DREYFUS LIQUID ASSETS INC
N-30D, 1999-08-25
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Dreyfus
Liquid Assets, Inc.
SEMIANNUAL REPORT June 30, 1999

(reg.tm)






<PAGE>

The  views  expressed herein are current to the date of this report. These views
and  the  composition  of the fund's portfolio are subject to change at any time
based on market and other conditions.

   * Not FDIC-Insured
   * Not Bank-Guaranteed
   * May Lose Value

Year 2000 Issues (Unaudited)

The fund could be adversely affected if the computer systems used by The Dreyfus
Corporation and the fund's other service providers do not properly process and
calculate date-related information from and after January 1, 2000. The Dreyfus
Corporation is working to avoid Year 2000-related problems in its systems and to
obtain assurances from other service providers that they are taking similar
steps. In addition, issuers of securities in which the fund invests may be
adversely affected by Year 2000-related problems. This could have an impact on
the value of the fund's investments and its share price.



<PAGE>

                                 Contents

                                 THE FUND
- --------------------------------------------------

                             2   Letter from the President

                             3   Discussion of Fund Performance

                             6   Statement of Investments

                            10   Statement of Assets and Liabilities

                            11   Statement of Operations

                            12   Statement of Changes in Net Assets

                            13   Financial Highlights

                            14   Notes to Financial Statements

                                 FOR MORE INFORMATION
- ---------------------------------------------------------------------------

                                 Back Cover

<PAGE>


                                                                       The Fund

                                                    Dreyfus Liquid Assets, Inc.

LETTER FROM THE PRESIDENT

Dear Shareholder:

We  are  pleased  to  present  this semiannual report for Dreyfus Liquid Assets,
Inc.,  covering the six-month period from January 1, 1999 through June 30, 1999.
Inside,  you'll find valuable information about how the fund was managed during
the  period,  including  a discussion with senior portfolio manager, Patricia A.
Larkin.

After  remaining  relatively  steady during the first quarter of 1999, yields on
money  market  securities  generally  rose  in the second quarter in response to
expectations  that  the  Federal  Reserve  Board would raise short-term interest
rates  at  their June meeting. On June 30, the Federal Reserve raised rates amid
stronger-than-expected  global and domestic economic growth. Their objective was
to forestall a potential resurgence of inflationary pressures.

We  appreciate  your confidence over the past six months, and we look forward to
your continued participation in Dreyfus Liquid Assets, Inc.

Sincerely,


Stephen E. Canter
President and Chief Investment Officer
The Dreyfus Corporation
July 15, 1999

2



<PAGE>

DISCUSSION OF FUND PERFORMANCE

Patricia A. Larkin, Senior Portfolio Manager

How did Dreyfus Liquid Assets, Inc.
perform during the period?

For  the  six-month  period  ended  June  30,  1999, Dreyfus Liquid Assets, Inc.
produced  an  annualized yield of 4.33% which, taking into account the effect of
compounding,  the  annualized  effective yield was 4.41%.(1) The fund provided a
total  return  of  2.18%(2) compared to the Lipper Money Market Instrument Funds
category average total return of 2.09% for the same period.(3)

We  attribute the fund's yield to the fact that we owned longer-term securities,
while  maintaining  an average dollar-weighted fund maturity of 90 days or less,
which  enabled us to lock in higher returns in an environment characterized, for
all but the end of the period, by declining or stable interest rates.

What is the fund's investment approach?

There  are many factors we consider in managing the fund. We closely monitor the
outlook  for  growth  and  inflation.  We  follow  overseas developments for any
influence  they  may  have  on  the domestic economy. The posture of the Federal
Reserve  Board  (the  "Fed") is a key determinant in our decision on how best to
structure the fund.

In  addition,  we actively manage the average maturity of the fund in an attempt
to  take  advantage  of  expected  interest rate changes based upon our economic
outlook.  If  we  believe  that  interest rates will fall, we typically lengthen
average maturity to lock in the then-current rates. Conversely, in a rising rate
environment,  we  typically  shorten  maturities  to  be  able  to  reinvest  at
anticipated higher rates in the future.

