redemption procedures may be in effect for clients of
certain Service Agents and institutions. The Fund makes
available to certain large institutions the ability to issue
redemption instructions through compatible computer facilities.
The Fund reserves the right to refuse any request made by wire
or
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 any redemption
Privilege at any time or charge a service fee upon notice to
shareholders. No such fee currently is contemplated.
You may redeem shares by telephone if you have checked
the appropriate box on the Account Application or have filed a
Shareholder Services Form with the Transfer Agent. If you
select
a telephone redemption privilege or telephone exchange privilege
(which is granted automatically unless you refuse it), you
authorize the Transfer Agent to act on telephone instructions
from any person representing himself or herself to be you, or a
representative of your Service Agent, 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 pro-
cedures 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
Premier _______ Funds, Inc., P.O. Box 9671, Providence, Rhode
Island 02940-9671. 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 contact your Service Agent or call
the telephone number listed on the cover of this Prospectus.
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.
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 bank if your bank is not a member.
You also 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
not more than $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
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 request by
telephone that redemption proceeds (maximum $150,000 per day) 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. Shares held under
Keogh Plans, IRAs or other retirement plans, and shares for
which certificates have been issued, are not eligible for this
Privilege.
TELETRANSFER PRIVILEGE--You may request by telephone
that redemption proceeds (minimum $500 per day) be transferred
between your Fund account and your bank account. Only a bank
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 TeleTransfer Privilege for transfer to their bank
account not more than $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.
If you have selected the TeleTransfer Privilege, you
may request a TeleTransfer redemption of shares by telephoning
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.
REDEMPTION THROUGH A SELECTED DEALER--If you are a
customer of a Selected Dealer, you may make redemption requests
to your Selected Dealer. If the Selected Dealer transmits the
redemption request so that it is received by the Transfer Agent
prior to the close of trading on the floor of the New York Stock
Exchange (currently 4:00 p.m., New York time), the redemption
request will be effective on that day. If a redemption request
is received by the Transfer Agent after the close of trading on
the floor of the New York Stock Exchange, the redemption request
will be effective on the next business day. It is the
responsibility of the Selected Dealer to transmit a request so
that it is received in a timely manner. The proceeds of the
redemption are credited to your account with the Selected
Dealer. See "How to Buy Shares" for a discussion of additional
conditions or fees that may be imposed upon redemption.
In addition, the Distributor or its designee will
accept orders from Selected Dealers with which the Distributor
has sales agreements for the repurchase of shares held by
shareholders. Repurchase orders received by dealers by the
close
of trading on the floor of the New York Stock Exchange on any
business day and transmitted to the Distributor or its designee
prior to the close of its business day (normally 5:15 p.m.,
New York time) are effected at the price determined as of the
close of trading on the floor of the New York Stock Exchange on
that day. Otherwise, the shares will be redeemed at the next
determined net asset value. It is the responsibility of the
Selected Dealer to transmit orders on a timely basis. The
Selected Dealer may charge the shareholder a fee for executing
the order. This repurchase arrangement is discretionary and may
be withdrawn at any time.
REINVESTMENT PRIVILEGE--CLASS A SHARES--Upon written
request, you may reinvest up to the number of Class A shares you
have redeemed, within 30 days of redemption, at the then-
prevailing net asset value without a sales load, or reinstate
your account for the purpose of exercising the Exchange
Privilege. The Reinvestment Privilege may be exercised only
once.
DISTRIBUTION PLAN AND SHAREHOLDER SERVICES PLAN
(CLASS A, CLASS B and CLASS C ONLY)
Class B and Class C shares are subject to a
Distribution Plan and Class A, Class B and Class C shares are
subject to a Shareholder Services Plan.
DISTRIBUTION PLAN--Under the Distribution Plan, adopted pursuant
to Rule 12b-1 under the 1940 Act, the Fund pays the Distributor
for distributing the Fund's Class B and Class C shares at an
annual rate of .75 of 1% of the value of the average daily net
assets of Class B and Class C.
SHAREHOLDER SERVICES PLAN--Under the Shareholder Services Plan,
the Fund pays the Distributor for the provision of certain
services to the holders of Class A, Class B and Class C shares a
fee at the annual rate of .25 of 1% of the value of the average
daily net assets of each such Class. 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. The Distributor may
make payments to Service Agents in respect of these services.
The Distributor determines the amounts to be paid to Service
Agents.
DIVIDENDS, DISTRIBUTIONS AND TAXES
Under the Code, the Fund is treated as a separate
entity for purposes of qualification and taxation as a regulated
investment company. The Fund ordinarily declares and pays
dividends from its net investment income quarterly, and
distributes 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 Code, in all events in
a manner consistent with the provisions of the 1940 Act. 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
and
distributions in cash or to reinvest in additional shares at net
asset value. Dividends and distributions paid in cash to
Retirement Plans, however, may be subject to additional tax as
described below. All expenses are accrued daily and deducted
before declaration of dividends to investors. Dividends paid by
each Class will be calculated at the same time and in the same
manner and will be of the same amount, except that the expenses
attributable solely to a particular Class will be borne
exclusively by such Class. Class B and C shares will receive
lower per share dividends than Class A shares which will receive
lower per share dividends than Class R shares because of the
higher expenses borne by the relevant Class. See "Fee Table."
Dividends paid by the Fund to qualified Retirement
Plans, IRAs (including IRA "Rollover Accounts") or certain non-
qualified deferred compensation plans ordinarily will not be
subject to taxation until the proceeds are distributed from the
Retirement Plan or IRA. The Fund will not report dividends paid
to such Plans and IRAs to the IRS. Generally, distributions
from
such Retirement Plans and IRAs, except those representing
returns
of non-deductible contributions thereto, will be taxable as
ordinary income and, if made prior to the time the participant
reaches age 59-1/2, generally will be subject to an additional
tax equal to 10% of the taxable portion of the distribution. If
the distribution from such a Retirement Plan (other than certain
governmental or church plans) or IRA for any taxable year
following the year in which the participant reaches age 70-1/2
is
less than the "minimum required distribution" for that taxable
year, an excise tax equal to 50% of the deficiency may be
imposed
by the IRS. The administrator, trustee or custodian of such a
Retirement Plan or IRA will be responsible for reporting
distributions from such Plans and IRAs to the IRS. Participants
in qualified Retirement Plans will receive a disclosure
statement
describing the consequences of a distribution from such a Plan
from the administrator, trustee or custodian of the Plan prior
to
receiving the distribution. Moreover, certain contributions to
a qualified Retirement Plan or IRA in excess of the amounts
permitted by law may be subject to an excise tax.
Dividends derived from net investment income, together
with distributions from net realized short-term securities gains
and all or a portion of any gains realized from the sale or
other
disposition of certain market discount bonds, paid by the Fund
will be taxable to U.S. shareholders and to certain
non-qualified
Retirement Plans as ordinary income whether received in cash or
reinvested in additional shares. Distributions from net
realized
long-term securities gains of the Fund will be taxable to U.S.
shareholders and to certain non-qualified Retirement Plans 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 Fund 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 gains realized from the sale 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 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. Participants in a
Retirement Plan or IRA should receive periodic statements from
the trustee, custodian or administrator of their Plan.
The Code provides for the "carryover" of some or all of
the sales load imposed on Class A shares if an investor
exchanges
such shares for shares of another fund advised or administered
by
The Dreyfus Corporation within 91 days of purchase and such
other
fund reduces or eliminates its otherwise applicable sales load
for the purpose of the exchange. In this case, the amount of
the sales load charged the investor for such shares, up to the
amount of the reduction of the sales load charge on the
exchange, is not
included in the basis of such shares for purposes of computing
gain or loss on the exchange, and instead is added to the basis
of the fund shares received on the exchange.
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, or an exchange on behalf
of a Retirement Plan which is not tax exempt may result in, a
taxable gain or loss.
With respect to individual investors and certain non-
qualified Retirement Plans, 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 consti-
tute 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.
It is expected that the Fund will qualify as a
"regulated investment company" under the Code so long as 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.
You should consult your tax adviser regarding specific
questions as to Federal, state or local taxes.
PERFORMANCE INFORMATION
For purposes of advertising, performance for each Class
may be calculated on the basis of average annual total return
and/or total return. These total return figures reflect changes
in the price of the shares and assume that any income dividends
and/or capital gains distributions made by the Fund during the
measuring period were reinvested in shares of the same Class.
These figures also take into account any applicable service and
distribution fees. As a result, at any given time, the
performance of Class B and Class C should be expected to be
lower
than that of Class A and the performance of Class A, Class B and
Class C should be expected to be lower than that of Class R.
Performance for each Class will be calculated separately.
Average annual total return is calculated pursuant to a
standardized formula which assumes that an investment 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, or for shorter periods depending upon the
length of time during which the Fund has operated.
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 (or maximum
offering price in the case of Class A shares) 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. Total
return also may be calculated by using the net asset value per
share at the beginning of the period instead of the maximum
offering price per share at the beginning of the period for
Class
A shares or without giving effect to any applicable CDSC at the
end of the period for Class B or Class C shares. Calculations
based on the net asset value per share do not reflect the
deduction of the sales load on the Fund's Class A shares, which,
if reflected, would reduce the performance quoted.
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 Lipper Analytical Services, Inc., Standard &
Poor's 500 Stock Index, Standard & Poor's MidCap 400 Index,
Wilshire 5000 Index, the Dow Jones Industrial Average, Money
Magazine, Morningstar, Inc. and other industry publications.
GENERAL INFORMATION
The Company was originally incorporated under Delaware
law in November 1968 and became a Maryland corporation on April
30, 1974. Before ___________, 199_, the Company's name was
Premier Capital Growth Fund, Inc. and before February 1993 it
was
The Dreyfus Leverage Fund, Inc. The Company is authorized to
issue 800 million shares of Common Stock (with 200 million
allocated to the Fund), par value $1.00 per share. The Fund's
shares are classified into four classes--Class A, Class B, Class
C and Class R. Each share has one vote and shareholders will
vote in the aggregate and not by class except as otherwise
required by law. However, only holders of Class B or Class C
shares, as the case may be, will be entitled to vote on matters
submitted to shareholders pertaining to its Distribution Plan.
The Company is a "series fund," which is a mutual fund
divided into separate portfolios, each of which is treated as a
separate entity for certain matters under the 1940 Act and for
other purposes. A shareholder of one portfolio is not deemed to
be a shareholder of any other portfolio. For certain matters
shareholders vote together as a group; as to others they vote
separately by portfolio. By this Prospectus, shares of the Fund
are being offered. Other portfolios are sold pursuant to other
offering documents.
To date, the Board has authorized the creation of three
series of shares. All consideration received by the Company for
shares of one of the series and all assets in which such
consideration is invested will belong to that series (subject
only to the rights of creditors of the Company) and will be
subject to the liabilities related thereto. The income
attributable to, and the expenses of, one series are treated
separately from those of the other series. The Company has the
ability to create, from time to time, new series without
shareholder approval.
Unless otherwise required by the 1940 Act, 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 Board members or the appointment of
auditors. However, pursuant to the Company's By-Laws, the
holders of at least 10% of the shares outstanding and entitled
to
vote may require the Company to hold a special meeting of
shareholders for purposes of removing a Board member from office
or for any other purpose. Shareholders may remove a Board
member
by the affirmative vote of a majority of the Company's
outstanding voting shares. In addition, the Board will call a
meeting of shareholders for the purpose of electing Board
members
if, at any time, less than a majority of the Board members 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.
<PAGE>
APPENDIX
INVESTMENT TECHNIQUES
FOREIGN CURRENCY TRANSACTIONS--Foreign currency transactions may
be entered into for a variety of purposes, including: to fix in
U.S. dollars, between trade and settlement date, the value of a
security the Fund has agreed to buy or sell; or to hedge the
U.S.
dollar value of securities the Fund already owns, particularly
in
which the foreign security is denominated; or to gain exposure
to the foreign currency in an attempt to realize gains.
Foreign currency transactions may involve, for example,
the Fund's purchase of foreign currencies for U.S. dollars or
the
maintenance of short positions in foreign currencies, which
would
involve the Fund agreeing to exchange an amount of a currency it
did not currently own for another currency at a future date in
anticipation of a decline in the value of the currency sold
relative to the currency the Fund contracted to receive in the
exchange. The Fund's success in these transactions will depend
principally on The Dreyfus Corporation's ability to predict
accurately the future exchange rates between foreign currencies
and the U.S. dollar.
SHORT-SELLING--In these transactions, the Fund sells a security
it does not own in anticipation of a decline in the market value
of the security. To complete the transaction, the Fund must
borrow the security to make delivery to the buyer. The Fund is
obligated to replace the security borrowed by purchasing it
subsequently at the market price at the time of replacement.
The
price at such time may be more or less than the price at which
the security was sold by the Fund. The Fund will incur a loss
if the price of the security increases between the date of the
short
sale and the date on which the Fund replaces the borrowed
security; it will realize a gain if the security declines in
price between those dates.
Securities will not be sold short if, after effect is
given to any such short sale, the total market value of all
securities sold short would exceed 25% of the value of the
Fund's
net assets. The Fund may not sell short the securities of any
single issuer listed on a national securities exchange to the
extent of more than 5% of the value of the Fund's net assets.
The Fund may not sell short the securities of any class of an
issuer if, as a result of such sale, the Fund would have sold
short in the aggregate more than 5% of the outstanding
securities of that class.
The Fund also may make short sales "against the box,"
in which the Fund enters into a short sale of a security it owns
in order to hedge an unrealized gain on the security. At no
time
will more than 15% of the value of the Fund's net assets be in
deposits on short sales against the box.
BORROWING MONEY--The Fund is permitted to borrow to the extent
permitted under the 1940 Act, which permits an investment
company
to borrow in an amount up to 33-1/3% of the value of such
company's total assets. The Fund currently intends to borrow
money only for temporary or emergency (not leveraging) purposes,
in an amount up to 15% of the value of 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. While borrowings exceed 5% of
the Fund's total assets, the Fund will not make any additional
investments.
USE OF DERIVATIVES--Although the Fund will not be a commodity
pool, Derivatives subject the Fund to the rules of the Commodity
Futures Trading Commission which limit the extent to which the
Fund can invest in certain Derivatives. The Fund may invest in
futures contracts and options with respect thereto for hedging
purposes without limit. However, the Fund may not invest in
such
contracts and options for other purposes if the sum of the
amount
of initial margin deposits and premiums paid for unexpired
options with respect to such contracts, other than for bona fide
hedging purposes, exceed 5% of the liquidation value of the
Fund's assets, after taking into account unrealized profits and
unrealized losses on such contracts and options; provided,
however, that in the case of an option that is in-the-money at
the time of purchase, the in-the-money amount may be excluded in
calculating the 5% limitation.
CERTAIN PORTFOLIO SECURITIES
CONVERTIBLE SECURITIES--Convertible securities are fixed-income
securities that may be converted at either a stated price or
stated rate into underlying shares of common stock. Convertible
securities have characteristics similar to both fixed-income and
equity securities. Convertible securities generally are
subordinated to other similar but non-convertible securities of
the same issuer, although convertible bonds, as corporate debt
obligations, enjoy seniority in right of payment to all equity
securities, and convertible preferred stock is senior to common
stock, of the same issuer. Because of the subordination
feature,
however, convertible securities typically have lower ratings
than similar non-convertible securities.
AMERICAN DEPOSITARY RECEIPTS--The Fund may invest in the
securities of foreign issuers in the form of American Depositary
Receipts ("ADRs"). These securities may not necessarily be
denominated in the same currency as the securities into which
they may be converted. ADRs are receipts typically issued by a
United States bank or trust company which evidence ownership of
underlying securities issued by a foreign corporation.
MONEY MARKET INSTRUMENTS--The Fund may invest, in the
circumstances described under "Description of the Fund--
Management Policies," in the following types of money market
instruments.
U.S. GOVERNMENT SECURITIES. Securities issued or
guaranteed by the U.S. Government or its agencies or
instrumentalities include U.S. Treasury securities that differ
in
their interest rates, maturities and times of issuance. Some
obligations issued or guaranteed by U.S. Government agencies and
instrumentalities are supported by the full faith and credit of
the U.S. Treasury; others, by the right of the issuer to borrow
from the Treasury; others, by discretionary authority of the
U.S.
Government to purchase certain obligations of the agency or
instrumentality; and others, only by the credit of the agency or
instrumentality. These securities bear fixed, floating or
variable rates of interest. While the U.S. Government provides
financial support to such U.S. Government-sponsored agencies and
instrumentalities, no assurance can be given that it will always
do so since it is not so obligated by law.
REPURCHASE AGREEMENTS. In a repurchase agreement, the
Fund buys, and the seller agrees to repurchase, a security at a
mutually agreed upon time and price (usually within seven days).
The repurchase agreement thereby determines the yield during the
purchaser's holding period, while the seller's obligation to
repurchase is secured by the value of the underlying security.
Repurchase agreements could involve risks in the event of a
default or insolvency of the other party to the agreement,
including possible delays or restrictions upon the Fund's
ability
to dispose of the underlying securities. The Fund may enter
into repurchase agreements with certain banks or non-bank
dealers.
BANK OBLIGATIONS. The Fund may purchase certificates
of deposit, time deposits, bankers' acceptances and other short-
term obligations issued by domestic banks, foreign subsidiaries
or foreign branches of domestic banks, domestic and foreign
branches of foreign banks, domestic savings and loan
associations
and other banking institutions. With respect to such securities
issued by foreign subsidiaries or foreign branches of domestic
banks, and domestic and foreign branches of foreign banks, the
Fund may be subject to additional investment risks that are
different in some respects from those incurred by a fund which
invests only in debt obligations of U.S. domestic issuers.
Certificates of deposit are negotiable certificates
evidencing the obligation of a bank to repay funds deposited
with it for a specified period of time.
Time deposits are non-negotiable deposits maintained in
a banking institution for a specified period of time (in no
event longer than seven days) at a stated interest rate.
Bankers' acceptances are credit instruments evidencing
the obligation of a bank to pay a draft drawn on it by a
customer. These instruments reflect the obligation both of the
bank and the drawer to pay the face amount of the instrument
upon
maturity. The other short-term obligations may include
uninsured, direct obligations bearing fixed, floating or
variable interest rates.
COMMERCIAL PAPER. Commercial paper consists of short-
term, unsecured promissory notes issued to finance short-term
credit needs. The commercial paper purchased by the Fund will
consist only of direct obligations which, at the time of their
purchase, are (a) rated not lower than Prime-1 by Moody's, A-1
by
S&P, F-1 by Fitch or Duff-1 by Duff, (b) issued by companies
having an outstanding unsecured debt issue currently rated at
least A3 by Moody's or A- by S&P, Fitch or Duff, or (c) if
unrated, determined by The Dreyfus Corporation to be of
comparable quality to those rated obligations which may be
purchased by the Fund.
ILLIQUID SECURITIES--The Fund may invest up to 15% of the value
of its net assets in securities as to which a liquid trading
market does not exist, provided such investments are consistent
with the Fund's investment objective. Such securities may
include securities that are not readily marketable, such as
certain securities that are subject to legal or contractual
restrictions on resale, repurchase agreements providing for
settlement in more than seven days after notice, and certain
privately negotiated, non-exchange traded options and securities
used to cover such options. As to these securities, the Fund is
subject to a risk that should the Fund desire to sell them when
a
ready buyer is not available at a price the Fund deems
representative of their value, the value of the Fund's net
assets could be adversely affected.
RATINGS--Securities 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. Securities rated BB by S&P,
Fitch
or Duff are regarded as having predominantly speculative
characteristics and, while such obligations have less near-term
vulnerability to default than other speculative grade debt, 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.
Securities rated Caa by Moody's or CCC by S&P, Fitch or Duff are
of poor standing and may be in default or there may be present
elements of danger with respect to principal or interest. Such
securities, though high yielding, are characterized by great
risk. See Appendix in the Statement of Additional Information
for a general description of securities ratings.
The ratings of Moody's, S&P, Fitch or Duff represent their
opinions as to the quality of the obligations which they
undertake to rate. 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. Although these ratings may be
an
initial criterion for selection of portfolio investments, The
Dreyfus Corporation also will evaluate these securities and the
ability of the issuers of such securities to pay interest and
principal. The Fund's ability to achieve its investment
objective may be more dependent on The Dreyfus Corporation's
credit analysis than might be the case for a fund that invested
in higher rated securities.
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>
PROSPECTUS ____________, 199_
PREMIER EMERGING MARKETS FUND
Premier Emerging Markets Fund (the "Fund") is a separate
non-diversified portfolio of Premier ________ Funds, Inc., an
open-end, management investment company (the "Company"), known
as a mutual fund. The Fund's investment objective is long-term
capital growth. The Fund will invest principally in the equity
securities of foreign issuers in countries with emerging
markets.
By this Prospectus, the Fund is offering four Classes of
shares--Class A, Class B, Class C and Class R--which are
described herein. See "Alternative Purchase Methods."
You can purchase or redeem all Classes of shares by
telephone using the TeleTransfer Privilege.
The Dreyfus Corporation will professionally manage
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.
The Statement of Additional Information, dated _________,
199_, 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 144.
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. Mutual fund shares involve certain
investment risks, including the possible loss of principal. The
net asset value of funds of this type will fluctuate from time
to time.
<PAGE>
TABLE OF CONTENTS
Page
Fee Table . . . . . . . . . . . . . . . . . . .
Alternative Purchase Methods. . . . . . . . . .
Description of the Fund . . . . . . . . . . . .
Management of the Fund. . . . . . . . . . . . .
How to Buy Shares . . . . . . . . . . . . . . .
Shareholder Services. . . . . . . . . . . . . .
How to Redeem Shares. . . . . . . . . . . . . .
Distribution Plan and Shareholder
Services Plan . . . . . . . . . . . . . . . .
Dividends, Distributions and Taxes. . . . . . .
Performance Information . . . . . . . . . . . .
General Information . . . . . . . . . . . . . .
Appendix. . . . . . . . . . . . . . . . . . . .
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.
<PAGE>
FEE TABLE
<TABLE>
<CAPTION>
Class A Class B Class C Class R
<S> <C> <C> <C> <C>
SHAREHOLDER TRANSACTION EXPENSES
Maximum Sales Load Imposed on Purchases (as a
percentage of offering price) . . . . . . . . . . 4.50% None None None
Maximum Deferred Sales Charge Imposed on
Redemptions (as a percentage of the
amount subject to charge) . . . . . . . . . . . . None* 4.00% 1.00% None
ANNUAL FUND OPERATING EXPENSES
(as a percentage of average daily net assets)
Management Fees 1.25% 1.25% 1.25% 1.25%
12b-1 Fees None .75% .75 None
Other Expenses .___% .___% .___% .___%
Total Fund Operating Expenses .___% .___% .___% .___%
EXAMPLE:
You would pay the following expenses
on a $1,000 investment, assuming (1) 5%
annual return and (2) except where noted,
redemption at the end of each time period:. . . . .
1 YEAR . . . . . . . . $___ $_/$__** $_/$_** $_
3 YEARS. . . . . . . . $___ $_/$__** $_ $_
_____________
* A contingent deferred sales charge of 1.00% may be assessed on certain redemptions of
Class A shares purchased without an initial sales charge as part of an investment of $1
million or more.
