GENERAL MONEY MARKET FUND INC
485BPOS, 1994-03-21
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                                                             File Nos. 2-72836
                                                                      811-3207
    
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933                [X]

     Pre-Effective Amendment No.                                       [ ]


   
     Post-Effective Amendment No. 17                                   [X]
    
                                    and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940        [X]
   

     Amendment No. 17                                                  [X]

    

                       (Check appropriate box or boxes.)

                        GENERAL MONEY MARKET FUND, INC.
              (Exact Name of Registrant as Specified in Charter)


           c/o The Dreyfus Corporation
           200 Park Avenue, New York, New York          10166
           (Address of Principal Executive Offices)     (Zip Code)


     Registrant's Telephone Number, including Area Code: (212) 922-6000

                          Daniel C. Maclean III, Esq.
                                200 Park Avenue
                           New York, New York 10166
                    (Name and Address of Agent for Service)


It is proposed that this filing will become effective (check appropriate box)

           immediately upon filing pursuant to paragraph (b) of Rule 485
     ----
   
      X    on March 25, 1994 pursuant to paragraph (b) of Rule 485
     ----
    
           60 days after filing pursuant to paragraph (a) of Rule 485
     ----
           on     (date)      pursuant to paragraph (a) of Rule 485
     ----
   
     Registrant has registered an indefinite number of shares of its common
stock under the Securities Act of 1933 pursuant to Section 24(f) of the
Investment Company Act of 1940.  Registrant's Rule 24f-2 Notice for the
fiscal year ended January 31, 1994 will be filed on or about March 22, 1994.
    

                        GENERAL MONEY MARKET FUND, INC.
                 Cross-Reference Sheet Pursuant to Rule 495(a)


Items in
Part A of
Form N-1A      Caption                                       Page
_________      _______                                       ____

   1           Cover Page                                     Cover

   2           Synopsis                                       2

   3           Condensed Financial Information                2

   4           General Description of Registrant              3
   
   5           Management of the Fund                         7
    
   
   6           Capital Stock and Other Securities             17
    
   7           Purchase of Securities Being Offered           8
   
   8           Redemption or Repurchase                       13
    
   9           Pending Legal Proceedings                      *


Items in
Part B of
Form N-1A
- ---------

   10          Cover Page                                     Cover

   11          Table of Contents                              Cover
   
   12          General Information and History                B-1, B-18
    
   13          Investment Objectives and Policies             B-2
   
   14          Management of the Fund                         B-4
    
   15          Control Persons and Principal                  B-4
               Holders of Securities

   16          Investment Advisory and Other                  B-7
               Services

_________________________
NOTE: *Omitted since answer is negative or inapplicable.




                        GENERAL MONEY MARKET FUND, INC.
           Cross-Reference Sheet Pursuant to Rule 495(a) (continued)


Items in
Part B of
Form N-1A      Caption                                        Page
_________      _______                                        _____
   
   17          Brokerage Allocation                           B-18
    
   
   18          Capital Stock and Other Securities             B-18
    
   
   19          Purchase, Redemption and Pricing               B-9, B-11
               of Securities Being Offered                    & B-16
    
   
   20          Tax Status                                     B-17
    
   
   21          Underwriters                                   B-9
    
   
   22          Calculations of Performance Data               B-17
    
   
   23          Financial Statements                           B-23
    

Items in
Part C of
Form N-1A
_________

   24          Financial Statements and Exhibits              C-1

   25          Persons Controlled by or Under                 C-3
               Common Control with Registrant

   26          Number of Holders of Securities                C-3

   27          Indemnification                                C-3

   28          Business and Other Connections of              C-4
               Investment Adviser
   
   29          Principal Underwriters                         C-29
    
   
   30          Location of Accounts and Records               C-37
    
   
   31          Management Services                            C-37
    
   
   32          Undertakings                                   C-37
    

   
                                                          March 25, 1994
                           GENERAL MONEY
                          MARKET FUND, INC.
                      SUPPLEMENT TO PROSPECTUS
                         DATED MARCH 25, 1994
    
   
    The following information supplements and should be read in
conjunction with the section of the Fund's Prospectus entitled
"Management of the Fund."
    
   
    The Fund's manager, The Dreyfus Corporation ("Dreyfus"), has entered
into an Agreement and Plan of Merger (the "Merger Agreement") providing
for the merger of Dreyfus with a subsidiary of Mellon Bank Corporation
("Mellon").
    
   
    Following the merger, it is planned that Dreyfus will be a direct
subsidiary of Mellon Bank, N.A. Closing of this merger is subject to a
number of contingencies, including receipt of certain regulatory approvals
and approvals of the stockholders of Dreyfus and of Mellon. The merger is
expected to occur in mid-1994, but could occur significantly later.
    
   
    As a result of regulatory requirements and the terms of the Merger
Agreement, Dreyfus will seek various approvals from the Fund's board and
shareholders before completion of the merger. Shareholder approval will
be solicited by a proxy statement.
    
   
                                     ----------------------
  The following information supplements and should be read in conjunction
with the section of the Fund's Prospectus entitled "Yield  Information."
    
   
    From time to time advertising materials for the Fund also may refer to
Value Line Mutual Fund Survey company ratings and related analyses
supporting the rating.
    
                                                   196/stkr0322594CTUS



GENERAL
MONEY MARKET
FUND, INC.


(G Logo)


* NO REDEMPTION FEE



PROSPECTUS
   
MARCH 25, 1994
    
TABLE OF CONTENTS
                                                      Page
ANNUAL FUND OPERATING EXPENSES....................     2
CONDENSED FINANCIAL INFORMATION...................     2
YIELD INFORMATION.................................     3
DESCRIPTION OF THE FUND...........................     3
   
MANAGEMENT OF THE FUND............................     7
    
HOW TO BUY FUND SHARES............................     8
SHAREHOLDER SERVICES..............................    10
   
HOW TO REDEEM FUND SHARES.........................    13
    
   
SERVICE PLAN......................................    15
    
   
SHAREHOLDER SERVICES PLAN.........................    16
    
   
DIVIDENDS, DISTRIBUTIONS AND TAXES................    16
    
   
GENERAL INFORMATION...............................    17
    
- ---------------------------------------------------------------
    GENERAL MONEY MARKET FUND, INC. (THE "FUND") IS AN OPEN-END,
DIVERSIFIED, MANAGEMENT INVESTMENT COMPANY, KNOWN AS A MONEY
MARKET MUTUAL FUND. ITS GOAL IS TO PROVIDE YOU WITH AS HIGH A LEVEL
OF CURRENT INCOME AS IS CONSISTENT WITH THE PRESERVATION OF
CAPITAL.
    YOU CAN INVEST, REINVEST OR REDEEM SHARES AT ANY TIME WITHOUT
CHARGE OR PENALTY IMPOSED BY THE FUND.
    THE DREYFUS CORPORATION PROFESSIONALLY MANAGES THE FUND'S
PORTFOLIO.
    THE FUND'S SHARES MAY BE PURCHASED ONLY BY CLIENTS OF SERVICE
AGENTS AS DESCRIBED HEREIN. THE FUND BEARS CERTAIN COSTS PURSUANT
TO A PLAN ADOPTED IN ACCORDANCE WITH RULE 12B-1 UNDER THE
INVESTMENT COMPANY ACT OF 1940.
    AN INVESTMENT IN THE FUND IS NEITHER INSURED NOR GUARANTEED BY
THE U.S. GOVERNMENT. THERE CAN BE NO ASSURANCE THAT THE FUND WILL
BE ABLE TO MAINTAIN A STABLE NET ASSET VALUE OF $1.00 PER SHARE.
                         ____________________

    THIS PROSPECTUS SETS FORTH CONCISELY INFORMATION ABOUT THE
FUND THAT YOU SHOULD KNOW BEFORE INVESTING. IT SHOULD BE READ AND
RETAINED FOR FUTURE REFERENCE.
   
    PART B (ALSO KNOWN AS THE STATEMENT OF ADDITIONAL INFORMATION),
DATED MARCH 25, 1994, WHICH MAY BE REVISED FROM TIME TO TIME,
PROVIDES A FURTHER DISCUSSION OF CERTAIN AREAS IN THIS PROSPECTUS
AND OTHER MATTERS WHICH MAY BE OF INTEREST TO SOME INVESTORS. IT
HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE COMMISSION AND IS
INCORPORATED HEREIN BY REFERENCE. FOR A FREE COPY, WRITE TO THE
FUND AT 144 GLENN CURTISS BOULEVARD, UNIONDALE, NEW YORK 11556-
0144, OR CALL 1-800-554-4611. WHEN TELEPHONING, ASK FOR OPERATOR
666.
    
                          _____________________
   
    THE FUND'S SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR
GUARANTEED OR ENDORSED BY, ANY BANK, AND ARE NOT FEDERALLY
INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL
RESERVE BOARD, OR ANY OTHER AGENCY. THE FUND'S SHARES INVOLVE
CERTAIN INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
THE FUND'S YIELD FLUCTUATES AND IS NOT GUARANTEED.
    
- ------------------------------------------------------------------
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY
STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY
OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL OFFENSE.
- ------------------------------------------------------------------
                                                    196pros11032594
                        ANNUAL FUND OPERATING EXPENSES
                   (as a percentage of average daily net assets)
   Management Fees..................................     .50%
   12b-1 Fees.......................................     .20%
   
   Other Expenses...................................     .26%
    
   
   Total Fund Operating Expenses....................     .96%
    
EXAMPLE:                                  1 YEAR   3 YEARS  5 YEARS  10 YEARS
   
   You would pay the following expenses
   on a $1,000 investment, assuming
  (1) 5% annual return and (2) redemption at
   the end of each time period:            $10       $31       $53      $118
    
- ------------------------------------------------------------------
    THE AMOUNTS LISTED IN THE EXAMPLE SHOULD NOT BE CONSIDERED AS
REPRESENTATIVE OF PAST OR FUTURE EXPENSES AND ACTUAL EXPENSES
MAY BE GREATER OR LESS THAN THOSE INDICATED. MOREOVER, WHILE THIS
EXAMPLE ASSUMES A 5% ANNUAL RETURN, THE FUND'S ACTUAL
PERFORMANCE WILL VARY AND MAY RESULT IN AN ACTUAL RETURN GREATER
OR LESS THAN 5%.
- ------------------------------------------------------------------
   
    The purpose of the foregoing table is to assist you in understanding the
various costs and expenses borne by the Fund, and therefore indirectly by
investors, the payment of which will reduce investors' return on an annual
basis. The information in the foregoing table does not reflect any fee
waivers or expense reimbursement arrangements that may be in effect.
Certain Service Agents (as defined below) may charge their clients direct
fees for effecting transactions in Fund shares; such fees are not reflected
in the foregoing table. See "Management of the Fund," "How to Buy Fund
Shares," "Service Plan" and "Shareholder Services Plan."
    
                       CONDENSED FINANCIAL INFORMATION
    The information in the following table has been audited by Ernst &
Young, the Fund's independent auditors, whose report thereon appears in
the Statement of Additional Information. Further financial data and
related notes are included in the Statement of Additional Information,
available upon request.
   
                             FINANCIAL HIGHLIGHTS
    Contained below is per share operating performance data for a share of
Common Stock outstanding, total investment return, ratios to average net
assets and other supplemental data for each year indicated. This
information has been derived from information provided in the Fund's
financial statements.
    
   
<TABLE>
<CAPTION>
                                                                                 YEAR ENDED JANUARY 31,
                                           -----------------------------------------------------------------------------------
PER SHARE DATA:                             1985   1986     1987    1988     1989     1990     1991     1992    1993      1994
                                           -----   -----   ------  -----     -----   ------   ------   ------   -----     ----
 <S>                                      <C>     <C>     <C>      <C>      <C>      <C>     <C>      <C>      <C>       <C>
 Net asset value, beginning of year...... $.9998  $.9999  $1.0000  $1.0000  $1.0000  $.9999  $1.0000  $1.0000  $1.0000   $1.0000
                                          ------  ------  -------  -------  -------   -----   ------   ------   ------    ------
 INVESTMENT OPERATIONS:
 Investment income_net..................   .0964   .0752    .0591    .0598    .0687   .0846    .0739    .0547    .0321     .0253
 Net realized gain (loss) on investments.. .0001   .0001      __       --    (.0001)  .0001     -_       -_       -_         -_
                                           ------  ------  -------  ------   -------  ------  -------  -------  ------     ------
   TOTAL FROM INVESTMENT OPERATIONS....... .0965   .0753    .0591    .0598    .0686   .0847    .0739    .0547    .0321     .0253
                                           ------  ------  -------- -------  -------  ------  -------  -------   ------    ------
 DISTRIBUTIONS:
 Dividends from investment income_net.... (.0964) (.0752)  (.0591)  (.0598)  (.0687) (.0846)  (.0739)  (.0547)  (.0321)   (.0253)
                                           ------  ------  -------   ------  -------  ------   ------   ------   ------   -------
 Net asset value, end of year............ $.9999 $1.0000  $1.0000  $1.0000   $.9999 $1.0000  $1.0000  $1.0000  $1.0000   $1.0000
                                          ======= ======  =======  ========  ======  =======  ======   ======  =======   =======
TOTAL INVESTMENT RETURN...................  10.07%   7.79%    6.08%    6.15%    7.10%   8.80%    7.64%    5.61%    3.26%    2.56%
RATIOS/SUPPLEMENTAL DATA:
 Ratio of expenses to average net assets..  1.08%    .98%     .97%     .95%     .97%    .93%     .91%     .92%     .95%      .94%
 Ratio of net investment income to average
  net assets..............................  9.62%   7.48%    5.89%    6.00%    6.84%   8.43%    7.39%    5.44%    3.22%     2.53%
 Decrease reflected in above expense
  ratios due to undertakings
  by The Dreyfus Corporation..............   .01%(1)  _-       -_       -_       -_      -_       -_       -_       -_       .02%
 Net Assets, end of year (000's Omitted)$358,541 $543,988 $628,176 $763,441 $710,810 $915,548 $677,257 $845,690 $688,785 $616,072
- ---------------------
(1) Limited to the expense limitation provision of the Management Agreement.
</TABLE>
    
                                               Page 2


                            YIELD INFORMATION
    From time to time, the Fund advertises its yield and effective yield.
Both yield figures are based on historical earnings and are not intended to
indicate future performance. It can be expected that these yields will
fluctuate substantially. The yield of the Fund refers to the income
generated by an investment in the Fund over a seven-day period (which
period will be stated in the advertisement). This income is then
annualized. That is, the amount of income generated by the investment
during that week is assumed to be generated each week over a 52-week
period and is shown as a percentage of the investment. The effective yield
is calculated similarly, but, when annualized, the income earned by an
investment in the Fund is assumed to be reinvested. The effective yield
will be slightly higher than the yield because of the compounding effect of
this assumed reinvestment. The Fund's yield and effective yield may
reflect absorbed expenses pursuant to any undertaking that may be in
effect. See "Management of the Fund."
    Yield information is useful in reviewing the Fund's performance, but
because yields will fluctuate, under certain conditions such information
may not provide a basis for comparison with domestic bank deposits,
other investments which pay a fixed yield for a stated period of time, or
other investment companies which may use a different method of
computing yield.
    Comparative performance information may be used from time to time in
advertising or marketing the Fund's shares, including data from Lipper
Analytical Services, Inc., Bank Rate Monitor trademark, N. Palm Beach, Fla.
33408, IBC/Donoghue's Money Fund Report, Morningstar, Inc. and other
industry publications.
                           DESCRIPTION OF THE FUND
INVESTMENT OBJECTIVE _ The Fund's goal is to provide you with as high a
level of current income as is consistent with the preservation of capital.
The Fund's investment objective cannot be changed without approval by
the holders of a majority (as defined in the Investment Company Act of
1940) of the Fund's outstanding voting shares. No assurance can be given
that the Fund's investment objective will be achieved. Securities in which
the Fund will invest may not earn as high a level of current income as
long-term or lower quality securities which generally have less liquidity,
greater market risk and more fluctuation in market value.
MANAGEMENT POLICIES _ To achieve its goal the Fund invests in short-
term money market obligations, including securities issued or guaranteed
by the U.S. Government or its agencies or instrumentalities, time deposits,
certificates of deposit, bankers' acceptances and other short-term
obligations issued by domestic banks, foreign branches of domestic banks,
foreign subsidiaries of domestic banks, domestic and foreign branches of
foreign banks and thrift institutions, repurchase agreements, and high
quality domestic and foreign commercial paper and other short-term
corporate obligations, including those with floating or variable rates of
interest. The Fund may invest in U.S. dollar denominated obligations issued
or guaranteed by one or more foreign governments or any of their political
subdivisions, agencies or instrumentalities, including obligations of
supranational entities. During normal market conditions, at least 25% of
the value of the Fund's total assets will be invested in bank obligations.
   The Fund seeks to maintain a net asset value of $1.00 per share for
purchases and redemptions. To do so, the Fund uses the amortized cost
method of valuing its securities pursuant to Rule 2a-7 under the
Investment Company Act of 1940, certain requirements of which are
summarized below.
    In accordance with Rule 2a-7, the Fund will maintain a dollar-weighted
average portfolio maturity of 90 days or less, purchase only instruments
having remaining maturities of 13 months or less and invest only in U.S.
dollar denominated securities determined in accordance with procedures
established by the Board of Directors to present minimal credit risks and
which are rated in one of the two highest rating categories for debt
obligations by at least two nationally recognized statistical rating
organizations (or one rating organization if the instrument was rated by
only one such organization) or, if unrated, are of comparable quality as
determined in accordance with procedures established by the Board of
Directors. The nationally recognized statistical rating organizations
currently rating instruments of the type the Fund may purchase are
Moody's Investors
                                  Page 3

