DREYFUS GROWTH OPPORTUNITY FUND INC
N-30D, 2000-04-13
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Dreyfus
Growth Opportunity
Fund, Inc.


ANNUAL REPORT February 29, 2000

(reg.tm)





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 Dreyfus and
the fund's other service providers do not properly process and calculate
date-related information from and after January 1, 2000. Dreyfus has taken steps
designed to avoid year 2000-related problems in its systems and to monitor the
readiness  of other service providers.  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.


                                 Contents

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

                             2   Letter from the President

                             3   Discussion of Fund Performance

                             6   Fund Performance

                             7   Statement of Investments

                            12   Statement of Assets and Liabilities

                            13   Statement of Operations

                            14   Statement of Changes in Net Assets

                            15   Financial Highlights

                            16   Notes to Financial Statements

                            21   Report of Independent Auditors

                            22   Important Tax Information

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

                                 Back Cover

                                                                       The Fund

                                                                        Dreyfus
                                                  Growth Opportunity Fund, Inc.

LETTER FROM THE PRESIDENT

Dear Shareholder:

We  are  pleased  to  present  this annual report for Dreyfus Growth Opportunity
Fund, Inc., covering the 12-month period from March 1, 1999 through February 29,
2000.  Inside,  you' ll find valuable information about how the fund was managed
during  the  reporting  period, including a discussion with the fund's portfolio
manager, Timothy M. Ghriskey.

The  past  year  has  been  generally  rewarding  for  investors in U.S. stocks.
Although  for  most  of  the  reporting  period,  the  market' s advance was led
primarily  by  technology stocks in a fast-growing economy, other market sectors
produced good results during the fourth quarter of 1999. As a result, by the end
of  1999,  most  major stock market indices had hit new highs, including the Dow
Jones   Industrial  Average,  the  S& P  500  Index  of  large-cap  stocks,  the
technology-heavy  Nasdaq  100 and the Russell 2000 Index of small-capitalization
stocks.

During  the first two months of 2000, however, the large-cap sector of the stock
market   corrected  substantially,  and  small-  and  mid-cap  stocks  generally
outperformed  large-capitalization  stocks.  Retail-, media- and housing-related
companies  were  particularly  hard-hit,  primarily because of their significant
exposure  to  the  adverse  effects of rising interest rates. On the other hand,
health  care  and  electric  utility  stocks have gained strength so far in 2000
after suffering declines during 1999.

We  appreciate  your  confidence over the past year, and we look forward to your
continued participation in Dreyfus Growth Opportunity Fund, Inc.

Sincerely,


Stephen E. Canter
President and Chief Investment Officer
The Dreyfus Corporation
March 23, 2000




DISCUSSION OF FUND PERFORMANCE

Timothy M. Ghriskey, Senior Portfolio Manager

How did Dreyfus Growth Opportunity Fund, Inc. perform relative to its benchmark

For  the  12-month  period  ended  February 29, 2000, Dreyfus Growth Opportunity
Fund,  Inc.  produced a total return of 16.63%.(1) This compares with the 11.73%
return  provided  by  the  fund's benchmark, the Standard & Poor's 500 Composite
Stock Price Index ("S&P 500"), for the same period.(2)

We  attribute  the  fund' s  performance to an especially strong environment for
growth  investing  during  the  past  year.  In  particular, the fund's positive
performance  can  be attributed to its technology exposure, an area in which the
portfolio benefited from some very good stock selections. The fund also realized
significant  gains  from its stock selection within the consumer staples sector.

What is the fund's investment approach?

The  fund  invests  in  growth  and  value stocks, including stocks that exhibit
characteristics  of both investment styles. We begin with a proprietary computer
model that identifies suitable candidates for the fund. We then reduce that list
of  names  by  conducting  fundamental research, and meeting with the management
teams of the remaining candidates. Specifically, we are looking for factors that
could  signal  a  rise  in the stock's price, including new products or markets,
opportunities for gaining greater market share, more effective management teams,
or  positive  changes in the company's corporate structure or market perception.

What other factors influenced the fund's performance?

As  "bottom-up"  investors,  we  choose  stocks based on their individual merits
rather  than  according  to  market or economic trends. However, we remain fully
cognizant  of  the overall economic environment, and we are aware of trends that
may affect our performance.

                                                                        The Fund


DISCUSSION OF FUND PERFORMANCE (CONTINUED)

That  said, the predominant factor positively influencing performance during the
reporting  period was the strong gains achieved by technology stocks relative to
the overall stock market. To illustrate this point more clearly, during the past
six  months  the technology-laden Nasdaq rose 71% while the Dow Jones Industrial
Average,  an  index  that  tracks  30  actively traded blue chip stocks and is a
leading   barometer   of   overall   stock   market   performance,  fell  6.4%.