** Assuming no redemption of shares.
</TABLE>
THE AMOUNTS LISTED IN THE EXAMPLE SHOULD NOT BE
CONSIDERED AS REPRESENTATIVE OF 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 costs and expenses borne by the Fund and
investors, the payment of which will reduce investors' annual
return. Other Expenses are based on estimated amounts for the
current fiscal year. Long-term investors in Class B or Class C
shares could pay more in 12b-1 fees than the economic equivalent
of paying a front-end sales charge. The information in the
foregoing
table does not reflect any fee waivers or expense reimbursement
arrangements that may be in effect. Certain Service Agents (as
defined below) may charge their clients direct fees for
effecting
transactions in Fund shares; such fees are not reflected in the
foregoing table. For a further description of the various costs
and expenses incurred in the operation of the Fund, as well as
expense reimbursement or waiver arrangements, see "Management of
the Fund," "How to Buy Shares" and "Distribution Plan and
Shareholder Services Plan."
ALTERNATIVE PURCHASE METHODS
The Fund offers you four methods of purchasing shares.
Orders for purchases of Class R shares, however, may be placed
only for certain eligible investors as described below. If you
are not
eligible to purchase Class R shares, you may choose from Class
A, Class B and Class C the Class of shares that best suits your
needs,
given the amount of your purchase, the length of time you expect
to hold your shares and any other relevant circumstances. Each
Fund share represents an identical pro rata interest in the
Fund's investment portfolio.
Class A shares are sold at net asset value per share plus
a maximum initial sales charge of 4.50% of the public offering
price imposed at the time of purchase. The initial sales charge
may be reduced or waived for certain purchases. See "How to Buy
Shares--Class A Shares." These shares are subject to an annual
service fee at the rate of .25 of 1% of the value of the average
daily net assets of Class A. See "Distribution Plan and
Shareholder Services Plan--Shareholder Services Plan."
Class B shares are sold at net asset value per share with
no initial sales charge at the time of purchase; as a result,
the entire purchase price is immediately invested in the Fund.
Class B shares are subject to a maximum 4% contingent deferred
sales charge
("CDSC"), which is assessed only if you redeem Class B shares
within six years of purchase. See "How to Buy Shares--Class B
Shares" and "How to Redeem Shares--Contingent Deferred Sales
Charge--Class B Shares." These shares also are subject to an
annual service fee at the rate of .25 of 1% of the value of the
average daily net assets of Class B. In addition, Class B
shares
are subject to an annual distribution fee at the rate of .75 of
1%
of the value of the average daily net assets of Class B. See
"Distribution Plan and Shareholder Services Plan." The
distribution fee paid by Class B will cause such Class to have a
higher expense ratio and to pay lower dividends than Class A.
Approximately six years after the date of purchase, Class B
shares
automatically will convert to Class A shares, based on the
relative
net asset values for shares of each such Class, and will no
longer
be subject to the distribution fee. Class B shares that have
been acquired through the reinvestment of dividends and
distributions
will be converted on a pro rata basis together with other Class
B shares, in the proportion that a shareholder's Class B shares
converting to Class A shares bears to the total Class B shares
not acquired through the reinvestment of dividends and
distributions.
Class C shares are sold at net asset value per share with
no initial sales charge at the time of purchase; as a result,
the entire purchase price is immediately invested in the Fund.
Class C
shares are subject to a 1% CDSC, which is assessed only if you
redeem Class C shares within one year of purchase. See "How to
Redeem Shares--Class C Shares." These shares also are subject
to
an annual service fee at the rate of .25 of 1%, and an annual
distribution fee at the rate of .75 of 1%, of the value of the
average daily net assets of Class C. See "Distribution Plan and
Shareholder Services Plan." The distribution fee paid by Class
C will cause such Class to have a higher expense ratio and to
pay lower dividends than Class A.
Class R shares may not be purchased directly by
individuals, although eligible institutions may purchase Class R
shares for certain accounts maintained by individuals. Class R
shares are sold at net asset value per share only to
institutional
investors acting for themselves or in a fiduciary, advisory,
agency, custodial or similar capacity for qualified or non-
qualified employee benefit plans, including pension, profit-
sharing, SEP-IRAs and other deferred compensation plans, whether
established by corporations, partnerships, non-profit entities
or
state and local governments, but not including IRAs or IRA
"Rollover Accounts." Class R shares are not subject to an
annual service fee or distribution fee.
The decision as to which Class of shares is more
beneficial to you depends on the amount and the intended length
of
your investment. If you are not eligible to purchase Class R
shares, you should consider whether, during the anticipated life
of
your investment in the Fund, the accumulated distribution fee
and
CDSC, if any, on Class B or Class C shares would be less than
the
initial sales charge on Class A shares purchased at the same
time,
and to what extent, if any, such differential would be offset by
the return of Class A. Additionally, investors qualifying for
reduced initial sales charges who expect to maintain their
investment for an extended period of time might consider
purchasing
Class A shares because the accumulated continuing distribution
fees
on Class B or Class C shares may exceed the initial sales charge
on
Class A shares during the life of the investment. Finally, you
should consider the effect of the CDSC period and any conversion
rights of the Classes in the context of your own investment time
frame. For example, while Class C shares have a shorter CDSC
period than Class B shares, Class C shares do not have a
conversion
feature and, therefore, are subject to an ongoing distribution
fee.
Thus, Class B shares may be more attractive than Class C shares
to investors with longer term investment outlooks. Generally,
Class A shares may be more appropriate for investors who invest
$100,000 or
more in Fund shares, but will not be appropriate for investors
who invest less than $50,000 in Fund shares.
DESCRIPTION OF THE FUND
INVESTMENT OBJECTIVE
The Fund's investment objective is long-term capital
growth. It cannot be changed without approval by the holders of
a majority (as defined in the Investment Company Act of 1940, as
amended (the "1940 Act")) of the Fund's outstanding voting
shares.
There can be no assurance that the Fund's investment objective
will be achieved.
MANAGEMENT POLICIES
Under normal circumstances, the Fund will invest at least
65% of the value of its total assets in equity securities of
foreign issuers in countries having emerging markets. For
purposes of the Fund's operations, "emerging markets" will
consist of all countries determined by The Dreyfus Corporation
to have developing or emerging economies and markets. These
countries generally include every country in the world except
the United States,
Canada, Japan, Australia and countries located in Western
Europe.
The assets of the Fund ordinarily will be invested in the
securities of issuers in at least three different emerging
markets.
The Fund does not anticipate that it will invest more than 25%
of the value of its total assets in the securities of issuers in
any one emerging market country.
Issuers whose principal activities are in emerging
markets countries include issuers (1) organized under the laws
of, (2) whose securities have their primary trading market in,
(3) deriving at least 50% of their revenues or profits from
goods sold, investments made, or services performed in, or (4)
having at
least 50% of their assets located in, an emerging markets
country.
The Dreyfus Corporation will base determinations as to
eligibility on publicly available information and inquiries made
to the companies.
The equity securities in which the Fund may invest
consist of common stocks and preferred stocks. Certain emerging
markets are closed in whole or in part to equity investments by
foreigners. The Fund may be able to invest in such markets
solely
or primarily through investment vehicles, such as closed-end
investment companies, authorized by such emerging market
country's government. See "Appendix--Certain Portfolio
Securities--Closed-End Investment Companies."
While seeking desirable equity investments, the Fund may
invest in money market instruments consisting of U.S. Government
securities, certificates of deposit, time deposits, bankers'
acceptances, short-term investment grade corporate bonds and
other
short-term debt instruments, and repurchase agreements, as set
forth under "Appendix--Certain Portfolio Securities--Money
Market
Instruments." Under normal market conditions, the Fund does not
expect to have a substantial portion of its assets invested in
money market instruments. However, when The Dreyfus Corporation
determines that adverse market conditions exist, the Fund may
adopt a temporary defensive posture and invest all of its assets
in money market instruments. The Fund also may invest in money
market instruments in anticipation of investing cash positions.
The Fund's annual portfolio turnover rate is not expected
to exceed %. Higher portfolio turnover rates usually
generate
additional brokerage commissions and expenses and the short-term
gains realized from these transactions are taxable to
shareholders
as ordinary income. In addition, the Fund currently intends to
engage in foreign currency transactions, options and futures
transactions and short-selling. See also "Investment
Considerations and Risks" below and "Investment Objective and
Management Policies--Management Policies" in the Statement of
Additional Information.
INVESTMENT CONSIDERATIONS AND RISKS
GENERAL--The Fund's net asset value per share should be expected
to fluctuate. Investors should consider the Fund as a
supplement to
an overall investment program and should invest only if they are
willing to undertake the risks involved. See "Investment
Objective
and Management Policies--Management Policies" in the Statement
of Additional Information for a further discussion of certain
risks.
EQUITY SECURITIES--Equity securities fluctuate in value, often
based on factors unrelated to the value of the issuer of the
securities, and such fluctuations can be pronounced. Changes in
the value of the Fund's investments will result in changes in
the value of its shares and thus the Fund's total return to
investors.
The securities of the smaller companies in which the Fund
may invest may be subject to more abrupt or erratic market
movements than larger, more-established companies, because these
securities typically are traded in lower volume and the issuers
typically are subject to a greater degree to changes in earnings
and prospects. This risk may be incurred by the Fund's
investing
in issuers in emerging markets, as more fully described below.
FOREIGN SECURITIES--Foreign securities markets generally are not
as developed or efficient as those in the United States.
Securities
of some foreign issuers are less liquid and more volatile than
securities of comparable U.S. issuers. Similarly, volume and
liquidity in most foreign securities markets are less than in
the United States and, at times, volatility of price can be
greater than in the United States.
Because evidences of ownership of such securities usually
are held outside the United States, the Fund will be subject to
additional risks which include possible adverse political and
economic developments, possible seizure or nationalization of
foreign deposits and possible adoption of governmental
restrictions
which might adversely affect the payment of principal and
interest
on the foreign securities or might restrict the payment of
principal and interest to investors located outside the country
of the issuer, whether from currency blockage or otherwise.
Since foreign securities often are purchased with and
payable in currencies of foreign countries, the value of these
assets as measured in U.S. dollars may be affected favorably or
unfavorably by changes in currency rates and exchange control
regulations.
The risks associated with investing in foreign securities
are often heightened for investments in developing or emerging
markets. These heightened risks include (i) greater risks of
expropriation, confiscatory taxation, nationalization, and less
social, political and economic stability; (ii) the small current
size of the markets for securities of emerging markets issuers
and
the currently low or nonexistent volume of trading, resulting in
lack of liquidity and in price volatility; (iii) certain
national
policies which may restrict the Fund's investment opportunities
including restrictions in investing in issuers or industries
deemed sensitive to relevant national interests; and (iv) the
absence of developed legal structures governing private or
foreign investment and private property. In addition, some
emerging market countries
may have fixed or managed currencies which are not free-floating
against the U.S. dollar. Further, certain emerging market
currencies may not be internationally traded. Certain of these
currencies have experienced a steady devaluation relative to the
U.S. dollar. If the Fund is unable to hedge the U.S. dollar
value
of securities it owns denominated in such currencies, the Fund's
net asset value will be adversely affected. Many emerging
markets
countries have experienced substantial, and in some periods
extremely high, rates of inflation for many years. Inflation
and
rapid fluctuations in inflation rates have had, and may continue
to have, negative effects on the economies and securities
markets of certain emerging market countries.
FOREIGN CURRENCY TRANSACTIONS--Currency exchange rates may
fluctuate significantly over short periods of time. They
generally
are determined by the forces of supply and demand in the foreign
exchange markets and the relative merits of investments in
different countries, actual or perceived changes in interest
rates
and other complex factors, as seen from an international
perspective. Currency exchange rates also can be affected
unpredictably by intervention by U.S. or foreign governments or
central banks, or the failure to intervene, or by currency
controls
or political developments in the United States or abroad. See
"Appendix--Investment Techniques--Foreign Currency
Transactions."
USE OF DERIVATIVES--The Fund may invest in derivatives
("Derivatives"). These are financial instruments which derive
their performance, at least in part, from the performance of an
underlying asset, index or interest rate. The Derivatives the
Fund
may use include options and futures. While Derivatives can be
used
effectively in furtherance of the Fund's investment objective,
under certain market conditions, they can increase the
volatility
of the Fund's net asset value, can decrease the liquidity of the
Fund's investments and make more difficult the accurate pricing
of
the Fund's portfolio. See "Appendix--Investment Techniques--Use
of
Derivatives" below, and "Investment Objective and Management
Policies--Management Policies--Derivatives" in the Statement of
Additional Information.
NON-DIVERSIFIED STATUS--The classification of the Fund as a
"non-
diversified" investment company means that the proportion of the
Fund's assets that may be invested in the securities of a single
issuer is not limited by the 1940 Act. A "diversified"
investment
company is required by the 1940 Act generally to invest, with
respect to 75% of its total assets, not more than 5% of such
assets
in the securities of a single issuer and to hold not more than
10%
of the outstanding voting securities of a single issuer.
However,
the Fund intends to conduct its operations so as to qualify as a
"regulated investment company" for purposes of the Internal
Revenue
Code of 1986, as amended (the "Code"), which requires that, at
the end of each quarter of its taxable year, (i) at least 50% of
the market value of its total assets be invested in cash, U.S.
Government securities, the securities of other regulated
investment companies and other securities, with such other
securities of any
one issuer limited for the purposes of this calculation to an
amount not greater than 5% of the value of the Fund's total
assets,
and 10% of the outstanding voting securities of such issuer, and
(ii) not more than 25% of the value of its total assets be
invested
in the securities of any one issuer (other than U.S. Government
securities or the securities of other regulated investment
companies). Since a relatively high percentage of the Fund's
assets may be invested in the securities of a limited number of
issuers, some of which may be within the same industry or
economic
sector, its portfolio securities may be more susceptible to any
single economic, political or regulatory occurrence than the
portfolio securities of a diversified investment company.
SIMULTANEOUS INVESTMENTS--Investment decisions for the Fund are
made independently from those of the other investment companies
advised by The Dreyfus Corporation. If, however, such other
investment companies desire to invest in, or dispose of, the
same
securities 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 size of the
position obtained for or disposed of by the Fund or the price
paid or received by the Fund.
MANAGEMENT OF THE FUND
INVESTMENT ADVISER--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. The Dreyfus Corporation is a
wholly-owned subsidiary of Mellon Bank, N.A., which is a wholly-
owned subsidiary of Mellon Bank Corporation ("Mellon"). As of
__________________, 1995, The Dreyfus Corporation managed or
administered approximately $ billion in assets for more than
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 Company, subject to the authority of the
Company's Board in accordance with Maryland law. The Fund's
primary portfolio manager is [To Be Provided]. The Fund's other
portfolio managers are identified in the Statement of Additional
Information. The Dreyfus Corporation also provides research
services for the Fund and for other funds advised by The Dreyfus
Corporation through a professional staff of portfolio managers
and securities analysts.
Mellon is a publicly owned multibank holding company
incorporated under Pennsylvania law in 1971 and registered under
the Federal Bank Holding Company Act of 1956, as amended.
Mellon provides a comprehensive range of financial products and
services
in domestic and selected international markets. Mellon is among
the twenty-five largest bank holding companies in the United
States
based on total assets. Mellon's principal wholly-owned
subsidiaries are Mellon Bank, N.A., Mellon Bank (DE) National
Association, Mellon Bank (MD), The Boston Company, Inc., AFCO
Credit Corporation and a number of companies known as Mellon
Financial Services Corporations. Through its subsidiaries,
including The Dreyfus Corporation, Mellon managed more than $
billion in assets as of , 1995, including
approximately
$ billion in proprietary mutual fund assets. As of
,
1995, Mellon, through various subsidiaries, provided
non-investment
services, such as custodial or administration services, for more
than $ billion in assets, including approximately $ billion
in mutual fund assets.
Under the terms of the Management Agreement, the Fund has
agreed to pay The Dreyfus Corporation a monthly fee at the
annual rate of 1.25% of the value of the Fund's average daily
net assets.
The management fee is higher than that paid by most other
investment companies. 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
expense ratio of the Fund and increasing yield to investors.
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.
EXPENSES--All expenses incurred in the operation of the Company
will be borne by the Company, except to the extent specifically
assumed by The Dreyfus Corporation. The expenses to be borne by
the Company will include: organizational costs, taxes,
interest,
loan commitment fees, interest and distributions paid on
securities
sold short, brokerage fees and commissions, if any, fees of
Board
members who are not officers, directors, employees or holders of
5%
or more of the outstanding voting securities of The Dreyfus
Corporation or any of its affiliates, 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 the Company's existence, costs
attributable to investor services (including, without
limitation, telephone and personnel expenses), costs of
preparing and printing
prospectuses and statements of additional information for
regulatory purposes and for distribution to existing
shareholders,
costs of shareholders' reports and meetings, and any
extraordinary
expenses. Expenses attributable to the Fund are charged against
the assets of the Fund; other expenses of the Company are
allocated
among the Company's portfolios on the basis determined by the
Company's Board, including, but not limited to, proportionately
in relation to the net assets of each portfolio.
In addition, Class A, Class B and Class C shares may be
subject to certain distribution and service fees. See
"Distribution Plan and Shareholder Services Plan."
The Dreyfus Corporation may pay the Fund's distributor
for shareholder services from The Dreyfus Corporation's own
assets,
including past profits but not including the management fee paid
by the Fund. The Fund's distributor may use part or all of such
payments to pay Service Agents in respect of these services.
DISTRIBUTOR--The Fund's distributor is Premier Mutual Fund
Services, Inc. (the "Distributor"), located at One Exchange
Place,
Boston, Massachusetts 02109. The Distributor's ultimate parent
is Boston Institutional Group, Inc.
CUSTODIAN AND TRANSFER AND DIVIDEND DISBURSING AGENT--The Bank
of New York, 90 Washington Street, New York, New York 10286, is
the Fund's Custodian. 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").
HOW TO BUY SHARES
GENERAL--Class A shares, Class B shares and Class C shares may
be purchased only by clients of certain financial institutions
(which may include banks), securities dealers ("Selected
Dealers") and
other industry professionals (collectively, "Service Agents"),
except that 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 Company's
Board, or
the spouse or minor child of any of the foregoing may purchase
Class A shares directly through the Distributor. Subsequent
purchases may be sent directly to the Transfer Agent or your
Service Agent.
Class R shares are offered only to institutional
investors acting for themselves or in a fiduciary, advisory,
agency, custodial or similar capacity for qualified or non-
qualified employee benefit plans, including pension, profit-
sharing, SEP-IRAs and other deferred compensation plans, whether
established by corporations, partnerships, non-profit entities
or
state and local governments ("Retirement Plans"). The term
"Retirement Plans" does not include IRAs or IRA "Rollover
Accounts." Class R shares may be purchased for a Retirement
Plan
only by a custodian, trustee, investment manager or other entity
authorized to act on behalf of such Plan. Institutions
effecting
transactions in Class R shares for the accounts of their clients
may charge their clients direct fees in connection with such
transactions.
When purchasing Fund shares, you must specify which Class
is being purchased. 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.
Service Agents may receive different levels of
compensation for selling different Classes of shares.
Management
understands that some Service Agents may impose certain
conditions on their clients which are different from those
described in this
Prospectus, and, to the extent permitted by applicable
regulatory authority, may charge their clients direct fees which
would be in
addition to any amounts which might be received under the
Distribution Plan or Shareholder Services Plan. You should
consult your Service Agent in this regard.
The minimum initial investment is $1,000. Subsequent
investments must be at least $100. However, the minimum initial
investment for Dreyfus-sponsored Keogh Plans, IRAs, SEP-IRAs and
403(b)(7) Plans with only one participant is $750, with no
minimum
for subsequent purchases. Individuals who open an IRA also may
open a non-working spousal IRA with a minimum initial investment
of
$250. Subsequent investments in a spousal IRA must be at least
$250. The initial investment must be accompanied by the Account
Application. 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.
The Code imposes various limitations on the amount that
may be contributed to certain Retirement Plans. These
limitations
apply with respect to participants at the plan level and,
therefore, do not directly affect the amount that may be
invested
in the Fund by a Retirement Plan. Participants and plan
sponsors should consult their tax advisers for details.
You may purchase Fund shares by check or wire, or through
the TeleTransfer Privilege described below. Checks should be
made
payable to "Premier ________ Funds, Inc.," 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 Premier ________ Funds, Inc., P.O. Box 9387,
Providence,
Rhode Island 02940-9387, together with your Account Application
indicating which Class of shares is being purchased. For subse-
quent investments, your Fund account number should appear on the
check and an investment slip should be enclosed and sent to
Premier
________ Funds, Inc., 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.
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, together with the applicable Class' DDA # as
shown below, for purchase of Fund shares in your name:
DDA # 89001_____ Premier ________ Funds,
Inc./Premier Emerging Markets Fund/Class A
shares;
DDA # 89001_____ Premier ________ Funds,
Inc./Premier Emerging Markets Fund/Class B
shares;
DDA # 89001_____ Premier ________ Funds,
Inc./Premier Emerging Markets Fund/Class C
shares; or
DDA # 89001_____ Premier ________ Funds,
Inc./Premier Emerging Markets Fund/Class R
shares.
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, you should
call 1-800-645-6561 after completing your wire payment to obtain
your Fund account number. You should include your Fund account
number on the 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.
Fund shares also may be purchased through Automatic
Asset Builder and the Government Direct Deposit Privilege
described under "Shareholder Services." These services enable
you to make regularly scheduled investments and may provide you
with a convenient way to invest for long-term financial goals.
You should be aware, however, that periodic investment plans do
not guarantee a profit and will not protect an investor against
loss in a declining market.
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 Fund account number preceded by the digits
"1111."
Fund shares are sold on a continuous basis. 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. For purposes of determining net asset value, options
and futures contracts will be valued 15 minutes after the close
of trading on the floor of the New York Stock Exchange. Net
asset value per share of each Class is computed by dividing the
value of the Fund's net assets represented by such Class (i.e.,
the value of its assets less liabilities) by the total number of
shares of such Class outstanding. The Fund's investments are
valued based on market value or, where market quotations are not
readily available, based on fair value as determined in good
faith by the Company's Board. For further information regarding
the methods employed in valuing the Fund's investments, see
"Determination of Net Asset Value" in the Statement of
Additional Information.
If an order is received in proper form by the Transfer
Agent or other 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 public
offering price determined as of the close of trading on the
floor
of the New York Stock Exchange on that day. Otherwise, Fund
shares will be purchased at the public offering price determined
as of the close of trading on the floor of the New York Stock
Exchange on the next business day, except where shares are
purchased through a dealer 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 any business day and transmitted to the
Distributor or its designee by the close of its business day
(normally 5:15 p.m., New York time) will be based on the public
offering price 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 public offering
price. It is the dealer's responsibility to transmit orders so
that they will be received by the Distributor or its designee
before the close of its business day. For certain institutions
that have entered into agreements with the Distributor, payment
for the purchase of Fund shares may be transmitted, and must be
received by the Transfer Agent, within three business days after
the order is placed. If such payment is not received within
three business days after the order is placed, the order may be
canceled and the institution could be held liable for resulting
fees and/or losses.
