August 24, 1994
THE DREYFUS THIRD CENTURY FUND, INC.
SUPPLEMENT TO PROSPECTUS DATED OCTOBER 1, 1993
THE FOLLOWING ANTICIPATED CHANGES HAVE OCCURRED:
I. CONSUMMATION OF THE MERGER
THE FOLLOWING INFORMATION SUPPLEMENTS AND SUPERSEDES ANY CONTRARY
INFORMATION CONTAINED IN THE FUND'S PROSPECTUS.
On this date, the previously announced merger between The Dreyfus
Corporation ("Dreyfus") and a subsidiary of Mellon Bank Corporation
("Mellon") was completed, and as a result, Dreyfus now is a wholly-owned
subsidiary of Mellon Bank, N.A. instead of a publicly-owned corporation.
Mellon is a publicly owned multibank holding company incorporated
under Pennsylvania law in 1971 and registered under the Federal Bank Holding
Company Act of 1956, as amended. Mellon provides a comprehensive range of
financial products and services in domestic and selected international
markets. Mellon is among the twenty-five largest bank holding companies in
the United States based on total assets. Mellon's principal wholly-owned
subsidiaries are Mellon Bank, N.A., Mellon Bank (DE) National Association,
Mellon Bank (MD), The Boston Company, Inc., AFCO Credit Corporation and a
number of companies known as Mellon Financial Services Corporations. Through
its subsidiaries, Mellon managed more than $130 billion in assets as of July
31, 1994, including approximately $6 billion in mutual fund assets. As of
July 31, 1994, various subsidiaries of Mellon provided non-investment
services, such as custodial or administration services, for approximately
$747 billion in assets, including $97 billion in mutual fund assets.
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II. NEW DISTRIBUTOR
THE FOLLOWING INFORMATION SUPERSEDES AND REPLACES ANY CONTRARY
INFORMATION CONTAINED IN THE FUND'S PROSPECTUS AND SPECIFICALLY IN THE
SECTION ENTITLED "HOW TO BUY FUND SHARES."
The Fund's distributor is Premier Mutual Fund Services, Inc. (the
"Distributor"), located at One Exchange Place, Boston, Massachusetts 02109.
The Distributor is a wholly-owned subsidiary of Institutional Administration
Services, Inc., a provider of mutual fund administration services, the parent
company of which is Boston Institutional Group, Inc.
Accordingly, references in the Prospectus to Dreyfus Service
Corporation as the Fund's distributor should be substituted with Premier
Mutual Fund Services, Inc.
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III.RESULTS OF FUND SHAREHOLDER VOTE
THE FOLLOWING INFORMATION SUPPLEMENTS AND SUPERSEDES ANY CONTRARY
INFORMATION CONTAINED IN THE FUND'S PROSPECTUS.
On August 2, 1994, the Fund's shareholders voted to (a) approve (i) a
new investment advisory agreement with Dreyfus, and (ii) a new sub-investment
advisory agreement between Dreyfus and NCM Capital Management Group, Inc.,
each to become effective immediately and to continue in full force and effect
upon consummation of the Merger, and (b) change certain of the Fund's
fundamental policies and investment restrictions to permit the Fund to (i)
borrow money to the extent permitted under the Investment Company Act of
1940, as amended, (ii) pledge its assets to the extent necessary to secure
permitted borrowings and make such policy non-fundamental, and (iii) invest
up to 15% of the value of its net assets in illiquid securities and make such
policy non-fundamental.
(CONTIONUED ON REVERSE SIDE)
IV. REVISED MANAGEMENT POLICIES
THE FOLLOWING INFORMATION SUPPLEMENTS AND SUPERSEDES ANY CONTRARY
INFORMATION CONTAINED IN THE FUND'S PROSPECTUS ENTITLED "DESCRIPTION OF THE
FUND -- MANAGEMENT POLICIES."
BORROWING MONEY -- As a fundamental policy, the Fund is permitted to
borrow to the extent permitted under the Investment Company Act of 1940.
However, the Fund currently intends to borrow money only for temporary or
emergency (not leveraging) purposes, in an amount up to 15% of the value of
the Fund's total assets (including the amount borrowed) valued at the lesser
of cost or market, less liabilities (not including the amount borrowed) at
the time the borrowing is made. While borrowings exceed 5% of the Fund's
total assets, the Fund will not make any additional investments.
ILLIQUID SECURITIES -- The Fund may invest up to 15% of the value of
its net assets in securities which are illiquid securities, provided such
investments are consistent with the Fund's investment objective. Illiquid
securities are securities which are not readily marketable, such as certain
securities that are subject to legal or contractual restrictions on resale,
repurchase agreements providing for settlement in more than seven days after
notice, and certain options traded in the over-the-counter market and
securities used to cover such options. Investment in illiquid securities
subjects the Fund to the risk that it will not be able to sell such
securities when it may be opportune to do so.
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THE FOLLOWING INFORMATION SUPPLEMENTS AND SUPERSEDES INFORMATION
CONTAINED IN THE SECTION IN THE FUND'S PROSPECTUS ENTITLED "REDEMPTION OF
FUND SHARES -- REDEMPTION BY WIRE OR TELEPHONE" AND DESCRIBES A NEW TELEPHONE
REDEMPTION PRIVILEGE.
WIRE REDEMPTION PRIVILEGE -- An investor may request by wire or telephone
that redemption proceeds (minimum $1,000) be wired to the investor's account
at a bank which is a member of the Federal Reserve System, or a correspondent
bank if the investor's bank is not a member. An investor may direct that
redemption proceeds be paid by check (maximum $150,000 per day)made out to
the owners of record and mailed to the investor's address. Redemption
proceeds of less than $1,000 will be paid automatically by check. Holders of
jointly registered Fund or bank accounts may have redemption proceeds of only
up to $250,000 wired within any 30-day period. The Fund reserves the right to
refuse any redemption request, including requests made shortly after a change
of address, and may limit the amount involved or the number of such requests.
TELEPHONE REDEMPTION PRIVILEGE -- An investor may redeem Fund shares (maximum
$150,000 per day) by telephone if the investor has checked the appropriate
box on the Fund's Account Application or has filed a Shareholder Services
Form with the Transfer Agent. The redemption proceeds will be paid by check
and mailed to the investor's address. An investor may telephone redemption
instructions by calling 1-800-221-4060 or, if the investor is calling from
overseas, call 1-401-455-3306. The Fund reserves the right to refuse any
request made by telephone, including requests made shortly after a change of
address, and may limit the amount involved or the number of telephone
redemption requests. This Privilege may be modified or terminated at any time
by the Transfer Agent or the Fund. Shares held under Keogh Plans, IRAs or
other retirement plans, and shares for which certificates have been issued,
are not eligible for this Privilege.
035/stkr082494