We  believe  there  are several reasons for the strong gains achieved within the
technology sector during the past year. First, individual investors have shown a
preference for technology stocks, most likely due to the compelling returns they
previously  earned  from  their investments in that sector. In a momentum-driven
market,  such  as the one we've seen this past year, those stocks that performed
best  attracted  the  most  investors,  which  caused the stocks to perform even
better, causing a cyclical pattern.

Second,  media  focus  on the so-called "new economy" has heightened interest in
technology  investing.  The  new  economy is thought to be driven in part by the
revolution  in  information  technology,  which  has resulted in an even greater
interest  in  technology  stocks.  Finally, technology has largely been credited
with increasing productivity in the U.S. by allowing companies to gain access to
information  more  quickly,  which  helps  to  reduce  costs  and  inventories.

What is the fund's current strategy?

While  the  fund  is  primarily  a  large-cap fund, we are not limited to stocks
within  a  specific  market  capitalization range. As a result, we have begun to
reduce   our  exposure  to  the  largest  stocks  in  favor  of  some  mid-  and
small-capitalization  securities.  In part, this move was made in recognition of
the value and growth characteristics that we believe small-capitalization stocks
contain.  As  valuations  of  many large-cap stocks rose, the valuations of many
mid-  and  small-cap stocks fell, making them better investment opportunities in
our  view,  at  the current time. Of course, portfolio composition can change at
any time.


Furthermore, we have maintained our exposure to the technology sector, carefully
selecting  those  stocks  that we believe offer the best growth prospects at the
most  reasonable  valuations.  As of February 29, 2000, approximately 50% of the
fund'   s    total    assets    were    invested    in    technology   stocks.

March 23, 2000

(1)  TOTAL RETURN INCLUDES REINVESTMENT OF DIVIDENDS AND ANY CAPITAL GAINS PAID.
PAST PERFORMANCE IS NO GUARANTEE OF FUTURE RESULTS. SHARE PRICE AND INVESTMENT
RETURN FLUCTUATE SUCH THAT UPON REDEMPTION FUND SHARES MAY BE WORTH MORE OR LESS
THAN THEIR ORIGINAL COST.

(2)  SOURCE: LIPPER ANALYTICAL SERVICES, INC. -- REFLECTS THE REINVESTMENT OF
INCOME DIVIDENDS AND, WHERE APPLICABLE, CAPITAL GAIN DISTRIBUTIONS. THE STANDARD
& POOR'S 500 COMPOSITE STOCK PRICE INDEX ("S&P 500 INDEX") IS A WIDELY ACCEPTED,
UNMANAGED INDEX OF U.S. STOCK MARKET PERFORMANCE.

                                                             The Fund

FUND PERFORMANCE

Comparison of change in value of $10,000 investment in Dreyfus Growth
Opportunity Fund, Inc. and the Standard & Poor's 500 Composite Stock Price Inde
- --------------------------------------------------------------------------------
<TABLE>

Average Annual Total Returns AS OF 2/29/00

                                          Inception                                                                  From

                                            Date             1 Year            5 Years           10 Years          Inception
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                        <C>               <C>               <C>                <C>               <C>

FUND                                       2/4/72            16.63%            18.37%             12.68%            12.13%

((+))  SOURCE: LIPPER ANALYTICAL SERVICES, INC.
</TABLE>

PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE PERFORMANCE.

THE ABOVE GRAPH COMPARES A $10,000 INVESTMENT MADE IN DREYFUS GROWTH OPPORTUNITY
FUND, INC. ON 2/4/72 (INCEPTION DATE) TO A $10,000 INVESTMENT MADE IN THE
STANDARD & POOR'S 500 COMPOSITE STOCK PRICE INDEX ON THAT DATE.  FOR COMPARATIVE
PURPOSES, THE VALUE OF THE INDEX ON 1/31/72 IS USED AS THE BEGINNING VALUE ON
2/4/72.  ALL DIVIDENDS AND CAPITAL GAIN DISTRIBUTIONS ARE REINVESTED.

THE FUND'S PERFORMANCE SHOWN IN THE LINE GRAPH TAKES INTO ACCOUNT ALL APPLICABLE
FEES AND EXPENSES.  THE STANDARD & POOR'S 500 COMPOSITE STOCK PRICE INDEX IS A
WIDELY ACCEPTED, UNMANAGED INDEX OF OVERALL STOCK MARKET PERFORMANCE WHICH DOES
NOT TAKE INTO ACCOUNT CHARGES, FEES AND OTHER EXPENSES.  FURTHER INFORMATION
RELATING TO FUND PERFORMANCE, INCLUDING EXPENSE REIMBURSEMENTS, IF APPLICABLE,
IS CONTAINED IN THE FINANCIAL HIGHLIGHTS SECTION OF THE PROSPECTUS AND ELSEWHERE
IN THIS REPORT.