The Distributor 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 the Distributor to such plans or programs exceeds
one million dollars ("Eligible Benefit Plans"). Plan sponsors,
administrators or trustees, as applicable, are responsible for
notifying the Distributor when the relevant requirement is
satisfied. All present holdings of shares of funds in the
Dreyfus Family of Funds by Eligible Benefit Plans will be
aggregated to determine the fee payable with respect to each
purchase of Fund shares. The Distributor reserves the right to
cease paying these fees at any time. The Distributor 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.
Federal regulations require that you provide a
certified TIN upon opening or reopening an account. See
"Dividends, Distributions and Taxes" and the 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 (the "IRS").
CLASS A SHARES--The public offering price of Class A shares is
the net asset value per share of that Class plus a sales load as
shown below:
<TABLE>
<CAPTION>
Total Sales Load
Dealers'
As a % of As a % of Reallowance as a
offering net asset % of
price value offering
Amount of Transaction per share per share price
<S> <C> <C> <C>
Less than $50,000 4.50 4.70 4.25
$50,000 to less than $100,000 4.00 4.20 3.75
$100,000 to less than $250,000 3.00 3.10 2.75
$250,000 to less than $500,000 2.50 2.60 2.25
$500,000 to less than $1,000,000 2.00 2.00 1.75
$1,000,000 or more -0- -0- -0-
</TABLE>
A CDSC of 1% will be assessed at the time of redemption
of Class A shares purchased without an initial sales charge as
part of an investment of at least $1,000,000 and redeemed within
two years after purchase. The terms contained in the section of
the Fund's Prospectus entitled "How to Redeem Shares--Contingent
Deferred Sales Charge" (other than the amount of the CDSC and
time periods) are applicable to the Class A shares subject to a
CDSC. Letter of Intent and Right of Accumulation apply to such
purchases of Class A shares.
Full-time employees of NASD member firms and full-time
employees of other financial institutions which have entered
into
an agreement with the Distributor pertaining to the sale of Fund
shares (or which otherwise have a brokerage related or clearing
arrangement with an NASD member firm or financial institution
with respect to the sale of such shares) may purchase Class A
shares for themselves directly or pursuant to an employee
benefit
plan or other program, or for their spouses or minor children,
at
net asset value, provided that they have furnished the
Distributor with such information as it may request from time to
time in order to verify eligibility for this privilege. This
privilege also applies to full-time employees of financial
institutions affiliated with NASD member firms whose full-time
employees are eligible to purchase Class A shares at net asset
value. In addition, Class A shares are offered at net asset
value to 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 Company's
Board, or the spouse or minor child of any of the foregoing.
Class A shares will be offered at net asset value
without a sales load to employees participating in Eligible
Benefit Plans. Class A shares also may be purchased (including
by exchange) at net asset value without a sales load for
Dreyfus-
sponsored IRA "Rollover Accounts" with the distribution proceeds
from a qualified retirement plan or a Dreyfus-sponsored
403(b)(7)
plan, provided that, at the time of such distribution, such
qualified retirement plan or Dreyfus-sponsored 403(b)(7) plan
(a)
met the requirements of an Eligible Benefit Plan and all or a
portion of such plan's assets were invested in funds in the
Dreyfus Family of Funds or certain other products made available
by the Distributor to such plans, or (b) invested all of its
assets in certain funds in the Premier Family of Funds or the
Dreyfus Family of Funds or certain other products made available
by the Distributor to such plans.
Class A shares may be purchased at net asset value
through certain broker-dealers and other financial institutions
which have entered into an agreement with the Distributor, which
includes a requirement that such shares be sold for the benefit
of clients participating in a "wrap account" or a similar
program
under which such clients pay a fee to such broker-dealer or
other financial institution.
Class A shares also may be purchased at net asset
value, subject to appropriate documentation, through a broker-
dealer or other financial institution with the proceeds from the
redemption of shares of a registered open-end management
investment company not managed by The Dreyfus Corporation or its
affiliates. The purchase of Class A shares of the Fund must be
made within 60 days of such redemption and the shareholder must
have either (i) paid an initial sales charge or a contingent
deferred sales charge or (ii) been obligated to pay at any time
during the holding period, but did not actually pay on
redemption, a deferred sales charge with respect to such
redeemed shares.
Class A shares also may be purchased at net asset
value, subject to appropriate documentation, by (i) qualified
separate accounts maintained by an insurance company pursuant to
the laws of any State or territory of the United States, (ii) a
State, county or city or instrumentality thereof, (iii) a
charitable organization (as defined in Section 501(c)(3) of the
Code) investing $50,000 or more in Fund shares, and (iv) a
charitable remainder trust (as defined in Section 501(c)(3) of
the Code).
The dealer reallowance may be changed from time to time
but will remain the same for all dealers. The Distributor, at
its expense, may provide additional promotional incentives to
dealers that sell shares of funds advised by The Dreyfus
Corporation which are sold with a sales load, such as Class A
shares. In some instances, those incentives may be offered only
to certain dealers who have sold or may sell significant amounts
of shares. Dealers receive a larger percentage of the sales
load from the Distributor than they receive for selling most
other funds.
CLASS B SHARES--The public offering price for Class B shares is
the net asset value per share of that Class. No initial sales
charge is imposed at the time of purchase. A CDSC is imposed,
however, on certain redemptions of Class B shares as described
under "How to Redeem Shares." The Distributor compensates
certain Service Agents for selling Class B shares at the time of
purchase from the Distributor's own assets. The proceeds of the
CDSC and the distribution fee, in part, are used to defray these
expenses.
CLASS C SHARES--The public offering price for Class C shares is
the net asset value per share of that Class. No initial sales
charge is imposed at the time of purchase. A CDSC is imposed,
however, on redemptions of Class C shares made within the first
year of purchase. See "Class B Shares" above and "How to Redeem
Shares."
CLASS R SHARES--The public offering for Class R shares is the
net asset value per share of that Class.
RIGHT OF ACCUMULATION--CLASS A SHARES--Reduced sales loads apply
to any purchase of Class A shares, shares of other funds in the
Premier Family of Funds, shares of certain other funds advised
by
The Dreyfus Corporation which are sold with a sales load and
shares acquired by a previous exchange of such shares
(hereinafter referred to as "Eligible Funds"), by you and any
related "purchaser" as defined in the Statement of Additional
Information, where the aggregate investment, including such
purchase, is $50,000 or more. If, for example, you previously
purchased and still hold Class A shares, or shares of any other
Eligible Fund or combination thereof, with an aggregate current
market value of $40,000 and subsequently purchase Class A shares
or shares of an Eligible Fund having a current value of $20,000,
the sales load applicable to the subsequent purchase would be
reduced to 4% of the offering price. All present holdings of
Eligible Funds may be combined to determine the current offering
price of the aggregate investment in ascertaining the sales load
applicable to each subsequent purchase.
To qualify for reduced sales loads, at the time of
purchase you or your Service Agent must notify the Distributor
if
orders are made by wire, or the Transfer Agent if orders are
made
by mail. The reduced sales load is subject to confirmation of
your holdings through a check of appropriate records.
TELETRANSFER PRIVILEGE--You may purchase shares (minimum $500,
maximum $150,000 per day) by telephone if you have checked the
appropriate box and supplied the necessary information on the
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 TeleTransfer Privilege, you
may request a TeleTransfer purchase of shares by telephoning 1-
800-221-4060 or, if you are calling from overseas, call 1-401-
455-3306.
SHAREHOLDER SERVICES
The services and privileges described under this
heading may not be available to clients of certain Service
Agents
and some Service Agents may impose certain conditions on their
clients which are different from those described in this
Prospectus. You should consult your Service Agent in this
regard.
FUND EXCHANGES
You may purchase, in exchange for shares of a Class,
shares of the same Class 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. You also may exchange your Fund shares that
are
subject to a CDSC for shares of Dreyfus Worldwide Dollar Money
Market Fund, Inc. The shares so purchased will be held in a
special account created solely for this purpose ("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
Shares." Redemption proceeds for Exchange Account shares are
paid by Federal wire or check only. Exchange Account shares
also
are eligible for the Auto-Exchange Privilege, Dividend Sweep and
the Automatic Withdrawal Plan. To use this service, you should
consult your Service Agent or call 1-800-645-6561 to determine
if
it is available and whether any conditions are imposed on its
use. WITH RESPECT TO CLASS R SHARES HELD BY RETIREMENT PLANS,
EXCHANGES MAY BE MADE ONLY BETWEEN A SHAREHOLDER'S RETIREMENT
PLAN ACCOUNT IN ONE FUND AND SUCH SHAREHOLDER'S RETIREMENT PLAN
ACCOUNT IN ANOTHER FUND.
To request an exchange, your Service Agent acting on
your behalf must give exchange instructions to the Transfer
Agent
in writing or by telephone. 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 by calling 1-800-645-6561. Except in the case of
personal retirement plans, the shares being exchanged must have
a
current value of at least $500; furthermore, when 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. The ability to
issue
exchange instructions by telephone is given to all Fund
shareholders automatically, unless you check the applicable "No"
box on the Account Application, indicating that you specifically
refuse this Privilege. The Telephone Exchange Privilege may be
established for an existing account by written request, signed
by
all shareholders on the account, or by a separate signed
Shareholder Services Form, also available by calling 1-800-645-
6561. If you 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 Shares--Procedures." 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: Telephone
Exchange Privilege, Wire Redemption Privilege, Telephone
Redemption Privilege, TeleTransfer Privilege and the
dividend/capital gain distribution option (except for 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 of Class A shares into funds sold with a sales load.
No CDSC will be imposed on Class B or Class C shares at the time
of an exchange; however, Class B or Class C shares acquired
through an exchange will be subject to the higher CDSC
applicable
to the exchanged or acquired shares. The CDSC applicable on
redemption of the acquired Class B or Class C shares will be
calculated from the date of the initial purchase of the Class B
or Class C shares exchanged, as the case may be. If you are
exchanging Class A shares 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 of the
fund from which you are exchanging were: (a) purchased with a
sales load, (b) acquired by a previous exchange from shares
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 the exchange
your Service Agent must notify the Distributor. 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 availability of Fund Exchanges
may be modified or terminated at any time upon notice to
shareholders. See "Dividends, Distributions and Taxes."
AUTO-EXCHANGE PRIVILEGE
Auto-Exchange Privilege enables you to invest regularly
(on a semi-monthly, monthly, quarterly or annual basis), in
exchange for shares of the Fund, in shares of the same Class of
other funds in the Premier Family of Funds or certain other
funds
in the Dreyfus Family of Funds of which you are currently an
investor. WITH RESPECT TO CLASS R SHARES HELD BY RETIREMENT
PLANS, EXCHANGES PURSUANT TO THE AUTO-EXCHANGE PRIVILEGE MAY BE
MADE ONLY BETWEEN A SHAREHOLDER'S RETIREMENT PLAN ACCOUNT IN ONE
FUND AND SUCH SHAREHOLDER'S RETIREMENT PLAN ACCOUNT IN ANOTHER
FUND. 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 and/or fifteenth
day 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 of Class A
shares into funds sold with a sales load. No CDSC will be
imposed on Class B or Class C shares at the time of an exchange;
however, Class B or Class C shares acquired through an exchange
will be subject to the higher CDSC applicable to the exchanged
or
acquired shares. The CDSC applicable on redemption of the
acquired Class B or Class C shares will be calculated from the
date of the initial purchase of the Class B or Class C shares
exchanged, as the case may be. See "Shareholder Services" in
the
Statement of Additional Information. The right to exercise this
Privilege may be modified or canceled by the Fund or the
Transfer
Agent. You may modify or cancel your exercise of this Privilege
at any time by mailing written notification to Premier _______
Funds, Inc., 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. For more information
concerning this Privilege and the funds in the Premier Family of
Funds or the Dreyfus Family of Funds eligible to participate in
this Privilege, or to obtain an Auto-Exchange Authorization
Form,
please call toll free 1-800-645-6561. See "Dividends,
Distributions and Taxes."
AUTOMATIC ASSET BUILDERR
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 an Automatic
Asset Builder account, you must file an authorization form with
the Transfer Agent. You may obtain the necessary authorization
form by calling 1-800-645-6561. You may cancel your
participation in this Privilege or change the amount of purchase
at any time by mailing written notification to Premier _______
Funds, Inc., 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. No such fee
currently is contemplated.
GOVERNMENT DIRECT DEPOSIT PRIVILEGE
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 cer-
tain 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
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 by calling 1-800-645-6561. 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. The Fund
may terminate your participation upon 30 days' notice to you.
DIVIDEND OPTIONS
Dividend Sweep enables you to invest automatically
dividends or dividends and capital gain distributions, if any,
paid by the Fund in shares of the same Class of another fund in
the Premier Family of Funds or 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 or class that charges a CDSC, the
shares purchased will be subject on redemption to the CDSC, if
any, applicable to the purchased shares. See "Shareholder
Services" in the Statement of Additional Information. 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 Premier _______ Funds, Inc.,
P.O. Box 9671, Providence, Rhode Island 02940-9671. To select a
new fund after cancellation, you must submit a new Dividend
Options Form. 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 Dividend Sweep. The Fund may 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 Dividend
Sweep.
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. Particular Retirement Plans, including Dreyfus
sponsored retirement plans, may permit certain participants to
establish an automatic withdrawal plan from such Retirement
Plans. Participants should consult their Retirement Plan
sponsor
and tax adviser for details. Such a withdrawal plan is
different
than the Automatic Withdrawal Plan. An application for the
Automatic Withdrawal Plan can be obtained by calling 1-800-645-
6561. 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.
Class B and Class C shares withdrawn pursuant to the
Automatic Withdrawal Plan will be subject to any applicable
CDSC.
Purchases of additional Class A shares where the sales load is
imposed concurrently with withdrawals of Class A shares
generally are undesirable.
RETIREMENT PLANS
The Fund offers a variety of 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 also are available. You 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; for SEP-IRAs,
401(k) Salary Reduction Plans and 403(b)(7) Plans, please call
1-800-322-7880.
LETTER OF INTENT--CLASS A SHARES
By signing a Letter of Intent form, which can be
obtained by calling 1-800-645-6561, you become eligible for the
reduced sales load applicable to the total number of Eligible
Fund shares purchased in a 13-month period pursuant to the terms
and conditions set forth in the Letter of Intent. A minimum
initial purchase of $5,000 is required. To compute the
applicable sales load, the offering price of shares you hold (on
the date of submission of the Letter of Intent) in any Eligible
Fund that may be used toward "Right of Accumulation" benefits
described above may be used as a credit toward completion of the
Letter of Intent. However, the reduced sales load will be
applied only to new purchases.
The Transfer Agent will hold in escrow 5% of the amount
indicated in the Letter of Intent for payment of a higher sales
load if you do not purchase the full amount indicated in the
Letter of Intent. The escrow will be released when you fulfill
the terms of the Letter of Intent by purchasing the specified
amount. If your purchases qualify for a further sales load
reduction, the sales load will be adjusted to reflect your total
purchase at the end of 13 months. If total purchases are less
than the amount specified, you will be requested to remit an
amount equal to the difference between the sales load actually
paid and the sales load applicable to the aggregate purchases
actually made. If such remittance is not received within 20
days, the Transfer Agent, as attorney-in-fact pursuant to the
terms of the Letter of Intent, will redeem an appropriate number
of Class A shares of the Fund held in escrow to realize the
difference. Signing a Letter of Intent does not bind you to
purchase, or the Fund to sell, the full amount indicated at the
sales load in effect at the time of signing, but you must
complete the intended purchase to obtain the reduced sales load.
At the time you purchase Class A shares, you must indicate your
intention to do so under a Letter of Intent.
HOW TO REDEEM 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 as described below. If you hold Fund shares of more than
one Class, any request for redemption must specify the Class of
shares being redeemed. If you fail to specify the Class of
shares to be redeemed or if you own fewer shares of the Class
than specified to be redeemed, the redemption request may be
delayed until the Transfer Agent receives further instructions
from you or your Service Agent.
The Fund imposes no charges (other than any applicable
CDSC) when shares are redeemed. Service Agents or other
institutions may charge their clients 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.
Distributions from qualified Retirement Plans, IRAs
(including IRA "Rollover Accounts") and certain non-qualified
deferred compensation plans, except distributions representing
returns of non-deductible contributions to the Retirement Plan
or IRA, generally are taxable income to the participant.
Distributions from such a Retirement Plan or IRA to a
participant
prior to the time the participant reaches age 59-1/2 or becomes
permanently disabled may subject the participant to an
additional
10% penalty tax imposed by the IRS. Participants should consult
their tax advisers concerning the timing and consequences of
distributions from a Retirement Plan or IRA. Participants in
qualified Retirement Plans will receive a disclosure statement
describing the consequences of a distribution from such a Plan
from the administrator, trustee or custodian of the Plan, before
receiving the distribution. The Fund will not report to the IRS
redemptions of Fund shares by qualified Retirement Plans, IRAs
or
certain non-qualified deferred compensation plans. The
administrator, trustee or custodian of such Retirement Plans and
IRAs will be responsible for reporting distributions from such
Plans and IRAs to the IRS.
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 THE TELETRANSFER
PRIVILEGE OR THROUGH 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, TELETRANSFER PURCHASE OR
AUTOMATIC ASSET BUILDER ORDER, WHICH MAY TAKE UP TO EIGHT
BUSINESS DAYS OR MORE. IN ADDITION, THE FUND WILL REJECT
REQUESTS TO REDEEM SHARES BY WIRE OR TELEPHONE OR PURSUANT TO
THE
TELETRANSFER PRIVILEGE FOR A PERIOD OF EIGHT BUSINESS DAYS AFTER
RECEIPT BY THE TRANSFER AGENT OF THE PURCHASE CHECK, THE
TELETRANSFER PURCHASE OR THE 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.
The Fund reserves the right to redeem your account at
its option upon not less than 45 days' written notice if your
account's net asset value is $500 or less and remains so during
the notice period.
CONTINGENT DEFERRED SALES CHARGE
CLASS B SHARES--A CDSC payable to the Distributor is
imposed on any redemption of Class B shares which reduces the
current net asset value of your Class B shares to an amount
which
is lower than the dollar amount of all payments by you for the
purchase of Class B shares of the Fund held by you at the time
of redemption. No CDSC will be imposed to the extent that the
net asset value of the Class B shares redeemed does not exceed
(i) the current net asset value of Class B shares acquired
through
reinvestment of dividends or capital gain distributions, plus
(ii) increases in the net asset value of your Class B shares
above the dollar amount of all your payments for the purchase of
Class B shares held by you at the time of redemption.
If the aggregate value of Class B shares redeemed has
declined below their original cost as a result of the Fund's
performance, a CDSC may be applied to the then-current net asset
value rather than the purchase price.
In circumstances where the CDSC is imposed, the amount
of the charge will depend on the number of years from the time
you purchased the Class B shares until the time of redemption of
such shares. Solely for purposes of determining the number of
years from the time of any payment for the purchase of Class B
shares, all payments during a month will be aggregated and
deemed
to have been made on the first day of the month. The following
table sets forth the rates of the CDSC:
CDSC as a
% of Amount
Year Since Invested or
Purchase Payment Redemption
Was Made Proceeds
First. . . . . . . . . . . . . . . . . . . . . . . . 4.00
Second . . . . . . . . . . . . . . . . . . . . . . . 4.00
Third. . . . . . . . . . . . . . . . . . . . . . . . 3.00
Fourth . . . . . . . . . . . . . . . . . . . . . . . 3.00
Fifth. . . . . . . . . . . . . . . . . . . . . . . . 2.00
Sixth. . . . . . . . . . . . . . . . . . . . . . . . 1.00
In determining whether a CDSC is applicable to a
redemption, the calculation will be made in a manner that
results
in the lowest possible rate. It will be assumed that the
redemption is made first of amounts representing shares acquired
pursuant to the reinvestment of dividends and distributions;
then
of amounts representing the increase in net asset value of Class
B shares above the total amount of payments for the purchase of
Class B shares made during the preceding six years; then of
amounts representing the cost of shares purchased six years
prior
to the redemption; and finally, of amounts representing the cost
of shares held for the longest period of time within the
applicable six-year period.
For example, assume an investor purchased 100 shares at
$10 share for a cost of $1,000. Subsequently, the shareholder
acquired five additional shares through dividend reinvestment.
During the second year after the purchase the investor decided
to
redeem $500 of his or her investment. Assuming at the time of
the redemption the net asset value had appreciated to $12 per
share, the value of the investor's shares would be $1,260 (105
shares at $12 per share). The CDSC would not be applied to the
value of the reinvested dividend shares and the amount which
represents appreciation ($260). Therefore, $240 of the $500
redemption proceeds ($500 minus $260) would be charged at a rate
of 4% (the applicable rate in the second year after purchase)
for a total CDSC of $9.60.
CLASS C SHARES--A CDSC of 1% payable to the Distributor
is imposed on any redemption of Class C shares within one year
of
the date of purchase. The basis for calculating the payment of
any such CDSC will be the method used in calculating the CDSC
for
Class B shares. See "Contingent Deferred Sales Charge--Class B
Shares" above.
WAIVER OF CDSC--The CDSC applicable to Class B and
Class C shares may be waived in connection with (a) redemptions
made within one year after the death or disability, as defined
in
Section 72(m)(7) of the Code, of the shareholder, (b)
redemptions
by employees participating in Eligible Benefit Plans, (c)
redemptions as a result of a combination of any investment
company with the Fund by merger, acquisition of assets or
otherwise and (d) a distribution following retirement under a
tax-deferred retirement plan or upon attaining age 70-1/2 in the
case of an IRA or Keogh plan or custodial account pursuant to
Section 403(b) of the Code. If the Company's Board determines
to
discontinue the waiver of the CDSC, the disclosure in the Fund's
prospectus will be revised appropriately. Any Fund shares
subject to a CDSC which were purchased prior to the termination
of such waiver will have the CDSC waived as provided in the
Fund's prospectus at the time of the purchase of such shares.
To qualify for a waiver of the CDSC, at the time of
redemption you must notify the Transfer Agent or your Service
Agent must notify the Distributor. Any such qualification is
subject to confirmation of your entitlement.
PROCEDURES
You may redeem shares by using the regular redemption
procedure through the Transfer Agent, or, if you have checked
the
appropriate box and supplied the necessary information on the
Account Application or have filed a Shareholder Services Form
with the Transfer Agent, through the Wire Redemption Privilege,
the Telephone Redemption Privilege or the TeleTransfer
Privilege.
If you are a client of a Selected Dealer, you may redeem shares
through the Selected Dealer. If you have given your Service
Agent authority to instruct the Transfer Agent to redeem shares
and to credit the proceeds of such redemptions to a designated
account at your Service Agent, you may redeem shares only in
this
manner and in accordance with the regular redemption procedure
described below. If you wish to use the other redemption
methods
described below, you must arrange with your Service Agent for
delivery of the required application(s) to the Transfer Agent.
Other redemption procedures may be in effect for clients of
certain Service Agents and institutions. The Fund makes
available to certain large institutions the ability to issue
redemption instructions through compatible computer facilities.
The Fund reserves the right to refuse any request made by wire
or
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 any redemption
Privilege at any time or charge a service fee upon notice to
shareholders. No such fee currently is contemplated.