                                                             The Fund 3



<PAGE>

DISCUSSION OF FUND PERFORMANCE (CONTINUED)

As  a  money  market fund, the fund only buys securities rated in one of the two
highest rating categories for debt obligations, or of comparable credit quality.
The  fund must also maintain an average dollar-weighted fund maturity of 90 days
or  less  and  may buy only securities with remaining maturities of 13 months or
less.

What other factors influenced the fund's performance?

Last fall, in the wake of Asian market turmoil, the Open Market Committee of the
Fed cut short-term interest rates three times in an attempt to provide liquidity
and  improve  investor  confidence.  Since  then,  there have been concerns that
global  and  domestic  factors  might  push  the  United  States economy towards
unsustainable growth.

As of June 30, 1999, Asian economies appear to have stabilized. What's more, the
outlook  for  growth in the major industrialized nations has been improving. The
domestic  economy continued to move ahead briskly, evidenced by a strong rebound
in   manufacturing  output  that  shows  signs  of  gaining  momentum.  Consumer
confidence  was  at  a  30-year  high.  Employment was strong, with hourly wages
rising.  Despite  concerns  that  overly  rapid  economic  growth  might lead to
destructive  inflationary  pressure,  the Fed held interest rates steady through
all  but the very end of the period. Because we managed the fund at a relatively
longer  average  maturity, investors have been able to benefit from stable rates
and the Fed's long held accommodative stance during the reporting period.

What is the fund's current strategy?

Throughout  the  reporting period, as the economy showed robust growth, bond and
money  markets  anticipated  a  tightening  of  monetary policy by the Fed. Such
tightening  was  signaled by Chairman Alan Greenspan's mid-May announcement of a
shift  in policy towards a bias to increase rates. The bias changed in fact just
prior to the end of the

4
<PAGE>


reporting  period,  when  the  Fed  raised  the  target  Federal  Funds rates by
one-quarter  point  to  five  percent  with  an accompanying return to a neutral
stance  on  future Federal Funds rate movement. An initial relief rally has been
replaced by a cautious "wait and see" market view.

Over  the  reporting  period, the fund benefited from our commitment to a longer
maturity  structure.  When  rates  did  not rise as quickly as markets expected,
longer  maturities  enhanced  return. Over the past few months, however, we have
taken a somewhat less aggressive stance, slowly reducing the average maturity of
our  investments.  In  an  uncertain  market  with  the  potential  for  further
tightening,  we have adopted this approach, while still seeking opportunities to
capture additional yield as such opportunities arise.

July 15, 1999

(1)  ANNUALIZED EFFECTIVE YIELD IS BASED UPON DIVIDENDS DECLARED DAILY AND
REINVESTED DAILY. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. YIELDS
FLUCTUATE. AN INVESTMENT IN THE FUND IS NOT INSURED OR GUARANTEED BY THE FDIC OR
ANY OTHER GOVERNMENT AGENCY. ALTHOUGH THE FUND SEEKS TO PRESERVE THE VALUE OF
YOUR INVESTMENT AT $1.00 PER SHARE, IT IS POSSIBLE TO LOSE MONEY BY INVESTING IN
THE FUND.
(2)  TOTAL RETURN INCLUDES REINVESTMENT OF DIVIDENDS.
(3)  SOURCE: LIPPER ANALYTICAL SERVICES, INC.

                                                             The Fund 5

<PAGE>


STATEMENT OF INVESTMENTS
June 30, 1999 (Unaudited)
<TABLE>
- --------------------------------------------------------------------------------
                                                                                             Principal
NEGOTIABLE BANK CERTIFICATES OF DEPOSIT--15.4%                                               Amount ($)                Value ($)
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                          <C>                       <C>
Bank of America FSB
  5.12%, 11/18/99                                                                             6,000,000                5,994,545

Bankers Trust Co. (Yankee)
  4.89%, 7/23/99                                                                             20,000,000  (a)          19,999,240

Chase Manhattan Bank N.A.
  5.00%-5.19%, 7/2/99-8/3/99                                                                 51,500,000               51,509,077

Crestar Bank (Yankee)
  5.00%, 1/28/2000                                                                           50,000,000  (a)          50,000,000

First National Bank of Maryland
  5.00%-5.08%, 1/28/2000-2/14/2000                                                          105,000,000              104,986,067

First Tennessee Bank
  5.16%, 4/10/2000                                                                           30,000,000               29,991,008

Marine Midland Bank N.A.
  4.93%-4.97%, 1/19/2000-1/31/2000                                                          250,000,000              250,001,415