STATEMENT OF INVESTMENTS
<TABLE>

February 29, 2000

COMMON STOCKS--97.2%                                                                             Shares               Value ($)
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                               <C>                    <C>

COMMERCIAL SERVICES--.1%

McGraw-Hill Cos.                                                                                  8,200                  417,175

COMPUTER SERVICES--.5%

LSI Logic                                                                                        40,900  (a)           2,620,156

CONSUMER DURABLES--1.0%

Eastman Kodak                                                                                    12,800                  733,600

Ford Motor                                                                                       50,000                2,081,250

General Motors                                                                                   25,400                1,931,987

                                                                                                                       4,746,837

CONSUMER NON-DURABLES--4.3%

Anheuser-Busch Cos.                                                                              19,200                1,231,200

Coca-Cola                                                                                       102,600                4,969,688

Estee Lauder Cos.                                                                                51,500                2,233,812

Gillette                                                                                         44,600                1,572,150

Kimberly-Clark                                                                                   22,600                1,168,137

PepsiCo                                                                                          67,000                2,160,750

Procter & Gamble                                                                                 55,000                4,840,000

Seagram                                                                                          40,000                2,350,000

                                                                                                                      20,525,737

CONSUMER SERVICES--4.4%

CBS                                                                                              46,592  (a)           2,775,136

Cendant                                                                                         111,000  (a)           1,977,187

Comcast, Cl. A                                                                                   35,400                1,504,500

Disney (Walt)                                                                                   123,800                4,147,300

McDonald's                                                                                       55,800                1,761,188

MediaOne Group                                                                                   25,700                2,017,450

Time Warner                                                                                      52,300                4,471,650

Viacom, Cl. B                                                                                    42,500  (a)           2,369,375

                                                                                                                      21,023,786

ELECTRONIC TECHNOLOGY COMPONENTS--19.6%

Applied Materials                                                                                33,800  (a)           6,183,287

Cisco Systems                                                                                   173,600  (a)          22,947,750

Flextronics International                                                                        90,000  (a)           5,478,750

Gemstar International Group                                                                      61,800  (a)           4,689,075

Intel                                                                                           170,400               19,255,200

JDS Uniphase                                                                                     21,400                5,641,575

Lucent Technologies                                                                             161,000                9,579,500

Nortel Networks                                                                                  80,100                8,931,150

                                                                                                     The Fund

STATEMENT OF INVESTMENTS (CONTINUED)

COMMON STOCKS (CONTINUED)                                                                        Shares                 Value ($)
- ------------------------------------------------------------------------------------------------------------------------------------

ELECTRONIC TECHNOLOGY COMPONENTS (CONTINUED)

Qualcomm                                                                                         41,900  (a)           5,968,131

Texas Instruments                                                                                36,000                5,994,000

                                                                                                                      94,668,418

ELECTRONIC TECHNOLOGY HARDWARE--12.2%

Apple Computer                                                                                    6,500  (a)             745,063

Boeing                                                                                          125,400                4,624,125

Compaq Computer                                                                                  70,000                1,741,250

Dell Computer                                                                                   156,100  (a)           6,370,831

EMC                                                                                              62,500  (a)           7,437,500

Hewlett-Packard                                                                                  62,500                8,406,250

International Business Machines                                                                  73,500                7,497,000

Lexmark International Group, CL. A                                                                  700  (a)              83,475

Motorola                                                                                         43,200                7,365,600

Nokia Oyj, ADR                                                                                   23,400                4,640,512

Sun Microsystems                                                                                 96,200  (a)           9,163,050

United Technologies                                                                              20,300                1,034,031

                                                                                                                      59,108,687

ENERGY MINERALS--4.7%

Atlantic Richfield                                                                               13,200                  937,200

BP Amoco, ADS                                                                                    39,800                1,870,600

Chevron                                                                                          27,000                2,016,563

Conoco, Cl. B                                                                                    59,089                1,163,314

Exxon Mobil                                                                                     142,550               10,735,797

Royal Dutch Petroleum, ADR                                                                       90,200                4,735,500

Santa Fe International                                                                           42,700                1,224,956

                                                                                                                      22,683,930

FINANCE--9.2%

American Express                                                                                 27,800                3,730,412

American International Group                                                                     62,975                5,569,352

Bank of America                                                                                  82,000                3,777,125

Bank of New York                                                                                 46,900                1,562,356

Chase Manhattan                                                                                  51,500                4,100,687

Citigroup                                                                                       208,000               10,751,000

Goldman Sachs Group                                                                              22,200                2,053,500

Merrill Lynch                                                                                    15,200                1,558,000

Morgan (J.P.)                                                                                    11,100                1,232,100


COMMON STOCKS (CONTINUED)                                                                        Shares                 Value ($)
- ------------------------------------------------------------------------------------------------------------------------------------

FINANCE (CONTINUED)

Morgan Stanley Dean Witter & Co.                                                                 68,600                4,832,013

Schwab (Charles)                                                                                 46,000                1,923,375