You may redeem shares by telephone if you have checked
the appropriate box on the Account Application or have filed a
Shareholder Services Form with the Transfer Agent. If you
select
a telephone redemption privilege or telephone exchange privilege
(which is granted automatically unless you refuse it), you
authorize the Transfer Agent to act on telephone instructions
from any person representing himself or herself to be you, or a
representative of your Service Agent, 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 pro-
cedures 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
Premier _______ Funds, Inc., P.O. Box 9671, Providence, Rhode
Island 02940-9671. 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 contact your Service Agent or call
the telephone number listed on the cover of this Prospectus.
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.
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 bank if your bank is not a member.
You also 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
not more than $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
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 request by
telephone that redemption proceeds (maximum $150,000 per day) 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. Shares held under
Keogh Plans, IRAs or other retirement plans, and shares for
which
certificates have been issued, are not eligible for this
Privilege.
TELETRANSFER PRIVILEGE--You may request by telephone
that redemption proceeds (minimum $500 per day) be transferred
between your Fund account and your bank account. Only a bank
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 TeleTransfer Privilege for transfer to their bank
account not more than $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.
If you have selected the TeleTransfer Privilege, you
may request a TeleTransfer redemption of shares by telephoning
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.
REDEMPTION THROUGH A SELECTED DEALER--If you are a
customer of a Selected Dealer, you may make redemption requests
to your Selected Dealer. If the Selected Dealer transmits the
redemption request so that it is received by the Transfer Agent
prior to the close of trading on the floor of the New York Stock
Exchange (currently 4:00 p.m., New York time), the redemption
request will be effective on that day. If a redemption request
is received by the Transfer Agent after the close of trading on
the floor of the New York Stock Exchange, the redemption request
will be effective on the next business day. It is the
responsibility of the Selected Dealer to transmit a request so
that it is received in a timely manner. The proceeds of the
redemption are credited to your account with the Selected
Dealer.
See "How to Buy Shares" for a discussion of additional
conditions or fees that may be imposed upon redemption.
In addition, the Distributor or its designee will
accept orders from Selected Dealers with which the Distributor
has sales agreements for the repurchase of shares held by
shareholders. Repurchase orders received by dealers by the
close
of trading on the floor of the New York Stock Exchange on any
business day and transmitted to the Distributor or its designee
prior to the close of its business day (normally 5:15 p.m.,
New York time) are effected at the price determined as of the
close of trading on the floor of the New York Stock Exchange on
that day. Otherwise, the shares will be redeemed at the next
determined net asset value. It is the responsibility of the
Selected Dealer to transmit orders on a timely basis. The
Selected Dealer may charge the shareholder a fee for executing
the order. This repurchase arrangement is discretionary and may
be withdrawn at any time.
REINVESTMENT PRIVILEGE--CLASS A SHARES--Upon written
request, you may reinvest up to the number of Class A shares you
have redeemed, within 30 days of redemption, at the then-
prevailing net asset value without a sales load, or reinstate
your account for the purpose of exercising the Exchange
Privilege. The Reinvestment Privilege may be exercised only
once.
DISTRIBUTION PLAN AND SHAREHOLDER SERVICES PLAN
(CLASS A, CLASS B and CLASS C ONLY)
Class B and Class C shares are subject to a
Distribution Plan and Class A, Class B and Class C shares are
subject to a Shareholder Services Plan.
DISTRIBUTION PLAN--Under the Distribution Plan, adopted pursuant
to Rule 12b-1 under the 1940 Act, the Fund pays the Distributor
for distributing the Fund's Class B and Class C shares at an
annual rate of .75 of 1% of the value of the average daily net
assets of Class B and Class C.
SHAREHOLDER SERVICES PLAN--Under the Shareholder Services Plan,
the Fund pays the Distributor for the provision of certain
services to the holders of Class A, Class B and Class C shares a
fee at the annual rate of .25 of 1% of the value of the average
daily net assets of each such Class. 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. The Distributor may
make payments to Service Agents in respect of these services.
The Distributor determines the amounts to be paid to Service
Agents.
DIVIDENDS, DISTRIBUTIONS AND TAXES
Under the Code, the Fund is treated as a separate
entity for purposes of qualification and taxation as a regulated
investment company. The Fund ordinarily pays dividends from its
net investment income and distributes 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 Code, in all events in a manner consistent with the
provisions of the 1940 Act. 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 and distributions in cash or
to reinvest in additional shares at net asset value. Dividends
and distributions paid in cash to Retirement Plans, however, may
be subject to additional tax as described below. All expenses
are accrued daily and deducted before declaration of dividends
to
investors. Dividends paid by each Class will be calculated at
the same time and in the same manner and will be of the same
amount, except that the expenses attributable solely to a
particular Class will be borne exclusively by such Class. Class
B and C shares will receive lower per share dividends than Class
A shares which will receive lower per share dividends than
Class R shares because of the higher expenses borne by the
relevant Class. See "Fee Table."
Dividends paid by the Fund to qualified Retirement
Plans, IRAs (including IRA "Rollover Accounts") or certain non-
qualified deferred compensation plans ordinarily will not be
subject to taxation until the proceeds are distributed from the
Retirement Plan or IRA. The Fund will not report dividends paid
to such Plans and IRAs to the IRS. Generally, distributions
from
such Retirement Plans and IRAs, except those representing
returns
of non-deductible contributions thereto, will be taxable as
ordinary income and, if made prior to the time the participant
reaches age 59-1/2, generally will be subject to an additional
tax equal to 10% of the taxable portion of the distribution. If
the distribution from such a Retirement Plan (other than certain
governmental or church plans) or IRA for any taxable year
following the year in which the participant reaches age 70-1/2
is
less than the "minimum required distribution" for that taxable
year, an excise tax equal to 50% of the deficiency may be
imposed
by the IRS. The administrator, trustee or custodian of such a
Retirement Plan or IRA will be responsible for reporting
distributions from such Plans and IRAs to the IRS. Participants
in qualified Retirement Plans will receive a disclosure
statement
describing the consequences of a distribution from such a Plan
from the administrator, trustee or custodian of the Plan prior
to receiving the distribution. Moreover, certain contributions
to a
qualified Retirement Plan or IRA in excess of the amounts
permitted by law may be subject to an excise tax.
Dividends derived from net investment income, together
with distributions from net realized short-term securities gains
and all or a portion of any gains realized from the sale or
other
disposition of certain market discount bonds, paid by the Fund
will be taxable to U.S. shareholders and to certain
non-qualified
Retirement Plans as ordinary income whether received in cash or
reinvested in additional shares. Distributions from net
realized
long-term securities gains of the Fund will be taxable to U.S.
shareholders and to certain non-qualified Retirement Plans 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 Fund 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 gains realized from the sale 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 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. Participants in a
Retirement Plan or IRA should receive periodic statements from
the trustee, custodian or administrator of their Plan.
The Code provides for the "carryover" of some or all of
the sales load imposed on Class A shares if an investor
exchanges
such shares for shares of another fund advised or administered
by The Dreyfus Corporation within 91 days of purchase and such
other fund reduces or eliminates its otherwise applicable sales
load for the purpose of the exchange. In this case, the amount
of the sales load charged the investor for such shares, up to
the amount of the reduction of the sales load charge on the
exchange, is not
included in the basis of such shares for purposes of computing
gain or loss on the exchange, and instead is added to the basis
of the fund shares received on the exchange.
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, or an exchange on behalf
of a Retirement Plan which is not tax exempt may result in, a
taxable gain or loss.
With respect to individual investors and certain non-
qualified Retirement Plans, 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 consti-
tute 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.
It is expected that the Fund will qualify as a
"regulated investment company" under the Code so long as 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.
You should consult your tax adviser regarding specific
questions as to Federal, state or local taxes.
PERFORMANCE INFORMATION
For purposes of advertising, performance for each Class
may be calculated on the basis of average annual total return
and/or total return. These total return figures reflect changes
in the price of the shares and assume that any income dividends
and/or capital gains distributions made by the Fund during the
measuring period were reinvested in shares of the same Class.
These figures also take into account any applicable service and
distribution fees. As a result, at any given time, the
performance of Class B and Class C should be expected to be
lower
than that of Class A and the performance of Class A, Class B and
Class C should be expected to be lower than that of Class R.
Performance for each Class will be calculated separately.
Average annual total return is calculated pursuant to a
standardized formula which assumes that an investment 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, or for shorter periods depending upon the
length of time during which the Fund has operated.
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 (or maximum
offering price in the case of Class A shares) 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. Total
return also may be calculated by using the net asset value per
share at the beginning of the period instead of the maximum
offering price per share at the beginning of the period for
Class
A shares or without giving effect to any applicable CDSC at the
end of the period for Class B or Class C shares. Calculations
based on the net asset value per share do not reflect the
deduction of the sales load on the Fund's Class A shares, which,
if reflected, would reduce the performance quoted.
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 Lipper Analytical Services, Inc., Standard &
Poor's 500 Stock Index, Standard & Poor's MidCap 400 Index,
Wilshire 5000 Index, the Dow Jones Industrial Average, Money
Magazine, Morningstar, Inc. and other industry publications.
GENERAL INFORMATION
The Company was originally incorporated under Delaware
law in November 1968 and became a Maryland corporation on April
30, 1974. Before ___________, 199_, the Company's name was
Premier Capital Growth Fund, Inc. and before February 1993 it
was
The Dreyfus Leverage Fund, Inc. The Company is authorized to
issue 800 million shares of Common Stock (with 200 million
allocated to the Fund), par value $1.00 per share. The Fund's
shares are classified into four classes--Class A, Class B, Class
C and Class R. Each share has one vote and shareholders will
vote in the aggregate and not by class except as otherwise
required by law. However, only holders of Class B or Class C
shares, as the case may be, will be entitled to vote on matters
submitted to shareholders pertaining to its Distribution Plan.
The Company is a "series fund," which is a mutual fund
divided into separate portfolios, each of which is treated as a
separate entity for certain matters under the 1940 Act and for
other purposes. A shareholder of one portfolio is not deemed to
be a shareholder of any other portfolio. For certain matters
shareholders vote together as a group; as to others they vote
separately by portfolio. By this Prospectus, shares of the Fund
are being offered. Other portfolios are sold pursuant to other
offering documents.
To date, the Board has authorized the creation of three
series of shares. All consideration received by the Company for
shares of one of the series and all assets in which such
consideration is invested will belong to that series (subject
only to the rights of creditors of the Company) and will be
subject to the liabilities related thereto. The income
attributable to, and the expenses of, one series are treated
separately from those of the other series. The Company has the
ability to create, from time to time, new series without
shareholder approval.
Unless otherwise required by the 1940 Act, 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 Board members or the appointment of
auditors. However, pursuant to the Company's By-Laws, the
holders of at least 10% of the shares outstanding and entitled
to
vote may require the Company to hold a special meeting of
shareholders for purposes of removing a Board member from office
or for any other purpose. Shareholders may remove a Board
member
by the affirmative vote of a majority of the Company's
outstanding voting shares. In addition, the Board will call a
meeting of shareholders for the purpose of electing Board
members
if, at any time, less than a majority of the Board members 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.
<PAGE>
APPENDIX
INVESTMENT TECHNIQUES
FOREIGN CURRENCY TRANSACTIONS--Foreign currency transactions may
be entered into for a variety of purposes, including: to fix in
U.S. dollars, between trade and settlement date, the value of a
security the Fund has agreed to buy or sell; or to hedge the
U.S. dollar value of securities the Fund already owns,
particularly in which the foreign security is denominated; or to
gain exposure to the foreign currency in an attempt to realize
gains.
Foreign currency transactions may involve, for example,
the Fund's purchase of foreign currencies for U.S. dollars or
the
maintenance of short positions in foreign currencies, which
would
involve the Fund agreeing to exchange an amount of a currency it
did not currently own for another currency at a future date in
anticipation of a decline in the value of the currency sold
relative to the currency the Fund contracted to receive in the
exchange. The Fund's success in these transactions will depend
principally on The Dreyfus Corporation's ability to predict
accurately the future exchange rates between foreign currencies
and the U.S. dollar.
SHORT-SELLING--In these transactions, the Fund sells a security
it does not own in anticipation of a decline in the market value
of the security. To complete the transaction, the Fund must
borrow the security to make delivery to the buyer. The Fund is
obligated to replace the security borrowed by purchasing it
subsequently at the market price at the time of replacement.
The
price at such time may be more or less than the price at which
the security was sold by the Fund. The Fund will incur a loss
if the price of the security increases between the date of the
short
sale and the date on which the Fund replaces the borrowed
security; it will realize a gain if the security declines in
price between those dates.
Securities will not be sold short if, after effect is
given to any such short sale, the total market value of all
securities sold short would exceed 25% of the value of the
Fund's
net assets. The Fund may not sell short the securities of any
single issuer listed on a national securities exchange to the
extent of more than 5% of the value of the Fund's net assets.
The Fund may not sell short the securities of any class of an
issuer if, as a result of such sale, the Fund would have sold
short in the aggregate more than 5% of the outstanding
securities of that class.
The Fund also may make short sales "against the box,"
in which the Fund enters into a short sale of a security it owns
in order to hedge an unrealized gain on the security. At no
time
will more than 15% of the value of the Fund's net assets be in
deposits on short sales against the box.
BORROWING MONEY--The Fund is permitted to borrow to the extent
permitted under the 1940 Act, which permits an investment
company
to borrow in an amount up to 33-1/3% of the value of such
company's total assets. The Fund currently intends to borrow
money only for temporary or emergency (not leveraging) purposes,
in an amount up to 15% of the value of 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. While borrowings exceed 5% of
the Fund's total assets, the Fund will not make any additional
investments.
USE OF DERIVATIVES--Although the Fund will not be a commodity
pool, Derivatives subject the Fund to the rules of the Commodity
Futures Trading Commission which limit the extent to which the
Fund can invest in certain Derivatives. The Fund may invest in
futures contracts and options with respect thereto for hedging
purposes without limit. However, the Fund may not invest in
such
contracts and options for other purposes if the sum of the
amount
of initial margin deposits and premiums paid for unexpired
options with respect to such contracts, other than for bona fide
hedging purposes, exceed 5% of the liquidation value of the
Fund's assets, after taking into account unrealized profits and
unrealized losses on such contracts and options; provided,
however, that in the case of an option that is in-the-money at
the time of purchase, the in-the-money amount may be excluded in
calculating the 5% limitation.
CERTAIN PORTFOLIO SECURITIES
CLOSED-END INVESTMENT COMPANIES--The Fund may invest in
securities issued by closed-end investment companies which
principally invest in securities in which the Fund invests.
Under the 1940 Act, the Fund's investment in such securities,
subject to certain exceptions, currently is limited to (i) 3% of
the total voting stock of any one investment company, (ii) 5% of
the Fund's net assets with respect to any one investment company
and (iii) 10% of the Fund's net assets in the aggregate.
Investments in the securities of other investment companies may
involve duplication of advisory fees and certain other expenses.
FOREIGN GOVERNMENT OBLIGATIONS; SECURITIES OF SUPRANATIONAL
ENTITIES--The Fund may invest in obligations issued or
guaranteed
by one or more foreign governments or any of their political
subdivisions, agencies or instrumentalities that are determined
by The Dreyfus Corporation to be of comparable quality to the
other obligations in which the Fund may invest. Supranational
entities include international organizations designated or
supported by governmental entities to promote economic
reconstruction or development and international banking
institutions and related government agencies. Examples include
the International Bank for Reconstruction and Development (the
World Bank), the European Coal and Steel Community, the Asian
Development Bank and the InterAmerican Development Bank.
MONEY MARKET INSTRUMENTS--The Fund may invest, in the
circumstances described under "Description of the Fund--
Management Policies," in the following types of money market
instruments.
U.S. GOVERNMENT SECURITIES. Securities issued or
guaranteed by the U.S. Government or its agencies or
instrumentalities include U.S. Treasury securities that differ
in
their interest rates, maturities and times of issuance. Some
obligations issued or guaranteed by U.S. Government agencies and
instrumentalities are supported by the full faith and credit of
the U.S. Treasury; others, by the right of the issuer to borrow
from the Treasury; others, by discretionary authority of the
U.S.
Government to purchase certain obligations of the agency or
instrumentality; and others, only by the credit of the agency or
instrumentality. These securities bear fixed, floating or
variable rates of interest. While the U.S. Government provides
financial support to such U.S. Government-sponsored agencies and
instrumentalities, no assurance can be given that it will always
do so since it is not so obligated by law.
REPURCHASE AGREEMENTS. In a repurchase agreement, the
Fund buys, and the seller agrees to repurchase, a security at a
mutually agreed upon time and price (usually within seven days).
The repurchase agreement thereby determines the yield during the
purchaser's holding period, while the seller's obligation to
repurchase is secured by the value of the underlying security.
Repurchase agreements could involve risks in the event of a
default or insolvency of the other party to the agreement,
including possible delays or restrictions upon the Fund's
ability to dispose of the underlying securities. The Fund may
enter into
repurchase agreements with certain banks or non-bank dealers.
BANK OBLIGATIONS. The Fund may purchase certificates
of deposit, time deposits, bankers' acceptances and other short-
term obligations issued by domestic banks, foreign subsidiaries
or foreign branches of domestic banks, domestic and foreign
branches of foreign banks, domestic savings and loan
associations
and other banking institutions. With respect to such securities
issued by foreign subsidiaries or foreign branches of domestic
banks, and domestic and foreign branches of foreign banks, the
Fund may be subject to additional investment risks that are
different in some respects from those incurred by a fund which
invests only in debt obligations of U.S. domestic issuers.
Certificates of deposit are negotiable certificates
evidencing the obligation of a bank to repay funds deposited
with it for a specified period of time.
Time deposits are non-negotiable deposits maintained in
a banking institution for a specified period of time (in no
event longer than seven days) at a stated interest rate.
Bankers' acceptances are credit instruments evidencing
the obligation of a bank to pay a draft drawn on it by a
customer. These instruments reflect the obligation both of the
bank and the drawer to pay the face amount of the instrument
upon
maturity. The other short-term obligations may include
uninsured, direct obligations bearing fixed, floating or
variable interest rates.
COMMERCIAL PAPER. Commercial paper consists of
short-term, unsecured promissory notes issued to finance
short-term credit needs. The commercial paper purchased by the
Fund will
consist 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"), (b) issued by companies having an
outstanding unsecured debt issue currently rated at least A3 by
Moody's or A- by S&P, or (c) if unrated, determined by The
Dreyfus Corporation to be of comparable quality to those rated
obligations which may be purchased by the Fund.
ILLIQUID SECURITIES--The Fund may invest up to 15% of the value
of its net assets in securities as to which a liquid trading
market does not exist, provided such investments are consistent
with the Fund's investment objective. Such securities may
include securities that are not readily marketable, such as
certain securities that are subject to legal or contractual
restrictions on resale, repurchase agreements providing for
settlement in more than seven days after notice, and certain
privately negotiated, non-exchange traded options and securities
used to cover such options. As to these securities, the Fund is
subject to a risk that should the Fund desire to sell them when
a ready buyer is not available at a price the Fund deems
representative of their value, the value of the Fund's net
assets could be adversely affected.
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>
PREMIER __________ FUNDS, INC.
PREMIER CAPITAL GROWTH FUND
PREMIER GROWTH AND INCOME FUND
PREMIER EMERGING MARKETS FUND
CLASS A, CLASS B, CLASS C AND CLASS R
PART B
(STATEMENT OF ADDITIONAL INFORMATION)
___________, 199_
This Statement of Additional Information, which is not
a prospectus, supplements and should be read in conjunction with
the current Prospectus of the series named above (each, a
"Fund") of Premier ________ Funds, Inc. (the "Company"), dated
_________,
199_, as each may be revised from time to time. To obtain a
copy of the relevant Fund's Prospectus, please write to the Fund
at 144 Glenn Curtiss Boulevard, Uniondale, New York 11556-0144.
The Dreyfus Corporation (the "Manager") serves as each
Fund's investment adviser.
Premier Mutual Fund Services, Inc. (the "Distributor")
is the distributor of each Fund's shares.
TABLE OF CONTENTS
Page
Investment Objective and Management Policies. . . . . B-2
Management of the Company . . . . . . . . . . . . . . B-18
Management Agreement. . . . . . . . . . . . . . . . . B-22
Purchase of Shares . . . . . . . . . . . . . . . . . B-25
Distribution Plan and
Shareholder Services Plan . . . . . . . . . . . . . B-27
Redemption of Shares. . . . . . . . . . . . . . . . . B-28
Shareholder Services. . . . . . . . . . . . . . . . . B-30
Determination of Net Asset Value. . . . . . . . . . . B-34
Dividends, Distributions and Taxes. . . . . . . . . . B-35
Portfolio Transactions. . . . . . . . . . . . . . . . B-38
Performance Information . . . . . . . . . . . . . . . B-39
Information About the Funds . . . . . . . . . . . . . B-40
Custodian, Transfer and Dividend Disbursing Agent,
Counsel and Independent Auditors. . . . . . . . . . B-41
Appendix. . . . . . . . . . . . . . . . . . . . . . . B-42
Financial Statements. . . . . . . . . . . . . . . . . B-50
Report of Independent Auditors. . . . . . . . . . . . B-
<PAGE>
INVESTMENT OBJECTIVE AND MANAGEMENT POLICIES
The following information supplements and should be
read in conjunction with the sections in each Fund's Prospectus
entitled "Description of the Fund" and "Appendix."
Portfolio Securities
American, European and Continental Depositary
Receipts.
(All Funds) A Fund may invest in American Depositary Receipts,
European Depositary Receipts and Continental Depositary Receipts
through "sponsored" or "unsponsored" facilities. A sponsored
facility is established jointly by the issuer of the underlying
security and a depositary, whereas a depositary may establish an
unsponsored facility without participation by the issuer of the
deposited security. Holders of unsponsored depositary receipts
generally bear all the costs of such facilities and the
depositary of an unsponsored facility frequently is under no
obligation to distribute shareholder communications received
from
the issuer of the deposited security or to pass through voting
rights to the holders of such receipts in respect of the
deposited securities.
Repurchase Agreements. (All Funds) The Funds'
custodian or sub-custodian will have custody of, and will hold
in
a segregated account, securities acquired by a 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, each Fund will enter into
repurchase agreements only with domestic banks with total assets
in excess of $1 billion, 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 the
resale price.
Commercial Paper and Other Short-Term Corporate
Obligations. (All Funds) These instruments include variable
amount master demand notes, which are obligations that permit a
Fund to invest fluctuating amounts at varying rates of interest
pursuant to direct arrangements between the Fund, as lender, and
the borrower. These notes permit daily changes in the amounts
borrowed. Because these obligations are direct lending
arrangements between the lender and borrower, it is not
contemplated that such instruments generally will be traded, and
there generally is no established secondary market for these
obligations, although they are redeemable at face value, plus
accrued interest, at any time. Accordingly, where these
obligations are not secured by letters of credit or other credit
support arrangements, the Fund's right to redeem is dependent on
the ability of the borrower to pay principal and interest on
demand. Such obligations frequently are not rated by credit
rating agencies, and a Fund may invest in them only if at the
time of an investment the borrower meets the criteria set forth
in the Fund's Prospectus for other commercial paper issuers.