Service, Inc., Standard & Poor's Corporation, Duff &
Phelps, Inc., Fitch Investors Service, Inc., IBCA Limited and IBCA Inc. and
Thomson BankWatch, Inc. and their rating criteria are described in the
Appendix to the Fund's Statement of Additional Information.
     In addition, the Fund will not invest more than 5% of its total assets in
the securities (including the securities collateralizing a repurchase
agreement) of, or subject to puts issued by, a single issuer, except that (i)
the Fund may invest more than 5% of its total assets in a single issuer for
a period of up to three business days in certain limited circumstances, (ii)
the Fund may invest in obligations issued or guaranteed by the U.S.
Government without any such limitation, and (iii) the limitation with
respect to puts does not apply to unconditional puts if no more than 10%
of the Fund's total assets is invested in securities issued or guaranteed by
the issuer of the unconditional put. Investments in rated securities not
rated in the highest category by at least two rating organizations (or one
rating organization if the instrument was rated by only one such
organization), and unrated securities not determined by the Board of
Directors to be comparable to those rated in the highest category, will be
limited to 5% of the Fund's total assets, with the investment in any one
such issuer being limited to no more than the greater of l% of the Fund's
total assets or $1,000,000. As to each security, these percentages are
measured at the time the Fund purchases the security. For further
information regarding the amortized cost method of valuing securities,
see "Determination of Net Asset Value" in the Fund's Statement of
Additional Information. There can be no assurance that the Fund will be
able to maintain a stable net asset value of $1.00 per share.
PORTFOLIO SECURITIES _ Securities issued or guaranteed by the U.S.
Government or its agencies or instrumentalities include U.S. Treasury
securities, which differ in their interest rates, maturities and times of
issuance. Treasury Bills have initial maturities of one year or less;
Treasury Notes have initial maturities of one to ten years; and Treasury
Bonds generally have initial maturities of greater than ten years. Some
obligations issued or guaranteed by U.S. Government agencies and
instrumentalities, for example, Government National Mortgage Association
pass-through certificates, are supported by the full faith and credit of the
U.S. Treasury; others, such as those of the Federal Home Loan Banks, by the
right of the issuer to borrow from the U.S. Treasury; others, such as those
issued by the Federal National Mortgage Association, by discretionary
authority of the U.S. Government to purchase certain obligations of the
agency or instrumentality; and others, such as those issued by the Student
Loan Marketing Association, only by the credit of the agency or
instrumentality. These securities bear fixed, floating or variable rates of
interest. Interest may fluctuate based on generally recognized reference
rates or the relationship of rates. While the U.S. Government provides
financial support to such U.S. Government-sponsored agencies or
instrumentalities, no assurance can be given that it will always do so
since it is not so obligated by law. The Fund will invest in such securities
only when it is satisfied that the credit risk with respect to the issuer is
minimal.
    Certificates of deposit are negotiable certificates evidencing the
obligation of a bank to repay funds deposited with it for a specified period
of time. Time deposits are non-negotiable deposits maintained in a
banking institution for a specified period of time (in no event longer than
seven days) at a stated interest rate. Time deposits which may be held by
the Fund will not benefit from insurance from the Bank Insurance Fund or
the Savings Association Insurance Fund administered by the Federal
Deposit Insurance Corporation. Bankers' acceptances are credit
instruments evidencing the obligation of a bank to pay a draft drawn on it
by a customer. These instruments reflect the obligation both of the bank
and of the drawer to pay the face amount of the instrument upon maturity.
Other short-term bank obligations may include uninsured, direct
obligations bearing fixed, floating or variable interest rates.
    Repurchase agreements involve the acquisition by the Fund of an
underlying debt instrument, subject to an obligation of the seller to
repurchase, and the Fund to resell, the instrument at a fixed price, usually
not more than one week after its purchase. The Fund's custodian or
subcustodian will have custody of, and will hold in a segregated account,
securities acquired by the Fund under a repurchase agreement. Repurchase
agreements are considered by the staff of the Securities and Exchange
Commission to be loans by the Fund. In an attempt to reduce the risk of
incurring a loss on a repurchase agreement, the Fund will enter into
repurchase agreements
                                      Page 4
only with domestic banks with total assets in
excess of one billion dollars or primary government securities dealers
reporting to the Federal Reserve Bank of New York, with respect to
securities of the type in which the Fund may invest, and will require that
additional securities be deposited with it if the value of the securities
purchased should decrease below resale price. The Dreyfus Corporation
will monitor on an ongoing basis the value of the collateral to assure that
it always equals or exceeds the repurchase price. Certain costs may be
incurred by the Fund in connection with the sale of the securities if the
seller does not repurchase them in accordance with the repurchase
agreement. In addition, if bankruptcy proceedings are commenced with
respect to the seller of the securities, realization on the securities by the
Fund may be delayed or limited. The Fund will consider on an ongoing basis
the creditworthiness of the institutions with which it enters into
repurchase agreements.
    Commercial paper consists of short-term, unsecured promissory notes
issued to finance short-term credit needs. The commercial paper
purchased by the Fund will consist only of direct obligations issued by
domestic and foreign entities. The other corporate obligations in which
the Fund may invest consist of high quality, U.S. dollar denominated short-
term bonds and notes (including variable amount master demand notes)
issued by domestic and foreign corporations.
    The Fund also may purchase floating and variable rate demand notes and
bonds, which are obligations ordinarily having stated maturities in excess
of 13 months, but which permit the holder to demand payment of principal
at any time, or at specified intervals not exceeding 13 months, in each
case upon not more than 30 days' notice. Variable rate demand obligations
include master demand notes which are obligations that permit the Fund
to invest fluctuating amounts, which may change daily without penalty,
pursuant to direct arrangements between the Fund, as lender, and the
borrower. The interest rates on these obligations fluctuate from time to
time. The issuer of such obligations ordinarily has a corresponding right,
after a given period, to prepay in its discretion the outstanding principal
amount of the obligations plus accrued interest upon a specified number of
days' notice to the holders of such obligations. The interest rate on a
floating rate demand obligation is based on a known lending rate, such as a
bank's prime rate, and is adjusted automatically each time such rate is
adjusted. The interest rate on a variable rate demand obligation is
adjusted automatically at specified intervals. Frequently, such obligations
are secured by letters of credit or other credit support arrangements
provided by banks. Because these obligations are direct lending
arrangements between the lender and borrower, it is not contemplated
that such instruments will generally be traded, and there generally is no
established secondary market for these obligations, although they are
redeemable at face value. Accordingly, where these obligations are not
secured by letters of credit or other credit support arrangements, the
Fund's right to redeem is dependent on the ability of the borrower to pay
principal and interest on demand. Such obligations frequently are not rated
by credit rating agencies and the Fund may invest in obligations which are
not so rated only if The Dreyfus Corporation determines that at the time
of investment the obligations are of comparable quality to the other
obligations in which the Fund may invest. The Dreyfus Corporation, on
behalf of the Fund, will consider on an ongoing basis the creditworthiness
of the issuers of the floating and variable rate demand obligations in the
Fund's portfolio. The Fund will not invest more than 10% of the value of
its net assets in floating or variable rate demand obligations as to which
it cannot exercise the demand feature on not more than seven days' notice
if there is no secondary market available for the obligations, and in other
securities that are not readily marketable. See "Certain Fundamental
Policies" below.
    The Fund may invest in obligations issued or guaranteed by one or more
foreign governments or any of their political subdivisions, agencies, or
instrumentalities that are determined by The Dreyfus Corporation to be of
comparable quality to the other obligations in which the Fund may invest.
Such securities also include debt obligations of supranational entities.
Supranational entities include international organizations designated or
supported by governmental entities to promote economic reconstruction or
development and international banking institutions and related
government agencies. Examples include the International Bank for
Reconstruction and Development (the World Bank), the European Coal and
Steel Community, the Asian Development Bank and the InterAmerican
Development Bank. The percentage of the Fund's assets invested in
securities issued by foreign
                               Page 5
governments will vary depending on the
relative yields of such securities, the economic and financial markets of
the countries in which the investments are made and the interest rate
climate of such countries.
   
    
    The Fund may purchase from financial institutions participation
interests in securities in which the Fund may invest. A participation
interest gives the Fund an undivided interest in the security in the
proportion that the Fund's participation interest bears to the total
principal amount of the security. These instruments may have fixed,
floating or variable rates of interest, with remaining maturities of 13
months or less. If the participation interest is unrated, or has been given a
rating below that which is permissible for purchase by the Fund, the
participation interest will be backed by an irrevocable letter of credit or
guarantee of a bank, or the payment obligation otherwise will be
collateralized by U.S. Government securities, or, in the case of unrated
participation interests, The Dreyfus Corporation must have determined
that the instrument is of comparable quality to those instruments in
which the Fund may invest. For certain participation interests, the Fund
will have the right to demand payment, on not more than seven days'
notice, for all or any part of the Fund's participation interest in the
security, plus accrued interest. As to these instruments, the Fund intends
to exercise its right to demand payment only upon a default under the
terms of the security, as needed to provide liquidity to meet redemptions,
or to maintain or improve the quality of its investment portfolio. The Fund
will not invest more than 10% of its net assets in participation interests
that do not have this demand feature, and in other securities that are not
readily marketable. See "Certain Fundamental Policies" below.
CERTAIN FUNDAMENTAL POLICIES - The Fund (i) may borrow money from
banks, but only for temporary or emergency (not leveraging) purposes, in
an amount up to 5% of the value of the Fund's total assets (including the
amount borrowed) based on the lesser of cost or market, less liabilities
(not including the amount borrowed) at the time the borrowing is made;
(ii) may pledge its assets, but only in an amount up to 15% of the value of
its total assets, to secure borrowings for temporary or emergency
purposes; (iii) may invest up to 10% of its net assets in repurchase
agreements providing for settlement in more than seven days after notice
and in securities that are not readily marketable; (iv) may invest up to
10% of its total assets in time deposits maturing from two business days
through seven calendar days; (v) may invest up to 5% of its assets in the
commercial paper of any one issuer; (vi) as to 25% of its assets, may
invest up to 15% in the obligations of any one bank and, as to the
remainder, may invest not more than 5% of its assets in the obligations of
any one bank (in each case, subject to the provisions of Rule 2a-7); (vii)
will invest at least 25% of its assets in obligations issued by banks; and
(viii) may invest up to 25% of its assets in the securities of issuers in any
other industry, provided that there shall be no limitation on the purchase
of obligations issued or guaranteed by the U.S. Government, its agencies or
instrumentalities. This paragraph describes fundamental policies that
cannot be changed without approval by the holders of a majority (as
defined in the Investment Company Act of 1940) of the Fund's outstanding
voting shares. See "Investment Objective and Management Policies-
Investment Restrictions" in the Statement of Additional Information.
RISK FACTORS - Since the Fund's portfolio may contain securities issued
by foreign governments, or any of their political subdivisions, agencies or
instrumentalities, and by foreign branches of domestic banks, foreign
subsidiaries of domestic banks, domestic and foreign branches of foreign
banks, and commercial paper issued by foreign issuers, the Fund may be
subject to additional investment risks with respect to those securities
that are different in some respects from those incurred by a fund which
invests only in debt obligations of U.S. domestic issuers, although such
obligations may be higher yielding when compared to the securities of U.S.
domestic issuers. In making foreign investments, therefore, the Fund will
give appropriate consideration to the following factors, among others.
    Foreign securities markets generally are not as developed or efficient
as those in the United States. Securities of some foreign issuers are less
liquid and more volatile than securities of comparable U.S. issuers.
Similarly, volume and liquidity in most foreign securities markets are
less than in the United States and, at times, volatility of price can be
greater than in the United States. The issuers of some of these securities,
such as bank obligations, may be subject to less stringent or different
regulation than are U.S. issuers. In addition,
                                   Page 6
there may be less publicly available information about a non-U.S. issuer,
and non-U.S. issuers generally are not subject to uniform accounting and
financial reporting standards, practices and requirements comparable
to those applicable to U.S. issuers.
    Because evidences of ownership of such securities usually are held
outside the United States, the Fund will be subject to additional risks
which include possible adverse political and economic developments,
possible seizure or nationalization of foreign deposits and possible
adoption of governmental restrictions which might adversely affect the
payment of principal and interest on the foreign securities or might
restrict the payment of principal and interest to investors located outside
the country of the issuer, whether from currency blockage or otherwise.
    Furthermore, some of these securities are subject to brokerage taxes
levied by foreign governments, which has the effect of increasing the cost
of such investment and reducing the realized gain or increasing the
realized loss on such securities at the time of sale. Income earned or
received by the Fund from sources within foreign countries may be
reduced by withholding and other taxes imposed by such countries. Tax
conventions between certain countries and the United States, however,
may reduce or eliminate such taxes. All such taxes paid by the Fund will
reduce its net income available for distribution to shareholders. The
Dreyfus Corporation will consider available yields, net of any required
taxes, in selecting foreign securities.
    To the extent the Fund's investments are concentrated in the banking
industry, the Fund will have correspondingly greater exposure to the risk
factors which are characteristic of such investments. Sustained increases
in interest rates can adversely affect the availability or liquidity and cost
of capital funds for a bank's lending activities, and a deterioration in
general economic conditions could increase the exposure to credit losses.
In addition, the value of and the investment return on the Fund's shares
could be affected by economic or regulatory developments in or related to
the banking industry, which industry also is subject to the effects of the
concentration of loan portfolios in leveraged transactions and in
particular businesses, and competition within the banking industry as
well as with other types of financial institutions. The Fund, however, will
seek to minimize its exposure to such risks by investing only in debt
securities which are determined to be of high quality.
OTHER INVESTMENT CONSIDERATIONS - The Fund attempts to increase
yields by trading to take advantage of short-term market variations. This
policy is expected to result in high portfolio turnover but should not
adversely affect the Fund since the Fund usually does not pay brokerage
commissions when it purchases short-term debt obligations. The value of
the portfolio securities held by the Fund will vary inversely to changes in
prevailing interest rates. Thus, if interest rates have increased from the
time a security was purchased, such security, if sold, might be sold at a
price less than its purchase cost. Similarly, if interest rates have
declined from the time a security was purchased, such security, if sold,
might be sold at a price greater than its purchase cost. In either instance,
if the security was purchased at face value and held to maturity, no gain
or loss would be realized.
    Investment decisions for the Fund are made independently from those of
other investment companies advised by The Dreyfus Corporation. However,
if such other investment companies are prepared to invest in, or desire to
dispose of, money market instruments at the same time as the Fund,
available investments or opportunities for sales will be allocated
equitably to each investment company. In some cases, this procedure may
adversely affect the size of the position obtained for or disposed of by the
Fund or the price paid or received by the Fund.
                            MANAGEMENT OF THE FUND
   
    The Dreyfus Corporation, located at 200 Park Avenue, New York, New
York 10166, was formed in 1947 and serves as the Fund's investment
adviser. As of February 28, 1994, The Dreyfus Corporation managed or
administered approximately $77 billion in assets for more than 1.9
million investor accounts nationwide.
    
    The Dreyfus Corporation supervises and assists in the overall
management of the Fund's affairs under a Management Agreement with the
Fund, subject to the overall authority of the Fund's Board of Directors in
accordance with Maryland law.
                               Page 7
   
    For the fiscal year ended January 31, 1994, the Fund paid The Dreyfus
Corporation a monthly management fee at the annual rate of .50 of 1% of
the value of the Fund's average daily net assets. From time to time, The
Dreyfus Corporation may waive receipt of its fees and/or voluntarily
assume certain expenses of the Fund, which would have the effect of
lowering the overall expense ratio of the Fund and increasing yield to
investors at the time such amounts are waived or assumed, as the case
may be. The Fund will not pay The Dreyfus Corporation at a later time for
any amounts it may waive, nor will the Fund reimburse The Dreyfus
Corporation for any amounts it may assume.
    
    The Fund bears certain costs of distributing Fund shares in accordance
with a plan (the "Service Plan") adopted pursuant to Rule 12b-1 under the
Investment Company Act of 1940. See "Annual Fund Operating Expenses"
and "Service Plan."
    The Shareholder Services Group, Inc., a subsidiary of First Data
Corporation, P.O. Box 9671, Providence, Rhode Island 02940-9671, is the
Fund's Transfer and Dividend Disbursing Agent (the "Transfer Agent"). The
Bank of New York, 110 Washington Street, New York, New York 10286, is
the Fund's Custodian. First Interstate Bank of California, 707 Wilshire
Boulevard, Los Angeles, California 90017, is the Fund's sub-custodian.
                          HOW TO BUY FUND SHARES
    The Fund's distributor is Dreyfus Service Corporation, a wholly-owned
subsidiary of The Dreyfus Corporation, located at 200 Park Avenue, New
York, New York 10166. The shares it distributes are not deposits or
obligations of The Dreyfus Security Savings Bank, F.S.B. and, therefore, are
not insured by the Federal Deposit Insurance Corporation.
    Fund shares may be purchased only by clients of certain financial
institutions (which may include banks), securities dealers ("Selected
Dealers"), and other industry professionals such as investment advisers,
accountants and estate planning firms (collectively, "Service Agents")
that have entered into service agreements with Dreyfus Service
Corporation. See "Service Plan." The Fund reserves the right to reject any
purchase order. Stock certificates are issued only upon written request.
No certificates are issued for fractional shares.
     The minimum initial investment is $2,500, or $1,000 if you are a client
of a Service Agent which has made an aggregate minimum initial purchase
for its customers of $2,500. Subsequent investments must be at least
$100. The initial investment must be accompanied by the Fund's Account
Application. The Fund reserves the right to offer Fund shares without
regard to minimum purchase requirements to employees participating in
certain qualified or non-qualified employee benefit plans or other
programs where contributions or account information can be transmitted
in a manner and form acceptable to the Fund.
   
     You may purchase Fund shares by check or wire. Checks should be made
payable to "The Dreyfus Family of Funds" or, if for Dreyfus retirement
plan accounts, to "The Dreyfus Trust Company, Custodian." Payments to
open new accounts which are mailed should be sent to The Dreyfus Family
of Funds, P.O. Box 9387, Providence, Rhode Island 02940-9387, together
with your Account Application. For subsequent investments, your Fund
account number should appear on the check and an investment slip should
be enclosed and sent to The Dreyfus Family of Funds, P.O. Box 105, Newark,
New Jersey 07101-0105. For Dreyfus retirement plan accounts both
initial and subsequent investments should be sent to The Dreyfus Trust
Company, Custodian, P.O. Box 6427, Providence, Rhode Island 02940-6427.
Neither initial nor subsequent investments should be made by third party
check. Purchase orders may be delivered in person only to the Dreyfus
Financial Center located in the lobby of 200 Park Avenue, New York, New
York. THESE ORDERS WILL BE FORWARDED TO THE FUND AND WILL BE
PROCESSED ONLY UPON RECEIPT THEREBY. Other purchase procedures may
be in effect for clients of certain Service Agents.
    
   
    Wire payments may be made either to The Bank of New York or to First
Interstate Bank of California if your bank account is in a commercial bank
that is a member of the Federal Reserve System or any other bank having a
correspondent bank in New York City. Immediately available funds may be
transmitted by wire to The Bank of New York, DDA#8900051957/General
Money Market Fund, Inc., or to First Interstate Bank of California,
                                  Page 8
DDA#250039500/General Money Market Fund, Inc., for purchase of Fund
shares in your name. The wire must include your Fund account number (for
new accounts, your Taxpayer Identification Number ("TIN") should be
included instead), account registration and dealer number, if applicable.
If your initial purchase of Fund shares is by wire, please call 1-800-645-
6561 after completing your wire payment to obtain your Fund account
number. Please include your Fund account number on the Fund's Account
Application and promptly mail the Account Application to the Fund, as no
redemptions will be permitted until the Account Application is received.
You may obtain further information about remitting funds in this manner
from your bank. All payments should be made in U.S. dollars and, to avoid
fees and delays, should be drawn only on U.S. banks. A charge will be
imposed if any check used for investment in your account does not clear.
The Fund makes available to certain large institutions the ability to issue
purchase instructions through compatible computer facilities.
    
    Subsequent investments also may be made by electronic transfer of funds
from an account maintained in a bank or other domestic financial
institution that is an Automated Clearing House member. You must direct
the institution to transmit immediately available funds through the
Automated Clearing House to The Bank of New York with instructions to
credit your Fund account. The instructions must specify your Fund account
registration and your Fund account number PRECEDED BY THE DIGITS
"1111."
    Management understands that some Service Agents may impose certain
conditions on their clients which are different from those described in
this Prospectus and, to the extent permitted by applicable regulatory
authority, may charge their clients direct fees for Servicing (as defined
under "Service Plan"). These fees would be in addition to any amounts
which might be received under the Fund's Service Plan. Each Service Agent
has agreed to transmit to its clients a schedule of such fees. You should
consult your Service Agent in this regard.
   
    Dreyfus Service Corporation may pay dealers a fee of up to .5% of the
amount invested through such dealers in Fund shares by employees
participating in qualified or non-qualified employee benefit plans or other
programs where (i) the employers or affiliated employers maintaining
such plans or programs have a minimum of 250 employees eligible for
participation in such plans or programs, or (ii) such plan's or program's
aggregate investment in the Dreyfus Family of Funds or certain other
products made available by Dreyfus Service Corporation to such plans or
programs exceeds one million dollars. All present holdings of shares of
funds in the Dreyfus Family of Funds by such employee benefit plans or
programs will be aggregated to determine the fee payable with respect to
each such purchase of Fund shares. Dreyfus Service Corporation reserves
the right to cease paying these fees at any time. Dreyfus Service
Corporation will pay such fees from its own funds, other than amounts
received from the Fund, including past profits or any other source
available to it.
    