Michigan National Bank
  5.15%-5.71%, 3/16/2000-6/21/2000                                                           90,000,000               89,959,367

National City Bank
  4.95%, 2/1/2000                                                                            49,000,000               48,991,640

U.S. Bank N.A. Minneapolis
  5.10%-5.71%, 9/13/99-6/30/2000                                                             67,000,000               67,000,000

Union Bank of California
  4.96%-5.00%, 7/6/99-1/21/2000                                                             125,000,000              125,000,000

TOTAL NEGOTIABLE BANK CERTIFICATES OF DEPOSIT
  (cost $843,432,359)                                                                                                843,432,359
- ---------------------------------------------------------------------------------------------------------------------------------

COMMERCIAL PAPER--39.1%
- ---------------------------------------------------------------------------------------------------------------------------------

Associates First Financial Corp.
  5.60%, 7/1/99                                                                             171,000,000              171,000,000

Atlantis One Funding
  4.97%, 9/3/99                                                                              27,946,000               27,702,559

BCI Funding Corp.
  5.11%, 9/21/99                                                                            100,000,000               98,852,000

Bank of America Corp.
  5.25%, 2/11/2000                                                                           65,000,000               62,948,438

Ciesco L.P.
  5.09%, 9/10/99                                                                             10,000,000                9,900,797

DaimlerChrysler North America Holdings Corp.
  4.86%-5.13%, 7/12/99-9/15/99                                                              260,000,000              258,640,844

Deutsche Bank Financial
  5.03%-5.09%, 9/9/99-9/13/99                                                                60,000,000               59,413,800

Donaldson,Lufkin, Jenrette Inc.
  5.01%-5.22%, 8/13/99-9/20/99                                                               55,000,000               54,569,882

 6


<PAGE>



                                                                                             Principal
COMMERCIAL PAPER (CONTINUED)                                                                 Amount ($)               Value ($)
- ---------------------------------------------------------------------------------------------------------------------------------

Finova Capital Corp.
  5.00%-5.05%, 7/30/99-2/14/2000                                                            265,000,000              263,608,387

General Electric Capital Corp.
  4.91%, 9/10/99                                                                             75,000,000               74,288,521

General Electric Capital Services, Inc.
  5.00%, 9/7/99                                                                              50,000,000               49,533,444

HSBC Americas
  5.12%, 9/2/99                                                                              30,000,000               29,741,280

Heller Financial Inc.
  4.95%-5.14%, 7/12/99-8/23/99                                                              175,000,000              174,350,785

Hertz Corporation
  4.90%-4.92%, 7/8/99-7/13/99                                                               180,000,000              179,770,736

Hypovereinsbank Finance (DEL) Inc.
  4.91%, 10/12/99                                                                            50,000,000               49,314,764

Key Corp
  4.96%, 7/9/99                                                                              50,000,000               49,945,111

Lehman Brothers Holdings Inc.
  5.42%, 8/19/99                                                                             50,000,000               49,642,028

Morgan (J.P.) & Co. Inc.
  4.97%-5.17%, 10/15/99-12/10/99                                                            227,499,000              223,368,019

Prudential Funding Corp.
  5.13%, 9/28/99                                                                             10,000,000                9,875,153

Salomon Smith Barney Holdings Inc.
  5.11%, 9/3/99                                                                              10,000,000                9,910,044

Societe Generale N.A., Inc.
  5.04%, 7/2/99                                                                              30,000,000               29,995,908

Swedbank Inc.
  4.85%-4.95%, 7/7/99-10/27/99                                                              210,000,000              208,961,418

TOTAL COMMERCIAL PAPER
  (cost $2,145,333,918)                                                                                            2,145,333,918
- ---------------------------------------------------------------------------------------------------------------------------------

CORPORATE NOTES--15.7%
- ---------------------------------------------------------------------------------------------------------------------------------

Bear Stearns Companies, Inc.
  5.41%, 6/20/2000                                                                           30,000,000               30,242,808

CIT Group Holdings Inc.
  4.87%-5.00%, 9/21/99-2/24/2000                                                            197,000,000  a           196,969,726

Ford Motor Credit Corp.
  4.95%, 5/5/2000                                                                           200,000,000  (a)         200,000,000