UnionBanCal                                                                                      34,600                1,111,525

Wells Fargo Co.                                                                                  67,500                2,231,719

                                                                                                                      44,433,164

HEALTH SERVICES--.2%

Columbia/HCA Healthcare                                                                          50,700                  979,143

HEALTH TECHNOLOGY--7.9%

Abbott Laboratories                                                                              31,400                1,028,350

American Home Products                                                                           54,000                2,349,000

Amgen                                                                                            61,000                4,159,437

Biogen                                                                                           12,800                1,381,600

Bristol-Myers Squibb                                                                             81,700                4,641,581

Johnson & Johnson                                                                                57,200                4,104,100

Lilly (Eli)                                                                                      21,500                1,277,906

Merck & Co.                                                                                      96,000                5,910,000

Pfizer                                                                                          160,100                5,143,213

Pharmacia & Upjohn                                                                               10,700                  509,587

Schering-Plough                                                                                  59,900                2,089,013

Warner-Lambert                                                                                   35,000                2,994,688

Watson Pharmaceutical                                                                            69,900  (a)           2,796,000

                                                                                                                      38,384,475

INDUSTRIAL SERVICES--.4%

BJ Services                                                                                       1,100  (a)              62,768

Schlumberger                                                                                     23,000                1,699,125

                                                                                                                       1,761,893

NON-ENERGY MINERALS--.6%

Alcoa                                                                                            36,800                2,520,800

Weyerhaeuser                                                                                      9,600                  492,600

                                                                                                                       3,013,400

PROCESS INDUSTRIES--1.5%

Dow Chemical                                                                                      9,100                  987,350

duPont (E.I.) deNemours                                                                          42,870                2,164,935

Fort James                                                                                        8,900                  167,431

International Paper                                                                              56,300                2,072,544

PPG Industries                                                                                      900                   44,438

                                                             The Fund

STATEMENT OF INVESTMENTS (CONTINUED)

COMMON STOCKS (CONTINUED)                                                                        Shares                 Value ($)
- ------------------------------------------------------------------------------------------------------------------------------------

PROCESS INDUSTRIES (CONTINUED)

Rohm & Haas                                                                                      32,300                1,304,113

Union Carbide Corp                                                                                5,400                  289,913

                                                                                                                       7,030,724

PRODUCER MANUFACTURING--5.4%

General Electric                                                                                156,600               20,700,563

Honeywell                                                                                        31,862                1,533,359

Minnesota Mining & Manufacturing                                                                 16,700                1,471,688

Tyco International                                                                               68,700                2,606,306

                                                                                                                      26,311,916

RETAIL TRADE--5.3%

Gap                                                                                              53,150                2,567,809

Home Depot                                                                                      117,350                6,784,297

Lowes                                                                                            22,000                1,047,750

Staples                                                                                         102,600  (a)           2,770,200

Target                                                                                           18,200                1,073,800

Wal-Mart Stores                                                                                 235,600               11,470,775

                                                                                                                      25,714,631

TECHNOLOGY SERVICES--10.2%

America Online                                                                                   90,800                5,357,200

BroadVision                                                                                      24,600  (a)           6,213,038

Computer Associates International                                                                22,000                1,414,875

eBay                                                                                             10,600  (a)           1,519,775

Electronic Data Systems                                                                          39,000                2,525,250

Microsoft                                                                                       216,100  (a)          19,313,938

Oracle                                                                                          125,000                9,281,250

PSINET                                                                                           74,800  (a)           3,468,850

                                                                                                                      49,094,176

UTILITIES--9.7%

AES                                                                                              39,300  (a)           3,293,831

AT&T                                                                                            132,688                6,559,763

AT&T--Liberty Media Group, Cl. A                                                                113,000  (a)           5,904,250

BellSouth                                                                                        76,400                3,113,300

Enron                                                                                            30,000                2,070,000

GTE                                                                                              40,000                2,360,000

Global Crossing                                                                                  31,900  (a)           1,487,338

MCI WorldCom                                                                                    115,500  (a)           5,154,188

NEXTEL Communications, Cl. A                                                                     15,300  (a)           2,092,275


COMMON STOCKS (CONTINUED)                                                                        Shares                 Value ($)
- ------------------------------------------------------------------------------------------------------------------------------------

UTILITIES (CONTINUED)

NEXTLINK Communications, Cl. A                                                                   25,000  (a)           2,754,688

Qwest Communications International                                                                1,300  (a)              60,288

SBC Communications                                                                              140,170                5,326,460

Sprint (FON Group)                                                                               35,600                2,171,600

Sprint (PCS Group)                                                                               36,200  (a)           1,873,350

U S West                                                                                         35,600                2,585,450

                                                                                                                      46,806,781

TOTAL COMMON STOCKS

   (cost $335,457,068)                                                                                               469,325,029
- ------------------------------------------------------------------------------------------------------------------------------------