    Fund shares are sold on a continuous basis at the net asset value per
share next determined after an order in proper form and Federal Funds (monies
of member banks within the Federal Reserve System which are held on
deposit at a Federal Reserve Bank) are received by the Transfer Agent in
written or telegraphic form, or by First Interstate Bank of California in
telegraphic form. If you do not remit Federal Funds, your payment must be
converted into Federal Funds. This usually occurs within one business day
of receipt of a bank wire and within two business days of receipt of a
check drawn on a member bank of the Federal Reserve System. Checks
drawn on banks which are not members of the Federal Reserve System may
take considerably longer to convert into Federal Funds. Prior to receipt of
Federal Funds, your money will not be invested.
    The Fund's net asset value per share is determined twice each day: as of
12:00 Noon, New York time/9:00 a.m., California time, and as of the close
of trading on the floor of the New York Stock Exchange (currently 4:00
p.m., New York time/1:00 p.m., California time), on each day the New York
Stock Exchange or the Fund's Transfer Agent is open for business. Net
asset value per share is computed by dividing the value of the Fund's net
assets (i.e., the value of its assets less liabilities) by the total number
of shares outstanding. See "Determination of Net Asset Value" in the Fund's
Statement of Additional Information.
    If your payments are received in or converted into Federal Funds by 12:00
Noon, New York time, by the Transfer Agent, or received in Federal Funds
by 12:00 Noon, California time, by First Interstate Bank of California, on a
business day, you will receive the dividend declared that day. If your
payments are received in
                                    Page 9
or converted into Federal Funds after 12:00 Noon,
New York time, by the Transfer Agent, or received in Federal Funds after
12:00 Noon, California time, by First Interstate Bank of California, you
will begin to accrue dividends on the following business day.
    Qualified institutions may telephone orders for purchase of Fund shares.
A telephone order placed to Dreyfus Service Corporation in New York will
become effective at the price determined at 12:00 Noon, New York time,
and the shares purchased will receive the dividend on Fund shares declared
on that day if such order is placed by 12:00 Noon, New York time, and
Federal Funds are received by the Transfer Agent by 4:00 p.m., New York
time, on that day. A telephone order placed to Dreyfus Service Corporation
in California will become effective at the price determined at 1:00 p.m.,
California time, and the shares purchased will receive the dividend on
Fund shares declared on that day if such order is placed by 12:00 Noon,
California time, and Federal Funds are received by First Interstate Bank of
California by 4:00 p.m., California time, on that day.
    Federal regulations require that you provide a certified TIN upon
opening or reopening an account. See "Dividends, Distributions and Taxes"
and the Fund's Account Application for further information concerning this
requirement. Failure to furnish a certified TIN to the Fund could subject
you to a $50 penalty imposed by the Internal Revenue Service (the "IRS").
                              SHAREHOLDER SERVICES
    The services and privileges described under this heading may not be
available to clients of certain Service Agents and some Service Agents
may impose certain conditions on their clients which are different from
those described in this Prospectus. You should consult your Service Agent
in this regard. In addition, use of the privileges noted below may require
that the proper forms and information be filed with and processed by the
Transfer Agent.
EXCHANGE PRIVILEGE - The Exchange Privilege enables clients of certain
Service Agents to purchase in exchange for shares of the Fund, shares of
certain other funds managed or administered by The Dreyfus Corporation,
to the extent such shares are offered for sale in your state of residence.
These funds have different investment objectives which may be of
interest to you. If you desire to use this Privilege, you should consult your
Service Agent or Dreyfus Service Corporation to determine if it is
available and whether any conditions are imposed on its use.
   
    To use this Privilege, you or your Service Agent acting on your behalf
must give exchange instructions to the Transfer Agent in writing, by wire
or by telephone. If you previously have established the Telephone Exchange
Privilege, you may telephone exchange instructions by calling 1-800-221-
4060 or, if you are calling from overseas, call 1-401-455-3306. See "How
to Redeem Fund Shares_Procedures." Before any exchange, you must obtain
and should review a copy of the current prospectus of the fund into which
the exchange is being made. Prospectuses may be obtained from Dreyfus
Service Corporation or your Service Agent. Except in the case of Personal
Retirement Plans, the shares being exchanged must have a current value of
at least $500; furthermore, when establishing a new account by exchange,
the shares being exchanged must have a value of at least the minimum
initial investment required for the fund into which the exchange is being
made. Telephone exchanges may be made only if the appropriate "YES" box
has been checked on the Account Application, or a separate signed
Shareholder Services Form is on file with the Transfer Agent. Upon an
exchange into a new account, the following shareholder services and
privileges, as applicable and where available, will be automatically
carried over to the fund in which the exchange is made: Exchange
Privilege, Check Redemption Privilege, Wire Redemption Privilege,
Telephone Redemption Privilege and the dividend/capital gain distribution
option (except for the Dividend Sweep Privilege) selected by the investor.
    
   
    Shares will be exchanged at the next determined net asset value;
however, a sales load may be charged with respect to exchanges into funds
sold with a sales load. If you are exchanging into a fund that charges a
sales load, you may qualify for share prices which do not include the sales
load or which reflect a reduced sales load, if the shares of the fund from
which you are exchanging were: (a) purchased with a sales load, (b)
acquired by a
                                   Page 10

previous exchange from shares purchased with a sales load,
or (c) acquired through reinvestment of dividends or distributions paid
with respect to the foregoing categories of shares. To qualify, at the time
of your exchange you must notify the Transfer Agent or your Service Agent
must notify Dreyfus Service Corporation. Any such qualification is subject
to confirmation of your holdings through a check of appropriate records.
See "Shareholder Services" in the Statement of Additional Information. No
fees currently are charged shareholders directly in connection with
exchanges, although the Fund reserves the right, upon not less than 60
days' written notice, to charge shareholders a nominal fee in accordance
with rules promulgated by the Securities and Exchange Commission. The
Fund reserves the right to reject any exchange request in whole or in part.
The Exchange Privilege may be modified or terminated at any time upon
notice to shareholders.
    
    The exchange of shares of one fund for shares of another is treated for
Federal income tax purposes as a sale of the shares given in exchange by
the shareholder and, therefore, an exchanging shareholder may realize a
taxable gain or loss.
AUTO-EXCHANGE PRIVILEGE - The Auto-Exchange Privilege enables you to
invest regularly (on a semi-monthly, monthly, quarterly or annual basis),
in exchange for shares of the Fund, in shares of other funds in the Dreyfus
Family of Funds of which you are currently an investor. The amount you
designate, which can be expressed either in terms of a specific dollar or
share amount ($100 minimum), will be exchanged automatically on the
first and/or fifteenth of the month according to the schedule you have
selected. Shares will be exchanged at the then-current net asset value;
however, a sales load may be charged with respect to exchanges into funds
sold with a sales load. See "Shareholder Services" in the Statement of
Additional Information. The right to exercise this Privilege may be
modified or cancelled by the Fund or the Transfer Agent. You may modify
or cancel your exercise of this Privilege at any time by writing to The
Dreyfus Family of Funds, P.O. Box 9671, Providence, Rhode Island 02940-
9671. The Fund may charge a service fee for the use of this Privilege. No
such fee currently is contemplated. The exchange of shares of one fund for
shares of another is treated for Federal income tax purposes as a sale of
the shares given in exchange by the shareholder and, therefore, an
exchanging shareholder may realize a taxable gain or loss. For more
information concerning this Privilege and the funds in the Dreyfus Family
of Funds eligible to participate in this Privilege, or to obtain an Auto-
Exchange Authorization Form, please call toll free 1-800-645-6561.
   
AUTOMATIC ASSET BUILDER - AUTOMATIC Asset Builder permits you to
purchase Fund shares (minimum of $100 and maximum of $150,000 per
transaction) at regular intervals selected by you. Fund shares are
purchased by transferring funds from the bank account designated by you.
At your option, the bank account designated by you will be debited in the
specified amount, and Fund shares will be purchased, once a month, on
either the first or fifteenth day, or twice a month, on both days. Only an
account maintained at a domestic financial institution which is an
Automated Clearing House member may be so designated. To establish an
AUTOMATIC Asset Builder account, you must file an authorization form
with the Transfer Agent. You may obtain the necessary authorization form
from Dreyfus Service Corporation or your Service Agent. You may cancel
your participation in this Privilege or change the amount of purchase at
any time by mailing written notification to The Dreyfus Family of Funds,
P.O. Box 9671, Providence, Rhode Island 02940-9671, or, if for Dreyfus
retirement plan accounts, to The Dreyfus Trust Company, Custodian, P.O.
Box 6427, Providence, Rhode Island 02940-6427, and the notification will
be effective three business days following receipt. The Fund may modify
or terminate this Privilege at any time or charge a service fee. No such
fee currently is contemplated.
    
GOVERNMENT DIRECT DEPOSIT PRIVILEGE - The Government Direct Deposit
Privilege enables you to purchase Fund shares (minimum of $100 and
maximum of $50,000 per transaction) by having Federal salary, Social
Security, or certain veterans', military or other payments from the
Federal government automatically deposited into your Fund account. You
may deposit as much of such payments as you elect. To enroll in
Government Direct Deposit, you must file with the Transfer Agent a
completed Direct Deposit Sign-Up Form for each type of payment that you
desire to include in this Privilege. The appropriate form may be obtained
from Dreyfus Service Corporation or your Service Agent. Death or legal
incapacity will terminate your participation
                                     Page 11
in this Privilege. You may
elect at any time to terminate your participation by notifying in writing
the appropriate Federal agency. Further, the Fund may terminate your
participation upon 30 days' notice to you.
QUARTERLY DISTRIBUTION PLAN - The Quarterly Distribution Plan permits
you to receive quarterly payments from the Fund consisting of proceeds
from the redemption of shares purchased for your account through the
automatic reinvestment of dividends declared on your account during the
preceding calendar quarter.
    You may open a Quarterly Distribution Plan by submitting a request to
the Transfer Agent. The Plan may be ended at any time by you, the Fund or
the Transfer Agent. Shares for which certificates have been issued must
be presented before redemption under the Plan.
   
DIVIDEND SWEEP PRIVILEGE - The Dividend Sweep Privilege enables you to
invest automatically dividends or dividends and capital gain distributions,
if any, paid by the Fund in shares of another fund in the Dreyfus Family of
Funds of which you are a shareholder. Shares of the other fund will be
purchased at the then-current net asset value; however, a sales load may
be charged with respect to investments in shares of a fund sold with a
sales load. If you are investing in a fund that charges a sales load, you may
qualify for share prices which do not include the sales load or which
reflect a reduced sales load. If you are investing in a fund that charges a
contingent deferred sales charge, the shares purchased will be subject on
redemption to the contingent deferred sales charge, if any, applicable to
the purchased shares. See "Shareholder Services" in the Statement of
Additional Information. For more information concerning this Privilege
and the funds in the Dreyfus Family of Funds eligible to participate in this
Privilege, or to request a Dividend Options Form, please call toll free
1-800-645-6561. You may cancel this Privilege by mailing written
notification to The Dreyfus Family of Funds, P.O. Box 9671, Providence,
Rhode Island 02940-9671. To select a new fund after cancellation, you
must submit a new Dividend Options Form. Enrollment in or cancellation of
this Privilege is effective three business days following receipt. This
Privilege is available only for existing accounts and may not be used to
open new accounts. Minimum subsequent investments do not apply. The
Fund may modify or terminate this Privilege at any time or charge a
service fee. No such fee currently is contemplated.
    
PAYROLL SAVINGS PLAN - The Payroll Savings Plan permits you to
purchase Fund shares (minimum of $100 per transaction) automatically on
a regular basis. Depending upon your employer's direct deposit program,
you may have part or all of your paycheck transferred to your existing
Dreyfus account electronically through the Automated Clearing House
system at each pay period. To establish a Payroll Savings Plan account,
you must file an authorization form with your employer's payroll
department. Your employer must complete the reverse side of the form and
return it to The Dreyfus Family of Funds, P.O. Box 9671, Providence, Rhode
Island 02940-9671. You may obtain the necessary authorization form from
Dreyfus Service Corporation. You may change the amount of purchase or
cancel the authorization only by written notification to your employer. It
is the sole responsibility of your employer, not Dreyfus Service
Corporation, The Dreyfus Corporation, the Fund, the Transfer Agent or any
other person, to arrange for transactions under the Payroll Savings Plan.
The Fund may modify or terminate this Privilege at any time or charge a
service fee. No such fee currently is contemplated.
AUTOMATIC WITHDRAWAL PLAN - The Automatic Withdrawal Plan permits
you to request withdrawal of a specified dollar amount (minimum of $50)
on either a monthly or quarterly basis if you have a $5,000 minimum
account. An application for the Automatic Withdrawal Plan can be obtained
from Dreyfus Service Corporation. There is a service charge of 50 cents
for each withdrawal check. The Automatic Withdrawal Plan may be ended
at any time by you, the Fund or the Transfer Agent. Shares for which
certificates have been issued may not be redeemed through the Automatic
Withdrawal Plan.
   
RETIREMENT PLANS - The Fund offers a variety of pension and profit-
sharing plans, including Keogh Plans, IRAs, SEP-IRAs and IRA "Rollover
Accounts," 401(k) Salary Reduction Plans and 403(b)(7) Plans. Plan
support services also are available. You can obtain details on the various
plans by calling the following numbers toll free: for Keogh Plans, please
call 1-800-358-5566; for IRAs and IRA "Rollover Accounts," please call
1-800-645-6561; and for SEP-IRAs, 401(k) Salary Reduction Plans and
403(b)(7) Plans, please call 1-800-322-7880.
    
                               Page 12
                            HOW TO REDEEM FUND SHARES
GENERAL - You may request redemption of your shares at any time.
Redemption requests should be transmitted to the Transfer Agent as
described below. When a request is received in proper form, the Fund will
redeem the shares at the next determined net asset value.
    The Fund imposes no charges when shares are redeemed directly through
Dreyfus Service Corporation. Service Agents may charge a nominal fee for
effecting redemptions of Fund shares. Any certificates representing Fund
shares being redeemed must be submitted with the redemption request.
The value of the shares redeemed may be more or less than their original
cost, depending upon the Fund's then-current net asset value.
    The Fund ordinarily will make payment for all shares redeemed within
seven days after receipt by the Transfer Agent of a redemption request in
proper form, except as provided by the rules of the Securities and
Exchange Commission. HOWEVER, IF YOU HAVE PURCHASED FUND SHARES BY
CHECK OR THROUGH AUTOMATIC ASSET BUILDER AND SUBSEQUENTLY
SUBMIT A WRITTEN REDEMPTION REQUEST TO THE TRANSFER AGENT, YOUR
REDEMPTION WILL BE EFFECTIVE AND THE REDEMPTION PROCEEDS WILL BE
TRANSMITTED TO YOU PROMPTLY UPON BANK CLEARANCE OF YOUR
PURCHASE CHECK OR AUTOMATIC ASSET BUILDER ORDER, WHICH MAY TAKE
UP TO EIGHT BUSINESS DAYS OR MORE. IN ADDITION, THE FUND WILL NOT
HONOR REDEMPTION CHECKS UNDER THE CHECK REDEMPTION PRIVILEGE, AND
WILL REJECT REQUESTS TO REDEEM SHARES BY WIRE OR TELEPHONE, FOR A
PERIOD OF EIGHT BUSINESS DAYS AFTER RECEIPT BY THE TRANSFER AGENT
OF THE PURCHASE CHECK OR THE AUTOMATIC ASSET BUILDER ORDER
AGAINST WHICH SUCH REDEMPTION IS REQUESTED. THESE PROCEDURES WILL
NOT APPLY IF YOUR SHARES WERE PURCHASED BY WIRE PAYMENT, OR IF YOU
OTHERWISE HAVE A SUFFICIENT COLLECTED BALANCE IN YOUR ACCOUNT TO
COVER THE REDEMPTION REQUEST. PRIOR TO THE TIME ANY REDEMPTION IS
EFFECTIVE, DIVIDENDS ON SUCH SHARES WILL ACCRUE AND BE PAYABLE,
AND YOU WILL BE ENTITLED TO EXERCISE ALL OTHER RIGHTS OF BENEFICIAL
OWNERSHIP. Fund shares will not be redeemed until the Transfer Agent has
received your Account Application.

    The Fund reserves the right to redeem your account at its option upon
not less than 45 days' written notice if your account's net asset value is
$500 or less and remains so during the notice period.
   

PROCEDURES - You may redeem shares by using the regular redemption
procedure through the Transfer Agent, using the Check Redemption
Privilege, through the Wire Redemption Privilege, through the Telephone
Redemption Privilege, or, if you are a client of a Selected Dealer, through
the Selected Dealer. If you have given your Service Agent authority to
instruct the Transfer Agent to redeem shares and to credit the proceeds of
such redemptions to a designated account at your Service Agent, you may
redeem shares only in this manner and in accordance with the regular
redemption procedure described below. If you wish to use the other
redemption methods described below, you must arrange with your Service
Agent for delivery of the required application(s) to the Transfer Agent.
Other redemption procedures may be in effect for clients of certain
Service Agents. The Fund makes available to certain large institutions the
ability to issue redemption instructions through compatible computer
facilities.
    
   
    You may redeem or exchange Fund shares by telephone if you have
checked the appropriate box on the Fund's Account Application or have
filed a Shareholder Services Form with the Transfer Agent. If you select a
telephone redemption or exchange privilege, you authorize the Transfer
Agent to act on telephone instructions from any person representing
himself or herself to be you, or a representative of your Service Agent,
and reasonably believed by the Transfer Agent to be genuine. The Fund will
require the Transfer Agent to employ reasonable procedures, such as
requiring a form of personal identification, to confirm that instructions
are genuine and, if it does not follow such procedures, the Fund or the
Transfer Agent may be liable for any losses due to unauthorized or
fraudulent instructions. Neither the Fund nor the Transfer Agent will be
liable for following telephone instructions reasonably believed to be
genuine.
    
                                   Page 13
    During times of drastic economic or market conditions, you may
experience difficulty in contacting the Transfer Agent by telephone to
request a redemption or exchange of Fund shares. In such cases, you should
consider using the other redemption procedures described herein. Use of
these other redemption procedures may result in your redemption request
being processed at a later time than it would have been if telephone
redemption had been used.
   
REGULAR REDEMPTION - Under the regular redemption procedure, you may
redeem shares by written request mailed to The Dreyfus Family of Funds,
P.O. Box 9671, Providence, Rhode Island 02940-9671. Redemption requests
may be delivered in person only to the Dreyfus Financial Center located in
the lobby of 200 Park Avenue, New York, New York. THESE REQUESTS WILL
BE FORWARDED TO THE FUND AND WILL BE PROCESSED ONLY UPON RECEIPT
THEREBY. Redemption requests must be signed by each shareholder,
including each owner of a joint account, and each signature must be
guaranteed. The Transfer Agent has adopted standards and procedures
pursuant to which signature-guarantees in proper form will be accepted
from domestic banks, brokers, dealers, credit unions, national securities
exchanges, registered securities associations, clearing agencies and
savings associations, as well as from participants in the New York Stock
Exchange Medallion Signature Program, the Securities Transfer Agents
Medallion Program ("STAMP"), and the Stock Exchanges Medallion Program.
If you have any questions with respect to signature-guarantees, please
call one of the telephone numbers listed under "General Information."
    
    Redemption proceeds of at least $1,000 will be wired to any member
bank of the Federal Reserve System in accordance with a written
signature-guaranteed request.
   
CHECK REDEMPTION PRIVILEGE - You may request on the Account
Application, Shareholder Services Form or by later written request that
the Fund provide Redemption Checks drawn on the Fund's account.
Redemption Checks may be made payable to the order of any person in the
amount of $500 or more. Redemption Checks should not be used to close
your account. Redemption Checks are free, but the Transfer Agent will
impose a fee for stopping payment of a Redemption Check upon your
request or if the Transfer Agent cannot honor a Redemption Check due to
insufficient funds or other valid reason. You should date your Redemption
Checks with the current date when you write them. Please do not postdate
your Redemption Checks. If you do, the Transfer Agent will honor, upon
presentment, even if presented before the date of the check, all postdated
Redemption Checks which are dated within six months of presentment for
payment, if they are otherwise in good order. Shares for which
certificates have been issued may not be redeemed by Redemption Check.
Shares held under Keogh Plans, IRAs or other retirement plans are not
eligible for this Privilege. This Privilege may be modified or terminated
at any time by the Fund or the Transfer Agent upon notice to shareholders.
    
   
WIRE REDEMPTION PRIVILEGE - You may request by wire or telephone that
redemption proceeds (minimum $1,000) be wired to your account at a bank
which is a member of the Federal Reserve System, or a correspondent bank
if your bank is not a member. To establish the Wire Redemption Privilege,
you must check the appropriate box and supply the necessary information
on the Fund's Account Application or file a Shareholder Services Form
with the Transfer Agent. You may direct that redemption proceeds be paid
by check (maximum $150,000 per day) made out to the owners of record
and mailed to your address. Redemption proceeds of less than $1,000 will
be paid automatically by check. Holders of jointly registered Fund or bank
accounts may have redemption proceeds of only up to $250,000 wired
within any 30-day period. You may telephone redemption requests by
calling 1-800-221-4060 or, if you are calling from overseas, call 1-401-
455-3306. The 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. This Privilege may be
modified or terminated at any time by the Transfer Agent or the Fund. The
Fund's Statement of Additional Information sets forth instructions for
transmitting redemption requests by wire. Shares held under Keogh Plans,
IRAs or other retirement plans, and shares for which certificates have
been issued, are not eligible for this Privilege.
    