Convertible Securities. (All Funds) Convertible
securities are fixed-income securities that may be converted at
either a stated price or stated rate into underlying shares of
common stock. Convertible securities have characteristics
similar to both fixed-income and equity securities. Convertible
securities generally are subordinated to other similar but non-
convertible securities of the same issuer, although convertible
bonds, as corporate debt obligations, enjoy seniority in right
of
payment to all equity securities, and convertible preferred
stock
is senior to common stock, of the same issuer. Because of the
subordination feature, however, convertible securities typically
have lower ratings than similar non-convertible securities.
Although to a lesser extent than with fixed-income
securities generally, the market value of convertible securities
tends to decline as interest rates increase and, conversely,
tends to increase as interest rates decline. In addition,
because of the conversion feature, the market value of
convertible securities tends to vary with fluctuations in the
market value of the underlying common stock. A unique feature
of
convertible securities is that as the market price of the
underlying common stock declines, convertible securities tend to
trade increasingly on a yield basis, and so may not experience
market value declines to the same extent as the underlying
common
stock. When the market price of the underlying common stock
increases, the prices of the convertible securities tend to rise
as a reflection of the value of the underlying common stock.
While no securities investments are without risk, investments in
convertible securities generally entail less risk than
investments in common stock of the same issuer.
As fixed-income securities, convertible securities are
investments that provide for a stable stream of income with
generally higher yields than common stocks. As with all fixed-
income securities, there can be no assurance of current income
because the issuers of the convertible securities may default on
their obligations. Convertible securities, however, generally
offer lower interest or dividend yields than non-convertible
securities of similar quality because of the potential for
capital appreciation. A convertible security, in addition to
providing fixed income, offers the potential for capital
appreciation through the conversion feature, which enables the
holder to benefit from increases in the market price of the
underlying common stock. There can be no assurance of capital
appreciation, however, because securities prices fluctuate.
Closed-End Investment Companies. (All Funds) A Fund
may invest in securities issued by closed-end investment
companies. Under the Investment Company Act of 1940, as amended
(the "1940 Act"), a Fund's investment in such securities,
subject
to certain exceptions, currently is limited to (i) 3% of the
total voting stock of any one investment company, (ii) 5% of the
Fund's net assets with respect to any one investment company and
(iii) 10% of the Fund's net assets in the aggregate.
Investments
in the securities of other investment companies may involve
duplication of advisory fees and certain other expenses.
Foreign Government Obligations; Securities of
Supranational Entities. (All Funds) A Fund may invest in
obligations issued or guaranteed by one or more foreign
governments or any of their political subdivisions, agencies or
instrumentalities that are determined by the Manager to be of
comparable quality to the other obligations in which the Fund
may
invest. Such securities also include debt obligations of
supranational entities. Supranational entities include
international organizations designated or supported by
governmental entities to promote economic reconstruction or
development and international banking institutions and related
government agencies. Examples include the International Bank
for
Reconstruction and Development (the World Bank), the European
Coal and Steel Community, the Asian Development Bank and the
InterAmerican Development Bank.
Illiquid Securities. (All Funds) When purchasing
securities that have not been registered under the Securities
Act
of 1933, as amended, and are not readily marketable, each Fund
will endeavor, to the extent practicable, to obtain the right to
registration at the expense of the issuer. Generally, there
will
be a lapse of time between the Fund's decision to sell any such
security and the registration of the security permitting sale.
During any such period, the price of the securities will be
subject to market fluctuations. However, where a substantial
market of qualified institutional buyers has developed for
certain unregistered securities purchased by the Fund pursuant
to
Rule 144A under the Securities Act of 1933, as amended, the Fund
intends to treat such securities as liquid securities in
accordance with procedures approved by the Company's Board.
Because it is not possible to predict with assurance how the
market for specific restricted securities sold pursuant to Rule
144A will develop, the Company's Board has directed the Manager
to monitor carefully the relevant Fund's investments in such
securities with particular regard to trading activity,
availability of reliable price information and other relevant
information. To the extent that, for a period of time,
qualified
institutional buyers cease purchasing restricted securities
pursuant to Rule 144A, a Fund's investing in such securities may
have the effect of increasing the level of illiquidity in its
investment portfolio during such period.
Management Policies
Leverage. (All Funds) For borrowings for investment
purposes, the 1940 Act requires the Fund to maintain continuous
asset coverage (that is, total assets including borrowings, less
liabilities exclusive of borrowings) of 300% of the amount
borrowed. If the required coverage should decline as a result
of
market fluctuations or other reasons, a Fund may be required to
sell some of its portfolio securities within three days to
reduce the amount of its borrowings and restore the 300% asset
coverage,
even though it may be disadvantageous from an investment
standpoint to sell securities at that time. Each Fund also may
be required to maintain minimum average balances in connection
with such borrowing or pay a commitment or other fee to maintain
a line of credit; either of these requirements would increase
the
cost of borrowing over the stated interest rate. To the extent
a
Fund enters into a reverse repurchase agreement, the Fund will
maintain in a segregated custodial account cash or U.S.
Government securities or other high quality liquid debt
securities at least equal to the aggregate amount of its reverse
repurchase obligations, plus accrued interest, in certain cases,
in accordance with releases promulgated by the Securities and
Exchange Commission. The Securities and Exchange Commission
views reverse repurchase transactions as collateralized
borrowings by a Fund.
Short-Selling. (All Funds) In these transactions, a
Fund sells a security it does not own in anticipation of a
decline in the market value of the security. To complete the
transaction, the Fund must borrow the security to make delivery
to the buyer. The Fund is obligated to replace the security
borrowed by purchasing it subsequently at the market price at
the
time of replacement. A Fund will incur a loss if the price of
the security increases between the date of the short sale and
the
date on which the Fund replaces the borrowed security; it will
realize a gain if the security declines in price between those
dates.
Securities will not be sold short if, after effect is
given to any such short sale, the total market value of all
securities sold short would exceed 25% of the value of a Fund's
net assets. A Fund may not sell short the securities of any
single issuer listed on a national securities exchange to the
extent of more than 5% of the value of the Fund's net assets. A
Fund may not sell short the securities of any class of an issuer
if, as a result of such sale, the Fund would have sold short in
the aggregate more than 5% of the outstanding securities of that
class.
A Fund also may make short sales "against the box," in
which the Fund enters into a short sale of a security it owns in
order to hedge an unrealized gain on the security. At no time
will more than 15% of the value of the Fund's net assets be in
deposits on short sales against the box.
Until a Fund closes its short position or replaces the
borrowed security, it will: (a) maintain a segregated account,
containing cash or U.S. Government securities, at such a level
that the amount deposited in the account plus the amount
deposited with the broker as collateral (i) will equal the
current value of the security sold short and (ii) will not be
less than the market value of the security at the time it was
sold short; or (b) otherwise cover its short position.
Lending Portfolio Securities. (Premier Capital Growth
Fund only) The Fund may lend securities from its portfolio to
brokers, dealers and other financial institutions needing to
borrow securities to complete certain transactions. In
connection with such loans, the Fund continues to be entitled to
payments in amounts equal to the interest, dividends or other
distributions payable on the loaned securities. Loans of
portfolio securities afford the Fund an opportunity to earn
interest on the amount of the loan and at the same time to earn
income on the loaned securities' collateral. Loans of portfolio
securities 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, U.S. Government securities or
irrevocable letters of credit which will be maintained at all
times in an amount equal to at least 100% of the current market
value of the loaned securities. Such loans are terminable by
the Fund 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. In connection with its securities lending
transactions, 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 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
dividends, interest or other distributions payable on the loaned
securities, and any increase in market value; (5) the Fund may
pay only reasonable custodian fees in connection with the loan;
and (6) while voting rights on the loaned securities may pass to
the borrower, the Company's Board must terminate the loan and
regain the right to vote the securities if a material event
adversely affecting the investment occurs.
Derivatives. (All Funds) A Fund may invest in
Derivatives (as defined in the Fund's Prospectus) for a variety
of reasons, including to hedge certain market risks, to provide
a
substitute for purchasing or selling particular securities or to
increase potential income gain. Derivatives may provide a
cheaper, quicker or more specifically focused way for the Fund
to invest than "traditional" securities would.
Derivatives can be volatile and involve various types
and degrees of risk, depending upon the characteristics of the
particular Derivative and the portfolio as a whole. Derivatives
permit a Fund to increase, decrease or change the level of risk
to which its portfolio is exposed in much the same way as the
Fund can increase, decrease or change the risk of its portfolio
by making investments in specific securities.
In addition, Derivatives may entail investment
exposures that are greater than their cost would suggest,
meaning that a small investment in Derivatives could have a
large potential impact on a Fund's performance.
If a Fund invests in Derivatives at inappropriate times
or judges market conditions incorrectly, such investments may
lower the Fund's return or result in a loss. A Fund also could
experience losses if its Derivatives were poorly correlated with
its other investments, or if the Fund were unable to liquidate
its position because of an illiquid secondary market. The
market
for many Derivatives is, or suddenly can become, illiquid.
Changes in liquidity may result in significant, rapid and
unpredictable changes in the prices for Derivatives.
A Fund may invest up to 5% of its assets, represented
by the premium paid, in the purchase of call and put options. A
Fund may write (i.e., sell) covered call and put option
contracts
to the extent of 20% of the value of its net assets at the time
such option contracts are written. When required by the
Securities and Exchange Commission, the Fund will set aside
permissible liquid assets in a segregated account to cover its
obligations relating to its purchase of Derivatives. To
maintain
this required cover, a Fund may have to sell portfolio
securities
at disadvantageous prices or times since it may not be possible
to liquidate a Derivative position at a reasonable price.
Derivatives may be purchased on established exchanges or through
privately negotiated transactions referred to as
over-the-counter
Derivatives. Exchange-traded Derivatives generally are
guaranteed by the clearing agency which is the issuer or
counterparty to such Derivatives. This guarantee usually is
supported by a daily payment system (i.e., margin requirements)
operated by the clearing agency in order to reduce overall
credit
risk. As a result, unless the clearing agency defaults, there
is relatively little counterparty credit risk associated with
Derivatives purchased on an exchange. By contrast, no clearing
agency guarantees over-the-counter Derivatives. Therefore, each
party to an over-the-counter Derivative bears the risk that the
counterparty will default. Accordingly, the Manager will
consider the creditworthiness of counterparties to over-the-
counter Derivatives in the same manner as it would review the
credit quality of a security to be purchased by a Fund. Over-
the-counter Derivatives are less liquid than exchange-traded
Derivatives since the other party to the transaction may be the
only investor with sufficient understanding of the Derivative to
be interested in bidding for it.
Futures Transactions--In General. (All Funds) A Fund
may enter into futures contracts in U.S. domestic markets, such
as the Chicago Board of Trade and the International Monetary
Market of the Chicago Mercantile Exchange, or, if permitted in
its Prospectus, on exchanges located outside the United States,
such as the London International Financial Futures Exchange and
the Sydney Futures Exchange Limited. Foreign markets may offer
advantages such as trading opportunities or arbitrage
possibilities not available in the United States. Foreign
markets, however, may have greater risk potential than domestic
markets. For example, some foreign exchanges are principal
markets so that no common clearing facility exists and an
investor may look only to the broker for performance of the
contract. In addition, any profits that a Fund might realize in
trading could be eliminated by adverse changes in the exchange
rate, or the Fund could incur losses as a result of those
changes. Transactions on foreign exchanges may include both
commodities which are traded on domestic exchanges and those
which are not. Unlike trading on domestic commodity exchanges,
trading on foreign commodity exchanges is not regulated by the
Commodity Futures Trading Commission.
Engaging in these transactions involves risk of loss to
a Fund which could adversely affect the value of the Fund's net
assets. Although each Fund intends to purchase or sell futures
contracts only if there is an active market for such contracts,
no assurance can be given that a liquid market will exist for
any particular contract at any particular time. Many futures
exchanges and boards of trade limit the amount of fluctuation
permitted in futures contract prices during a single trading
day.
Once the daily limit has been reached in a particular contract,
no trades may be made that day at a price beyond that limit or
trading may be suspended for specified periods during the
trading day. Futures contract prices could move to the limit
for several
consecutive trading days with little or no trading, thereby
preventing prompt liquidation of futures positions and
potentially subjecting the Fund to substantial losses.
Successful use of futures by a Fund also is subject to
the ability of the Manager to predict correctly movements in the
direction of the relevant market and, to the extent the
transaction is entered into for hedging purposes, to ascertain
the appropriate correlation between the transaction being hedged
and the price movements of the futures contract. For example,
if a Fund uses futures to hedge against the possibility of a
decline
in the market value of securities held in its portfolio and the
prices of such securities instead increase, the Fund will lose
part or all of the benefit of the increased value of securities
which it has hedged because it will have offsetting losses in
its
futures positions. Furthermore, if in such circumstances the
Fund has insufficient cash, it may have to sell securities to
meet daily variation margin requirements. A Fund may have to
sell such securities at a time when it may be disadvantageous to
do so.
Pursuant to regulations and/or published positions of
the Securities and Exchange Commission, a Fund may be required
to segregate cash or high quality money market instruments in
connection with its commodities transactions in an amount
generally equal to the value of the underlying commodity. The
segregation of such assets will have the effect of limiting a
Fund's ability otherwise to invest those assets.
Specific Futures Transactions. A Fund may purchase and sell
stock index futures contracts. A stock index future obligates a
Fund to pay or receive an amount of cash equal to a fixed dollar
amount specified in the futures contract multiplied by the
difference between the settlement price of the contract on the
contract's last trading day and the value of the index based on
the stock prices of the securities that comprise it at the
opening of trading in such securities on the next business day.
A Fund may purchase and sell currency futures. A
foreign currency future obligates the Fund to purchase or sell
an amount of a specific currency at a future date at a specific
price.
Premier Growth and Income Fund may purchase and sell
interest rate futures contracts. An interest rate future
obligates the Fund to purchase or sell an amount of a specific
debt security at a future date at a specific price.
Options--In General. (All Funds) A Fund may purchase
and write (i.e., sell) call or put options with respect to
specific securities. A call option gives the purchaser of the
option the right to buy, and obligates the writer to sell, the
underlying security or securities at the exercise price at any
time during the option period, or at a specific date.
Conversely, a put option gives the purchaser of the option the
right to sell, and obligates the writer to buy, the underlying
security or securities at the exercise price at any time during
the option period.
A covered call option written by a Fund is a call
option with respect to which the Fund owns the underlying
security or otherwise covers the transaction by segregating cash
or other securities. A put option written by a Fund is covered
when, among other things, cash or liquid securities having a
value equal to or greater than the exercise price of the option
are placed in a segregated account with the Fund's custodian to
fulfill the obligation undertaken. The principal reason for
writing covered call and put options is to realize, through the
receipt of premiums, a greater return than would be realized on
the underlying securities alone. A Fund receives a premium from
writing covered call or put options which it retains whether or
not the option is exercised.
There is no assurance that sufficient trading interest
to create a liquid secondary market on a securities exchange
will
exist for any particular option or at any particular time, and
for some options no such secondary market may exist. A liquid
secondary market in an option may cease to exist for a variety
of reasons. In the past, for example, higher than anticipated
trading activity or order flow, or other unforeseen events, at
times have rendered certain of the clearing facilities
inadequate
and resulted in the institution of special procedures, such as
trading rotations, restrictions on certain types of orders or
trading halts or suspensions in one or more options. There can
be no assurance that similar events, or events that may
otherwise
interfere with the timely execution of customers' orders, will
not recur. In such event, it might not be possible to effect
closing transactions in particular options. If, as a covered
call option writer, the Fund is unable to effect a closing
purchase transaction in a secondary market, it will not be able
to sell the underlying security until the option expires or it
delivers the underlying security upon exercise or it otherwise
covers its position.
Specific Options Transactions. A Fund may purchase and sell
call and put options in respect of specific securities (or
groups or "baskets" of specific securities) or stock indices
listed on
national securities exchanges or traded in the over-the-counter
market. An option on a stock index is similar to an option in
respect of specific securities, except that settlement does not
occur by delivery of the securities comprising the index.
Instead, the option holder receives an amount of cash if the
closing level of the stock index upon which the option is based
is greater than, in the case of a call, or less than, in the
case
of a put, the exercise price of the option. Thus, the
effectiveness of purchasing or writing stock index options will
depend upon price movements in the level of the index rather
than the price of a particular stock.
A Fund may purchase and sell call and put options on
foreign currency. These options convey the right to buy or sell
the underlying currency at a price which is expected to be lower
or higher than the spot price of the currency at the time the
option is exercised or expires.
A Fund may purchase cash-settled options on equity
index swaps in pursuit of its investment objective. Equity
index
swaps involve the exchange by the Fund with another party of
cash
flows based upon the performance of an index or a portion of an
index of securities which usually includes dividends. A cash-
settled option on a swap gives the purchaser the right, but not
the obligation, in return for the premium paid, to receive an
amount of cash equal to the value of the underlying swap as of
the exercise date. These options typically are purchased in
privately negotiated transactions from financial institutions,
including securities brokerage firms.
Successful use by a Fund of options will be subject to
the ability of the Manager to predict correctly movements in the
prices of individual stocks or the stock market generally. To
the extent such predictions are incorrect, a Fund may incur
losses.
Future Developments. A Fund may take advantage of
opportunities in the area of options and futures contracts and
options on futures contracts and any other Derivatives which are
not presently contemplated for use by the Fund or which are not
currently available but which may be developed, to the extent
such opportunities are both consistent with the Fund's
investment
objective and legally permissible for the Fund. Before entering
into such transactions or making any such investment, the Fund
will provide appropriate disclosure in its Prospectus or
Statement of Additional Information.
Forward Commitments. (All Funds) A Fund may purchase
securities on a forward commitment or when-issued basis, which
means that delivery and payment take place a number of days
after
the date of the commitment to purchase. The payment obligation
and the interest rate that will be received on a forward
commitment or when-issued security are fixed at the time the
Fund
enters into the commitment. However, a Fund does not make a
payment until it receives delivery from the other party to the
transaction. A 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. 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
commitments will be established and maintained at the Fund's
custodian bank.
Securities purchased on a forward commitment or when-
issued basis are subject to changes in value (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 a Fund to risks because they may experience such
fluctuations prior to their actual delivery. Purchasing
securities on a 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. Purchasing securities on a forward
commitment or when-issued basis when a 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.
Risk Factors
Lower Rated Securities. (Premier Growth and Income Fund only)
The Fund is permitted to invest in convertible debt securities
rated below Baa by Moody's Investors Service, Inc. ("Moody's")
and below BBB by Standard & Poor's Corporation ("S&P"), Fitch
Investors Service, Inc. ("Fitch") and Duff & Phelps Credit
Rating
Co. ("Duff" and with Moody's, S&P and Fitch, the "Rating
Agencies") and as low as Caa by Moody's or CCC by S&P, Fitch or
Duff. Such securities, though higher yielding, are
characterized
by risk. See in the Fund's Prospectus "Description of the
Fund--
Investment Considerations and Risks--Lower Rated Securities" for
a discussion of certain risks and the Appendix for a general
description of the Rating Agencies' ratings. Although ratings
may be useful in evaluating the safety of interest and principal
payments, they do not evaluate the market value risk of these
securities. The Fund will rely on the Manager's judgment,
analysis and experience in evaluating the creditworthiness of an
issuer.
Investors should be aware that the market values of
many of these securities tend to be more sensitive to economic
conditions than are higher rated securities. These securities
generally are considered by the Rating Agencies to be, on
balance, predominantly speculative with respect to capacity to
pay interest and repay principal in accordance with the terms of
the obligation and generally will involve more credit risk than
securities in the higher rating categories.
Companies that issue certain of these securities 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 the higher rated securities. For
example, during an economic downturn or a sustained period of
rising interest rates, highly leveraged issuers of these
securities may not have sufficient revenues to meet their
interest payment obligations. The issuer's ability to service
its debt obligations also may be affected adversely by specific
corporate developments, forecasts, or the unavailability of
additional financing. The risk of loss because of default by
the
issuer is significantly greater for the holders of these
securities because such securities generally are unsecured and
often are subordinated to other creditors of the issuer.
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 securities 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 securities may be particularly susceptible to
economic downturns. It is likely that an 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 securities during an initial
offering. Such securities may involve special risks because
they
are new issues. The Fund has no arrangement with any persons
concerning the acquisition of such securities, and the Manager
will review carefully the credit and other characteristics
pertinent to such new issues.
Investment Restrictions
Premier Growth and Income Fund and Premier Emerging
Markets Fund only. Each of these Funds has adopted investment
restrictions numbered 1 through 8 as fundamental policies, which
cannot be changed, as to a Fund, without approval by the holders
of a majority (as defined in the 1940 Act) of such Fund's
outstanding voting shares. Investment restrictions numbered 9
through 14 are not fundamental policies and may be changed by
vote of a majority of the Company's Board members at any time.
Neither of these Funds may:
1. Invest more than 25% of the value of its total
assets in the securities of issuers in any single industry,
provided that there shall be no limitation on the purchase of
obligations issued or guaranteed by the U.S. Government, its
agencies or instrumentalities.
2. Invest in commodities, except that the Fund may
purchase and sell options, forward contracts, futures contracts,
including those relating to indices, and options on futures
contracts or indices.
3. Purchase, hold or deal in real estate, or oil, gas
or other mineral leases or exploration or development programs,
but the Fund may purchase and sell securities that are secured
by
real estate or issued by companies that invest or deal in real
estate or real estate investment trusts.
4. Borrow money, except to the extent permitted under
the 1940 Act (which currently limits borrowing to no more than
33-1/3% of the value of the Fund's total assets). For purposes
of this Investment Restriction, the entry into options, forward
contracts, futures contracts, including those relating to
indices, and options on futures contracts or indices shall not
constitute borrowing.
5. Make loans to others, except through the purchase
of debt obligations and the entry into repurchase agreements.
However, the Fund may lend its portfolio securities in an amount
not to exceed 33-1/3% of the value of its total assets. Any
loans of portfolio securities will be made according to
guidelines established by the Securities and Exchange Commission
and the Company's Board.
6. Act as an underwriter of securities of other
issuers, except to the extent the Fund may be deemed an
underwriter under the Securities Act of 1933, as amended, by
virtue of disposing of portfolio securities.
7. Issue any senior security (as such term is defined
in Section 18(f) of the 1940 Act), except to the extent the
activities permitted in Investment Restriction Nos. 2, 4, 11 and
12 may be deemed to give rise to a senior security.
8. Purchase securities on margin, but the Fund may
make margin deposits in connection with transactions in options,
forward contracts, futures contracts, including those relating
to indices, and options on futures contracts or indices.
9. Purchase securities of any company having less than
three years' continuous operations (including operations of any
predecessor) if such purchase would cause the value of the
Fund's
investments in all such companies to exceed 5% of the value of
its total assets.
10. Invest in the securities of a company for the
purpose of exercising management or control, but the Fund will
vote the securities it owns in its portfolio as a shareholder in
accordance with its views.
11. Pledge, mortgage or hypothecate its assets, except
to the extent necessary to secure permitted borrowings and to
the extent related to the purchase of securities on a
when-issued or
forward commitment basis and the deposit of assets in escrow in
connection with writing covered put and call options and
collateral and initial or variation margin arrangements with
respect to options, forward contracts, futures contracts,
including those relating to indices, and options on futures
contracts or indices.