Goldman Sachs Group L.P.
  5.00%, 1/13/2000                                                                           25,000,000  (a)          25,004,438

Heller Financial Inc.
  5.00%-5.04%, 9/8/99-6/7/2000                                                               52,000,000  (a)          52,035,405

                                                                                                     The Fund 7

<PAGE>


STATEMENT OF INVESTMENTS (Unaudited) (CONTINUED)

- ---------------------------------------------------------------------------------------------------------------------------------

                                                                                            Principal
CORPORATE NOTES (CONTINUED)                                                                 Amount ($)                Value ($)
- ---------------------------------------------------------------------------------------------------------------------------------

Key Bank N.A.
  4.87%, 9/23/99                                                                             25,000,000  (a)          24,998,877

Merrill Lynch & Co., Inc.
  4.86%-4.98%, 9/1/99-11/22/99                                                               99,850,000  (a)          99,865,800

Morgan (J.P.) & Co.
  5.03%, 2/7/2000                                                                            50,000,000               50,000,000

Paine Webber Group Inc.
  6.00%, 11/4/99                                                                             35,000,000  (a)          35,000,000

Salomon Smith Barney Holdings
  5.01%, 1/27/2000                                                                           50,000,000  (a)          50,001,418

Wells Fargo Bank N.A.
  5.03%-5.24%,3/31/2000-4/3/2000                                                            100,500,000              100,496,817

TOTAL CORPORATE NOTES
  (cost $864,615,289)                                                                                                864,615,289
- ---------------------------------------------------------------------------------------------------------------------------------

SHORT-TERM BANK NOTES--26.3%
- ---------------------------------------------------------------------------------------------------------------------------------

Bank of America
  5.12%, 2/4/2000                                                                           100,000,000              100,000,000

BankBoston N.A.
  4.93%-5.10%, 9/10/99-2/1/2000                                                              75,000,000  (a)          74,996,372

Branch Bank & Trust Co.
  4.96%, 3/1/2000                                                                            43,800,000  (a)          43,785,419

First Tennessee Bank
  5.30%, 3/3/2000                                                                            50,000,000               49,993,516

First Union National Bank
  4.86%-4.94%, 7/23/99-5/17/2000                                                            200,000,000  (a)         200,000,000

Fleet National Bank
  4.96%, 3/15/2000                                                                           60,300,000  (a)          60,274,268

Harris Trust & Savings Bank
  4.94%-5.08%, 2/17/2000-4/19/2000                                                          157,000,000  (a)         156,964,924

Huntington National Bank
  4.72%-4.96%, 3/13/2000- 7/3/2000                                                          240,000,000  (a)         239,904,606

Key Bank N.A.
  4.86%-5.17%, 9/3/99-4/14/2000                                                             200,000,000  (a)         199,958,828

LaSalle National Bank
  4.95%-5.23%, 1/25/2000-3/27/2000                                                          110,000,000              109,978,091

NationsBank N.A.
  4.87%-5.26%, 8/6/99-3/2/2000                                                              110,000,000  (a)         109,998,077

SouthTrust, Bank N.A.
  4.87%, 7/6/99                                                                             100,000,000  (a)          99,999,198

TOTAL SHORT-TERM BANK NOTES
  (cost $1,445,853,299)                                                                                            1,445,853,299


8

<PAGE>



                                                                                              Principal
U.S. TREASURY BILLS--.9%                                                                      Amount ($)              Value ($)
- ---------------------------------------------------------------------------------------------------------------------------------

 4.16%, 9/16/99
  (cost $49,572,222)                                                                         50,000,000               49,572,222
- ---------------------------------------------------------------------------------------------------------------------------------

TIME DEPOSIT--2.8%
- ---------------------------------------------------------------------------------------------------------------------------------

Republic National Bank of New York (London)
 5.13%, 7/1/99
 (cost $155,525,000)                                                                       155,525,000              155,525,000
- ---------------------------------------------------------------------------------------------------------------------------------

TOTAL INVESTMENTS (cost $5,504,332,087)                                                          100.2%            5,504,332,087

LIABILITIES, LESS CASH AND RECEIVABLES                                                             (.2%)             (13,979,157)

NET ASSETS                                                                                       100.0%            5,490,352,930

(a)  VARIABLE INTEREST RATE--SUBJECT TO PERIODIC CHANGE.