   
TELEPHONE REDEMPTION PRIVILEGE - You may redeem Fund shares
(maximum $150,000 per day) by telephone if you have checked the
appropriate box on the Fund's Account Application or have filed a
Shareholder
                                   Page 14
Services Form with the Transfer Agent. The redemption
proceeds will be paid by check and mailed to your address. You may
telephone redemption instructions by calling 1-800-221-4060 or, if you
are calling from overseas, call 1-401-455-3306. 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 the certificates have been issued, are not eligible for this
Privilege.
    
REDEMPTION THROUGH A SELECTED DEALER - If you are a customer of a
Selected Dealer, you may make redemption requests to the Selected
Dealer. If the Selected Dealer transmits the redemption request so that it
is received by the Transfer Agent by 12:00 Noon, New York time, or by the
Los Angeles office of Dreyfus Service Corporation by 12:00 Noon,
California time, on a business day, the proceeds of the redemption
ordinarily will be transmitted in Federal Funds on the same day and the
shares will not receive the dividend declared on that day. If a redemption
request is received by the Transfer Agent after 12:00 Noon, New York
time, or by the Los Angeles office of Dreyfus Service Corporation after
12:00 Noon, California time, the shares will receive the dividend declared
on that day and the proceeds of redemption ordinarily will be transmitted
in Federal Funds on the next business day. It is the responsibility of the
Selected Dealer to transmit a request so that it is received in a timely
manner. The proceeds of the redemption are credited to your account with
the Selected Dealer.
                                 SERVICE PLAN
    Under the Service Plan, adopted pursuant to Rule 12b-1 under the
Investment Company Act of 1940, the Fund directly bears the costs of
preparing, printing and distributing prospectuses and statements of
additional information and of implementing and operating the Service Plan
(such as costs of printing and mailing service agreements). Pursuant to
the Service Plan, Dreyfus Service Corporation has entered into service
agreements with Service Agents. Service Agents receive fees in respect
of the average daily value of the Fund's shares owned by shareholders for
whom the Service Agent is the dealer or holder of record, or for whom the
Service Agent performs Servicing (as defined below). These fees are paid:
first, in amounts to be reimbursed by the Fund to The Dreyfus Corporation
or Dreyfus Service Corporation, as described in the next sentence; and
next, by The Dreyfus Corporation out of its management fee, its past
profits or any other source available to it. The Fund reimburses The
Dreyfus Corporation or Dreyfus Service Corporation, as the case may be,
for payments made to a Service Agent at an annual rate of .20 of 1% of the
average daily value of Fund shares owned by clients of such Service Agent
during the period payments for Servicing are being made to it. The
schedule of such fees and the basis on which such fees are paid is
determined from time to time by the Fund's Board of Directors. Each item
for which a payment may be made under the Service Plan may constitute
an expense of distributing Fund shares as the Securities and Exchange
Commission construes such term under Rule 12b-1. If you cease to be a
client of a Service Agent, but continue to hold Fund shares, Dreyfus
Service Corporation is entitled to receive a similar fee for Servicing. If
you purchase Fund shares by exchanging shares of funds where Dreyfus
Service Corporation is your Service Agent, Dreyfus Service Corporation
will continue to be considered the Service Agent and receive such fees.
The fees payable for Servicing are payable without regard to actual
expenses incurred.
    Expenses under the Service Plan may be carried forward from one year
to another to the extent they remain unpaid. All or part of any such amount
carried forward will be paid at such time, if ever, as the Board of
Directors determines to pay it. The Fund will not be charged for interest,
carrying or other finance charges on any unreimbursed distribution or
other expense incurred and not paid in a prior year.
    Servicing may include, among other things, one or more of the
following: answering client inquiries regarding the Fund; assisting clients
in changing dividend options, account designations and addresses;
performing subaccounting; establishing and maintaining shareholder
accounts and records; processing purchase and redemption transactions;
investing client cash account balances automatically in Fund shares;
providing periodic statements
                                    Page 15
showing a client's account balance and
integrating such statements with those of other transactions and balances
in the client's other accounts serviced by the Service Agent; arranging for
bank wires; and such other services as the Fund may request, to the extent
the Service Agent is permitted by applicable statute, rule or regulation.
    The Glass-Steagall Act and other applicable laws prohibit Federally
chartered or supervised banks from engaging in certain aspects of the
business of issuing, underwriting, selling and/or distributing securities.
Accordingly, banks will be engaged to act as Service Agents only to
perform administrative and shareholder servicing functions. While the
matter is not free from doubt, the Fund's Board of Directors believes that
such laws should not preclude a bank from acting as a Service Agent.
However, judicial or administrative decisions or interpretations of such
laws, as well as changes in either Federal or state statutes or regulations
relating to the permissible activities of banks or their subsidiaries or
affiliates, could prevent a bank from continuing to perform all or a part of
its Servicing activities. If a bank were prohibited from so acting, its
shareholder clients would be permitted to remain Fund shareholders and
alternative means for continuing the Servicing of such shareholders would
be sought. In such event, changes in the operation of the Fund might occur
and shareholders serviced by such bank might no longer be able to avail
themselves of any automatic investment or other services then being
provided by such bank. The Fund does not expect that shareholders would
suffer any adverse financial consequences as a result of any of these
occurrences.
   
                         SHAREHOLDER SERVICES PLAN
    The Fund has adopted a Shareholder Services Plan pursuant to which the
Fund reimburses Dreyfus Service Corporation 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. At no time, however, will the amount
paid under this Plan, together with amounts otherwise paid by the Fund
under its Service Plan as a "service fee" pursuant to Article III, Section
26, of the NASD Rules of Fair Practice, exceed the maximum amount
permitted to be paid under the NASD Rules as a service fee. 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.
    
                    DIVIDENDS, DISTRIBUTIONS AND TAXES
     The Fund ordinarily declares dividends from its net investment income
on each day the New York Stock Exchange or the Transfer Agent is open for
business. The Fund's earnings for Saturdays, Sundays and holidays are
declared as dividends on the preceding business day. Dividends usually are
paid on the last calendar day of each month and automatically are
reinvested in additional Fund shares at net asset value or, at your option,
paid in cash. If you redeem all shares in your account at any time during
the month, all dividends to which you are entitled will be paid to you along
with the proceeds of the redemption. Distributions from net realized
securities gains, if any, generally are declared and paid once a year, 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"), in all events in a manner consistent with the
provisions of the Investment Company Act of 1940. The Fund will not make
distributions from net realized securities gains unless capital loss
carryovers, if any, have been utilized or have expired. You may choose
whether to receive distributions in cash or to reinvest in additional Fund
shares at net asset value. All expenses are accrued daily and deducted
before declaration of dividends to investors.
   
    Dividends derived from net investment income, together with
distributions from any net realized short-term securities gains and all or
a portion of any gains from the sale or other disposition of certain market
discount bonds,  paid by the Fund are subject to Federal income tax as
ordinary income, whether received in cash or reinvested in additional Fund
shares. No dividends will qualify for the dividends received deduction
allowable to certain U.S. corporations. Distributions from net realized
long-term securities gains of the Fund generally are taxable as long-term
capital gains for Federal income tax purposes. The Code provides that the
net capital gain of an individual generally will not be subject to Federal
income tax at a rate in excess of 28%. Dividends and distributions may be
subject to certain state and local taxes.
    
   
    Dividends derived from net investment income, together with
distributions from net realized short-term securities gains and all or a
portion of any gains from the sale or other disposition of certain market
discount bonds, paid by the Fund to a foreign investor generally are
subject to U.S. nonresident withholding taxes at the rate of 30%, unless
the foreign investor claims the benefit of a lower rate specified in a tax
treaty. Distributions from net realized long-term securities gains paid by
the Fund to a foreign investor generally will not be subject to U.S.
nonresident withholding tax. However, such distributions may be subject
to backup withholding, as described below, unless the foreign investor
certifies his non-U.S. residency status.
    
    Notice as to the tax status of your dividends and distributions is mailed
to you annually. You also will receive periodic summaries of your account
which will include information as to dividends and distributions from
securities gains, if any, paid during the year.
     Federal regulations generally require the Fund to withhold ("backup
withholding") and remit to the U.S. Treasury 31% of dividends and
distributions from net realized securities gains of the Fund paid to a
shareholder if such shareholder fails to certify either that the TIN
furnished in connection with opening an account is correct or that such
shareholder has not received notice from the IRS of being subject to
backup withholding as a result of a failure to properly report taxable
dividend or interest income on a Federal income tax return. Furthermore,
the IRS may notify the Fund to institute backup withholding if the IRS
determines a shareholder's TIN is incorrect or if a shareholder has failed
to properly report taxable dividend and interest income on a Federal
income tax return.
    A TIN is either the Social Security number or employer identification
number of the record owner of the account. Any tax withheld as a result of
backup withholding does not constitute an additional tax imposed on the
record owner of the account, and may be claimed as a credit on the record
owner's Federal income tax return.
   
    Management of the Fund believes that the Fund has qualified for the
fiscal year ended January 31, 1994 as a "regulated investment company"
under the Code. The Fund intends to continue to so qualify as long as such
qualification is in the best interests of its shareholders. Such
qualification relieves the Fund of any liability for Federal income tax to
the extent its earnings are distributed in accordance with applicable
provisions of the Code. The Fund is subject to a non-deductible 4% excise
tax, measured with respect to certain undistributed amounts of taxable
investment income and capital gains.
    
    You should consult your tax adviser regarding specific questions as to
Federal, state or local taxes.
                             GENERAL INFORMATION
    The Fund was incorporated under Maryland law on May 15, 1981, and
commenced operations on February 8, 1982. The Fund is authorized to
issue 15 billion shares of Common Stock, par value $.01 per share. Each
share has one vote.
     Unless otherwise required by the Investment Company Act of 1940,
ordinarily it will not be necessary for the Fund to hold annual meetings of
shareholders. As a result, Fund shareholders may not consider each year
the election of Directors or the appointment of auditors. However,
pursuant to the Fund's By-Laws, the holders of at least 10% of the shares
outstanding and entitled to vote may require the Fund to hold a special
meeting of shareholders for purposes of removing a Director from office
and the holders of at least 25% of such shares may require the Fund to
hold a special meeting of shareholders for any other purpose. Fund
shareholders may remove a Director by the affirmative vote of a majority
of the Fund's outstanding voting shares. In addition, the Board of Directors
will call a special meeting of shareholders for the purpose of electing
Directors if, at any time, less than a majority of the Directors then
holding office have been elected by shareholders.
                                      Page 17
    The Transfer Agent maintains a record of your ownership and sends
confirmations and statements of account.
   
   Shareholder inquiries may be made to your Service Agent or by writing
to the Fund at 144 Glenn Curtiss Boulevard, Uniondale, New York 11556-
0144, or by calling toll free 1-800-242-8671. In New York City, call 1-
718-895-1396; on Long Island, call 794-5452.
    
   NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE
ANY REPRESENTATIONS OTHER THAN THOSE CONTAINED IN THIS
PROSPECTUS AND IN THE FUND'S OFFICIAL SALES LITERATURE IN
CONNECTION WITH THE OFFER OF THE FUND'S SHARES, AND, IF GIVEN OR
MADE, SUCH OTHER INFORMATION OR REPRESENTATIONS MUST NOT BE
RELIED UPON AS HAVING BEEN AUTHORIZED BY THE FUND. THIS PROSPECTUS
DOES NOT CONSTITUTE AN OFFER IN ANY STATE IN WHICH, OR TO ANY
PERSON TO WHOM, SUCH OFFERING MAY NOT LAWFULLY BE MADE.


__________________________________________________________________________

                       GENERAL MONEY MARKET FUND, INC.
                                   PART B
                    (STATEMENT OF ADDITIONAL INFORMATION)
   
                               MARCH 25, 1994
    
__________________________________________________________________________
   
     This Statement of Additional Information, which is not a prospectus,
supplements and should be read in conjunction with the current Prospectus
of General Money Market Fund, Inc. (the "Fund"), dated March 25, 1994, as
it may be revised from time to time.  To obtain a copy of the Fund's
Prospectus, please write to the Fund at 144 Glenn Curtiss Boulevard,
Uniondale, New York 11556-0144, or call the following numbers:
    
   
          Call Toll Free 1-800-242-8671
          In New York City -- Call 1-718-895-1396
          On Long Island -- Call 794-5452
    
     The Dreyfus Corporation (the "Manager") serves as the Fund's
investment adviser.

     Dreyfus Service Corporation (the "Distributor"), a wholly-owned
subsidiary of the Manager, is the distributor of the Fund's shares.

                              TABLE OF CONTENTS
                                                            Page
Investment Objective and Management Policies . . . . . . . . B-2
Management of the Fund . . . . . . . . . . . . . . . . . . . B-4
Management Agreement . . . . . . . . . . . . . . . . . . . . B-7
Purchase of Fund Shares. . . . . . . . . . . . . . . . . . . B-9
Service Plan . . . . . . . . . . . . . . . . . . . . . . . . B-9
   
Shareholder Services Plan. . . . . . . . . . . . . . . . . . B-10
    
   
Redemption of Fund Shares. . . . . . . . . . . . . . . . . . B-11
    
   
Shareholder Services . . . . . . . . . . . . . . . . . . . . B-13
    
   
Determination of Net Asset Value . . . . . . . . . . . . . . B-16
    
   
Dividends, Distributions and Taxes . . . . . . . . . . . . . B-17
    
   
Yield Information. . . . . . . . . . . . . . . . . . . . . . B-17
    
   
Portfolio Transactions . . . . . . . . . . . . . . . . . . . B-18
    
   
Information About the Fund . . . . . . . . . . . . . . . . . B-18
    
   
Custodian, Transfer and Dividend Disbursing Agent,
  Counsel and Independent Auditors . . . . . . . . . . . . . B-18
    
   
Appendix . . . . . . . . . . . . . . . . . . . . . . . . . . B-20
    
   
Financial Statements . . . . . . . . . . . . . . . . . . . . B-23
    
   
Report of Independent Auditors . . . . . . . . . . . . . . . B-30
    
                INVESTMENT OBJECTIVE AND MANAGEMENT POLICIES

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled
"Description of the Fund."

     Portfolio Securities.  As a result of Federal and state laws and
regulations, domestic banks whose certificates of deposit ("CDs") may be
purchased by the Fund are, among other things, generally required to
maintain specified levels of reserves, and are subject to other
supervision and regulation designed to promote financial soundness.
However, not all of such laws and regulations apply to the foreign
branches of domestic banks.  Domestic commercial banks organized under
Federal law are supervised and examined by the Comptroller of the Currency
and are required to be members of the Federal Reserve System and to have
their deposits insured by the Federal Deposit Insurance Corporation (the
"FDIC").  Domestic banks organized under state law are supervised and
examined by state banking authorities but are members of the Federal
Reserve System only if they elect to join.  In addition, state banks whose
CDs may be purchased by the Fund are insured by the Bank Insurance Fund
administered by the FDIC (although such insurance may not be of material
benefit to the Fund, depending upon the principal amount of the CDs of
each bank held by the Fund) and are subject to Federal examination and to
a substantial body of Federal law and regulation.

     Obligations of foreign branches of domestic banks, foreign
subsidiaries of domestic banks and domestic and foreign branches of
foreign banks, such as CDs and time deposits ("TDs"), may be general
obligations of the parent banks in addition to the issuing branch, or may
be limited by the terms of a specific obligation and governmental
regulation.  Such obligations are subject to different risks than are
those of domestic banks.  These risks include foreign economic and
political developments, foreign governmental restrictions that may
adversely affect payment of principal and interest on the obligations,
foreign exchange controls and foreign withholding and other taxes on
interest income.  These foreign branches and subsidiaries are not
necessarily subject to the same or similar regulatory requirements as
apply to domestic banks, such as mandatory reserve requirements, loan
limitations, and accounting, auditing and financial recordkeeping
requirements.  In addition, less information may be publicly available
about a foreign branch of a domestic bank or about a foreign bank than
about a domestic bank.

     Obligations of United States branches of foreign banks may be general
obligations of the parent bank in addition to the issuing branch, or may
be limited by the terms of a specific obligation or by Federal and state
regulation as well as governmental action in the country in which the
foreign bank has its head office.  A domestic branch of a foreign bank
with assets in excess of one billion dollars may or may not be subject to
reserve requirements imposed by the Federal Reserve System or by the state
in which the branch is located if the branch is licensed in that state.

     In addition, Federal branches licensed by the Comptroller of the
Currency and branches licensed by certain states ("State Branches") may or
may not be required to: (1) pledge to the regulator, by depositing assets
with a designated bank within the state, a certain amount of their assets
as fixed from time to time by the appropriate regulatory authority; and
(2) maintain assets within the state in an amount equal to a specified
percentage of the aggregate amount of liabilities of the foreign bank
payable at or through all of its agencies or branches within the state.
The deposits of Federal or State Branches generally must be insured by the
FDIC if such branches take deposits of less than $100,000.

     In view of the foregoing factors associated with the purchase of CDs
and TDs issued by foreign branches of domestic banks, by foreign
subsidiaries of domestic banks, by foreign branches of foreign banks or by
domestic branches of foreign banks, the Manager carefully evaluates such
investments on a case-by-case basis.

     The Fund may purchase CDs issued by banks, savings and loan
associations and similar thrift institutions with less than one billion
dollars in assets, the deposits of which are insured by the FDIC, provided
the Fund purchases any such CD in a principal amount of no more than
$100,000, which amount would be fully insured by the Bank Insurance Fund
or the Savings Association Insurance Fund administered by the FDIC.
Interest payments on such a CD are not insured by the FDIC.  The Fund will
not own more than one such CD per such issuer.

     Investment Restrictions.  The Fund has adopted the following
restrictions as fundamental policies.  These restrictions cannot be
changed without approval by the holders of a majority (as defined in the
Investment Company Act of 1940 (the "Act")) of the Fund's outstanding
voting shares.  The Fund may not:

     1.   Purchase common stocks, preferred stocks, warrants or other
equity securities, or purchase corporate bonds or debentures, state bonds,
municipal bonds or industrial revenue bonds (except through the purchase
of debt obligations referred to under "Description of the Fund" in the
Prospectus and under "Investment Objective and Management Policies" in
this Statement of Additional Information).

     2.   Borrow money except from banks for temporary or emergency (not
leveraging) purposes in an amount up to 5% of the value of the Fund's
total assets (including the amount borrowed) based on the lesser of cost
or market, less liabilities (not including the amount borrowed) at the
time the borrowing is made.

     3.   Pledge its assets except in an amount up to 15% of the value of
its total assets but only to secure borrowings for temporary or emergency
purposes.

     4.   Sell securities short.

     5.   Write or purchase put or call options.

     6.   Underwrite the securities of other issuers or purchase
securities subject to restrictions on disposition under the Securities Act
of 1933 (so called "restricted securities").  The Fund may not enter into
repurchase agreements maturing in more than seven days or purchase
securities which are not readily marketable, if, in the aggregate, more
than 10% of its net assets would be so invested.  The Fund may not invest
in time deposits maturing in more than seven days; time deposits maturing
from two business days through seven calendar days may not exceed 10% of
the total assets of the Fund.

     7.   Purchase or sell real estate investment trust securities,
commodities, or oil and gas interests.

     8.   Make loans to others (except through the purchase of debt
obligations referred to under "Description of the Fund" in the Prospectus
and under "Investment Objective and Management Policies" in this Statement
of Additional Information).

     9.   Invest more than 15% of its assets in the obligations of any one
bank, or invest more than 5% of its assets in the commercial paper of any
one issuer.  Notwithstanding the foregoing, to the extent required by the
rules of the Securities and Exchange Commission, the Fund will not invest
more than 5% of its assets in the obligations of any one bank.