                                                                                              Principal
SHORT-TERM INVESTMENTS--1.0%                                                                 Amount ($)                Value ($)
- ------------------------------------------------------------------------------------------------------------------------------------

U.S TREASURY BILLS:

5.15%, 3/30/2000                                                                              1,389,000                1,383,222

5.68%, 4/27/2000                                                                              3,459,000                3,428,145

TOTAL SHORT-TERM INVESTMENTS

   (cost $4,811,129)                                                                                                   4,811,367
- ------------------------------------------------------------------------------------------------------------------------------------

TOTAL INVESTMENTS (cost $340,268,197)                                                             98.2%              474,136,396

CASH AND RECEIVABLES (NET)                                                                         1.8%                8,720,634

NET ASSETS                                                                                       100.0%              482,857,030

(A) NON-INCOME PRODUCING.

SEE NOTES TO FINANCIAL STATEMENTS.

                                                                                                                The Fund
</TABLE>


STATEMENT OF ASSETS AND LIABILITIES

February 29, 2000

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

ASSETS ($):

Investments in securities--See Statement of
Investments                                           340,268,197   474,136,396

Cash                                                                 10,920,640

Receivable for investment securities sold                             8,307,422

Receivable for shares of Common Stock subscribed                        501,266

Dividends receivable                                                    456,593

Prepaid expenses                                                         17,877

                                                                    494,340,194
- --------------------------------------------------------------------------------

LIABILITIES ($):

Due to The Dreyfus Corporation and affiliates                           358,161

Payable for investment securities purchased                          10,952,077

Payable for shares of Common Stock redeemed                              86,133

Accrued expenses                                                         86,793

                                                                     11,483,164
- --------------------------------------------------------------------------------

NET ASSETS ($)                                                      482,857,030
- --------------------------------------------------------------------------------

COMPOSITION OF NET ASSETS ($):

Paid-in capital                                                     344,244,730

Accumulated undistributed investment income--net                        411,026

Accumulated net realized gain (loss) on investments                   4,333,075

Accumulated net unrealized appreciation (depreciation)
  on investments--Note 4(b)                                         133,868,199
- --------------------------------------------------------------------------------

NET ASSETS ($)                                                      482,857,030
- --------------------------------------------------------------------------------

SHARES OUTSTANDING

(100 million shares of $.001 par value Common Stock authorized)      43,352,181

NET ASSET VALUE, offering and redemption price per share ($)              11.14

SEE NOTES TO FINANCIAL STATEMENTS.


STATEMENT OF OPERATIONS

Year Ended February 29, 2000

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

INVESTMENT INCOME ($):

INCOME:

Cash dividends (net of $38,509 foreign taxes withheld at source)     5,014,132

Interest                                                               371,513

TOTAL INCOME                                                         5,385,645

EXPENSES:

Management fee--Note 3(a)                                            3,532,518

Shareholder servicing costs--Note 3(b)                               1,083,035

Directors' fees and expenses--Note 3(c)                                 72,584

Professional fees                                                       57,008

Custodian fees--Note 3(b)                                               42,864

Registration fees                                                       34,281

Prospectus and shareholders' reports                                    29,555

Interest expense--Note 2                                                 7,905

Loan commitment fees--Note 2                                             4,016

Miscellaneous                                                           11,547

TOTAL EXPENSES                                                       4,875,313

INVESTMENT INCOME--NET                                                 510,332
- --------------------------------------------------------------------------------

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS--NOTE 4 ($):

Net realized gain (loss) on investments                             12,875,820

Net realized gain (loss) on financial futures                          669,366

NET REALIZED GAIN (LOSS)                                            13,545,186

Net unrealized appreciation (depreciation) on investments           59,520,971

NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS              73,066,157

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                73,576,489

SEE NOTES TO FINANCIAL STATEMENTS.

                                                             The Fund

STATEMENT OF CHANGES IN NET ASSETS

                                                           Year Ended
                                              ----------------------------------
                                             February 29,        February 28,
                                                     2000               1999
- --------------------------------------------------------------------------------

OPERATIONS ($):

Investment income--net                            510,332           2,995,352

Net realized gain (loss) on investments        13,545,186          69,955,132

Net unrealized appreciation (depreciation)
   on investments                              59,520,971        (26,780,009)

NET INCREASE (DECREASE) IN NET ASSETS
   RESULTING FROM OPERATIONS                  73,576,489          46,170,475
- --------------------------------------------------------------------------------

DIVIDENDS TO SHAREHOLDERS FROM ($):

Investment income--net                          (345,766)          (3,072,334)

Net realized gain on investments             (49,715,408)         (19,444,090)

TOTAL DIVIDENDS                              (50,061,174)         (22,516,424)
- --------------------------------------------------------------------------------

CAPITAL STOCK TRANSACTIONS ($):