SEE NOTES TO FINANCIAL STATEMENTS
</TABLE>

                                                             The Fund 9

<PAGE>


STATEMENT OF ASSETS AND LIABILITIES
June 30, 1999 (Unaudited)

                                                            Cost          Value
- -------------------------------------------------------------------------------

ASSETS ($):
Investments in securities--See Statement of
    Investments                                    5,504,332,087  5,504,332,087
Interest receivable                                                  40,532,242
Prepaid expenses                                                        635,567

                                                                  5,545,499,896
- -------------------------------------------------------------------------------

LIABILITIES ($):
Due to The Dreyfus Corporation and affiliates                         2,527,594
Cash overdraft due to Custodian                                      12,013,394
Payable for investment securities purchased                          39,988,411
Accrued expenses                                                        617,567

                                                                     55,146,966
- -------------------------------------------------------------------------------

NET ASSETS ($)                                                    5,490,352,930
- -------------------------------------------------------------------------------

COMPOSITION OF NET ASSETS ($):
Paid-in capital                                                   5,490,346,650
Accumulated net realized gain (loss) on investments                       6,280
- -------------------------------------------------------------------------------

NET ASSETS ($)                                                    5,490,352,930
- -------------------------------------------------------------------------------

SHARES OUTSTANDING
(25 billion shares of $.10 par value Common Stock authorized)     5,491,222,018
NET ASSET VALUE, offering and redemption price per share ($)               1.00

SEE NOTES TO FINANCIAL STATEMENTS.


10

<PAGE>


STATEMENT OF OPERATIONS
Six Months Ended June 30, 1999 (Unaudited)

- -------------------------------------------------------------------------------

INVESTMENT INCOME ($):
INCOME INCOME                                                      139,709,431
EXPENSES:
Management fee-Note 2(a)                                            12,910,292
Shareholder servicing costs--Note 2(b)                               6,633,435
Prospectus and shareholders' reports                                   568,407
Custodian fees                                                         130,674
Directors' fees and expenses-Note 2(c)                                  42,460
Professional fees                                                       33,779
Registration fees                                                       19,202
Miscellaneous                                                          128,341
TOTAL EXPENSES                                                      20,466,590
INVESTMENT INCOME-NET, representing net increase in net assets
  resulting from Operations                                        119,242,841

SEE NOTES TO FINANCIAL STATEMENTS.

                                                             The Fund 11

<PAGE>


STATEMENT OF CHANGES IN NET ASSETS


                                         Six Months Ended
                                            June 30, 1999           Year Ended
                                              (Unaudited)    December 31, 1998
- -------------------------------------------------------------------------------
OPERATIONS ($):
Investment income--net                        119,242,841         245,626,593
Net realized gain (loss) on investments                -               76,661
NET INCREASE (DECREASE) IN NET ASSETS
   RESULTING FROM OPERATIONS                  119,242,841          245,703,254
- ------------------------------------------------------------------------------

DIVIDENDS TO SHAREHOLDERS FROM ($):
INVESTMENT INCOME--NET                      (119,242,841)         (245,626,593)
- -------------------------------------------------------------------------------

CAPITAL STOCK TRANSACTIONS ($1.00 PER SHARE):
Net proceeds from shares sold              13,125,281,544        18,785,165,495
Dividends reinvested                          118,966,453           245,052,633
Cost of shares redeemed                   (13,138,427,266)      (18,212,055,022)
INCREASE (DECREASE) IN NET ASSETS FROM
   CAPITAL STOCK TRANSACTIONS                 105,820,731           818,163,106
TOTAL INCREASE (DECREASE) IN NET ASSETS       105,820,731           818,239,767
- -------------------------------------------------------------------------------

NET ASSETS ($):
Beginning of Period                         5,384,532,199         4,566,292,432
END OF PERIOD                               5,490,352,930         5,384,532,199

SEE NOTES TO FINANCIAL STATEMENTS.

12


<PAGE>


FINANCIAL HIGHLIGHTS

The  following table describes the performance for the fiscal periods indicated.
Total  return  shows  how  much your investment in the fund would have increased
(or decreased) during each period, assuming you had reinvested all dividends and
distributions.  These  figures  have  been  derived  from  the  fund's financial
statements.