12. Purchase, sell or write puts, calls or
combinations thereof, except as described in the relevant Fund's
Prospectus and Statement of Additional Information.
13. Enter into repurchase agreements providing for
settlement in more than seven days after notice or purchase
securities which are illiquid, if, in the aggregate, more than
15% of the value of the Fund's net assets would be so invested.
14. Purchase securities of other investment companies,
except to the extent permitted under the 1940 Act.
Premier Capital Growth Fund only. The Fund has
adopted
investment restrictions numbered 1 through 12 as fundamental
policies, which cannot be changed without approval by the
holders
of a majority (as defined in the 1940 Act) of the Fund's
outstanding voting shares. Investment restriction number 13 is
not a fundamental policy and may be changed by vote of a
majority of the Company's Board members at any time. The Fund
may not:
1. Purchase the securities of any issuer if such
purchase would cause more than 5% of the value of its total
assets to be invested in securities of any one issuer (except
securities of the United States Government or any
instrumentality
thereof) nor purchase more than 10% of the voting securities of
any one issuer.
2. Purchase securities of any company having less than
three years' continuous operation (including operations of any
predecessors) if such purchase would cause the value of the
Fund's investments in all such companies to exceed 5% of the
value of its assets.
3. Purchase securities of other investment companies,
except as they may be acquired by purchase in the open market
involving no commissions or profits to a sponsor or dealer
(other
than the customary broker's commission) or except as they may be
acquired as part of a merger, consolidation or acquisition of
assets.
4. Purchase or retain the securities of any issuer if
those officers or directors of the Company or the Manager owning
individually more than 1/2 of 1% of the securities of such
issuer together own more than 5% of the securities of such
issuer.
5. Purchase, hold or deal in commodities or commodity
contracts, except as set forth in the Fund's Prospectus and
Statement of Additional Information, or in real estate (except
for corporate office purposes), but this shall not prohibit the
Fund from investing in marketable securities of companies
engaged in real estate activities or investments.
6. Borrow money, except to the extent permitted under
the 1940 Act (which currently limits borrowing to no more than
33-1/3% of the value of the Fund's total assets). For purposes
of this Investment Restriction, the entry into options, forward
contracts, futures contracts, including those relating to
indices, and options on futures contracts or indices shall not
constitute borrowing.
7. Lend any funds or other assets, except through the
purchase of a portion of an issue of publicly distributed bonds,
debentures or other debt securities or the purchase of bankers'
acceptances and commercial paper of corporations. However, the
Company's Board 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
collateral to the Fund and agrees to maintain such collateral so
that it amounts at all times to at least 100% of the value of
the
securities. Such security loans will not be made if, as a
result, the aggregate of such loans exceeds 10% of the value of
the Fund's total assets.
8. Act as an underwriter of securities of other
issuers.
9. Purchase from or sell to any of the Company's
officers or directors or firms of which any of them are members
any securities (other than capital stock of the Company).
10. Invest in the securities of a company for the
purpose of management or the exercise of control, but the Fund
will vote the securities it owns in its portfolio as a
shareholder in accordance with its own views.
11. Engage in the purchase and sale of put and call
options or in writing such options, except as set forth in the
Fund's Prospectus and Statement of Additional Information.
12. Concentrate its investments in any particular
industry or industries, except that the Fund may invest as much
as 25% of the value of its total assets in a single industry.
13. Pledge, mortgage or hypothecate its assets, except
to the extent necessary to secure permitted borrowings and to
the
extent related to the purchase of securities on a when-issued or
forward commitment basis and the deposit of assets in escrow in
connection with writing covered put and call options and
collateral and initial or variation margin arrangements with
respect to options, forward contracts, futures contracts,
including those relating to indices, and options on futures
contracts or indices.
Premier Capital Growth Fund also has undertaken not to
purchase warrants which, valued at the lower of cost or market,
would exceed 5% of the value of the Fund's net assets. Included
within this amount, but not to exceed 2% of the value of the
Fund's net assets, may be warrants which are not listed on the
New York or American Stock Exchange. Warrants acquired by the
Fund in units or attached to securities shall not be subject to
such percentage restriction.
If a percentage restriction is adhered to at the time
of investment, a later change in percentage resulting from a
change in values or assets will not constitute a violation of
such restriction.
Each of Premier Growth and Income Fund and Premier
Emerging Markets Fund may invest, notwithstanding any other
investment restriction (whether or not fundamental), all of its
assets in the securities of a single open-end management
investment company with substantially the same fundamental
investment objective, policies and restrictions as the Fund.
The Company may make commitments more restrictive than
the restrictions listed above so as to permit the sale of Fund
shares in certain states. Should the Company determine that a
commitment is no longer in the best interest of the Fund and its
shareholders, the Company reserves the right to revoke the
commitment by terminating the sale of such Fund's shares in the
state involved.
MANAGEMENT OF THE COMPANY
Directors and officers of the Company, 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 Company, as defined
in the 1940 Act, is indicated by an asterisk.
Directors of the Company
* JOSEPH S. DiMARTINO, Chairman of the Board. Since January
1995, Chairman of the Board of various funds in the
Dreyfus Family of Funds. For more than five years prior
thereto, he was President, a director and, until August 1994,
Chief Operating Officer of the Manager and Executive Vice
President and a director of Dreyfus Service Corporation,
a wholly-owned subsidiary of the Manager and, until August
24, 1994, the Company's distributor. From August 1994 until
December 31, 1994, he was a director of Mellon Bank
Corporation. He is also Chairman of the Board of
Directors of Noel Group, Inc., a venture capital company; a
trustee of Bucknell University; and a director of The Muscular
Dystrophy Association, HealthPlan Services Corporation,
Belding Heminway Company, Inc., a manufacturer and
marketer of industrial threads, specialty yarns, home
furnishings and fabrics, Curtis Industries, Inc., a national
distributor of security products, chemicals and automotive and
other hardware, Simmons Outdoor Corporation and Staffing
Resources, Inc. He is 51 years old and his address is
200 Park Avenue, New York, New York 10166.
*DAVID P. FELDMAN, Director. Chairman and Chief Executive
Officer of AT&T Investment Management Corporation. He is
also a trustee of Corporate Property Investors, a real
estate investment company. He is 55 years old and his
address is One Oak Way, Berkeley Heights, New Jersey
07922.
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. He is 73 years old and his
address is 133 East 64th Street, 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 56 years old and his
address is 79 John F. Kennedy Street, Cambridge,
Massachusetts 02138.
JAMES F. HENRY, Director. President of the CPR Institute for
Dispute Resolution, 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 the 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. Mr. Henry is 64 years old and his address is c/o
CPR Institute for Dispute Resolution, 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. Mrs. Jacobs is 64 years old and her address is c/o
Corporate Property Investors, 305 East 47th Street, New York,
New York 10017.
IRVING KRISTOL, Director. 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 May 1981 to
December 1994, he was a consultant to the Manager on
economic matters; from 1969 to 1988, he was Professor of
Social Thought at the Graduate School of Business
Administration, New York University; and from September
1969 to August 1979, he was Henry R. Luce Professor of Urban
Values at New York University. Mr. Kristol is 75 years
old and 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 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 producing
products for cell and molecular biology and microbiology,
and Tularik, Inc., a biotechnology company, and a general
partner of LINC Venture Lease Partners II, L.P., a
limited partnership engaged in leasing. Dr. Marks is 68 years
old and 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 LeukoSite Inc.,
a biopharmaceutical company. Dr. Peretz is 55 years old and
his address is c/o The New Republic, 1220 19th Street,
N.W., Washington, D.C. 20036.
BERT W. WASSERMAN, Director. Financial Consultant. From
January 1990 to March 1995, Executive Vice President and Chief
Financial Officer, and, from January 1990 to March 1993, a
director of Time Warner Inc; from 1981 to 1990, he was a
member of the office of the President and a director of
Warner Communications, Inc. He is also a member of the
Chemical Bank National Advisory Board and a director of
The New Germany Fund, Mountasia Entertainment International,
Inc. and the Lillian Vernon Corporation. Mr. Wasserman is
62 years old and his address is 126 East 56th Street,
Suite 12 North, New York, New York 10022-3613.
For so long as the Company's plans described in the
section captioned "Distribution Plan and Shareholder Services
Plan" remain in effect, the Board members who are not
"interested
persons" of the Company, as defined in the 1940 Act, will be
selected and nominated by the Board members who are not
"interested persons" of the Company.
The Company typically pays its Board members an annual
retainer and a per meeting fee and reimburses them for their
expenses. The Chairman of the Board receives an additional 25%
of such compensation. Emeritus Board members are entitled to
receive an annual retainer and a per meeting fee of one-half the
amount paid to them as Board members. The aggregate amount of
compensation paid to each Board member by the Company for the
fiscal year ended September 30, 1995, and by all other funds in
the Dreyfus Family of Funds for which such person is a Board
member (the number of which is set forth in parenthesis next to
each Board member's total compensation) for the year ended
December 31, 1994, were as follows:
<TABLE>
<CAPTION>
(5)
(3) Total Compensation
(2) Pension or (4) From Company and
(1) Aggregate Retirement Benefits Estimated Annual Fund Complex
Name of Board Compensation Accrued as Part of Benefits Upon Paid to Board
Member From Company* Company's Expenses Retirement Member
<S> <C> <C> <C> <C>
Joseph S. DiMartino $____ none none $445,000**(93)
David P. Feldman $____ none none $85,631(37)
John M. Fraser, Jr. $____ none none $46,766(14)
Robert R. Glauber $____ none none $79,696(20)
James F. Henry $____ none none $44,946(10)
Rosalind Gersten
Jacobs $____ none none $57,638(20)
Irving Kristol $____ none none $44,946(10)
Dr. Paul A. Marks $____ none none $44,946(10)
Dr. Martin Peretz $____ none none $44,946(10)
Bert W. Wasserman $____ none none $40,720(10)
* Amount does not include reimbursed expenses for attending Board meetings, which amounted to $____ for all Board
members as a group.
** Estimated amount for the year ending December 31, 1995.
</TABLE>
Officers of the Company
MARIE E. CONNOLLY, President and Treasurer. President and Chief
Operating Officer of the Distributor and an officer of other
investment companies advised or administered by the Manager.
From December 1991 to July 1994, she was President and Chief
Compliance Officer of Funds Distributor, Inc., the ultimate
parent of which is Boston Institutional Group, Inc. Prior
to December 1991, she served as Vice President and
Controller, and later as Senior Vice President, of The
Boston Company Advisors, Inc. She is 37 years old.
JOHN E. PELLETIER, Vice President and Secretary. Senior Vice
President and General Counsel of the Distributor and an
officer of other investment companies advised or
administered by the Manager. From February 1992 to July
1994, he served as Counsel for The Boston Company
Advisors, Inc. From August 1990 to February 1992, he was
employed as an Associate at Ropes & Gray. He is 31 years old.
FREDERICK C. DEY, Vice President and Assistant Treasurer.
Senior Vice President of the Distributor and an officer of
other investment companies advised or administered by the
Manager. From 1988 to August 1994, he was manager of the
High Performance Fabric Division of Springs Industries
Inc. He is 33 years old.
ERIC B. FISCHMAN, Vice President and Assistant Secretary.
Associate General Counsel of the Distributor and an officer
of other investment companies advised or administered by the
Manager. From September 1992 to August 1994, he was an
attorney with the Board of Governors of the Federal Reserve
System. He is 30 years old.
JOSEPH S. TOWER, III, Assistant Treasurer. Senior Vice
President, Treasurer and Chief Financial Officer of the
Distributor and an officer of other investment
companies advised or administered by the Manager. From July
1988 to August 1994, he was employed by The Boston
Company, Inc. where he held various management positions in the
Corporate Finance and Treasury areas. He is 33 years old.
JOHN J. PYBURN, Assistant Treasurer. Assistant Treasurer
of the Distributor and an officer of other investment
companies advised or administered by the Manager. From 1984
to July 1994, he was Assistant Vice President in the Mutual
Fund Accounting Department of the Manager. He is 59 years
old.
RUTH D. LEIBERT, Assistant Secretary. Assistant Vice President
of the Distributor and an officer of other investment
companies advised or administered by the Manager. From
March 1992 to July 1994, she was a Compliance Officer for
The Managers Funds, a registered investment company. From
March 1990 until September 1991, she was Development
Director of The Rockland Center for the Arts. She is 50
years old.
The address of each officer of the Company is 200
Park Avenue, New York, New York 10166.
The Company's Board members and officers, as a group,
owned less than 1% of each Fund's voting securities outstanding
on October 2, 1995.
MANAGEMENT AGREEMENT
The following information supplements and should be
read in conjunction with the section in each Fund's Prospectus
entitled "Management of the Company."
Management Agreement. The Manager provides
management services pursuant to the Management Agreement (the
"Agreement")
dated August 24, 1994, as amended ____________, 1995, with the
Company. As to each Fund, the Agreement is subject to annual
approval by (i) the Company's Board or (ii) vote of a majority
(as defined in the 1940 Act) of the outstanding voting
securities
of such Fund, provided that in either event the continuance also
is approved by a majority of the Board members who are not
"interested persons" (as defined in the 1940 Act) of the Company
or the Manager, by vote cast in person at a meeting called for
the purpose of voting on such approval. The Agreement was
approved by shareholders on ________, 1994 in respect of Premier
Capital Growth Fund and on _________, 1995 in respect of Premier
Growth and Income Fund and Premier Emerging Markets Fund, and
was
last approved by the Company's Board, including a majority of
the
Board members who are not "interested persons" of any party to
the Agreement, at a meeting held on ____________, 1995. As to
each Fund, the Agreement is terminable without penalty, on 60
days' notice, by the Company's Board or by vote of the holders
of
a majority of such Fund's shares, or, on not less than 90 days'
notice, by the Manager. The Agreement will terminate
automatically, as to the relevant Fund, in the event of its
assignment (as defined in the 1940 Act).
The following persons are officers and/or directors of
the Manager: Howard Stein, Chairman of the Board and Chief
Executive Officer; W. Keith Smith, Vice Chairman of the Board;
Robert E. Riley, President, Chief Operating Officer and a
director; Stephen E. Canter, Vice Chairman, Chief Investment
Officer and a director; Lawrence S. Kash, Vice Chairman
- --Distribution and a director; Philip L. Toia, Vice Chairman
- --Operations and Administration and a director; Barbara E.
Casey,
Vice President--Dreyfus Retirement Services; Diane M. Coffey,
Vice President--Corporate Communications; Elie M. Genadry, Vice
President--Institutional Sales; William F. Glavin, Jr., Vice
President--Corporate Development; Henry D. Gottmann, Vice
President--Retail Sales and Services; Mark N. Jacobs, Vice
President--Fund Legal and Compliance and Secretary; Daniel C.
Maclean, Vice President and General Counsel; Jeffrey N. Nachman,
Vice President--Mutual Fund Accounting; Andrew S. Wasser, Vice
President--Information Services; Katherine C. Wickham, Vice
President--Human Resources; Maurice Bendrihem, Controller;
Elvira
Oslapas, Assistant Secretary; and Mandell L. Berman, Frank V.
Cahouet, Alvin E. Friedman, Lawrence M. Greene, Julian M.
Smerling and David B. Truman, directors.
The Manager manages each Fund's investments in
accordance with the stated policies of such Fund, subject to the
approval of the Company's Board. The Manager is responsible for
investment decisions, and provides the Funds with portfolio
managers who are authorized by the Board to execute purchases
and
sales of securities. The Funds' portfolio managers are Richard
B. Hoey (with respect to Premier Capital Growth Fund and Premier
Growth and Income Fund), Thomas A. Frank (with respect to
Premier
Capital Growth Fund and Premier Growth and Income Fund), Donald
C. Geogerian (with respect to Premier Capital Growth Fund),
Michael L. Schonberg (with respect to Premier Capital Growth
Fund), Howard Stein (with respect to Premier Capital Growth Fund
and Premier Growth and Income Fund), Wolodymyr Wronskyj (with
respect to Premier Capital Growth Fund and Premier Growth and
Income Fund) and ___________ (with respect to Premier Emerging
Markets Fund). The Manager also maintains a research department
with a professional staff of portfolio managers and securities
analysts who provide research services for the Funds 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.
The Manager maintains office facilities on behalf of
the Funds, and furnishes statistical and research data, clerical
help, accounting, data processing, bookkeeping and internal
auditing and certain other required services to the Funds. The
Manager also may make such advertising and promotional
expenditures, using its own resources, as it from time to time
deems appropriate.
Expenses. All expenses incurred in the operation of
the Company are borne by the Company, except to the extent
specifically assumed by the Manager. The expenses borne by the
Company include: organizational costs, taxes, interest, loan
commitment fees, interest and distributions paid on securities
sold short, brokerage fees and commissions, if any, fees of
Board
members who are not officers, directors, employees or holders of
5% or more of the outstanding voting securities of the Manager
or
any of its affiliates, 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 maintaining the Company's
existence, costs of independent pricing services, costs
attributable to investor services (including, without
limitation,
telephone and personnel expenses), costs of preparing and
printing prospectuses and statements of additional information
for regulatory purposes and for distribution to existing
shareholders, costs of shareholders' reports and meetings, and
any extraordinary expenses. In addition, Class B and Class C
shares are subject to an annual distribution fee and Class A,
Class B and Class C shares are subject to an annual service fee.
See "Distribution Plan and Shareholder Services Plan." Expenses
attributable to a particular Fund are charged against the assets
of that Fund; other expenses of the Company are allocated among
the Funds on the basis determined by the Board, including, but
not limited to, proportionately in relation to the net assets of
each Fund.
As compensation for the Manager's services to the
Company, the Company has agreed to pay the Manager a monthly
management fee at the annual rate of .75 of 1% of the value of
Premier Capital Growth Fund's and Premier Growth and Income
Fund's average daily net assets and 1.25% of the value of
Premier
Emerging Markets Fund's average daily net assets. For the
fiscal
years ended September 30, 1993, 1994 and 1995, the management
fees paid by the Company for Premier Capital Growth Fund were
$4,191,498, $__________ and $_________, respectively.
The Manager has agreed that if in any fiscal year the
aggregate expenses of the Fund, exclusive of taxes, brokerage,
interest on borrowings and (with the prior written consent of
the
necessary state securities commissions) extraordinary expenses,
but including the management fee, exceed, with respect to Class
A of Premier Capital Growth Fund, 1-1/2% of the average value of
such Fund's net assets attributable to its Class A shares or,
with respect to each other Class of Premier Capital Growth Fund
and with respect to each other Fund, the expense limitation of
any state having jurisdiction over the Fund, the Fund may deduct
from the payment to be made to the Manager under the Agreement,
or the Manager will bear, such excess expense. Such deduction
or
payment, if any, will be estimated daily, and reconciled and
effected or paid, as the case may be, on a monthly basis.
The aggregate of the fees payable to the Manager is not
subject to reduction as the value of a Fund's net assets
increases.
PURCHASE OF SHARES
The following information supplements and should be
read in conjunction with the section in each Fund's Prospectus
entitled "How to Buy Shares."
The Distributor. The Distributor serves as each Fund's
distributor pursuant to an agreement which is renewable
annually.
The Distributor also acts as distributor for the other funds in
the Premier Family of Funds, for funds in the Dreyfus Family of
Funds and for certain other investment companies. In some
states, certain financial institutions effecting transactions in
Fund shares may be required to register as dealers pursuant to
state law.
Sales Loads--Class A. The scale of sales loads applies
to purchases of Class A shares made by any "purchaser," which
term includes an individual and/or spouse purchasing securities
for his, her or their own account or for the account of any
minor
children, or a trustee or other fiduciary purchasing securities
for a single trust estate or a single fiduciary account
(including a pension, profit-sharing or other employee benefit
trust created pursuant to a plan qualified under Section 401 of
the Internal Revenue Code of 1986, as amended (the "Code"))
although more than one beneficiary is involved; or a group of
accounts established by or on behalf of the employees of an
employer or affiliated employers pursuant to an employee benefit
plan or other program (including accounts established pursuant
to
Sections 403(b), 408(k), and 457 of the Code); or an organized
group which has been in existence for more than six months,
provided that it is not organized for the purpose of buying
redeemable securities of a registered investment company and
provided that the purchases are made through a central
administration or a single dealer, or by other means which
result in economy of sales effort or expense.
Set forth below is an example of the method of
computing the offering price of the Class A shares of Premier
Growth and Income Fund. The example assumes a purchase of Class
A shares of the Fund aggregating less than $50,000 subject to
the
schedule of sales charges set forth in the Fund's Prospectus at
a
price based upon the net asset value of Premier Growth and
Income Fund's Class A shares on __________, 1995:
Net Asset Value per Share $
Per Share Sales Charge - 4.5%
of offering price (4.7% of
net asset value per share) $
Per Share Offering Price to
the Public $
TeleTransfer Privilege. A TeleTransfer purchase order
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., each 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 the
TeleTransfer Privilege, the initial payment for purchase of
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 Shares--TeleTransfer
Privilege."
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.
DISTRIBUTION PLAN AND SHAREHOLDER SERVICES PLAN
The following information supplements and should be
read in conjunction with the section in each Fund's Prospectus
entitled "Distribution Plan and Shareholder Services Plan."
Class B and Class C shares are subject to a
Distribution Plan and Class A, Class B and Class C shares are
subject to a Shareholder Services Plan.
Distribution Plan. Rule 12b-1 (the "Rule") adopted by
the Securities and Exchange Commission under the 1940 Act
provides, among other things, that an investment company may
bear
expenses of distributing its shares only pursuant to a plan
adopted in accordance with the Rule. The Company's Board has
adopted such a plan with respect to Class B and Class C shares
(the "Plan") of each Fund pursuant to which the Company pays the
Distributor for distributing the relevant Class of shares. The
Company's Board believes that there is a reasonable likelihood
that Plan will benefit each Fund and the holders of Class B and
Class C shares.
A quarterly report of the amounts expended under the
Plan, and the purposes for which such expenditures were
incurred, must be made to the Board for its review. In
addition, the Plan
provides that it may not be amended to increase materially the
cost which holders of Class B or Class C shares may bear
pursuant
to the Plan without the approval of the holders of such Classes
and that other material amendments of the Plan must be approved
by the Company's Board and by the Board members who are not
"interested persons" (as defined in the 1940 Act) of the Company
and have no direct or indirect financial interest in the
operation of the Plan or in any agreements entered into in
connection with the Plan, by vote cast in person at a meeting
called for the purpose of considering such amendments. The Plan
is subject to annual approval by such vote of the Board members
cast in person at a meeting called for the purpose of voting on
the Plan. The Plan was so approved by the Board members at a
meeting held on , 1995. As to each Fund, the Plan may
be terminated at any time by vote of a majority of the Board
members who are not "interested persons" and have no direct or
indirect financial interest in the operation of the Plan or in
any agreements entered into in connection with the Plan or by
vote of the holders of a majority of Class B and Class C shares
of such Fund.
Shareholder Services Plan. The Company has adopted a
Shareholder Services Plan with respect to each Fund, pursuant to
which the Company pays the Distributor for the provision of
certain services to the holders of Class A, Class B and Class C
shares. Under the Shareholder Services Plan, the Distributor
may
make payments to certain securities dealers, financial
institutions and other financial industry professionals
(collectively, "Service Agents") in respect of these services.