Net proceeds from shares sold                 388,258,284         427,315,063

Dividends reinvested                           48,371,887          21,694,078

Cost of shares redeemed                     (436,480,907)        (522,033,194)

INCREASE (DECREASE) IN NET ASSETS
   FROM CAPITAL STOCK TRANSACTIONS               149,264          (73,024,053)

TOTAL INCREASE (DECREASE) IN NET ASSETS       23,664,579          (49,370,002)
- --------------------------------------------------------------------------------

NET ASSETS ($):

Beginning of Period                           459,192,451          508,562,453

END OF PERIOD                                 482,857,030          459,192,451

Undistributed investment income--net              411,026              246,460
- --------------------------------------------------------------------------------

CAPITAL SHARE TRANSACTIONS (SHARES):

Shares sold                                    36,332,414          41,353,693

Shares issued for dividends reinvested          4,694,022           2,139,455

Shares redeemed                              (40,759,872)         (50,515,617)

NET INCREASE (DECREASE) IN SHARES OUTSTANDING     266,564          (7,022,469)

SEE NOTES TO FINANCIAL STATEMENTS.


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>

                                                                                     Fiscal Year Ended February,
                                                                 -------------------------------------------------------------------
                                                                 2000           1999           1998           1997          1996
- ------------------------------------------------------------------------------------------------------------------------------------
<S>                                                             <C>            <C>            <C>             <C>            <C>

PER SHARE DATA ($):

Net asset value, beginning of period                            10.66          10.15          10.22           9.56          8.67

Investment Operations:

Investment income--net                                            .01            .07            .05            .10           .10

Net realized and unrealized
   gain (loss) on investments                                    1.65            .97           1.39           1.93          2.19

Total from Investment Operations                                 1.66           1.04           1.44           2.03          2.29

Distributions:

Dividends from investment income--net                            (.01)          (.07)          (.07)          (.09)         (.12)

Dividends from net realized gain
   on investments                                               (1.17)          (.46)         (1.22)         (1.28)         (1.26)

Dividends in excess of net realized gain
   on investments                                                  --            --            (.22)            --           (.02)

Total Distributions                                            (1.18)          (.53)          (1.51)         (1.37)         (1.40)

Net asset value, end of period                                 11.14          10.66           10.15          10.22           9.56
- ------------------------------------------------------------------------------------------------------------------------------------

TOTAL RETURN (%)                                               16.63          10.57           15.62          22.35          27.37
- ------------------------------------------------------------------------------------------------------------------------------------

RATIOS/SUPPLEMENTAL DATA (%):

Ratio of expenses to average net assets                         1.03            1.04           1.06           1.06           1.04

Ratio of net investment income
   to average net assets                                         .11             .64            .50            .91            .91

Portfolio Turnover Rate                                        86.41          162.98         112.32         137.38         268.40
- ------------------------------------------------------------------------------------------------------------------------------------

Net Assets, end of period ($ x 1,000)                        482,857         459,192        508,562        471,660        419,240

SEE NOTES TO FINANCIAL STATEMENTS.

                                                                                                      The Fund
</TABLE>

NOTES TO FINANCIAL STATEMENTS

NOTE 1--Significant Accounting Policies:

Dreyfus  Growth  Opportunity  Fund,  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  long-term  capital  growth 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 ("Mellon"), which is a
wholly-owned  subsidiary  of  Mellon  Financial Corporation. Premier Mutual Fund
Services,  Inc.  is  the distributor of the fund's shares, which are sold to the
public without a sales charge.

The  fund' s  financial  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  (including  options and
financial futures) are valued at the last sales price on the securities exchange
on  which such securities are primarily traded or at the last sales price on the
national securities market. Securities not listed on an exchange or the national
securities  market,  or  securities  for  which  there were no transactions, are
valued at the average of the most recent bid and asked prices. Bid price is used
when  no  asked  price  is  available.  Securities  for  which there are no such
valuations  are  valued  at  fair  value  as  determined in good faith under the
direction  of  the  Board  of  Directors.  Investments  denominated  in  foreign
currencies  are  translated to U.S. dollars at the prevailing rates of exchange.
Forward currency exchange contracts are valued at the forward rate.

(B) FOREIGN CURRENCY TRANSACTIONS: The fund does not isolate that portion of the
results  of  operations  resulting  from  changes  in  foreign exchange rates on
investments  from  the fluctuations arising from changes in the market prices of
securities  held.  Such  fluctuations  are  included  with  the net realized and
unrealized gain or loss from investments.


Net realized foreign exchange gains or losses arise from sales and maturities of
short-term  securities,  sales  of  foreign currencies, currency gains or losses
realized  on  securities  transactions  and the difference between the amount of
dividends,  interest  and foreign withholding taxes recorded on the fund's books
and  the  U.S.  dollar  equivalent of the amounts actually received or paid. Net
unrealized  foreign exchange gains and losses arise from changes in the value of
assets  and  liabilities  other  than  investments in securities, resulting from
changes  in exchange rates. Such gains and losses are included with net realized
and unrealized gain or loss on investments.