     10.  Invest less than 25% of its assets in securities issued by banks
or invest more than 25% of its assets in the securities of issuers in any
other industry, provided that there shall be no limitation on the purchase
of obligations issued or guaranteed by the U.S. Government, its agencies
or instrumentalities.

     11.  Invest in companies for the purpose of exercising control.

     12.  Invest in securities of other investment companies, except as
they may be acquired as part of a merger, consolidation or acquisition of
assets.

     If a percentage restriction is adhered to at the time of investment,
a later increase or decrease in percentage resulting from a change in
values or assets will not constitute a violation of such restriction.

     The Fund may make commitments more restrictive than the restrictions
listed above so as to permit the sale of Fund shares in certain states.
Should the Fund determine that a commitment is no longer in the best
interest of the Fund and its shareholders, the Fund reserves the right to
revoke the commitment by terminating the sale of Fund shares in the state
involved.

                           MANAGEMENT OF THE FUND

     Directors and officers of the Fund, together with information as to
their principal business occupations during at least the last five years,
are shown below.  Each Director who is deemed to be an "interested person"
of the Fund (as defined in the Act) is indicated by an asterisk.

Directors and Officers of the Fund
   
CLIFFORD L. ALEXANDER, JR., Director.  President of Alexander &
     Associates, Inc., a management consulting firm.  From 1977 to 1981,
     Mr. Alexander served as Secretary of the Army and Chairman of the
     Board of the Panama Canal Company and, from  1975 to 1977, he was a
     member of the Washington, D.C. law firm of Verner, Liipfert,
     Bernhard, McPherson and Alexander.  He is a director of American Home
     Products Corporation, The Dun & Bradstreet Corporation, Equitable
     Resources, Inc., a producer and distributor of natural gas and crude
     petroleum, MCI Communications Corporation and Mutual of America Life
     Insurance Company.  His address is 400 C Street, N.E., Washington,
     D.C. 20002.
    
   
PEGGY C. DAVIS, Director.  Professor of Law, New York University School of
     Law.  Professor Davis has been a member of the New York University
     law faculty since 1983.  Prior to that time, she served for three
     years as a judge in the courts of New York State; was engaged for
     eight years in the practice of law, working in both corporate and
     non-profit sectors; and served for two years as a criminal justice
     administrator in the government of the City of New York.  She writes
     and teaches in the fields of evidence, constitutional theory, family
     law, social sciences and the law, legal process and professional
     methodology and training.  Her address is c/o New York University
     School of Law, 249 Sullivan Street, New York, New York 10012.
    
*JOSEPH S. DiMARTINO, Director, President and Investment Officer.
     President, Chief Operating Officer and a director of the Manager,
     Executive Vice President and a director of the Distributor and an
     officer, director or trustee of other investment companies advised or
     administered by the Manager.  Mr. DiMartino is also a director of
     Noel Group, Inc., a director and Corporate Member of The Muscular
     Dystrophy Association and a Trustee of Bucknell University.  His
     address is 200 Park Avenue, New York, New York 10166.
   
ERNEST KAFKA, Director.  A physician engaged in private practice
     specializing in the psychoanalysis of adults and adolescents.  Since
     1981, he has served as an Instructor at the New York Psychoanalytic
     Institute and, prior thereto, held other teaching positions.  For
     more than the past five years, Dr. Kafka has held numerous
     administrative positions and has published many articles on subjects
     in the field of psychoanalysis.  His address is 23 East 92nd Street,
     New York, New York 10128.
    
SAUL B. KLAMAN, Director.  Chairman and Chief Executive Officer of SBK
     Associates, which provides research and consulting services to
     financial institutions.  Dr. Klaman was President of the National
     Association of Mutual Savings Banks until November 1983, President of
     the National Council of Savings Institutions until June 1985, Vice
     Chairman of Golembe Associates Inc. until 1989 and Vice Chairman and
     Chairman Emeritus of BEI Golembe, Inc. until November 1992.  He also
     served as an Economist at the Board of Governors of the Federal
     Reserve System and on several Presidential Commissions, and has held
     numerous consulting and advisory positions in the fields of economics
     and housing finance.  His address is 431-B Dedham Street, The Gables,
     Newton Center, Massachusetts 02159.
   
NATHAN LEVENTHAL, Director.  President of Lincoln Center for the
     Performing Arts, Inc.  Mr. Leventhal was Deputy Mayor for Operations
     of New York City from September 1979 to March 1984 and Commissioner
     of the Department of Housing Preservation and Development of New York
     City from February 1978 to September 1979.  Mr. Leventhal was an
     associate and then a member of the New York law firm of Poletti
     Freidin Prashker Feldman and Gartner from 1974 to 1978.  He was
     Commissioner of Rent and Housing Maintenance for New York City from
     1972 to 1973.  His address is 70 Lincoln Center Plaza, New York, New
     York 10023-6583.
    
*HOWARD STEIN, Director.  Chairman of the Board and Chief Executive
     Officer of the Manager, Chairman of the Board of the Distributor and
     an officer, director, general partner or trustee of other investment
     companies advised or administered by the Manager.  His address is 200
     Park Avenue, New York, New York 10166.
   
     For so long as the Fund's plans described in the sections captioned
"Service Plan" and "Shareholder Services Plan" remain in effect, the
Directors of the Fund who are not "interested persons" of the Fund, as
defined in the Act, will be selected and nominated by the Directors who
are not "interested persons" of the Fund.
    
   
     Each of the "non-interested" Directors is also a director of Dreyfus
Appreciation Fund, Inc., General California Municipal Bond Fund, Inc.,
General Government Securities Money Market Fund, Inc., General Municipal
Bond Fund, Inc., General Municipal Money Market Fund, Inc., General New
York Municipal Bond Fund, Inc. and Premier Growth Fund, Inc., and a
trustee of General California Municipal Money Market Fund, General New
York Municipal Money Market Fund, Premier California Municipal Bond Fund,
Premier GNMA Fund, Premier Insured Municipal Bond Fund, Premier Municipal
Bond Fund, Premier New York Municipal Bond Fund and Premier State
Municipal Bond Fund.  Mr. Alexander is also a director of The Dreyfus
Socially Responsible Growth Fund, Inc. and The Dreyfus Third Century Fund,
Inc.
    
   
     The Fund does not pay any remuneration to its officers and Directors
other than fees and expenses to Directors who are not officers, directors,
employees or holders of 5% or more of the outstanding voting securities of
the Manager, which totalled $26,987 for the fiscal year ended January 31,
1994 for such Directors as a group.
    
Officers of the Fund Not Listed Above

PATRICIA A. LARKIN, Vice President and Investment Officer.  An employee of
     the Manager and an officer of other investment companies advised and
     administered by the Manager.
   
DANIEL C. MACLEAN, Vice President.  Vice President and General Counsel of
     the manager, Secretary of the Distributor and an officer of other
     investment companies advised or administered by the Manager.
    
JEFFREY N. NACHMAN, Vice President-Financial.  Vice President--Mutual Fund
     Accounting of the Manager and an officer of other investment
     companies advised or administered by the Manager.

JOHN J. PYBURN, Treasurer.  Assistant Vice President of the Manager and an
     officer of other investment companies advised or administered by the
     Manager.

PAUL R. CASTI, JR., Controller.  Senior Accounting Manager in the Fund
     Accounting Department of the Manager and an officer of other
     investment companies advised or administered by the Manager.

MARK N. JACOBS, Secretary.  Secretary and Deputy General Counsel of the
     Manager and an officer of other investment companies advised or
     administered by the Manager.

STEVEN F. NEWMAN, Assistant Secretary.  Associate General Counsel of the
     Manager and an officer of other investment companies advised or
     administered by the Manager.

CHRISTINE PAVALOS, Assistant Secretary.  Assistant Secretary of the
     Manager, the Distributor and other investment companies advised or
     administered by the Manager.

     The address of each officer of the Fund is 200 Park Avenue, New York,
New York 10166.
   
     Directors and officers of the Fund, as a group, owned less than 1% of
the Fund's Common Stock outstanding on March 8, 1994.
    
   
     The following persons also are officers and/or directors of the
Manager:  Julian M. Smerling, Vice Chairman of the Board of Directors;
Alan M. Eisner, Vice President and Chief Financial Officer; David W.
Burke, Vice President and Chief Administrative Officer; Robert F. Dubuss,
Vice President; Elie M. Genadry, Vice President--Institutional Sales;
Peter A. Santoriello, Vice President; Robert H. Schmidt, Vice President;
Kirk V. Stumpp, Vice President--New Product Development; Philip L. Toia,
Vice President; Katherine C. Wickham, Assistant Vice President--Human
Resources; Maurice Bendrihem, Controller; and Mandell L. Berman, Alvin E.
Friedman, Lawrence M. Greene, Abigail Q. McCarthy and David B. Truman,
directors.
    

                            MANAGEMENT AGREEMENT

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Management
of the Fund."
   
     The Manager provides management services pursuant to the Management
Agreement (the "Agreement") dated October 31, 1981, as amended July 20,
1983, with the Fund, which is subject to annual approval by (i) the Fund's
Board of Directors or (ii) vote of a majority (as defined in the Act) of
the outstanding voting securities of the Fund, provided that in either
event the continuance also is approved by a majority of the Directors who
are not "interested persons" (as defined in the Act) of the Fund or the
Manager, by vote cast in person at a meeting called for the purpose of
voting on such approval.  The Agreement, as amended, was approved by
shareholders at a meeting held on July 20, 1983.  The Board of Directors,
including a majority of the Directors who are not "interested persons" of
any party to the Agreement, last voted to renew the Agreement at a meeting
held on September 27, 1993.  The Agreement is terminable without penalty,
on 60 days' notice, by the Fund's Board of Directors or by vote of the
holders of a majority of the Fund's shares or, upon not less than 90 days'
notice, by the Manager.  The Agreement will terminate automatically in the
event of its assignment (as defined in the Act).
    
   
     The Manager manages the Fund's portfolio of investments in accordance
with the stated policies of the Fund, subject to the approval of the
Fund's Board of Directors.  The Manager is responsible for investment
decisions and provides the Fund with Investment Officers who are
authorized by the Board of Directors to execute purchases and sales of
securities.  The Fund's Investment Officers are Patricia A. Cuddy, Joseph
S. DiMartino, Robert P. Fort, Jr., Barbara L. Kenworthy and Patricia A.
Larkin.  The Manager also maintains a research department with a
professional staff of portfolio managers and securities analysts who
provide research services for the Fund as well as for other funds advised
by the Manager.  All purchases and sales are reported for the Board's
review at the meeting subsequent to such transactions.
    
     All expenses incurred in the operation of the Fund are borne by the
Fund, except to the extent specifically assumed by the Manager.  The
expenses borne by the Fund include:  taxes, interest, brokerage fees and
commissions, if any, fees of Directors who are not officers, directors,
employees or holders of 5% or more of the outstanding voting securities of
the Manager, Securities and Exchange Commission fees, state Blue Sky
qualification fees, charges of custodians, transfer and dividend
disbursing agents' fees, certain insurance premiums, outside auditing and
legal expenses, costs of maintaining corporate existence, investor
services (including, without limitation, telephone and personnel
expenses), costs of shareholder reports and corporate meetings, costs of
preparing, printing and distributing prospectuses and statements of
additional information, and any extraordinary expenses.  The Fund bears
certain Servicing expenses in accordance with a written plan and also
bears certain costs associated with implementing and operating such plan.
See "Service Plan."

     The Manager pays the salaries of all officers and employees employed
by both it and the Fund, maintains office facilities, and furnishes
statistical and research data, clerical help, accounting, data processing,
bookkeeping and internal auditing and certain other required services.
The Manager also may make such advertising and promotional expenditures
using its own resources, as it from time to time deems appropriate.  The
fees paid to Service Agents (as defined below) are paid in part out of the
management fee or the Manager's past profits or any other source available
to the Manager.  See "Service Plan."
   
     As compensation for the Manager's services, the Fund has agreed to
pay the Manager a monthly management fee at the annual rate of .50 of 1%
of the value of the Fund's average daily net assets.  The management fees
paid for the fiscal years ended January 31, 1992, 1993 and 1994 amounted
to $3,656,106, $3,645,508 and $3,213,934, respectively.
    
   
     The Manager has agreed that if in any fiscal year the aggregate
expenses of the Fund, exclusive of taxes, brokerage, interest and (with
the prior written consent of the necessary state securities commissions)
extraordinary expenses, but including the management fee, exceed 1-1/2% of
the average market value of the net assets of the Fund for that fiscal
year, the Fund may deduct from the payment to be made to the Manager under
the Agreement, or the Manager will bear, such excess expense.  Such
deduction or payment, if any, will be estimated daily and reconciled and
effected or paid, as the case may be, on a monthly basis.  No such
deduction or payment was required for the fiscal year ended January 31,
1994.
    
     The aggregate of the fees payable to the Manager is not subject to
reduction as the value of the Fund's net assets increases.


                           PURCHASE OF FUND SHARES

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "How to Buy
Fund Shares."

     The Distributor.  The Distributor serves as the Fund's distributor
pursuant to an agreement which is renewable annually.  The Distributor
also acts as distributor for the other funds in the General Family of
Funds, the funds in the Dreyfus Family of Funds and for certain other
investment companies.

     Using Federal Funds.  The Shareholder Services Group, Inc., the
Fund's transfer and dividend disbursing agent (the "Transfer Agent"), or
the Fund may attempt to notify the investor upon receipt of checks drawn
on banks that are not members of the Federal Reserve System as to the
possible delay in conversion into Federal Funds and may attempt to arrange
for a better means of transmitting the money.  If the investor is a
customer of a Selected Dealer (as defined under "Service Plan") and his
order to purchase Fund shares is paid for other than in Federal Funds, the
Selected Dealer, acting on behalf of its customer, will complete the
conversion into, or itself advance, Federal Funds, generally on the
business day following receipt of the customer order.  The order is
effective only when so converted and received by the Transfer Agent.  An
order for the purchase of Fund shares placed by an investor with
sufficient Federal Funds or a cash balance in his brokerage account with a
Selected Dealer will become effective on the day that the order, including
Federal Funds, is received by the Transfer Agent.

     Reopening an Account.  An investor may reopen an account with a
minimum investment of $100 without filing a new Account Application during
the calendar year the account is closed or during the following calendar
year, provided the information on the old Account Application is still
applicable.


                                SERVICE PLAN

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Service
Plan."
   
     Rule 12b-1 (the "Rule") adopted by the Securities and Exchange
Commission under the Act provides, among other things, that an investment
company may bear expenses of distributing its shares only pursuant to a
plan adopted in accordance with the Rule.  Because some or all of the fees
paid by the Manager to certain financial institutions (which may include
banks), securities dealers ("Selected Dealers") and other financial
industry professionals (collectively, "Service Agents") could be deemed to
be payment of distribution expenses, the Fund's Board of Directors has
adopted such a plan (the "Plan").  The Fund's Board of Directors believes
that there is a reasonable likelihood that the Plan will benefit the Fund
and its shareholders.  In some states, certain financial institutions
effecting transactions in Fund shares may be required to register as
dealers pursuant to state law.
    
   
     A quarterly report of the amounts expended under the Plan, and the
purposes for which such expenditures were incurred, must be made to the
Directors for their review.  In addition, the Plan provides that it may
not be amended to increase materially the costs which the Fund may bear
for distribution pursuant to the Plan without shareholder approval and
that other material amendments of the Plan must be approved by the Board
of Directors, and by the Directors who are not "interested persons" (as
defined in the Act) of the Fund or the Manager and have no direct or
indirect financial interest in the operation of the Plan or in the related
service agreements, by vote cast in person at a meeting called for the
purpose of considering such amendments.  The Plan and the related service
agreements are subject to annual approval by such vote of the Directors
cast in person at a meeting called for the purpose of voting on the Plan.
The Plan was so approved at a meeting held on September 27, 1993.  The
Plan is terminable at any time by vote of a majority of the Directors who
are not "interested persons" and have no direct or indirect financial
interest in the operation of the Plan or in any of the related service
agreements or by vote of a majority of the Fund's shares.  Any service
agreement is terminable without penalty, at any time, by such vote of the
Directors or, upon not more than 60 days' written notice to the Service
Agent, by vote of the holders of a majority of the Fund's shares, or, upon
15 days' notice, by the Distributor.  Each service agreement will
terminate automatically in the event of its assignment (as defined in the
Act).
    
   
     During the fiscal year ended January 31, 1994, the Distributor paid
$1,914,972 to Service Agents pursuant to the Plan, of which amount the
Fund reimbursed the Distributor $1,285,333 and the Manager paid the
remainder.  In addition, the Fund paid $21,308 for preparing, printing and
distributing prospectuses and statements of additional information and for
implementing and operating the Plan.
    
   
                          SHAREHOLDER SERVICES PLAN

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled
"Shareholder Services Plan."
    
   
     The Fund has adopted a Shareholder Services Plan pursuant to which
the Fund reimburses the Distributor 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.
    
   
     A quarterly report of the amounts expended under the Shareholder
Services Plan, and the purposes for which such expenditures were incurred,
must be made to the Directors for their review.  In addition, the
Shareholder Services Plan provides that material amendments of the
Shareholder Services Plan must be approved by the Board of Directors, and
by the Directors who are not "interested persons" (as defined in the Act)
of the Fund and have no direct or indirect financial interest in the
operation of the Shareholder Services Plan by vote cast in person at a
meeting called for the purpose of considering such amendments.  The
Shareholder Services Plan is subject to annual approval by such vote of
the Directors cast in person at a meeting called for the purpose of voting
on the Shareholder Services Plan.  The Shareholder Services Plan is
terminable at any time by vote of a majority of the Directors who are not
"interested persons" and have no direct or indirect financial interest in
the operation of the Shareholder Services Plan.
    
   
     During the fiscal year ended January 31, 1994, $418,788 was payable
by the Fund for certain shareholder servicing expenses, which amount was
reduced by $97,203, resulting in a net fee paid to the Manager of
$321,585, pursuant to an undertaking in effect by the Manager.
    

                          REDEMPTION OF FUND SHARES

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "How to
Redeem Fund Shares."

     Check Redemption Privilege.  An investor may indicate on the Account
Application or by later written request that the Fund provide Redemption
Checks ("Checks") drawn on the Fund's account.  Checks will be sent only
to the registered owner(s) of the account and only to the address of
record.  The Account Application or later written request must be manually
signed by the registered owner(s).  Checks may be made payable to the
order of any person in an amount of $500 or more.  When a Check is
presented to the Transfer Agent for payment, the Transfer Agent, as the
investor's agent, will cause the Fund to redeem a sufficient number of
full or fractional shares in the investor's account to cover the amount of
the Check.  Dividends are earned until the Check clears.  After clearance,
a copy of the Check will be returned to the investor.  Investors generally
will be subject to the same rules and regulations that apply to checking
accounts, although the election of this Privilege creates only a
shareholder-transfer agent relationship with the Transfer Agent.

     If the amount of the Check is greater than the value of the shares in
an investor's account, the Check will be returned marked insufficient
funds.  Checks should not be used to close an account.
   
      Wire Redemption Privilege.  By using this Privilege, the investor
authorizes the Transfer Agent to act on wire or telephone redemption
instructions from any person representing himself or herself to be the
investor, or a representative of the investor's Service Agent, and
reasonably believed by the Transfer Agent to be genuine.  Ordinarily, the
Fund will initiate payment for shares redeemed pursuant to this Privilege
on the same business day if the Transfer Agent receives the redemption
request in proper form prior to 12:00 Noon, New York time, on such day;
otherwise the Fund will initiate payment on the next business day.
Redemption proceeds will be transferred by Federal Reserve wire only to
the commercial bank account specified by the investor on the Account
Application or the Shareholder Services Form.  Redemption proceeds, if
wired, must be in the amount of $1,000 or more and will be wired to the
investor's account at the bank of record designated in the investor's file
at the Transfer Agent, if the investor's bank is a member of the Federal
Reserve System, or to a correspondent bank if the investor's bank is not a
member.  Fees ordinarily are imposed by such bank and usually are borne by
the investor.  Immediate notification by the correspondent bank to the
investor's bank is necessary to avoid a delay in crediting the funds to
the investor's bank account.
    