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 Board members
for their review. In addition, the Shareholder Services Plan
provides that it may be amended only with the approval of the
Board members, and by the Board members who are neither
"interested persons" (as defined in the 1940 Act) of the Fund
nor have any direct or indirect financial interest in the
operation
of the Shareholder Services Plan or in any agreements entered
into in connection with 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 Board members cast in person
at a meeting called for the purpose of voting on the Shareholder
Services Plan. The Shareholder Services Plan was so approved on
, 1995. As to each Fund, the Shareholder Services
Plan is terminable at any time by vote of a majority of the
Board
members who are not "interested persons" and who have no direct
or indirect financial interest in the operation of the
Shareholder Services Plan or in any agreements entered into in
connection with the Shareholder Services Plan.
Prior Shareholder Services Plan. As of ______, 1995,
the Company terminated its then-existing Shareholder Services
Plan pursuant to which the Company reimbursed Dreyfus Service
Corporation certain allocated expenses of providing personal
services and/or maintaining shareholder accounts at an annual
rate of up to .25 of 1% of the value of the Premier Capital
Growth Fund's total assets. For the fiscal year ended
September 30, 1995, the Company paid Dreyfus Service Corporation
$___________ pursuant to such plan.
REDEMPTION OF SHARES
The following information supplements and should be
read in conjunction with the section in each Fund's Prospectus
entitled "How to Redeem Shares."
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 Company will
initiate payment for shares redeemed pursuant to this Privilege
on the next business day after receipt by the Transfer Agent of
the redemption request in proper form. Redemption proceeds
($1,000 minimum) 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, or to a
correspondent bank if the investor's bank is not a member of the
Federal Reserve System. 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 Code 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 transmittal 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."
TeleTransfer Privilege. Investors should be aware that
if they have selected the TeleTransfer Privilege, any request
for
a wire redemption will be effected as a 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 Shares--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 holder 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.
Redemption Commitment. The Company has committed
itself to pay in cash all redemption requests by any shareholder
of record of a Fund, limited in amount during any 90-day period
to the lesser of $250,000 or 1% of the value of such 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 reserves the right to make
payments in whole or in part in securities or other assets 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 securities are 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
period when the New York Stock Exchange is closed (other than
customary weekend and holiday closings), (b) when trading in the
markets the relevant 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 Commission 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 each Fund's Prospectus
entitled "Shareholder Services."
Fund Exchanges. Shares of any Class of the Fund may be
exchanged for shares of the respective Class of certain other
funds advised or administered by the Manager. Shares of the
same
Class of such funds purchased by exchange will be purchased on
the basis of relative 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 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.
E. Shares of funds subject to a contingent deferred sales
charge ("CDSC") that are exchanged for shares of
another fund will be subject to the higher applicable
CDSC of the two funds, and for purposes of calculating
CDSC rates and conversion periods, if any, will be
deemed to have been held since the date the shares
being exchanged were initially purchased.
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 request an exchange, the investor's Service Agent
acting on the investor's behalf must give exchange instructions
to the Transfer Agent in writing or by telephone. The ability
to
issue exchange instructions by telephone is given to all Fund
shareholders automatically, unless the investor checks the
applicable "No" box on the Account Application, indicating that
the investor specifically refuses this Privilege. By using the
Telephone Exchange Privilege, the investor authorizes the
Transfer Agent to act on telephonic instructions from any person
representing himself or herself to be the investor or a
representative of the investor's Service Agent, 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.
Exchanges of Class R shares held by a Retirement Plan
may be made only between the investor's Retirement Plan account
in one fund and such investor's Retirement Plan account in
another fund.
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
$1,000 invested among the funds in the Premier Family of Funds
or the Dreyfus Family of Funds. To exchange shares held in a
personal retirement plan account, the shares exchanged must have
a current value of at least $100.
Auto-Exchange Privilege. The Auto-Exchange Privilege
permits an investor to purchase, in exchange for shares of the
Fund, shares of the same Class of another fund in the Premier
Family of Funds or the Dreyfus Family of Funds. This Privilege
is available only for existing accounts. With respect to Class
R
shares held by a Retirement Plan, exchanges may be made only
between the investor's Retirement Plan account in one fund and
such investor's Retirement Plan account in another fund. Shares
will be exchanged on the basis of relative net asset value as
described above under "Fund Exchanges." 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 the investor's 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 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.
Fund Exchanges and the Auto-Exchange Privilege are
available to shareholders resident in any state in which shares
of the fund being acquired may legally 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 by calling 1-800-645-6561. The
Company reserves the right to reject any exchange request in
whole or in part. The Fund Exchanges service or the Auto-
Exchange Privilege may be modified or terminated at any time
upon notice to shareholders.
Automatic Withdrawal. 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 distribu-
tions, the investor's shares will be reduced and eventually may
be depleted. There is a service charge of $.50 for each with-
drawal 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.
Dividend Sweep. 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
the same Class of another fund in the Premier Family of Funds or
the Dreyfus Family of Funds of which the investor is a
shareholder. Shares of the same Class 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 CDSC
and the applicable CDSC, if any, will be imposed upon
redemption of such shares.
Corporate Pension/Profit-Sharing and Retirement Plans.
The Company makes available to corporations a variety of
prototype pension and profit-sharing plans including a 401(k)
Salary Reduction Plan. In addition, the Company makes available
Keogh Plans, IRAs, including SEP-IRAs and IRA "Rollover
Accounts," and 403(b)(7) Plans. Plan support services also are
available.
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 from the Distributor forms for
adoption of such plans.
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 $1,000 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 ordinarily $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.
Each investor should read the Prototype Retirement Plan
and the appropriate 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 each Fund's Prospectus
entitled "How to Buy Shares."
Valuation of Portfolio Securities. Each Fund's
securities, including covered call options written by a Fund,
are
valued at the last sale price on the securities exchange or
national securities market on which such securities primarily
are traded. Securities not listed on an exchange or national
securities market, or securities in which there were no
transactions, are valued at the average of the most recent bid
and asked prices, except in the case of open short positions
where the asked price is used for valuation purposes. Bid price
is used when no asked price is available. Any assets or
liabilities initially expressed in terms of foreign currency
will
be translated into U.S. dollars at the midpoint of the New York
interbank market spot exchange rate as quoted on the day of such
translation or, if no such rate is quoted on such date, such
other quoted market exchange rate as may be determined to be
appropriate by the Manager. Forward currency contracts will be
valued at the current cost of offsetting the contract. If a
Fund
has to obtain prices as of the close of trading on various
exchanges throughout the world, the calculation of net asset
value may not take place contemporaneously with the
determination
of prices of certain of the Funds' securities. Short-term
investments are carried at amortized cost, which approximates
value. Expenses and fees, including the management fee and fees
pursuant to the Shareholder Services Plan, are accrued daily and
taken into account for the purpose of determining the net asset
value of a Fund's shares.
Restricted securities, as well as securities or other
assets for which recent market quotations are not readily
available, or are not valued by a pricing service approved by
the
Board, are valued at fair value as determined in good faith by
the Board. The Board will review the method of valuation on a
current basis. In making their good faith valuation of
restricted securities, the Board members generally will take the
following factors into consideration: restricted securities
which
are, or are convertible into, securities of the same class of
securities for which a public market exists usually will be
valued at market value less the same percentage discount at
which
purchased. This discount will be revised periodically by the
Board if the Board members believe that it no longer reflects
the
value of the restricted securities. Restricted securities not
of
the same class as securities for which a public market exists
usually will be valued initially at cost. Any subsequent
adjustment from cost will be based upon considerations deemed
relevant by the Board.
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 each Fund's Prospectus
entitled "Dividends, Distributions and Taxes."
Management of the Company believes that Premier Capital
Growth Fund has qualified for the fiscal year ended September
30, 1995 as a "regulated investment company" under the Code. It
is expected that each other Fund will qualify as a regulated
investment company under the Code. Each Fund intends to
continue
to so qualify if such qualification is in the best interests of
its shareholders. As a regulated investment company, each Fund
will pay no Federal income tax on net investment income and net
realized securities gains to the extent that such income and
gains are distributed to shareholders in accordance with
applicable provisions of the Code. To qualify as a regulated
investment company, the Fund must distribute at least 90% of its
net income (consisting of net investment income and net
short-term capital gain) to its shareholders, derive less than
30% of its annual gross income from gain on the sale of
securities held for less than three months, and meet certain
asset diversification and other requirements. Accordingly, each
Fund may be restricted in the selling of securities held for
less
than three months. The Code, however, allows each Fund to net
certain offsetting positions, making it easier for each Fund to
satisfy the 30% test. The term "regulated investment company"
does not imply the supervision of management or investment
practices or policies by any government agency.
Any dividend or distribution paid shortly after an
investor's purchase may have the effect of reducing the net
asset
value of the shares below the cost of the investment. Such a
dividend or distribution would be a return of investment in an
economic sense, although taxable as stated above. In addition,
the Code provides that if a shareholder holds shares of a Fund
for six months or less 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.
Depending upon the composition of a Fund's income, the
entire amount or a portion of the dividends paid by such Fund
from net investment income may qualify for the dividends
received deduction allowable to qualifying U.S. corporate
shareholders ("dividends received deduction"). In general,
dividend income of
a Fund distributed to qualifying corporate shareholders will be
eligible for the dividends received deduction only to the extent
that such Fund's income consists of dividends paid by U.S.
corporations. However, Section 246(c) of the Code provides that
if a qualifying corporate shareholder has disposed of Fund
shares
not held for more than 46 days and has received a dividend from
net investment income with respect to such shares, the portion
designated by the Fund as qualifying for the dividends received
deduction will not be eligible for such shareholder's dividends
received deduction. In addition, the Code provides other
limitations with respect to the ability of a qualifying
corporate
shareholder to claim the dividends received deduction in
connection with holding Fund shares.
A Fund may qualify for and may make an election
permitted under Section 853 of the Code so that shareholders may
be eligible to claim a credit or deduction on their Federal
income tax returns for, and will be required to treat as part of
the amounts distributed to them, their pro rata portion of
qualified taxes paid or incurred by the Fund to foreign
countries
(which taxes relate primarily to investment income). A Fund may
make an election under Section 853, provided that more than 50%
of the value of the Fund's total assets at the close of the
taxable year consists of securities in foreign corporations, and
the Fund satisfies the applicable distribution provisions of the
Code. The foreign tax credit available to shareholders is
subject to certain limitations imposed by the Code.
Ordinarily, gains and losses realized from portfolio
transactions will be treated as capital gains and losses.
However, a portion of the gain or loss realized from the
disposition of foreign currencies (including foreign currency
denominated bank deposits) and non-U.S. dollar denominated
securities (including debt instruments and certain forward
contracts and options) may be treated as ordinary income or loss
under Section 988 of the Code. In addition, all or a portion of
any gains realized from the sale or other disposition of certain
market discount bonds will be treated as ordinary income under
Section 1276. Finally, all or a portion of the gain realized
from engaging in "conversion transactions" may be treated as
ordinary income under Section 1258. "Conversion transactions"
are defined to include certain forward, futures, option and
straddle transactions, transactions marketed or sold to produce
capital gains, or transactions described in Treasury regulations
to be issued in the future.
Under Section 1256 of the Code, any gain or loss
realized by a Fund from certain forward contracts and options
transactions will be treated as 60% long-term capital gain or
loss and 40% short-term capital gain or loss. Gain or loss will
arise upon exercise or lapse of such contracts and options as
well as from closing transactions. In addition, any such
contracts or options remaining unexercised at the end of the
Fund's taxable year will be treated as sold for their then fair
market value, resulting in additional gain or loss to such Fund
characterized in the manner described above.
Offsetting positions held by a Fund involving certain
foreign currency forward contracts or options may constitute
"straddles." "Straddles" are defined to include "offsetting
positions" in actively traded personal property. The tax
treatment of "straddles" is governed by Sections 1092 and 1258
of
the Code, which, in certain circumstances, overrides or modifies
the provisions of Sections 1256 and 988 of the Code. As such,
all or a portion of any short or long-term capital gain from
certain "straddle" transactions may be recharacterized to
ordinary income.
If a Fund were treated as entering into "straddles" by
reason of its engaging in certain forward contracts or options
transactions, such "straddles" would be characterized as "mixed
straddles" if the forward contracts or options transactions
comprising a part of such "straddles" were governed by Section
1256 of the Code. A Fund may make one or more elections with
respect to "mixed straddles." Depending on which election is
made, if any, the results to the Fund may differ. If no
election
is made, to the extent the "straddle" and conversion transaction
rules apply to positions established by the Fund, losses
realized
by the Fund will be deferred to the extent of unrealized gain in
the offsetting position. Moreover, as a result of the
"straddle"
and conversion transaction rules, short-term capital loss on
"straddle" positions may be recharacterized as long-term capital
loss, and long-term capital gains may be treated as short-term
capital gains or ordinary income.
If a Fund invests in an entity that is classified as a
"passive foreign investment company" ("PFIC") for federal income
tax purposes, the operation of certain provisions of the Code
applying to PFICs could result in the imposition of certain
federal income taxes on the Fund. In addition, gain realized
from the sale or other disposition of PFIC securities may be
treated as ordinary income under Section 1291 of the Code.
PORTFOLIO TRANSACTIONS
The Manager assumes general supervision over placing
orders on behalf of the Company for the purchase or sale of
portfolio securities. Allocation of brokerage transactions,
including their frequency, is made in the best judgment of the
Manager and in a manner deemed fair and reasonable to
shareholders. The primary consideration is prompt execution of
orders at the most favorable net price. Subject to this
consideration, the brokers selected will include those that
supplement the Manager's research facilities with statistical
data, investment information, economic facts and opinions.
Information so received is in addition to and not in lieu of
services required to be performed by the Manager and the
Manager's fees are not reduced as a consequence of the receipt
of
such supplemental information. Such information may be useful
to
the Manager in serving both the Company and other funds which it
advises and, conversely, supplemental information obtained by
the placement of business of other clients may be useful to the
Manager in carrying out its obligations to the Company.
Sales of Fund shares by a broker may be taken into
consideration, and brokers also will be selected because of
their ability to handle special executions such as are involved
in large block trades or broad distributions, provided the
primary
consideration is met. Large block trades may, in certain cases,
result from two or more funds advised or administered by the
Manager being engaged simultaneously in the purchase or sale of
the same security. Certain of the Funds' transactions in
securities of foreign issuers may not benefit from the
negotiated
commission rates available to the Funds for transactions in
securities of domestic issuers. When transactions are executed
in the over-the-counter market, each Fund will deal with the
primary market makers unless a more favorable price or execution
otherwise is obtainable. Foreign exchange transactions are made
with banks or institutions in the interbank market at prices
reflecting a mark-up or mark-down and/or commission.
Portfolio turnover may vary from year to year as well
as within a year. It is anticipated that in any fiscal year the
turnover rate of Premier Capital Growth Fund generally should
not
exceed 100% and that of each of Premier Growth and Income Fund
and Premier Emerging Markets Fund generally should not exceed
___%. In periods in which extraordinary market conditions
prevail, the Manager will not be deterred from changing a Fund's
investment strategy as rapidly as needed, in which case higher
turnover rates can be anticipated which would result in greater
brokerage expenses. The overall reasonableness of brokerage
commissions paid is evaluated by the Manager based upon its
knowledge of available information as to the general level of
commissions paid by other institutional investors for comparable
services.
In connection with its portfolio securities
transactions for the fiscal years ended September 30, 1993, 1994
and 1995, Premier Capital Growth Fund paid total brokerage
commissions of $1,050,842, $________ and $________,
respectively.
These amounts do not include gross spreads and concessions in
connection with principal transactions which, where
determinable,
totalled $1,099,649, $_______ and $______ for the fiscal years
ended September 30, 1993, 1994 and 1995, respectively. None of
the aforementioned amounts were paid to the Distributor.
PERFORMANCE INFORMATION
The following information supplements and should be
read in conjunction with the section in each Fund's Prospectus
entitled "Performance Information."
Class B, Class C and Class R of Premier Capital Growth
Fund and each Class of each other Fund had not been offered as
of the date of the financials and, therefore, no performance
data are available for such Classes.
The average annual total return of Class A of Premier
Capital Growth Fund for the 1, 5 and 10 year periods ended
September 30, 1995 was ___%, ___% and ___% respectively.
Average
annual total return is calculated by determining the ending
redeemable value of an investment purchased at net asset value
(maximum offering price in the case of Class A) per share 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. A Class' average
annual total return figures calculated in accordance with such
formula assume that in the case of Class A the maximum sales
load
has been deducted from the hypothetical initial investment at
the time of purchase or in the case of Class B or Class C the
maximum
applicable CDSC has been paid upon redemption at the end of the
period.
Total return is calculated by subtracting the amount of
the Fund's net asset value (maximum offering price in the case
of
Class A) per share at the beginning of a stated period from the
net asset value (maximum offering price in the case of Class A)
per share at the end of the period (after giving effect to the
reinvestment of dividends and distributions during the period
and
any applicable CDSC), and dividing the result by the net asset
value (maximum offering price in the case of Class A) per share
at the beginning of the period. Total return also may be
calculated based on the net asset value per share at the
beginning of the period instead of the maximum offering price
per
share at the beginning of the period for Class A shares or
without giving effect to any applicable CDSC at the end of the
period for Class B or Class C shares. In such cases, the
calculation would not reflect the deduction of the sales load
with respect to Class A shares or any applicable CDSC with
respect to Class B or Class C shares, which, if reflected, would
reduce the performance quoted. The total return of Class A of
Premier Capital Growth Fund for the period June 23, 1969 to
September 30, 1995, based on maximum offering price per share,
was ____%. Based on net asset value per share, the total return
of Class A of Premier Capital Growth Fund was _____% for this
period.
From time to time, the Company may compare a Fund's
performance against inflation with the performance of other
instruments against inflation, such as short-term Treasury Bills
(which are direct obligations of the U.S. Government) and
FDIC-insured bank money market accounts. Advertising materials
for a Fund also may refer to Morningstar ratings and related
analyses supporting the ratings.
INFORMATION ABOUT THE FUNDS
The following information supplements and should be
read in conjunction with the section in each Fund's Prospectus
entitled "General Information."
Premier Capital Growth Fund is the oldest Dreyfus fund
managed for growth of capital which has the ability to use
investment techniques such as leverage, short-selling and
options transactions.
Each Fund share has one vote and, when issued and paid
for in accordance with the terms of the offering, is fully paid
and non-assessable. Fund shares have no preemptive or
subscription rights and are freely transferable.
Rule 18f-2 under the 1940 Act provides that any matter
required to be submitted under the provisions of the 1940 Act or
applicable state law or otherwise to the holders of the
outstanding voting securities of an investment company, such as
the Company, will not be deemed to have been effectively acted
upon unless approved by the holders of a majority of the
outstanding shares of each series affected by such matter. Rule
18f-2 further provides that a series shall be deemed to be
affected by a matter unless it is clear that the interests of
each series in the matter are identical or that the matter does
not affect any interest of such series. However, the Rule
exempts the selection of independent accountants and the
election
of Board members from the separate voting requirements of the
Rule.
Each Fund will send 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, 90 Washington Street, New York,
New York 10286, is the Company's custodian. The Shareholder
Services Group, Inc., a subsidiary of First Data Corporation,
P.O. Box 9671, Providence, Rhode Island 02940-9671, is the
Company'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 each Fund or
which securities are to be purchased or sold by a Fund.
Stroock & Stroock & Lavan, 7 Hanover Square, New York,
New York 10004-2696, as counsel for the Company, has rendered
its opinion as to certain legal matters regarding the due
authorization and valid issuance of the shares being sold
pursuant to each Fund's Prospectus.
Ernst & Young LLP, 787 Seventh Avenue, New York, New
York 10019, independent auditors, have been selected as auditors
of the Company.
<PAGE>
APPENDIX
Description of S&P, Moody's, Fitch and Duff ratings:
S&P
Bond Ratings
AAA
Bonds rated AAA have the highest rating assigned by
S&P. 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 obligations 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 grade debt. 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.
CCC
Bonds rated CCC have a current identifiable
vulnerability to default and are dependent upon favorable
business, financial and economic conditions to meet timely
payments of interest and repayment of principal. In the event
of
adverse business, financial or economic conditions, they are not
likely to have the capacity to pay interest and repay principal.
S&P's letter ratings may be modified by the addition of
a plus (+) or a minus (-) sign designation, which is used to
show
relative standing within the major rating categories, except in
the AAA (Prime Grade) category.
Commercial Paper Rating
An S&P commercial paper rating is a current assessment
of the likelihood of timely payment of debt having an original
maturity of no more than 365 days. Issues assigned an A rating
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.
A-1
This designation 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 (+) designation.
A-2
Capacity for timely payment on issues with this
designation is strong. However, the relative degree of safety
is not as high as for issues designated A-1.
A-3
Issues carrying this designation have a satisfactory
capacity for timely payment. They are, however, somewhat more
vulnerable to the adverse effects of changes in circumstances
than obligations carrying the higher designations.
Moody's
Bond Ratings
Aaa
Bonds which are rated Aaa are judged to be of the best
quality. They carry the smallest degree of investment risk and
generally are 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 generally are 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 charac-
teristics 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 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.
Caa
Bonds which are rated Caa are of poor standing. Such
issues may be in default or there may be present elements of
danger with respect to principal or interest.
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 the 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.
Issuers (or related supporting institutions) rated
Prime-2 (P-2) have a strong capacity for repayment of short-term
promissory obligations. This ordinarily will be evidenced by
many of the characteristics cited above but to a lesser degree.
Earnings trends and coverage ratios, while sound, will be more
subject to variation. Capitalization characteristics, while
still appropriate, may be more affected by external conditions.
Ample alternate liquidity is maintained.
Issuers (or related supporting institutions) rated
Prime-3 (P-3) have an acceptable capacity for repayment of
short-
term promissory obligations. The effect of industry
characteristics and market composition may be more pronounced.
Variability in earnings and profitability may result in changes
in the level of debt protection measurements and the
requirements
for relatively high financial leverage. Adequate alternate
liquidity is maintained.
Fitch
Bond Ratings
The ratings represent Fitch's assessment of the
issuer's ability to meet the obligations of a specific debt
issue
or class of debt. The ratings take into consideration special
features of the issue, its relationship to other obligations of
the issuer, the current financial condition and operative
performance of the issuer and of any guarantor, as well as the
political and economic environment that might affect the
issuer's future financial strength and credit quality.
AAA
Bonds rated AAA are considered to be investment grade
and of the highest credit quality. The obligor has an
exceptionally strong ability to pay interest and repay
principal, which is unlikely to be affected by reasonably
foreseeable events.
AA
Bonds rated AA are considered to be investment grade
and of very high credit quality. The obligor's ability to pay
interest and repay principal is very strong, although not quite
as strong as bonds rated AAA. Because bonds rated in the AAA
and
AA categories are not significantly vulnerable to foreseeable
future developments, short-term debt of these issuers is
generally rated F-1+.
A
Bonds rated A are considered to be investment grade and
of high credit quality. The obligor's ability to pay interest
and repay principal is considered to be strong, but may be more
vulnerable to adverse changes in economic conditions and
circumstances than bonds with higher ratings.
BBB
Bonds rated BBB are considered to be investment grade
and of satisfactory credit quality. The obligor's ability to
pay interest and repay principal is considered to be adequate.