(C)  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. Dividend income is
recognized  on  the  ex-dividend  date  and  interest  income,  including, where
applicable,  amortization  of  discounts  on  investments,  is recognized on the
accrual  basis.  Under the terms of the custody agreement, the fund receives net
earnings credits based on available cash balances left on deposit.

(D)  DIVIDENDS  TO SHAREHOLDERS: Dividends are recorded on the ex-dividend date.
Dividends  from  investment  income-net  and 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.

(E) 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.

                                                             The Fund

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE 2--Bank Line of Credit:

The  fund  participates  with  other  Dreyfus-managed  funds  in  a $500 million
redemption  credit  facility  (the  "Facility" ) to be utilized for temporary or
emergency  purposes,  including  the  financing  of  redemptions.  In connection
therewith, the fund has agreed to pay commitment fees on its pro rata portion of
the  Facility.  Interest  is  charged  to  the fund at rates based on prevailing
market    rates    in    effect    at    the    time    of    borrowings.

The  average  daily  amount  of  borrowings  outstanding during the period ended
February  29,  2000  was  approximately $141,370 with a related weighted average
annualized interest rate of 5.59%.

NOTE 3--Management Fee and Other Transactions with Affiliates:

(A)  Pursuant  to  a  management  agreement  ("Agreement") with the Manager, the
management  fee  is computed at the annual rate of .75 of 1% of the value of the
fund' s  average daily net assets and is payable monthly. The Agreement provides
that if in any full fiscal year the aggregate expenses of the fund, exclusive of
taxes, brokerage, interest on borrowings (which in the view of Stroock, Stroock,
&  Lavan  LLP,  counsel  to  the  fund,  also includes loan commitment fees) and
extraordinary  expenses, exceed 11_2% of the average value of the fund's average
daily  net  assets, the Manager will bear such excess expense. During the period
ended  February  29,  2000,  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
February  29,  2000,  the  fund was charged $754,325 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  February 29, 2000, the fund was charged $222,768 pursuant to the transfer
agency agreement.

The  fund  compensates  Mellon under a custody agreement for providing custodial
services  for  the fund. During the period ended February 29, 2000, the fund was
charged $42,864 pursuant to the custody agreement.

(C)  Each  non-affiliated  director  is  a  board  member  of  one or more funds
comprising  a  certain group of funds ("Fund Group") within the Dreyfus complex.
Effective  January  1,  2000,  for  their  participation as a director in a Fund
Group,  the  directors  receive  an  annual fee of $40,000 each, $6,000 for each
meeting  attended  in  person and $500 for each telephonic meeting in which they
participate.  These  fees  are  allocated among the funds in the Fund Group. The
Chairman  of the Board receives an additional 25% of such compensation. Prior to
January  1, 2000, each director who was not an "affiliated person" as defined in
the  Act received from the fund an annual fee of $4,500 and an attendance fee of
$500  per  meeting. The Chairman of the Board received an additional 25% of such
compensation.

(D) During the period ended February 29, 2000, the fund incurred total brokerage
commissions  of  $701,141,  of  which  $41,742  was  paid  to  Dreyfus Brokerage
Services, a wholly-owned subsidiary of Mellon Financial Corporation.

NOTE 4--Securities Transactions:

(A)  The  aggregate  amount  of  purchases  and  sales of investment securities,
excluding  short-term  securities and financial futures, during the period ended
February 29, 2000, amounted to $396,969,391 and $453,136,171, respectively.

                                                             The Fund

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

The  fund may invest in financial futures contracts in order to gain exposure to
or  protect against changes in the market. The fund is exposed to market risk as
a  result  of  changes  in  the  value  of the underlying financial instruments.
Investments in financial futures require the fund to "mark to market" on a daily
basis,  which  reflects  the  change in the market value of the contracts at the
close  of  each day's trading. Typically, variation margin payments are received
or  made  to  reflect  daily  unrealized gains or losses. When the contracts are
closed,  the  fund recognizes a realized gain or loss. These investments require
initial  margin  deposits  with  a  custodian,  which  consist  of  cash or cash
equivalents, up to approximately 10% of the contract amount. The amount of these
deposits  is  determined by the exchange or Board of Trade on which the contract
is  traded  and  is  subject  to  change.  At  February  29, 2000, there were no
financial futures contracts outstanding.

(B) At February 29, 2000, accumulated net unrealized appreciation on investments
was  $133,868,199,  consisting of $143,695,591 gross unrealized appreciation and
$9,827,392 gross unrealized depreciation.

At  February  29,  2000, 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 5--Subsequent Event:

At  a  meeting of the fund's Board of Directors held on March 6, 2000, the Board
approved  the  termination  of  the  fund' s Distribution Agreement with Premier
Mutual  Fund  Services,  Inc.,  and  approved  a new Distribution Agreement with
Dreyfus Service Corporation. The new Distribution Agreement with Dreyfus Service
Corporation became effective on March 22, 2000.