<TABLE>
                                         Six Months Ended
                                            June 30, 1999                           Year Ended December 31,
                                                                ----------------------------------------------------------------

                                                (Unaudited)      1998        1997          1996           1995          1994
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                       <C>                    <C>         <C>           <C>            <C>           <C>
PER SHARE DATA ($):

Net asset value,
   beginning of period                                1.00        1.00        1.00          1.00          1.00          1.00

Investment Operations:

Investment income--net                                 .021        .049        .049          .048          .053          .035

Distributions:

Dividends from investment
   income--net                                        (.021)      (.049)      (.049)        (.048)        (.053)        (.035)

Net asset value, end of period                        1.00        1.00        1.00          1.00          1.00          1.00
- ---------------------------------------------------------------------------------------------------------------------------------

TOTAL RETURN (%)                                      4.38(*)     4.97        5.04          4.91          5.45          3.53
- ---------------------------------------------------------------------------------------------------------------------------------

RATIOS/SUPPLEMENTAL DATA (%):

Ratio of expenses to average
   net assets                                         .74(*)      .74          .74           .76            .79          .76

Ratio of net investment income
   to average net assets                             4.32(*)     4.85         4.92          4.76           5.33         3.49

Decrease reflected in above
   expense ratios due to
   undertakings by the Manager                          --        .01          .01           .02             --           --

Net Assets, end of period
   ($ x 1,000)                                   5,490,353   5,381,532    4,566,292     4,714,699      4,459,938    4,863,374

(*)  ANNUALIZED.

SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>

                                                             The Fund 13

<PAGE>


NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1--Significant Accounting Policies:

Dreyfus  Liquid  Assets,  Inc.  (the  "fund") is registered under the Investment
Company  Act  of  1940,  as  amended  (the  "Act"), as  a  diversified open-end
management  investment  company.  The  fund's investment objective is to provide
investors  with  as  high  a  level  of current income as is consistent with the
preservation  of  capital. The Dreyfus Corporation (the "Manager") serves as the
fund's  investment  adviser. The Manager is a direct subsidiary of Mellon Bank,
N.A. Premier Mutual Fund Services, Inc. is the distributor of the fund's shares,
which are sold to the public without a sales charge.

It  is  the  fund's policy to maintain a continuous net asset value per share of
$1.00; the fund has adopted certain investment, portfolio valuation and dividend
and  distribution  policies  to  enable  it  to  do  so.  There is no assurance,
however,  that the fund will be able to maintain a stable net asset value of per
share $1.00.

The  fund's  statements  are  prepared  in  accordance  with generally accepted
accounting  principles  which  may  require  the use of management estimates and
assumptions.  Actual results could differ from those estimates.

(A) PORTFOLIO VALUATION: Investments in securities are valued at amortized cost,
which has been determined by the fund's Board of Directors to represent the fair
value of the fund's investments.

(B)  SECURITIES  TRANSACTIONS AND INVESTMENT INCOME: Securities transactions are
recorded  on  a  trade  date  basis.   Realized  gain  and  loss from securities
transactions  are  recorded  on  the  identified cost basis.  Interest income is
recognized on the accrual basis.  Cost of investments represents amortized cost.
Under the terms of the custody agreement, the fund received net earnings credits
of $1,484 during the period ended June 30, 1999 based on available cash balances
left  on  deposit.  Income earned under this arrangement is included in interest
income.

The  fund  may  enter  into  repurchase  agreements with financial institutions,
deemed  to  be  creditworthy  by  the  fund's  Manager, subject to the seller's
agreement to repurchase and the fund's agreement to resell.

14

<PAGE>


such securities at a mutually agreed upon price. Securities purchased subject to
repurchase  agreements  are deposited with the fund's custodian and, pursuant to
the  terms  of  the  repurchase  agreement,  must have an aggregate market value
greater  than  or  equal  to  the  repurchase price plus accrued interest at all
times.  If  the  value of the underlying securities falls below the value of the
repurchase  price  plus  accrued  interest,  the fund will require the seller to
deposit  additional  collateral  by  the  next  business day. If the request for
additional  collateral  is  not  met,  or  the seller defaults on its repurchase
obligation,  the  fund  maintains the right to sell the underlying securities at
market value and may claim any resulting loss against the seller.