     Investors with access to telegraphic equipment may wire redemption
requests to the Transfer Agent by employing the following transmittal code
which may be used for domestic or overseas transmissions:

                                   Transfer Agent's
     Transmittal Code              Answer Back Sign
     ________________              ________________

     144295                        144295 TSSG PREP

     Investors who do not have direct access to telegraphic equipment may
have the wire transmitted by contacting a TRT Cables operator at
1-800-654-7171, toll free.  Investors also should advise the operator that
the above transmittal code must be used and also inform the operator of
the Transfer Agent's answer back sign.
   
    
     To change the commercial bank or account designated to receive
redemption proceeds, a written request must be sent to the Transfer Agent.
This request must be signed by each shareholder, with each signature
guaranteed as described below under "Stock Certificates; Signatures."
   
     Stock Certificates; Signatures.  Any certificates representing Fund
shares to be redeemed must be submitted with the redemption request.
Written redemption requests must be signed by each shareholder, including
each holder of a joint account, and each signature must be guaranteed.
Signatures on endorsed certificates submitted for redemption also must be
guaranteed.  The Transfer Agent has adopted standards and procedures
pursuant to which signature-guarantees in proper form generally will be
accepted from domestic banks, brokers, dealers, credit unions, national
securities exchanges, registered securities associations, clearing
agencies and savings associations, as well as from participants in the New
York Stock Exchange Medallion Signature Program, the Securities Transfer
Agents Medallion Program ("STAMP"), and the Stock Exchanges Medallion
Program.  Guarantees must be signed by an authorized signatory of the
guarantor and "Signature-Guaranteed" must appear with the signature.  The
Transfer Agent may request additional documentation from corporations,
executors, administrators, trustees or guardians, and may accept other
suitable verification arrangements from foreign investors, such as
consular verification.  For more information with respect to signature-
guarantees, please call one of the telephone numbers listed on the cover.
    
     Redemption Commitment.  The Fund has committed itself to pay in cash
all redemption requests by any shareholder of record, limited in amount
during any 90-day period to the lesser of $250,000 or 1% of the value of
the Fund's net assets at the beginning of such period.  Such commitment is
irrevocable without the prior approval of the Securities and Exchange
Commission.  In the case of requests for redemption in excess of such
amount, the Board of Directors reserves the right to make payments in
whole or in part in securities or other assets of the Fund in case of an
emergency or any time a cash distribution would impair the liquidity of
the Fund to the detriment of the existing shareholders.  In such event,
the securities would be valued in the same manner as the Fund's portfolio
is valued.  If the recipient sold such securities, brokerage charges would
be incurred.

     Suspension of Redemptions.  The right of redemption may be suspended
or the date of payment postponed (a) during any period when the New York
Stock Exchange is closed (other than customary weekend and holiday
closings), (b) when trading in the markets the Fund ordinarily utilizes is
restricted, or when an emergency exists as determined by the Securities
and Exchange Commission so that disposal of the Fund's investments or
determination of its net asset value is not reasonably practicable, or (c)
for such other periods as the Securities and Exchange Commission by order
may permit to protect the Fund's shareholders.


                            SHAREHOLDER SERVICES

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled
"Shareholder Services."

     Exchange Privilege.  Shares of other funds purchased by exchange will
be purchased on the basis of relative net asset value per share as
follows:

          A.   Exchanges for shares of funds that are offered without a
               sales load will be made without a sales load.

          B.   Shares of funds purchased without a sales load may be
               exchanged for shares of other funds sold with a sales load,
               and the applicable sales load will be deducted.

          C.   Shares of funds purchased with a sales load may be
               exchanged for shares of other funds sold without a sales
               load.

          D.   Shares of funds purchased with a sales load, shares of
               funds acquired by a previous exchange from shares purchased
               with a sales load, and additional shares acquired through
               reinvestment of dividends or distributions of any such
               funds (collectively referred to herein as "Purchased
               Shares") may be exchanged for shares of other funds sold
               with a sales load (referred to herein as "Offered Shares"),
               provided that, if the sales load applicable to the Offered
               Shares exceeds the maximum sales load that could have been
               imposed in connection with the Purchased Shares (at the
               time the Purchased Shares were acquired), without giving
               effect to any reduced loads, the difference will be
               deducted.

     To accomplish an exchange under item D above, shareholders must
notify the Transfer Agent of their prior ownership of fund shares and
their account number.
   
     To use this Privilege, an investor, or an investor's Service Agent
acting on the investor's behalf, must give exchange instructions to the
Transfer Agent in writing, by wire or by telephone.  Telephone exchanges
may be made only if the appropriate "YES" box has been checked on the
Account Application, or a separate signed Shareholder Services Form is on
file with the Transfer Agent.  By using this Privilege, the investor
authorizes the Transfer Agent to act on telephonic, telegraphic or written
exchange instructions from any person representing himself or herself to
be the investor or a representative of the investor's Service Agent, and
reasonably believed by the Transfer Agent to be genuine.  Telephone
exchanges may be subject to limitations as to the amount involved or the
number of telephone exchanges permitted.  Shares issued in certificate
form are not eligible for telephone exchanges.
    
     To establish a Personal Retirement Plan by exchange, shares of the
fund being exchanged must have a value of at least the minimum initial
investment required for the fund into which the exchange is being made.
For Dreyfus-sponsored Keogh Plans, IRAs and IRAs set up under a Simplified
Employee Pension Plan ("SEP-IRAs") with only one participant, the minimum
initial investment is $750.  To exchange shares held in Corporate Plans,
403(b)(7) Plans and SEP-IRAs with more than one participant, the minimum
initial investment is $100 if the plan has at least $2,500 invested among
the funds in the Dreyfus Family of Funds.  To exchange shares held in
Personal Retirement Plans, the shares exchanged must have a current value
of at least $100.

     Auto-Exchange Privilege.  The Auto-Exchange Privilege permits an
investor to purchase, in exchange for shares of the Fund, shares of
another fund in the Dreyfus Family of Funds.  This Privilege is available
only for existing accounts.  Shares will be exchanged on the basis of
relative net asset value as described above under "Exchange Privilege."
Enrollment in or modification or cancellation of this Privilege is
effective three business days following notification by the investor.  An
investor will be notified if his account falls below the amount designated
to be exchanged under this Privilege.  In this case, an investor's account
will fall to zero unless additional investments are made in excess of the
designated amount prior to the next Auto-Exchange transaction.  Shares
held under IRA and other retirement plans are eligible for this Privilege.
Exchanges of IRA shares may be made between IRA accounts and from regular
accounts to IRA accounts, but not from IRA accounts to regular accounts.
With respect to all other retirement accounts, exchanges may be made only
among those accounts.

     The Exchange Privilege and Auto-Exchange Privilege are available to
shareholders resident in any state in which shares of the fund being
acquired legally may be sold.  Shares may be exchanged only between
accounts having identical names and other identifying designations.
   
     Shareholder Services Forms and prospectuses of the other funds may be
obtained from the Distributor, 144 Glenn Curtiss Boulevard, Uniondale, New
York 11556-0144.  The Fund reserves the right to reject any exchange
request in whole or in part.  The Exchange Privilege or Auto-Exchange
Privilege may be modified or terminated at any time upon notice to
shareholders.
    
   
     Automatic Withdrawal Plan.  The Automatic Withdrawal Plan permits an
investor with a $5,000 minimum account to request withdrawal of a
specified dollar amount (minimum of $50) on either a monthly or quarterly
basis.  Withdrawal payments are the proceeds from sales of Fund shares,
not the yield on the shares.  If withdrawal payments exceed reinvested
dividends and distributions, the investor's shares will be reduced and
eventually may be depleted.  An Automatic Withdrawal Plan may be
established by completing the appropriate application available from the
Distributor.  There is a service charge of $.50 for each withdrawal check.
Automatic Withdrawal may be terminated at any time by the investor, the
Fund or the Transfer Agent.  Shares for which certificates have been
issued may not be redeemed through the Automatic Withdrawal Plan.
    
     Dividend Sweep Privilege.  The Dividend Sweep Privilege allows
investors to invest on the payment date their dividends or dividends and
capital gain distributions, if any, from the Fund in shares of another
fund in the Dreyfus Family of Funds of which the investor is a
shareholder.  Shares of other funds purchased pursuant to this Privilege
will be purchased on the basis of relative net asset value per share as
follows:

     A.   Dividends and distributions paid by a fund may be
          invested without imposition of a sales load in shares
          of other funds that are offered without a sales load.

     B.   Dividends and distributions paid by a fund which does
          not charge a sales load may be invested in shares of
          other funds sold with a sales load, and the applicable
          sales load will be deducted.

     C.   Dividends and distributions paid by a fund which
          charges a sales load may be invested in shares of
          other funds sold with a sales load (referred to herein
          as "Offered Shares"), provided that, if the sales load
          applicable to the Offered Shares exceeds the maximum
          sales load charged by the fund from which dividends or
          distributions are being swept, without giving effect
          to any reduced loads, the difference will be deducted.
   
     D.   Dividends and distributions paid by a fund may be
          invested in shares of other funds that impose a
          contingent deferred sales charge ("CDSC") and the
          applicable CDSC, if any, will be imposed upon
          redemption of such shares.
    
   
     Corporate Pension/Profit-Sharing and Personal Retirement Plans.  The
Fund makes available to corporations a variety of prototype pension and
profit-sharing plans, including a 401(k) Salary Reduction Plan.  In
addition, the Fund makes available Keogh Plans, IRAs, including SEP-IRAs
and IRA "Rollover Accounts," and 403(b)(7) Plans.  Plan support services
also are available.  Investors can obtain details on the various plans by
calling the following numbers toll free:  for Keogh Plans, please call 1-
800-358-5566; for IRAs and IRA "Rollover Accounts," please call 1-800-645-
6561; and for SEP-IRAs, 401(k) Salary Reduction Plan, and 403(b)(7) Plans,
please call 1-800-322-7880.
    
     Investors who wish to purchase Fund shares in conjunction with a
Keogh Plan, a 403(b)(7) Plan or an IRA, including a SEP-IRA, may request
from the Distributor forms for adoption of such plans.

     The entity acting as custodian for Keogh Plans, 403(b)(7) Plans or
IRAs may charge a fee, payment of which could require the liquidation of
shares.  All fees charged are described in the appropriate form.

     Shares may be purchased in connection with these plans only by direct
remittance to the entity which acts as custodian.  Such purchases will be
effective when payments received by the Transfer Agent are converted into
Federal Funds.  Purchases for these plans may not be made in advance of
receipt of funds.

     The minimum initial investment for Corporate Plans, Salary Reduction
Plans, 403(b)(7) Plans and SEP-IRAs, with more than one participant, is
$2,500, with no minimum on subsequent purchases.  The minimum initial
investment for Dreyfus-sponsored Keogh Plans, IRAs, SEP-IRAs and 403(b)(7)
Plans, with only one participant, is normally $750, with no minimum on
subsequent purchases.  Individuals who open an IRA also may open a
non-working spousal IRA with a minimum investment of $250.

     The investor should read the Prototype Retirement Plans and the
applicable form of Custodial Agreement for further details as to
eligibility, service fees and tax implications, and should consult a tax
adviser.


                      DETERMINATION OF NET ASSET VALUE

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "How to Buy
Fund Shares."

     Amortized Cost Pricing.  The valuation of the Fund's portfolio
securities is based upon their amortized cost, which does not take into
account unrealized capital gains or losses.  This involves valuing an
instrument at its cost and thereafter assuming a constant amortization to
maturity of any discount or premium, regardless of the impact of
fluctuating interest rates on the market value of the instrument.  While
this method provides certainty in valuation, it may result in periods
during which value, as determined by amortized cost, is higher or lower
than the price the Fund would receive if it sold the instrument.

     The Board of Directors has established, as a particular
responsibility within the overall duty of care owed to Fund shareholders,
procedures reasonably designed to stabilize the Fund's price per share as
computed for the purpose of sales and redemptions at $1.00.  Such
procedures include review of the Fund's portfolio holdings by the Board of
Directors, at such intervals as it may deem appropriate, to determine
whether the Fund's net asset value calculated by using available market
quotations or market equivalents deviates from $1.00 per share based on
amortized cost.  In such review, investments for which market quotations
are readily available will be valued at the most recent bid price or yield
equivalent for such securities or for securities of comparable maturity,
quality and type as obtained from one or more of the major market makers
for the securities to be valued.  Other investments and assets will be
valued at fair value as determined in good faith by the Board of
Directors.

     The extent of any deviation between the Fund's net asset value based
upon available market quotations or market equivalents and $1.00 per share
based on amortized cost will be examined by the Board of Directors.  If
such deviation exceeds 1/2 of 1%, the Board of Directors promptly will
consider what action, if any, will be initiated.  In the event the Board
of Directors determines that a deviation exists which may result in
material dilution or other unfair results to investors or existing
shareholders, it has agreed to take such corrective action as it regards
as necessary and appropriate, including:  selling portfolio instruments
prior to maturity to realize capital gains or losses or to shorten average
portfolio maturity; withholding dividends or paying distributions from
capital or capital gains; redeeming shares in kind; or establishing a net
asset value per share by using available market quotations or market
equivalents.

     New York Stock Exchange and Transfer Agent Closings.  The holidays
(as observed) on which both the New York Stock Exchange and the Transfer
Agent are closed currently are:  New Year's Day, Presidents' Day, Memorial
Day, Independence Day, Labor Day, Thanksgiving and Christmas.

   
                     DIVIDENDS, DISTRIBUTIONS AND TAXES

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Dividends,
Distributions and Taxes."
    
   
     Ordinarily, gains and losses realized from portfolio transactions
will be treated as capital gain or loss.  However, all or a portion of any
gain realized from the sale or other disposition of certain market
discount bonds will be treated as ordinary income under Section 1276 of
the Internal Revenue Code of 1986, as amended.
    

                              YIELD INFORMATION

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Yield
Information."
   
     For the seven-day period ended January 31, 1994, the Fund's yield was
2.52% and effective yield was 2.55%.  Yield is computed in accordance with
a standardized method which involves determining the net change in the
value of a hypothetical pre-existing Fund account having a balance of one
share at the beginning of a seven calendar day period for which yield is
to be quoted, dividing the net change by the value of the account at the
beginning of the period to obtain the base period return, and annualizing
the results (i.e., multiplying the base period return by 365/7).  The net
change in the value of the account reflects the value of additional shares
purchased with dividends declared on the original share and any such
additional shares and fees that may be charged to shareholder accounts, in
proportion to the length of the base period and the Fund's average account
size, but does not include realized gains and losses or unrealized
appreciation and depreciation.  Effective yield is computed by adding 1 to
the base period return (calculated as described above), raising that sum
to a power equal to 365 divided by 7, and subtracting 1 from the result.
    
     Yields will fluctuate and are not necessarily representative of
future results.  Each investor should remember that yield is a function of
the type and quality of the instruments in the portfolio, portfolio
maturity and operating expenses.  An investor's principal in the Fund is
not guaranteed.  See "Determination of Net Asset Value" for a discussion
of the manner in which the Fund's price per share is determined.


                           PORTFOLIO TRANSACTIONS

     Portfolio securities ordinarily are purchased directly from the
issuer or from an underwriter or a market maker for the securities.
Usually no brokerage commissions are paid by the Fund for such purchases.
Purchases from underwriters of portfolio securities include a concession
paid by the issuer to the underwriter and the purchase price paid to
market makers for the securities may include the spread between the bid
and asked price.  No brokerage commissions have been paid by the Fund to
date.

     Transactions are allocated to various dealers by the Fund's
Investment Officers in their best judgment.  The primary consideration is
prompt and effective execution of orders at the most favorable price.
Subject to that primary consideration, dealers may be selected for
research, statistical or other services to enable the Manager to
supplement its own research and analysis with the views and information of
other securities firms and may be selected based upon their sales of Fund
shares.

     Research services furnished by brokers through which the Fund effects
securities transactions may be used by the Manager in advising other funds
it advises and, conversely, research services furnished to the Manager by
brokers in connection with other funds the Manager advises may be used by
the Manager in advising the Fund.  Although it is not possible to place a
dollar value on these services, it is the opinion of the Manager that the
receipt and study of such services should not reduce the overall expenses
of its research department.


                         INFORMATION ABOUT THE FUND

     The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "General
Information."

     Each Fund share has one vote and, when issued and paid for in
accordance with the terms of the offering, is fully paid and
non-assessable.  Fund shares are of one class and have equal rights as to
dividends and in liquidation.  Shares have no preemptive, subscription or
conversion rights and are freely transferable.

     The Fund sends annual and semi-annual financial statements to all its
shareholders.


             CUSTODIAN, TRANSFER AND DIVIDEND DISBURSING AGENT,
                      COUNSEL AND INDEPENDENT AUDITORS

     The Bank of New York, 110 Washington Street, New York, New York
10286, is the Fund's custodian.  The Shareholder Services Group, Inc., a
subsidiary of First Data Corporation, P.O. Box 9671, Providence, Rhode
Island 02940-9671, is the Fund's transfer and dividend disbursing agent.
First Interstate Bank of California, 707 Wilshire Boulevard, Los Angeles,
California 90017, serves as a sub-custodian of the Fund's investments.
The Bank of New York, First Interstate Bank of California and The
Shareholder Services Group, Inc. have no part in determining the
investment policies of the Fund or which securities are to be purchased or
sold by the Fund.

     Stroock & Stroock & Lavan, 7 Hanover Square, New York, New York
10004-2696, as counsel for the Fund, has rendered its opinion as to
certain legal matters regarding the due authorization and valid issuance
of the shares of Common Stock being sold pursuant to the Fund's
Prospectus.
   
     Ernst & Young, 787 Seventh Avenue, New York, New York 10019,
independent auditors, have been selected as auditors of the Fund.
    

                                  APPENDIX


     Description of the two highest commercial paper, bond and other
short- and long-term rating categories assigned by Standard & Poor's
Corporation ("S&P"), Moody's Investors Service, Inc. ("Moody's"), Fitch
Investors Service, Inc. ("Fitch"), Duff & Phelps, Inc. ("Duff"), IBCA
Limited and IBCA Inc. ("IBCA") and Thomson BankWatch, Inc. ("BankWatch"):

Commercial Paper and Short-Term Ratings

     The designation A-1 by S&P indicates that the degree of safety
regarding timely payment is either overwhelming or very strong.  Those
issues determined to possess overwhelming safety characteristics are
denoted with a plus sign (+) designation.  Capacity for timely payment on
issues with an A-2 designation is strong.  However, the relative degree of
safety is not as high as for issues designated A-1.

     The rating Prime-1 (P-1) is the highest commercial paper rating
assigned by Moody's.  Issuers of P-1 paper must have a superior capacity
for repayment of short-term promissory obligations and ordinarily will be
evidenced by leading market positions in well established industries, high
rates of return of funds employed, conservative capitalization structures
with moderate reliance on debt and ample asset protection, broad margins
in earnings coverage of fixed financial charges and high internal cash
generation, and well established access to a range of financial markets
and assured sources of alternate liquidity.  Issues rated Prime-2 (P-2)
have a strong capacity for repayment of short-term promissory obligations.
This ordinarily will be evidenced by many of the characteristics cited
above but to a lesser degree.  Earnings trends and coverage ratios, while
sound, will be more subject to variation.  Capitalization characteristics,
while still appropriate, may be more affected by external conditions.
Ample alternate liquidity is maintained.

     The rating Fitch-1 (Highest Grade) is the highest commercial paper
rating assigned by Fitch.  Paper rated Fitch-1 is regarded as having the
strongest degree of assurance for timely payment.  The rating Fitch-2
(Very Good Grade) is the second highest commercial paper rating assigned
by Fitch which reflects an assurance of timely payment only slightly less
in degree than the strongest issues.

     The rating Duff-1 is the highest commercial paper rating assigned by
Duff.  Paper rated Duff-1 is regarded as having very high certainty of
timely payment with excellent liquidity factors which are supported by
ample asset protection.  Risk factors are minor.  Paper rated Duff-2 is
regarded as having good certainty of timely payment, good access to
capital markets and sound liquidity factors and company fundamentals.
Risk factors are small.

     The designation A1 by IBCA indicates that the obligation is supported
by a very strong capacity for timely repayment.  Those obligations rated
A1+ are supported by the highest capacity for timely repayment.
Obligations rated A2 are supported by a strong capacity for timely
repayment, although such capacity may be susceptible to adverse changes in
business, economic, or financial conditions.