Adverse changes in economic conditions and circumstances,
however, are more likely to have an adverse impact on these
bonds
and, therefore, impair timely payment. The likelihood that the
ratings of these bonds will fall below investment grade is
higher than for bonds with higher ratings.
BB
Bonds rated BB are considered speculative. The
obligor's ability to pay interest and repay principal may be
affected over time by adverse economic changes. However,
business and financial alternatives can be identified which
could
assist the obligor in satisfying its debt service requirements.
B
Bonds rated B are considered highly speculative. While
bonds in this class are currently meeting debt service
requirements, the probability of continued timely payment of
principal and interest reflects the obligor's limited margin of
safety and the need for reasonable business and economic
activity throughout the life of the issue.
CCC
Bonds rated CCC have certain identifiable
characteristics, which, if not remedied, may lead to default.
The ability to meet obligations requires an advantageous
business and economic environment.
Plus (+) and minus (-) signs are used with a rating
symbol to indicate the relative position of a credit within the
rating category. Plus and minus signs, however, are not used in
the AAA category covering 12-36 months.
Short-Term Ratings
Fitch's short-term ratings apply to debt obligations
that are payable on demand or have original maturities of up to
three years, including commercial paper, certificates of
deposit, medium-term notes, and municipal and investment notes.
Although the credit analysis is similar to Fitch's bond
rating analysis, the short-term rating places greater emphasis
than bond ratings on the existence of liquidity necessary to
meet the issuer's obligations in a timely manner.
F-1+
Exceptionally Strong Credit Quality. Issues assigned
this rating are regarded as having the strongest degree of
assurance for timely payment.
F-1
Very Strong Credit Quality. Issues assigned this
rating reflect an assurance of timely payment only slightly less
in degree than issues rated F-1+.
F-2
Good Credit Quality. Issues carrying this rating have
a satisfactory degree of assurance for timely payments, but the
margin of safety is not as great as the F-1+ and F-1 categories.
Duff
Bond Ratings
AAA
Bonds rated AAA are considered highest credit quality.
The risk factors are negligible, being only slightly more than
for risk-free U.S. Treasury debt.
AA
Bonds rated AA are considered high credit quality.
Protection factors are strong. Risk is modest but may vary
slightly from time to time because of economic conditions.
A
Bonds rated A have protection factors which are average
but adequate. However, risk factors are more variable and
greater in periods of economic stress.
BBB
Bonds rated BBB are considered to have below average
protection factors but still considered sufficient for prudent
investment. There may be considerable variability in risk for
bonds in this category during economic cycles.
BB
Bonds rated BB are below investment grade but are
deemed by Duff as likely to meet obligations when due. Present
or prospective financial protection factors fluctuate according
to industry conditions or company fortunes. Overall quality may
move up or down frequently within the category.
B
Bonds rated B are below investment grade and possess
the risk that obligations will not be met when due. Financial
protection factors will fluctuate widely according to economic
cycles, industry conditions and/or company fortunes. Potential
exists for frequent changes in quality rating within this
category or into a higher or lower quality rating grade.
CCC
Bonds rated CCC are well below investment grade
securities. Such bonds may be in default or have considerable
uncertainty as to timely payment of interest, preferred
dividends
and/or principal. Protection factors are narrow and risk can be
substantial with unfavorable economic or industry conditions
and/or with unfavorable company developments.
Plus (+) and minus (-) signs are used with a rating
symbol (except AAA) to indicate the relative position of a
credit within the rating category.
Commercial Paper Rating
The rating Duff-1 is the highest commercial paper
rating assigned by Duff. Paper rated Duff-1 is regarded as
having very high certainty of timely payment with excellent
liquidity factors which are supported by ample asset protection.
Risk factors are minor. Paper rated Duff-2 is regarded as
having
good certainty of timely payment, good access to capital markets
and sound liquidity factors and company fundamentals. Risk
factors are small.
<PAGE>
[FINANCIALS TO BE PROVIDED BY AMENDMENT]
<PAGE>
PREMIER CAPITAL GROWTH FUND, INC.
PART C. OTHER INFORMATION
Item 24. Financial Statements and Exhibits
(a) Financial Statements:
Included in Part B of the Registration Statement*:
Statement of Investments -- September 30, 1995.
Statement of Financial Futures -- September 30, 1995.
Statement of Assets and Liabilities -- September 30, 1995.
Statement of Operations -- for the year ended
September 30, 1995.
Statement of Changes in Net Assets -- for each of the
two years in the period ended September 30, 1995.
Notes to Financial Statements.
Report of Ernst & Young LLP, Independent Auditors.
___________________
* To be filed by Amendment.
(b) Exhibits:
(1)(a) Articles of Amendment and Restatement.*
(b) Articles Supplementary.*
(2) By-Laws, as amended are incorporated by reference to
Exhibit (2) of Post-Effective Amendment No. 55 to the
Registration Statement on Form N-1A, filed on
December 27, 1993.
(5) Management Agreement.*
(6) Distribution Agreement is incorporated by reference
to Exhibit (6) of Post-Effective Amendment No. 56 to
the Registration Statement on Form N-1A, filed on
November 29, 1994.
(8) Amended and Restated Custody Agreement is
incorporated by reference to Exhibit (8) of Post-
Effective Amendment No. 55 to the Registration
Statement on Form N-1A, filed on December 27, 1993.
(9)(a) Shareholder Services Plan.*
(9)(b) Agreement and Articles of Merger are
incorporated by reference to Exhibit (9) of Post-Effective
Amendment No. 55 to the Registration Statement on Form N-1A,
filed on December 27, 1993.
(10) Opinion, including consent, of Stroock &
Stroock & Lavan is incorporated by reference to Exhibit (10)
of Pre-Effective Amendment No. 2 to the Registration
Statement on Form S-5, filed on June 27, 1974.
(11) Consent of Independent Auditors.*
(15) Distribution Plan.*
(16) Schedules of Computation of Performance
Data are incorporated by reference to Exhibit (16) of Post-
Effective Amendment No. 55 to the Registration
Statement on Form N-1A, filed on December 27, 1993.
(18) Rule 18f-3 Plan.*
Other Exhibits:
(a) Powers of Attorney incorporated by reference to
Other Exhibits of Post-Effective Amendment No. 26 to the
Registration Statement on Form N-1A, filed on
November 29, 1994.
(b) Assistant Secretary's Certificate incorporated by
reference to Other Exhibits of Post-Effective
Amendment No. 26 to the Registration Statement on
Form N-1A, filed on November 29, 1994.
__________________
* To be filed by Amendment.
Item 25. Persons Controlled by or Under Common Control with
Registrant
Not applicable.
Item 26. Number of Holders of Securities
<TABLE>
<CAPTION>
(2)
Number of Record
(1) Holders as of
Title of Class October 3, 1995
<S> <C>
Common Stock, par value
$1.00 per share
Premier Capital Growth Fund
Class A 36,100
Class B __
Class C __
Class R __
Premier Growth and Income Fund
Class A __
Class B __
Class C __
Class R __
Premier Emerging Markets Fund
Class A __
Class B __
Class C __
Class R __
</TABLE>
Item 27. Indemnification
The Statement as to the general effect of any contract,
arrangements or statute under which a director, officer,
underwriter of affiliated person of the Registrant is insured or
indemnified in any
manner against any liability which may be incurred in such
capacity,
other than insurance provided by any director, officer,
underwriter or
affiliated person for its own protection, is incorporated by
reference
to Item 4 of Part II of Post-Effective Amendment No. 35 to the
Registration Statement on Form N-1A, filed on January 29, 1982.
Reference also is made to the Distribution Agreement filed as
Exhibit 6.
Item 28. Business and Other Connections of Investment Adviser
The Dreyfus Corporation ("Dreyfus") and its
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.
<TABLE>
<CAPTION>
Officers and Directors of Dreyfus
Name and Position with
Dreyfus Other Businesses
<S> <C>
MANDELL L. BERMAN Real estate consultant and private
Director investor
29100 Northwestern Highway--Suite 370
Southfield, Michigan 48034;
Past Chairman of the Board of Trustees of
Skillman Foundation;
Member of the Board of Vintners
International
FRANK V. CAHOUET Chairman of the Board, President and
Director Chief Executive Officer:
Mellon Bank Corporation
One Mellon Bank Center
Pittsburgh, Pennsylvania 15258;
Mellon Bank, N.A.
One Mellon Bank Center
Pittsburgh, Pennsylvania 15258;
Director:
Avery Dennison Corporation
150 North Orange Grove Boulevard
Pasadena, California 91103;
Saint-Gobain Corporation
750 East Swedesford Road
Valley Forge, Pennsylvania 19482;
Teledyne, Inc.
1901 Avenue of the Stars
Los Angeles, California 90067
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.**
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:
Chairman of the Board Dreyfus Acquisition Corporation*;
and Chief Executive The Dreyfus Consumer Credit
Officer Corporation*;
Dreyfus Management, Inc.*;
Dreyfus Service Corporation*;
Chairman of the Board and Chief Executive
Officer:
Major Trading Corporation*;
Director:
Avnet, Inc.**;
Dreyfus America Fund++++;
The Dreyfus Fund International
Limited+++++;
Dreyfus Partnership Management, Inc.*;
Dreyfus Personal Management, Inc.*;
Dreyfus Precious Metals, Inc.*;
Dreyfus Service Organization, Inc.*;
Seven Six Seven Agency, Inc.*;
World Balanced Fund+++;
Trustee:
Corporate Property Investors
New York, New York
W. KEITH SMITH Chairman and Chief Executive
Officer:
Vice Chairman of the Board The Boston Company
One Boston Place
Boston, Massachusetts 02108;
Vice Chairman of the Board:
Mellon Bank Corporation
One Mellon Bank Center
Pittsburgh, Pennsylvania 15258;
Mellon Bank, N.A.
One Mellon Bank Center
Pittsburgh, Pennsylvania 15258;
Director:
Dentsply International, Inc.
570 West College Avenue
York, Pennsylvania 17405
ROBERT E. RILEY Director:
President, Chief Dreyfus Service Corporation*;
Operating Officer and Former Executive Vice President:
a Director Prudential Investment Corporation
751 Board Street
Newark, New Jersey 07102
STEPHEN E. CANTER Former Chairman and Chief Executive
Vice Chairman, Chief Officer:
Investment Officer and Kleinwort Benson Investment
Management
a Director Americas Inc.*
LAWRENCE S. KASH Chairman, President and Chief
Vice Chairman--Distribution Executive Officer:
and a Director The Boston Company Advisors, Inc.
53 State Street
Exchange Place
Boston, Massachusetts 02109;
Executive Vice President and Director:
Dreyfus Service Organization, Inc.*;
Director:
The Dreyfus Consumer Credit
Corporation*;
The Dreyfus Trust Company++;
Dreyfus Service Corporation*;
President:
The Boston Company
One Boston Place
Boston, Massachusetts 02108;
Laurel Capital Advisors
One Mellon Bank Center
Pittsburgh, Pennsylvania 15258;
Boston Group Holdings, Inc.;
Executive Vice President:
Mellon Bank, N.A.
One Mellon Bank Center
Pittsburgh, Pennsylvania 15258;
Boston Safe Deposit & Trust
One Boston Place
Boston, Massachusetts 02108
LAWRENCE M. GREENE Director:
Director Dreyfus America Fund++++
JULIAN M. SMERLING None
Director
PHILIP L. TOIA Chairman of the Board and Trust
Vice Chairman-- Investment Officer:
Operations and The Dreyfus Trust Company++;
Administration Chairman of the Board and Chief
and a Director Executive Officer:
Major Trading Corporation*;
Director:
The Dreyfus Security Savings Bank,
F.S.B.+;
Dreyfus Service Corporation*;
Seven Six Seven Agency, Inc.*;
President and Director:
Dreyfus Acquisition Corporation*;
The Dreyfus Consumer Credit
Corporation*;
Dreyfus-Lincoln, Inc.*;
Dreyfus Management, Inc.*;
Dreyfus Personal Management, Inc.*;
Dreyfus Partnership Management, Inc.+;
Dreyfus Service Organization*;
The Truepenny Corporation*;
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
BARBARA E. CASEY President:
Vice President-- Dreyfus Retirement Services
Division;
Dreyfus Retirement Executive Vice President:
Services Boston Safe Deposit & Trust Co.
One Boston Place
Boston, Massachusetts 02108
DIANE M. COFFEY None
Vice President--
Corporate Communications
ELIE M. GENADRY President:
Vice President-- Institutional Services Division of
Institutional Sales Dreyfus 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.*;
Vice President:
The Dreyfus Trust Company++
HENRY D. GOTTMANN Executive Vice President:
Vice President--Retail Dreyfus Service Corporation*;
Sales and Service Vice President:
Dreyfus Precious Metals*
DANIEL C. MACLEAN Director, Vice President and
Secretary:
Vice President and Dreyfus Precious Metals, Inc.*;
General Counsel Director and Vice President:
The Dreyfus Consumer Credit
Corporation*;
Director and Secretary:
Dreyfus Partnership Management, Inc.*;
Major Trading Corporation*;
The Truepenny Corporation+;
Director:
The Dreyfus Trust Company++;
Secretary:
Seven Six Seven Agency, Inc.*
JEFFREY N. NACHMAN None
Vice President--Mutual
Fund Accounting
KATHERINE C. WICKHAM Formerly, Assistant Commissioner:
Vice President-- Department of Parks and Recreation
of
Human Resources the City of New York
830 Fifth Avenue
New York, New York 10022
WILLIAM F. GLAVIN, JR. Senior Vice President:
Vice President--Corporate The Boston Company Advisors, Inc.
Development 53 State Street
Exchange Place
Boston, Massachusetts 02109
ANDREW S. WASSER Vice President:
Vice President--Information Mellon Bank Corporation
Services One Mellon Bank Center
Pittsburgh, Pennsylvania 15258
MAURICE BENDRIHEM Treasurer:
Controller 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 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
Director:
Vice President-- Lion Management, Inc.*;
Legal and Secretary Secretary:
The Dreyfus Consumer Credit
Corporation*;
Dreyfus Management, Inc.*;
Assistant Secretary:
Dreyfus Service Organization, Inc.*;
Major Trading Corporation*;
The Truepenny Corporation*
ELVIRA OSLAPAS Assistant Secretary:
Assistant Secretary Dreyfus Service Corporation*;
Dreyfus Management, Inc.*;
Dreyfus Acquisition Corporation, Inc.*;
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 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 Nassau, Bahamas
Islands.
</TABLE>
Item 29. Principal Underwriters
(a) Other investment companies for which
Registrant's principal underwriter (exclusive distributor)
acts as principal underwriter or exclusive distributor:
13. Comstock Partners Strategy Fund, Inc.
14. Dreyfus A Bonds Plus, Inc.
15. Dreyfus Appreciation Fund, Inc.
16. Dreyfus Asset Allocation Fund, Inc.
17. Dreyfus Balanced Fund, Inc.
18. Dreyfus BASIC Money Market Fund, Inc.
19. Dreyfus BASIC Municipal Fund, Inc.
20. Dreyfus BASIC U.S. Government Money Market Fund
21. Dreyfus California Intermediate Municipal Bond Fund
22. Dreyfus California Tax Exempt Bond Fund, Inc.
23. Dreyfus California Tax Exempt Money Market Fund
24. Dreyfus Capital Value Fund (A Premier Fund)
25. Dreyfus Cash Management
26. Dreyfus Cash Management Plus, Inc.
27. Dreyfus Connecticut Intermediate Municipal Bond Fund
28. Dreyfus Connecticut Municipal Money Market Fund, Inc.
29. Dreyfus Edison Electric Index Fund, Inc.
30. Dreyfus Florida Intermediate Municipal Bond Fund
31. Dreyfus Florida Municipal Money Market Fund
32. Dreyfus Growth and Value Funds, Inc.
33. The Dreyfus Fund Incorporated
34. Dreyfus Global Bond Fund, Inc.
35. Dreyfus Global Growth, L.P. (A Strategic Fund)
36. Dreyfus GNMA Fund, Inc.
37. Dreyfus Government Cash Management
38. Dreyfus Growth and Income Fund, Inc.
39. Dreyfus Growth Opportunity Fund, Inc.
40. Dreyfus Institutional Money Market Fund
41. Dreyfus Institutional Short Term Treasury Fund
42. Dreyfus Insured Municipal Bond Fund, Inc.
43. Dreyfus Intermediate Municipal Bond Fund, Inc.
44. Dreyfus International Equity Fund, Inc.
45. Dreyfus International Recovery Fund, Inc.
46. Dreyfus Investors GNMA Fund
47. The Dreyfus/Laurel Funds, Inc.
48. The Dreyfus/Laurel Funds Trust
49. The Dreyfus/Laurel Tax-Free Municipal Funds
50. The Dreyfus/Laurel Investment Series
51. Dreyfus Life and Annuity Index Fund, Inc.
52. Dreyfus Lifetime Portfolios, Inc.
53. Dreyfus Liquid Assets, Inc.
54. Dreyfus Massachusetts Intermediate Municipal
Bond Fund
55. Dreyfus Massachusetts Municipal Money Market
Fund
56. Dreyfus Massachusetts Tax Exempt Bond Fund
57. Dreyfus Michigan Municipal Money Market
Fund, Inc.
58. Dreyfus Money Market Instruments, Inc.
59. Dreyfus Municipal Bond Fund, Inc.
60. Dreyfus Municipal Cash Management Plus
61. Dreyfus Municipal Money Market Fund, Inc.
62. Dreyfus New Jersey Intermediate Municipal
Bond Fund
63. Dreyfus New Jersey Municipal Bond Fund, Inc.
64. Dreyfus New Jersey Municipal Money Market
Fund, Inc.
65. Dreyfus New Leaders Fund, Inc.
66. Dreyfus New York Insured Tax Exempt Bond Fund
67. Dreyfus New York Municipal Cash Management
68. Dreyfus New York Tax Exempt Bond Fund, Inc.
69. Dreyfus New York Tax Exempt Intermediate Bond Fund
70. Dreyfus New York Tax Exempt Money Market Fund
71. Dreyfus Ohio Municipal Money Market Fund, Inc.
72. Dreyfus 100% U.S. Treasury Intermediate Term Fund
73. Dreyfus 100% U.S. Treasury Long Term Fund
74. Dreyfus 100% U.S. Treasury Money Market Fund
75. Dreyfus 100% U.S. Treasury Short Term Fund
76. Dreyfus Pennsylvania Intermediate Municipal
Bond Fund
77. Dreyfus Pennsylvania Municipal Money Market Fund
78. Dreyfus Short-Intermediate Government Fund
79. Dreyfus Short-Intermediate Municipal Bond Fund
80. Dreyfus Short-Term Income Fund, Inc.
81. The Dreyfus Socially Responsible Growth Fund, Inc.
82. Dreyfus Strategic Growth, L.P.
83. Dreyfus Strategic Income
84. Dreyfus Strategic Investing
85. Dreyfus Tax Exempt Cash Management
86. The Dreyfus Third Century Fund, Inc.
87. Dreyfus Treasury Cash Management
88. Dreyfus Treasury Prime Cash Management
89. Dreyfus Variable Investment Fund
90. Dreyfus-Wilshire Target Funds, Inc.
91. Dreyfus Worldwide Dollar Money Market Fund,
Inc.
92. General California Municipal Bond Fund, Inc.
93. General California Municipal Money Market
Fund
94. General Government Securities Money Market
Fund, Inc.
95. General Money Market Fund, Inc.
96. General Municipal Bond Fund, Inc.
97. General Municipal Money Market Fund, Inc.
98. General New York Municipal Bond Fund, Inc.
99. General New York Municipal Money Market Fund
100. Pacifica Funds Trust--Pacific American Money Market
Portfolio, Pacific American U.S. Treasury Portfolio
101. Peoples Index Fund, Inc.
102. Peoples S&P MidCap Index Fund, Inc.
103. Premier California Municipal Bond Fund
104. Premier Equity Funds, Inc.
105. Premier Global Investing, Inc.
106. Premier GNMA Fund
107. Premier Growth Fund, Inc.
108. Premier Insured Municipal Bond Fund
109. Premier Municipal Bond Fund
110. Premier New York Municipal Bond Fund
111. Premier State Municipal Bond Fund
(b)
<TABLE>
<CAPTION>
Name and principal Positions and offices with Positions and
business address Premier Mutual offices with
Fund Services, Inc. Registrant
<S> <C> <C>
Marie E. Connolly+ Director, President, Chief
Operating Officer and
Compliance Officer President and
Treasurer
Joseph F. Tower, III+ Senior Vice President,
Treasurer and Chief
Financial Officer Assistant
Treasurer
John E. Pelletier+ Senior Vice President,
General Counsel, Secretary
and Clerk Vice President
and Secretary
Frederick C. Dey++ Senior Vice President
Vice President
and Assistant Treasurer
Eric B. Fischman++ Vice President and
Associate General Counsel Vice President
and Assistant
Secretary
Lynn H. Johnson+ Vice President None
Paul Prescott+ Assistant Vice President None
Leslie M. Gaynor+ Assistant Treasurer None
Mary Nelson+ Assistant Treasurer None
John J. Pyburn++ Assistant Treasurer Assistant
Treasurer
Jean M. O'Leary+ Assistant Secretary and
Assistant Clerk None
Ruth D. Leibert++ Assistant Vice President Assistant Secretary
John W. Gomez+ Director None
William J. Nutt+ Director None
+ Principal business address is One Exchange Place, Boston, Massa-
chusetts 02109.
++ Principal business address is 200 Park Avenue, New York, New York
10166.
</TABLE>
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
90 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
Registrant hereby undertakes
(1) to file a post-effective amendment, using financial
statements which need not be certified, within four to
six months from the effective date of Registrant's 1933
Act Registration Statement pertaining to Premier Growth
and Income Fund and Premier Emerging Markets Fund.
(2) 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.
(3) 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 charge.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933
and the Investment Company Act of 1940, the Registrant 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 6th day of
October, 1995.
PREMIER CAPITAL GROWTH FUND, INC.
(Registrant)
By:/s/Marie E. Connolly*
Marie E. Connolly,
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.
<TABLE>
<CAPTION>
<S> <C> <C>
/s/Marie E. Connolly* President and Treasurer October 5, 1995
Marie E. Connolly (Principal Executive,
Financial and Accounting
Officer)
/s/Joseph S. DiMartino* Director October 5, 1995
Joseph S. DiMartino
/s/John M. Fraser, Jr.* Director October 5, 1995
John M. Fraser, Jr.
/s/David P. Feldman* Director October 5, 1995
David P. Feldman
/s/Robert R. Glauber* Director October 5, 1995
Robert R. Glauber
/s/James F. Henry* Director October 5, 1995
James F. Henry
/s/Rosalind Gersten Jacobs* Director October 5, 1995
Rosalind Gersten Jacobs
/s/Irving Kristol* Director October 5, 1995
Irving Kristol
/s/Paul A. Marks* Director October 5, 1995
Paul A. Marks*
/s/Martin Peretz* Director October 5, 1995
Martin Peretz
/s/Bert W. Wasserman* Director October 5, 1995
Bert W. Wasserman
/s/Eric B. Fischman
* By: Eric B. Fischman,
Attorney-in-Fact
</TABLE>