(C)  DIVIDENDS  TO SHAREHOLDERS: It is the policy of the fund to declare and pay
dividends  from  investment  income-net on each business day. Dividends from net
realized  capital gain are normally declared and paid annually, but the fund may
make  distributions  on  a  more  frequent basis to comply with the distribution
requirements  of  the Internal Revenue Code of 1986, as amended (the "Code"). To
the  extent  that  net  realized  capital  gain  can  be  offset by capital loss
carryovers, if any, it is the policy of the fund not to distribute such gain.

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

At  June  30, 1999, the cost of investments for Federal income tax  purposes was
substantially  the  same  as  the cost for financial reporting purposes (see the
Statement of Investments).

NOTE 2--Management Fee and Other Transactions  with Affiliates:

(A)  Pursuant  to  a  management  agreement  ("Agreement") with the Manager, the
management  fee is based on the value of the fund's average daily net assets and
is  computed at the following annual rates:

                                                                  The Fund 15

<PAGE>


NOTES TO FINANCIAL STATEMENTS (Unaudited) (CONTINUED)

1/2  of  1%  of  the  first  $1.5 billion; 48/100ths of 1% of the next $500
million; 47/100ths of 1% of the next $500 million; and 45/100ths of 1% over $2.5
billion.  The fee is payable monthly.

The  Agreement  provides  that  if  any full fiscal year the aggregate expenses,
exclusive   of  taxes,  brokerage,  interest  on  borrowings  and  extraordinary
expenses,  exceed  1% of the value of the fund's average net assets for any full
year, the Manager will refund to the fund, or bear, the excess over 1%. However,
the  Manager had undertaken from January 1, 1999 through June 30, 1999 to reduce
the  management  fee  paid  by the fund, to the extent that the fund's aggregate
annual  expenses  (exclusive  of  certain expenses as described above) exceed an
annual  rate  of  .75 of 1% of the value of the fund's average daily net assets.
During  the  period  ended   June  30,  1999, there was no expense reimbursement
pursuant to the Agreement.

(B)  Under  the  Shareholder  Services Plan, the fund reimburses Dreyfus Service
Corporation,  a  wholly-owned subsidiary of the Manager, an amount not to exceed
an  annual rate of .25 of 1% of the value of the fund's average daily net assets
for certain allocated expenses of providing personal services and/or maintaining
shareholder  accounts.  The  services  provided  may  include  personal services
relating  to  shareholder  accounts,  such  as  answering  shareholder inquiries
regarding  the  fund  and  providing reports and other information, and services
related  to  the  maintenance  of shareholder accounts.  During the period ended
June  30,  1999,  the  fund  was  charged $3,241,879 pursuant to the Shareholder
Services Plan.

The  fund  compensates  Dreyfus Transfer, Inc., a wholly-owned subsidiary of the
Manager,   under  a  transfer  agency  agreement  for  providing  personnel  and
facilities  to  perform transfer agency services for the fund. During the period
ended  June  30,  1999, the fund was charged $2,616,913 pursuant to the transfer
agency agreement.

(C)  Each  director  who  is  not  an  "affiliated person" as defined in the Act
receives from the fund an annual fee of $6,500 and an attendance fee of $500 per
meeting.  The  Chairman  of  the  Board  receives  an  additional  25%  of  such
compensation.

16


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                                                           For More Information

                        Dreyfus Liquid Assets, Inc.
                        200 Park Avenue
                        New York, NY 10166

                        Manager

                        The Dreyfus Corporation
                        200 Park Avenue
                        New York, NY 10166

                        Custodian

                        The Bank of New York
                        90 Washington Street
                        New York, NY 10286

                        Transfer Agent &
                        Dividend Disbursing Agent

                        Dreyfus Transfer, Inc.
                        P.O. Box 9671
                        Providence, RI 02940

                        The Distributor

                        Premier Mutual Fund Services, Inc.
                        60 State Street
                        Boston, MA 02109

To obtain information:

BY TELEPHONE
Call 1-800-645-6561

BY MAIL Write to:
The Dreyfus Family of Funds
144 Glenn Curtiss Boulevard
Uniondale, NY 11556-0144

BY E-MAIL Send your request
to [email protected]

ON THE INTERNET Information
can be viewed online or
downloaded from:

http://www.dreyfus.com


(c) 1999 Dreyfus Service Corporation                                  039SA996


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