     The rating TBW-1 is the highest short-term obligation rating assigned
by BankWatch.  Obligations rated TBW-1 are regarded as having the
strongest capacity for timely repayment.  Obligations rated TBW-2 are
supported by a strong capacity for timely repayment, although the degree
of safety is not as high as for issues rated TBW-1.

Bond and Long-Term Ratings

     Bonds rated AAA are considered by S&P to be the highest grade
obligations and possess an extremely strong capacity to pay principal and
interest.  Bonds rated AA by S&P are judged by S&P to have a very strong
capacity to pay principal and interest and, in the majority of instances,
differ only in small degrees from issues rated AAA.

     Bonds rated Aaa by Moody's are judged to be of the best quality.
Bonds rated Aa by Moody's are judged by Moody's to be of high quality by
all standards and, together with the Aaa group they comprise what are
generally known as high-grade bonds.  Bonds rated Aa are rated lower than
Aaa bonds because margins of protection may not be as large or
fluctuations of protective elements may be of greater amplitude or there
may be other elements present which make the long-term risks appear
somewhat larger.  Moody's applies numerical modifiers 1, 2 and 3 in the Aa
rating category.  The modifier 1 indicates a ranking for the security in
the higher end of this rating category, the modifier 2 indicates a mid-
range ranking, and the modifier 3 indicates a ranking in the lower end of
the rating category.

     Bonds rated AAA by Fitch are judged by Fitch to be strictly high
grade, broadly marketable, suitable for investment by trustees and
fiduciary institutions and liable to slight market fluctuation other than
through changes in the money rate.  The prime feature of an AAA bond is a
showing of earnings several times or many times interest requirements,
with such stability of applicable earnings that safety is beyond
reasonable question whatever changes occur in conditions.  Bonds rated AA
by Fitch are judged by Fitch to be of safety virtually beyond question and
are readily salable, whose merits are not unlike those of the AAA class,
but whose margin of safety is less strikingly broad.  The issue may be the
obligation of a small company, strongly secured but influenced as to
rating by the lesser financial power of the enterprise and more local type
of market.

     Bonds rated AAA by Duff are considered to be of the highest credit
quality.  The risk factors are negligible, being only slightly more than
U.S. Treasury debt.  Bonds rated AA are considered by Duff to be of high
credit quality with strong protection factors.  Risk is modest but may
vary slightly from time to time because of economic conditions.

     Obligations rated AAA by IBCA have the lowest expectation of
investment risk.  Capacity for timely repayment of principal and interest
is substantial, such that adverse changes in business, economic or
financial conditions are unlikely to increase investment risk
significantly.  Obligations rated AA by IBCA have a very low expectation
of investment risk.  Capacity for timely repayment of principal and
interest is substantial.  Adverse changes in business, economic or
financial conditions may increase investment risk albeit not very
significantly.

     IBCA also assigns a rating to certain international and U.S. banks.
An IBCA bank rating represents IBCA's current assessment of the strength
of the bank and whether such bank would receive support should it
experience difficulties.  In its assessment of a bank, IBCA uses a dual
rating system comprised of Legal Ratings and Individual Ratings.  In
addition, IBCA assigns banks Long- and Short-Term Ratings as used in the
corporate ratings discussed above.  Legal Ratings, which range in
gradation from 1 through 5, address the question of whether the bank would
receive support from central banks or shareholders if it experienced
difficulties, and such ratings are considered by IBCA to be a prime factor
in its assessment of credit risk.  Individual Ratings, which range in
gradations from A through E, represent IBCA's assessment of a bank's
economic merits and address the question of how the bank would be viewed
if it were entirely independent and could not rely on support from state
authorities or its owners.

     In addition to ratings of short-term obligations, BankWatch assigns a
rating to each issuer it rates, in gradations of A through E.  BankWatch
examines all segments of the organization including, where applicable, the
holding company, member banks or associations, and other subsidiaries.  In
those instances where financial disclosure is incomplete or untimely, a
qualified rating (QR) is assigned to the institution.  BankWatch also
assigns, in the case of foreign banks, a country rating which represents
an assessment of the overall political and economic stability of the
country in which the bank is domiciled.

<TABLE>
<CAPTION>
GENERAL MONEY MARKET FUND, INC.
STATEMENT OF INVESTMENTS                                                                              JANUARY 31, 1994

NEGOTIABLE BANK CERTIFICATES OF DEPOSIT--29.1%                                         PRINCIPAL
                                                                                       AMOUNT             VALUE
                                                                                       -----------        ------------
<S>                                                                                    <C>                <C>
Bayerische Landesbank Girozentrale (Yankee)
  3.51%, 2/1/94 .............................................................          $10,000,000        $ 10,000,000

Chemical Bank (London)
  2.70%, 5/13/94 ............................................................           10,000,000          10,000,000

Credito Italiano (London)
  3.46%, 2/25/94 ............................................................           10,000,000          10,000,064

Industrial Bank of Japan Ltd. (London)
  3.49%, 4/19/94 ............................................................            5,000,000           4,997,823

Industrial Bank of Japan Ltd. (Yankee)
  3.45%-3.60%, 3/2/94-10/12/94 ..............................................           25,000,000          24,999,999

Mitsubishi Bank Ltd. (London)
  3.39%-3.57%, 4/29/94-6/1/94................................................           20,000,000          20,005,897

Mitsubishi Bank Ltd. (Yankee)
  3.41%, 2/10/94.............................................................            5,000,000           5,000,000

NationsBank of North Carolina NA (London)
  3.60%, 4/22/94.............................................................            5,000,000           5,000,000

Norddeutsche Landesbank Girozentrale (London)
  3.54%-3.60%, 2/2/94-2/11/94................................................           22,000,000          21,999,995

Norinchukin Bank (London)
  3.32%, 4/7/94..............................................................            5,000,000           5,000,139

Norinchukin Bank (Yankee)
  3.47%, 4/15/94 ............................................................           10,000,000           9,997,083

Sanwa Bank Ltd. (Yankee)
  3.33%-3.48%, 4/13/94-7/29/94 ..............................................           27,000,000          27,000,960

SwedBank (Yankee)
  3.38%-3.65%, 2/18/94-6/1/94 ...............................................           25,000,000          25,000,000
                                                                                                          ------------
TOTAL NEGOTIABLE BANK CERTIFICATES OF DEPOSIT (cost $179,001,960)............                             $179,001,960
                                                                                                          ============

COMMERCIAL PAPER--32.4%

Bankers Trust New York Corp.
  3.52%-3.59%, 10/3/94-10/7/94...............................................          $30,000,000        $ 29,289,267

Central Hispano North American Capital Corp.
  3.28%-3.32%, 2/22/94-7/13/94...............................................           29,000,000          28,688,968

Den Danske Corp. Inc.
  3.45%-3.54%, 5/9/94-10/4/94 ...............................................           30,000,000          29,506,226

General Motors Acceptance Corp.
  3.29%-3.44%, 2/15/94-5/16/94...............................................           16,000,000          15,898,178

Goldman Sachs Group L.P.
  3.40%-3.43%, 7/1/94-10/17/94 ..............................................           16,000,000          15,677,633

Internationale Nederlanden (U.S.) Funding Corp.
  3.49%, 5/6/94 .............................................................            5,000,000           4,955,611

NationsBank Corp.
  3.47%, 4/15/94 ............................................................            5,000,000           4,965,731

Nordbanken N.A. Inc.
  3.50%, 2/4/94 .............................................................           10,000,000           9,997,133

Paine Webber Group Inc.
  3.29%, 6/13/94 ............................................................           20,000,000          19,761,667

Spintab AB
  3.39%-3.50%, 2/17/94-6/10/94 ..............................................           31,000,000          30,848,406

SwedBank Inc.
  3.47%, 7/6/94 .............................................................           10,000,000           9,853,180
                                                                                                          ------------
TOTAL COMMERCIAL PAPER (cost $199,442,000)...................................                             $199,442,000
                                                                                                          ============

CORPORATE NOTES--21.4%

Bear Stearns Companies Inc.
  3.25%-3.29%, 8/8/94-9/20/94 (a)............................................          $27,000,000        $ 27,000,000

Ford Motor Credit Co.
  3.42%-3.48%, 3/25/94-3/30/94 (a)...........................................           25,000,000          25,114,652

General Motors Acceptance Corp.
  3.70%, 2/7/94-3/1/94 (a)...................................................            9,700,000           9,715,146

Lehman Brothers Holdings Inc.
  3.58%-3.65%, 5/19/94-1/13/95 (a)...........................................           30,000,000          30,000,000

Merrill Lynch & Co. Inc.
  3.15%-3.33%, 2/17/94-10/4/94 (a)...........................................           30,000,000          30,000,000

Westdeutsche Landesbank Girozentrale
  3.79%, 1/11/95 (a).........................................................           10,000,000           9,989,820
                                                                                                          ------------
TOTAL CORPORATE NOTES (cost $131,819,618)....................................                             $131,819,618
                                                                                                          ============

U.S. GOVERNMENT AGENCIES--10.5%

Federal Home Loan Banks, Floating Rate Notes
  3.58%, 1/31/97 (a).........................................................          $15,000,000        $ 15,000,000

Federal National Mortgage Association, Discount Notes
  3.54%, 10/20/94............................................................           20,000,000          19,501,200

Federal National Mortgage Association, Floating Rate Notes
  3.59%, 2/18/97 (a).........................................................           30,000,000          30,000,000
                                                                                                          ------------
TOTAL U.S. GOVERNMENT AGENCIES (cost $64,501,200)............................                             $ 64,501,200
                                                                                                          ============

TIME DEPOSITS--1.9%

Bayerische Vereinsbank AG (Grand Cayman)
  3.12%, 2/1/94..............................................................          $ 8,000,000        $  8,000,000

Republic National Bank of New York (London)
   3.19%, 2/1/94.............................................................            4,010,000           4,010,000
                                                                                                          ------------
TOTAL TIME DEPOSITS (cost $12,010,000).......................................                             $ 12,010,000
                                                                                                          ============

Repurchase Agreements--14.6%                                                           Principal
                                                                                       Amount             Value
                                                                                       -----------        ------------
Kidder, Peabody & Co. Inc., 3.13%
  dated 1/31/94, due 2/1/94 in the amount of $45,003,906
  (fully collateralized by $44,670,000 U.S. Treasury
  Notes 4.25% due 8/31/94, value $45,714,639)................................          $45,000,000        $ 45,000,000

Nikko Securities Co. International Inc., 3.13%
  dated 1/31/94, due 2/1/94 in the amount of $45,003,906
  (fully collateralized by $46,855,000 U.S. Treasury
  Bills due 12/15/94, value $45,481,094).....................................           45,000,000          45,000,000
                                                                                                          ------------
TOTAL REPURCHASE AGREEMENTS (cost $90,000,000)...............................                             $ 90,000,000
                                                                                                          ============

TOTAL INVESTMENTS (cost $676,774,778)........................          109.9%                             $676,774,778
                                                                       ======                             ============

LIABILITIES, LESS CASH AND RECEIVABLES.......................           (9.9%)                            $(60,703,228)
                                                                       ======                             ============

NET ASSETS...................................................          100.0%                             $616,071,550
                                                                       ======                             ============
</TABLE>

NOTE TO STATEMENT OF INVESTMENTS;

(a) Variable interest rate - subject to periodic change.

See notes to financial statements.

<TABLE>
<CAPTION>
GENERAL MONEY MARKET FUND, INC.
STATEMENT OF ASSETS AND LIABILITIES                                                                   JANUARY 31, 1994
<S>                                                                                      <C>              <C>

ASSETS:
  Investments in securities, at value
    (including repurchase agreements of $90,000,000)--Note 1(a,b).....................                    $676,774,778
  Cash................................................................................                       4,329,113
  Interest receivable.................................................................                       4,655,106
  Prepaid expenses....................................................................                         193,976
                                                                                                          ------------
                                                                                                           685,952,973
                                                                                                          ============

LIABILITIES:
  Due to The Dreyfus Corporation......................................................   $   269,754
  Payable for investment securities purchased.........................................    45,000,000
  Payable for Common Stock redeemed...................................................    24,179,547
  Accrued expenses....................................................................       432,122        69,881,423
                                                                                         -----------      ------------
NET ASSETS............................................................................                    $616,071,550
                                                                                                          ============

REPRESENTED BY:
  Paid-in capital.....................................................................                    $616,094,872
  Accumulated net realized (loss) on investments......................................                         (23,322)
                                                                                                          ------------

NET ASSETS at value applicable to 616,094,872 shares outstanding
  (15 billion shares of $.01 par value Common Stock authorized).......................                    $616,071,550
                                                                                                          ============

NET ASSET VALUE, offering and redemption price per share
  ($616,071,550 divide 616,094,872 shares)............................................                           $1.00
                                                                                                                 =====
</TABLE>
<TABLE>


STATEMENT OF OPERATIONS                                                                    YEAR ENDED JANUARY 31, 1994
<S>                                                                                      <C>              <C>

INVESTMENT INCOME:
  INTEREST INCOME.....................................................................                    $ 22,305,340

  EXPENSES:
    Management fee--Note 2(a).........................................................   $ 3,213,934
    Shareholder servicing costs--Note 2(b,c)..........................................     2,593,645
    Custodian fees....................................................................       147,929
    Registration fees.................................................................        57,418
    Professional fees.................................................................        51,037
    Prospectus and shareholders' reports..............................................        41,164
    Directors' fees and expenses--Note 2(d)...........................................        26,987
    Miscellaneous.....................................................................        19,198
                                                                                         -----------
                                                                                           6,151,312
    Less--reduction in shareholder servicing costs due
      to undertaking--Note 2(c).......................................................        97,203
                                                                                         -----------

      TOTAL EXPENSES..................................................................                       6,054,109
                                                                                                          ------------

INVESTMENT INCOME--NET................................................................                      16,251,231
NET REALIZED GAIN ON INVESTMENTS--Note 1(b)...........................................                           8,097
                                                                                                          ------------

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS..................................                    $ 16,259,328
                                                                                                          ============

See notes to financial statements.
</TABLE>
<TABLE>


GENERAL MONEY MARKET FUND, INC.
STATEMENT OF CHANGES IN NET ASSETS


                                                                                       YEAR ENDED JANUARY 31,
                                                                              ----------------------------------------
                                                                                    1993                    1994
                                                                              ---------------          ---------------
<S>                                                                           <C>                      <C>
OPERATIONS:
  Investment income--net............................................          $    23,476,859          $    16,251,231
  Net realized gain (loss) on investments...........................                  (19,364)                   8,097
                                                                              ---------------          ---------------

    NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS............               23,457,495               16,259,328
                                                                              ---------------          ---------------

DIVIDENDS TO SHAREHOLDERS FROM;
  Investment income--net............................................              (23,476,859)            (16,251,231)
                                                                              ---------------          ---------------

CAPITAL STOCK TRANSACTIONS ($1.00 per share):
  Net proceeds from shares sold.....................................            4,823,175,331            4,434,832,280
  Dividends reinvested..............................................               22,038,709               15,136,179
  Cost of shares redeemed...........................................           (5,002,099,651)          (4,522,690,497)
                                                                               ---------------          ---------------

    (DECREASE) IN NET ASSETS FROM CAPITAL STOCK TRANSACTIONS........             (156,885,611)             (72,722,038)
                                                                              ---------------          ---------------

      TOTAL (DECREASE) IN NET ASSETS................................             (156,904,975)             (72,713,941)

NET ASSETS:
  Beginning of year.................................................              845,690,466              688,785,491
                                                                              ---------------          ---------------

  End of year.......................................................          $   688,785,491          $   616,071,550
                                                                              ===============          ===============

See notes to financial statements.

</TABLE>

GENERAL MONEY MARKET FUND, INC.
FINANCIAL HIGHLIGHTS

  Reference is made to Page 2 of the Fund's Prospectus dated March 25, 1994.
See notes to financial statements.


GENERAL MONEY MARKET FUND, INC.
NOTES TO FINANCIAL STATEMENTS

NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:

  The Fund is registered under the Investment Company Act of 1940
("Act") as a diversified open-end management investment company. Dreyfus
Service Corporation ("Distributor") acts as the distributor of the
Fund's shares, which are sold to the public without a sales load. The
Distributor is a wholly-owned subsidiary of The Dreyfus Corporation
("Manager").

  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.

  (A) PORTFOLIO VALUATION: Investments 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.

  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 such securities at a mutually agreed upon price. Securities
purchased subject to repurchase agreements are deposited with the Fund's
custodians 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
dividends from investment income--net on each business day; such
dividends are paid monthly. 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. To the extent that net realized capital gain
can be offset by capital loss carryovers, 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 provisions
available to certain investment companies, as defined in applicable
sections of the Internal Revenue Code, and to make distributions of
taxable income sufficient to relieve it from all, or substantially all,
Federal income taxes.

  The Fund has an unused capital loss carryover of approximately $23,000
available for Federal income tax purposes to be applied against future
net securities profits, if any, realized subsequent to January 31, 1994.
If not applied, the carryover expires in 2002.

  At January 31, 1994, 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 computed at the annual rate of .50 of 1% of the
average daily value of the Fund's net assets and is payable monthly. The
Agreement provides for an expense reimbursement from the Manager should
the Fund's aggregate expenses, exclusive of taxes, interest on
borrowings, brokerage commissions and extraordinary expenses, exceed
1-1/2% of the average value of the Fund's net assets for any full fiscal
year. There was no expense reimbursement for the year ended January 31,
1994.

  (B) The Fund has adopted a Service Plan, pursuant to which it has
agreed to reimburse either the Manager or the Distributor for payments
made to a Service Agent (a securities dealer, financial institution, or
other industry professional), at an annual rate of .20 of 1% of the
average daily net asset value of Fund shares owned by clients of the
Service Agent. The rate and basis of such payments may be modified from
time to time by the Fund's Board of Directors. For the year ended
January 31, 1994, such reimbursement amounted to $1,285,333.

  (C) Pursuant to the Fund's Shareholder Services Plan, the Fund
reimburses the Distributor an amount not to exceed an annual rate of .25
of 1% of the value of the Fund's average daily net assets for servicing
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 year ended January 31, 1994, $418,788 was charged
to the Fund pursuant to the Plan, of which $97,203 was waived pursuant
to an undertaking by the Manager.

  (D) Certain officers and directors of the Fund are "affiliated
persons," as defined in the Act, of the Manager and/or the Distributor.
Each director who is not an "affiliated person" receives an annual fee
of $2,500 and an attendance fee of $500 per meeting.

  (E) On December 5, 1993, the Manager entered into an Agreement and
Plan of Merger providing for the merger of the Manager with a subsidiary
of Mellon Bank Corporation ("Mellon").

  Following the merger, it is planned that the Manager will be a direct
subsidiary of Mellon Bank, N.A. Closing of this merger is subject to a
number of contingencies, including the receipt of certain regulatory
approvals and the approvals of the stockholders of the Manager and of
Mellon. The merger is expected to occur in mid-1994, but could occur
later.

  Because the merger will constitute an "assignment" of the Fund's
Management Agreement with the Manager under the Investment Company Act
of 1940, and thus a termination of such Agreement, the Manager will seek
prior approval from the Fund's Board and shareholders.


GENERAL MONEY MARKET FUND, INC.
REPORT OF ERNST & YOUNG, INDEPENDENT AUDITORS

SHAREHOLDERS AND BOARD OF DIRECTORS
GENERAL MONEY MARKET FUND, INC.

  We have audited the accompanying statement of assets and liabilities
of General Money Market Fund, Inc., including the statement of
investments, as of January 31, 1994, 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 generally accepted auditing
standards. 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. Our procedures included
confirmation of securities owned as of January 31, 1994 by
correspondence with the custodians and brokers. 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 General Money Market Fund, Inc. at January 31,
1994, 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 generally accepted accounting principles.

                           /s/ Ernst & Young



New York, New York
March 4, 1994







                        GENERAL MONEY MARKET FUND, INC.


                           PART C. OTHER INFORMATION
                           _________________________


Item 24.   Financial Statements and Exhibits - List
_______    _________________________________________

     (a)   Financial Statements:

                Included in Part A of the Registration Statement:
   
                Condensed Financial Information--For the ten years ended
                January 31, 1994.
    