REPORT OF INDEPENDENT AUDITORS

Shareholders and Board of Directors

Dreyfus Growth Opportunity Fund, Inc.

We  have audited the accompanying statement of assets and liabilities of Dreyfus
Growth  Opportunity  Fund,  Inc.,  including the statement of investments, as of
February  29,  2000,  and  the related statement of operations for the year then
ended,  the  statement of changes in net assets for each of the two years in the
period  then  ended,  and  financial  highlights for each of the years indicated
therein.   These   financial   statements   and  financial  highlights  are  the
responsibility  of  the  Fund' s management. Our responsibility is to express an
opinion  on  these  financial  statements  and financial highlights based on our
audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to  obtain  reasonable  assurance  about  whether  the  financial statements and
financial  highlights  are  free  of  material  misstatement.  An audit includes
examining,  on  a test basis, evidence supporting the amounts and disclosures in
the  financial  statements and the financial highlights. Our procedures included
verification  by  examination of securities held by the custodian as of February
29,   2000  and  confirmation  of  securities  not  held  by  the  custodian  by
correspondence  with  others.  An  audit  also includes assessing the accounting
principles  used  and  significant  estimates  made  by  management,  as well as
evaluating  the  overall  financial  statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

In  our  opinion,  the financial statements and financial highlights referred to
above  present  fairly,  in  all  material  respects,  the financial position of
Dreyfus  Growth  Opportunity Fund, Inc. at February 29, 2000, the results of its
operations  for  the  year then ended, the changes in its net assets for each of
the two years in the period then ended, and the financial highlights for each of
the indicated years, in conformity with accounting principles generally accepted
in the United States.


New York, New York

April 3, 2000

                                                             The Fund


IMPORTANT TAX INFORMATION (Unaudited)

For  Federal  tax  purposes  the  fund  hereby  designates $.1330 per share as a
long-term  capital gain distribution of the $.1970 per share paid on December 8,
1999  and  also  designates  $.9810  per  share  as  a  long-term  capital  gain
distribution paid on March 31, 1999.

The fund also designates 71.27% of the ordinary dividends paid during the fiscal
year  ended February 29, 2000 as qualifying for the corporate dividends received
deduction.  Shareholders  will  receive  notification  in  January  2001  of the
percentage applicable to the preparation of their 2000 income tax returns.


NOTES

                                                           For More Information

                        Dreyfus Growth Opportunity Fund, Inc.
                        200 Park Avenue
                        New York, NY 10166

                        Manager

                        The Dreyfus Corporation
                        200 Park Avenue
                        New York, NY 10166

                        Custodian

                        Mellon Bank, N.A.
                        One Mellon Bank Center
                        Pittsburgh, PA 15258

                        Transfer Agent &
                        Dividend Disbursing Agent

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

                        Distributor

                        Dreyfus Service Corporation
                        200 Park Avenue
                        New York, NY 10166



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) 2000 Dreyfus Service Corporation                                   018AR002




COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT
IN DREYFUS GROWTH OPPORTUNITY FUND, INC. AND THE
STANDARD & POOR'S 500 COMPOSITE STOCK PRICE INDEX

EXHIBIT A:

                               STANDARD
                              & POOR'S 500            DREYFUS GROWTH
   PERIOD                    COMPOSITE STOCK          OPPORTUNITY
                              PRICE INDEX *           FUND, INC.

   2/4/72                        10,000                 10,000
   2/29/72                       10,278                  9,960
   2/28/73                       11,081                  8,820
   2/28/74                        9,867                  7,160
   2/28/75                        8,771                  7,080
   2/29/76                       11,165                 10,682
   2/28/77                       11,636                 11,262
   2/28/78                       10,667                 12,211
   2/28/79                       12,440                 16,629
   2/29/80                       15,505                 26,925
   2/28/81                       18,855                 33,910
   2/28/82                       17,137                 26,074
   2/28/83                       23,716                 34,885
   2/29/84                       26,285                 39,066
   2/28/85                       31,768                 37,827
   2/28/86                       41,448                 49,397
   2/28/87                       53,679                 61,723
   2/29/88                       52,230                 61,686
   2/28/89                       58,429                 71,300
   2/28/90                       69,443                 75,369
   2/28/91                       79,610                 81,796
   2/29/92                       92,307                106,260
   2/28/93                      102,129                 98,441
   2/28/94                      110,626                109,343
   2/28/95                      118,742                107,041
   2/29/96                      159,902                136,342
   2/28/97                      201,709                166,808
   2/28/98                      272,284                192,859
   2/28/99                      326,087                213,237
   2/29/00                      364,323                248,701

*Source: Lipper Analytical Services,
Inc.



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