                Included in Part B of the Registration Statement:
   
                     Statement of Investments--January 31, 1994.
    
   
                     Statement of Assets and Liabilities--January 31, 1994.
    
   
                     Statement of Operations--year ended January 31, 1994.
    
   
                     Statement of Changes in Net Assets--two years ended
                     January 31, 1994.
    
                     Notes to Financial Statements.
   
                     Report of Independent Auditors dated March 4, 1994.
    





Schedule Nos. I through VII and other financial statement information, for
which provision is made in the applicable accounting regulations of the
Securities and Exchange Commission, are either omitted because they are not
required under the related instructions, they are inapplicable, or the
required information is presented in the financial statements or notes
thereto which are included in Part B to the Registration Statement.


Item 24.   Financial Statements and Exhibits - List (continued)
_______    _____________________________________________________

  (b)      Exhibits:

  (1)      Registrant's Articles of Incorporation are incorporated by
           reference to Exhibit (1) of Pre-Effective Amendment No. 1 to the
           Registration Statement on Form N-1, filed on November 24, 1982.

  (2)      Registrant's By-Laws are incorporated by reference to Exhibit (2)
           of Post-Effective Amendment No. 7 to the Registration Statement on
           Form N-1A, filed on May 24, 1988.

  (5)      Management Agreement is incorporated by reference to Exhibit (5)
           of Pre-Effective Amendment No. 1 to the Registration Statement on
           Form N-1, filed on November 24, 1982.

  (6)(a)   Distribution Agreement is incorporated by reference to Exhibit
           (6)(a) of Pre-Effective Amendment No. 1 to the Registration
           Statement on Form N-1, filed on November 24, 1982.
   
  (6)(b)   Forms of Service Agreement are incorporated by reference to
           Exhibit (6)(b) and (6)(c) of Post-Effective Amendment Nos. 7, 12
           and 15, respectively, to the Registration Statement on Form N-1A,
           filed on May 24, 1988, May 29, 1991 and April 8, 1993,
           respectively.
    
   
    
  (8)(a)   Amended and Restated Custody Agreement is incorporated by
           reference to Exhibit (8) of Post-Effective Amendment No. 12 to the
           Registration Statement on Form N-1A, filed on May 29, 1991.
   
  (9)      Shareholder Services Plan.
    
  (10)     Opinion and consent of Registrant's counsel is incorporated by
           reference to Exhibit (10) of Pre-Effective Amendment No. 1 to the
           Registration Statement on Form N-1, filed on November 24, 1982.

  (11)     Consent of Independent Auditors.

  (15)     Service Plan is incorporated by reference to Exhibit (15) of Post-
           Effective Amendment No. 1 to the Registration Statement on Form
           N-1, filed on September 1, 1983.

  (16)     Schedule of Computation of Performance Data.





Item 24.   Financial Statements and Exhibits - List (continued)
_______    _____________________________________________________

           Other Exhibits
           ______________

                (a)  Powers of Attorney of the Directors and officers are
                     incorporated by reference to Other Exhibits of Post-
                     Effective Amendment No. 12 to the Registration Statement
                     on Form N-1A, filed on May 29, 1991.
   
                (b)  Certificate of Secretary.
    
Item 25.   Persons Controlled by or under Common Control with Registrant
_______    _____________________________________________________________

           Not Applicable

Item 26.   Number of Holders of Securities
_______    _______________________________

            (1)                              (2)
   
                                                Number of Record
         Title of Class                  Holders as of March 8, 1994
         ______________                  _____________________________

         Common Stock
         (par value $.01)                    24,028
    
Item 27.    Indemnification
_______     _______________

         The statement as to the general effect of any contract,
         arrangements or statute under which a director, officer,
         underwriter or affiliated person of the Registrant is insured or
         indemnified is incorporated by reference to Item 4 of Part II of
         Pre-Effective Amendment No. 1 to the Registration Statement on Form
         N-1, filed on November 24, 1982.

         Reference is also made to the Distribution Agreement attached as
         Exhibit (6)(a) of Pre-Effective Amendment No. 1 to the Registration
         Statement on Form N-1, filed on November 24, 1982.

Item 28.    Business and Other Connections of Investment Adviser
_______     ____________________________________________________

            The Dreyfus Corporation ("Dreyfus") and subsidiary companies
            comprise a financial service organization whose business
            consists primarily of providing investment management services
            as the investment adviser, manager and distributor for sponsored
            investment companies registered under the Investment Company Act
            of 1940 and as an investment adviser to institutional and
            individual accounts.  Dreyfus also serves as sub-investment
            adviser to and/or administrator of other investment companies.
            Dreyfus Service Corporation, a wholly-owned subsidiary of
            Dreyfus, serves primarily as distributor of shares of investment
            companies sponsored by Dreyfus and of other investment companies
            for which Dreyfus acts as investment adviser, sub-investment
            adviser or administrator.  Dreyfus Management, Inc., another
            wholly-owned subsidiary, provides investment management services
            to various pension plans, institutions and individuals.


Item 28.  Business and Other Connections of Investment Adviser (continued)
________  ________________________________________________________________

          Officers and Directors of Investment Adviser
          ____________________________________________


Name and Position
with Dreyfus                  Other Businesses
_________________             ________________

MANDELL L. BERMAN             Real estate consultant and private investor
Director                           29100 Northwestern Highway, Suite 370
                                   Southfield, Michigan 48034;
                              Past Chairman of the Board of Trustees of
                              Skillman Foundation.
                              Member of The Board of Vintners Intl.

ALVIN E. FRIEDMAN             Senior Adviser to Dillon, Read & Co. Inc.
Director                           535 Madison Avenue
                                   New York, New York 10022;
                                   Director and member of the Executive
                                   Committee of Avnet, Inc.**

ABIGAIL Q. McCARTHY           Author, lecturer, columnist and educational
Director                      consultant
                                   2126 Connecticut Avenue
                                   Washington, D.C. 20008

DAVID B. TRUMAN               Educational consultant;
Director                      Past President of the Russell Sage Foundation
                                   230 Park Avenue
                                   New York, New York 10017;
                              Past President of Mount Holyoke College
                                   South Hadley, Massachusetts 01075;
                              Former Director:
                                   Student Loan Marketing Association
                                   1055 Thomas Jefferson Street, N.W.
                                   Washington, D.C. 20006;
                              Former Trustee:
                                   College Retirement Equities Fund
                                   730 Third Avenue
                                   New York, New York 10017

HOWARD STEIN                  Chairman of the Board, President and Investment
Chairman of the Board and     Officer:
Chief Executive Officer            Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                              Chairman of the Board and Investment Officer:
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus New Leaders Fund, Inc.++;
                                   The Dreyfus Socially Responsible Growth
                                        Fund, Inc. ++;
                                   The Dreyfus Third Century Fund, Inc.++;
                              Chairman of the Board:
                                   Dreyfus Acquisition Corporation*;
                                   Dreyfus America Fund++++;
                                   The Dreyfus Consumer Credit Corporation*;
HOWARD STEIN                       Dreyfus Land Development Corporation*;
(cont'd)                           Dreyfus Management, Inc.*;
                                   Dreyfus Service Corporation*;
                              Chairman of the Board and Chief Executive
                              Officer:
                                   Major Trading Corporation*;
                              President, Managing General Partner and
                              Investment Officer:
                                   Dreyfus Global Growth, L.P. (A Strategic
                                        Fund)++;
                                   Dreyfus Strategic Growth, L.P. ++;
                              Director, President and Investment Officer:
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus Asset Allocation Fund, Inc.++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Focus Funds, Inc.++;
                                   Dreyfus Global Investing++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Premier Growth Fund, Inc.++;
                                   Dreyfus Growth Allocation Fund, Inc.++
                              Director and Investment Officer:
                                   Dreyfus Growth and Income Fund, Inc.++;
                              President:
                                   Dreyfus Consumer Life Insurance Company*;
                              Director:
                                   Avnet, Inc.**;
                                   Comstock Partners Strategy Fund, Inc.***;
                                   Dreyfus A Bonds Plus, Inc.++;
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   The Dreyfus Fund International
                                        Limited++++++;
                                   Dreyfus Insured Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
                                   Dreyfus Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Partnership Management,
                                        Inc.*;
                                   Dreyfus Personal Management, Inc.*;
                                   Dreyfus Precious Metals, Inc.*;
                                   Dreyfus Realty Advisors, Inc.+++;
                                   Dreyfus Service Organization, Inc.*;
                                   Dreyfus Strategic Governments Income,
                                        Inc.++;
                                   The Dreyfus Trust Company++;
                                   General Government Securities Money Market
                                        Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                                   FN Network Tax Free Money Market Fund,
                                        Inc.++;
                                   Seven Six Seven Agency, Inc.*;
HOWARD STEIN                       World Balanced Fund++++;
(cont'd)                      Trustee and Investment Officer:
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Variable Investment Fund++;
                              Trustee:
                                   Corporate Property Investors
                                   New York, New York;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus Institutional Short Term Treasury
                                        Fund++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                        Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Strategic Income++

JULIAN M. SMERLING            Director and Executive Vice President:
Vice Chairman of the               Dreyfus Service Corporation*;
Board of Directors            Director and Vice President:
                                   Dreyfus Consumer Life Insurance Company*;
                                   Dreyfus Service Organization, Inc.*;
                              Vice Chairman and Director:
                                   The Dreyfus Trust Company++;
                                   The Dreyfus Trust Company (N.J.)++;
                              Director:
                                   The Dreyfus Consumer Credit Corporation*;
                                   Dreyfus Partnership Management, Inc.*;
                                   Seven Six Seven Agency, Inc.*

JOSEPH S. DiMARTINO           Director and Chairman of the Board:
President, Chief Operating         The Dreyfus Trust Company++;
Officer and Director          Director, President and Investment Officer:
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus International Equity Fund, Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   General Government Securities Money Market
                                        Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                              Director and President:
                                   Dreyfus Acquisition Corporation*;
                                   The Dreyfus Consumer Credit Corporation*;
                                   Dreyfus Edison Electric Index Fund,
                                        Inc.++;
JOSEPH S. DiMARTINO                Dreyfus Life and Annuity Index Fund,
(cont'd)                                Inc.++;
                                   Dreyfus Partnership Management, Inc.*;
                                   The Dreyfus Trust Company (N.J.)++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc. ++;
                                   Peoples Index Fund, Inc.++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                              Trustee, President and Investment Officer:
                                   Dreyfus Cash Management++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus Variable Investment Fund++;
                                   Premier GNMA Fund++;
                              Trustee and President:
                                   First Prairie Cash Management++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;
                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie U.S. Government Income
                                        Fund++;
                                   First Prairie U.S. Treasury Securities
                                        Cash Management++;
                              Trustee, Vice President and Investment Officer:
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
                              Trustee and Investment Officer:
                                        Premier GNMA Fund++;
                              Director and Executive Vice President:
                                   Dreyfus Service Corporation*;
                              Director, Vice President and Investment
                              Officer:
                                   Dreyfus Balanced Fund, Inc.++;
                              Director and Vice President:
                                   Dreyfus Service Organization, Inc.*;
                                   General Municipal Bond Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                              Director and Investment Officer:
                                   Dreyfus A Bonds Plus, Inc.++;
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus Short-Term Income Fund, Inc.++;
                                   Premier Growth Fund, Inc.++;
                              Director and Corporate Member:
                                   Muscular Dystrophy Association
                                   810 Seventh Avenue
                                   New York, New York 10019;
JOSEPH S. DiMARTINO           Director:
(cont'd)                           Dreyfus Management, Inc.*;
                                   Dreyfus Personal Management, Inc.*;
                                   Noel Group, Inc.
                                   667 Madison Avenue
                                   New York, New York 10021;
                              Trustee:
                              Bucknell University
                                   Lewisburg, Pennsylvania 17837;
                              President and Investment Officer:
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                              Vice President:
                                   Dreyfus Consumer Life Insurance Company*;
                              Investment Officer:
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                        Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                              President, Chief Operating Officer and
                              Director:
                                   Major Trading Corporation*

LAWRENCE M. GREENE            Chairman of the Board:
Legal Consultant and               The Dreyfus Security Savings
Director                           Bank, F.S.B.+;
                              Director and Executive Vice President:
                                   Dreyfus Service Corporation*;
                              Director and Vice President:
                                   Dreyfus Acquisition Corporation*;
                                   Dreyfus Consumer Life Insurance Company*;
                                   Dreyfus Service Organization, Inc.*;
                              Director:
                                   Dreyfus America Fund++++;
                                   Dreyfus BASIC Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus-Lincoln, Inc.*;
                                   Dreyfus Management, Inc.*;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
LAWRENCE M. GREENE                 Dreyfus New Leaders Fund, Inc.++;
(cont'd)                           Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus Precious Metals, Inc.*;
                                   Dreyfus Thrift & Commerce+++;
                                   The Dreyfus Trust Company (N.J.)++;
                                   Seven Six Seven Agency, Inc.*;
                              Vice President:
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                              Trustee:
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                        Fund++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus New York Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                              Investment Officer:
                                   The Dreyfus Fund Incorporated++

ROBERT F. DUBUSS              Director and Treasurer:
Vice President                     Major Trading Corporation*;
                              Director and Vice President:
                                   The Dreyfus Consumer Credit Corporation*;
                                   The Truepenny Corporation*;
                              Vice President:
                                   Dreyfus Consumer Life Insurance Company*;
                              Treasurer:
                                   Dreyfus Management, Inc.*;
                                   Dreyfus Precious Metals, Inc.*;
                                   Dreyfus Service Corporation*;
                              Assistant Treasurer:
                                   The Dreyfus Fund Incorporated++;
                              Director:
                                   The Dreyfus Trust Company++;
                                   The Dreyfus Trust Company (N.J.)++;
                                   Dreyfus Thrift & Commerce****

ALAN M. EISNER                Director and President:
Vice President and Chief           The Truepenny Corporation*;
Financial Officer             Vice President and Chief Financial Officer:
                                   Dreyfus Acquisition Corporation*;
                                   Dreyfus Consumer Life Insurance Company*;
                              Treasurer:
                                   Dreyfus Realty Advisors, Inc.+++;
                              Treasurer, Financial Officer and Director:
                                   The Dreyfus Trust Company++;
                                   The Dreyfus Trust Company (N.J.)++;
                              Director:
                                   Dreyfus Thrift & Commerce****;
                              Vice President and Director:
                                   The Dreyfus Consumer Credit Corporation*

DAVID W. BURKE                Vice President and Director:
Vice President and Chief           The Dreyfus Trust Company++;
Administrative Officer        Formerly, President:
                                   CBS News, a division of CBS, Inc.
                                   524 West 57th Street
                                   New York, New York 10019
                              Director:
                                   Dreyfus Asset Allocation Fund, Inc.++;
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   Dreyfus BASIC Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus California Municipal
                                        Income, Inc.++;
                                   Dreyfus California Tax Exempt Bond
                                        Fund, Inc.++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Growth Allocation Fund, Inc.++;
                                   Dreyfus Insured Municipal Bond
                                        Fund, Inc.++;
                                   Dreyfus Intermediate Municipal Bond
                                        Fund, Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
                                   Dreyfus Municipal Income, Inc.++;
                                   Dreyfus Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Leaders Fund, Inc.++;
                                   Dreyfus New York Municipal Income, Inc.++;
                                   Dreyfus New York Tax Exempt Bond
                                        Fund, Inc.++;
                                   Dreyfus Ohio Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Short-Term Income Fund, Inc.++;
                                   Dreyfus Strategic Governments Income,
                                        Inc.++;
                                   Dreyfus Strategic Municipals, Inc.++;
                                   Dreyfus Strategic Municipal Bond
                                        Fund, Inc.++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                              Trustee:
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus California Tax Exempt Money
                                        Market Fund++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Connecticut Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Government Cash Management++;
DAVID W. BURKE                     Dreyfus Institutional Short Term
(cont'd)                                Treasury Fund++;
                                   Dreyfus Massachusetts Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt
                                        Bond Fund++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus New Jersey Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus Pennsylvania Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++

ELIE M. GENADRY               President:
Vice President -                   Institutional Services Division of Dreyfus
Institutional Sales                Service Corporation*;
                                   Broker-Dealer Division of Dreyfus Service
                                   Corporation*;
                                   Group Retirement Plans Division of Dreyfus
                                   Service Corporation;
                              Executive Vice President:
                                   Dreyfus Service Corporation*;
                                   Dreyfus Service Organization, Inc.*;
                              Senior Vice President:
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Edison Electric Index Fund,
                                        Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   Peoples Index Fund, Inc.++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                              Vice President:
                                   The Dreyfus Trust Company++;
                                   Premier Insured Municipal Bond Fund++;
                                   Premier California Municipal Bond Fund++;
                                   Premier Municipal Bond Fund++;
                                   Premier New York Municipal Bond Fund++;
                              Vice President-Sales:
                                   The Dreyfus Trust Company (N.J.)++;
ELIE M. GENADRY               Treasurer:
(cont'd)                           Pacific American Fund+++++

DANIEL C. MACLEAN             Director, Vice President and Secretary:
Vice President and General         Dreyfus Precious Metals, Inc.*;
Counsel                       Director and Vice President:
                                   The Dreyfus Consumer Credit Corporation*;
                                   The Dreyfus Trust Company (N.J.)++;
                              Director and Secretary:
                                   Dreyfus Partnership Management, Inc.*;
                                   Major Trading Corporation*;
                                   The Truepenny Corporation+;
                              Director:
                                   Dreyfus America Fund++++;
                                   Dreyfus Consumer Life Insurance Company*;
                                   The Dreyfus Trust Company++;
                              Vice President:
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus BASIC Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Edison Electric Index Fund,
                                        Inc.++;
                                   Dreyfus Florida Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Focus Funds, Inc.++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Growth and Income Fund, Inc.++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
                                   Dreyfus Insured Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                        Fund++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Leaders Fund, Inc.++;
DANIEL C. MACLEAN                  Dreyfus New York Insured Tax Exempt Bond
(cont'd)                                Fund++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus New York Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Short-Intermediate Municipal Bond
                                        Fund++;
                                   The Dreyfus Socially Responsible Growth
                                        Fund, Inc.++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   The Dreyfus Third Century Fund, Inc.++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   First Prairie Cash Management++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;
                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc. ++;
                                   First Prairie U.S. Government Income
                                        Fund++;
                                   First Prairie U.S. Treasury Securities
                                        Cash Management++;
                                   FN Network Tax Free Money Market Fund,
                                        Inc.++;
                                   General California Municipal Money Market
                                        Fund++;
                                   General Government Securities Money Market
                                        Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Bond Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                                   General New York Municipal Bond Fund,
                                        Inc.++;
                                   General New York Municipal Money Market
                                        Fund++;
                                   Peoples Index Fund, Inc.++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                                   Premier Insured Municipal Bond Fund++;
                                   Premier California Municipal Bond Fund++;
                                   Premier GNMA Fund++;
                                   Premier Growth Fund, Inc.++;
                                   Premier Municipal Bond Fund++;
DANIEL C. MACLEAN                  Premier New York Municipal Bond Fund++;
(cont'd)                           Premier State Municipal Bond Fund++;
                              Secretary:
                                   Dreyfus A Bonds Plus, Inc.++;
                                   Dreyfus Acquisition Corporation*;
                                   Dreyfus Asset Allocation Fund, Inc.++;
                                   Dreyfus Balanced Fund, Inc.++;
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus California Municipal Income,
                                        Inc.++;
                                   Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                                   Dreyfus Connecticut Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Florida Municipal Money Market
                                        Fund++;
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Global Growth, L.P. (A Strategic
                                        Fund)++;
                                   Dreyfus Global Investing++;
                                   Dreyfus Growth Allocation Fund, Inc.++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus International Equity Fund, Inc.++;
                                   Dreyfus Massachusetts Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
                                   Dreyfus Municipal Income, Inc.++;
                                   Dreyfus Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus New Jersey Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus New York Municipal Income, Inc.++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                        Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Pennsylvania Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Service Corporation*;
                                   Dreyfus Service Organization, Inc.*;
                                   Dreyfus Short-Term Income Fund, Inc.++;
                                   Dreyfus Strategic Governments Income,
                                        Inc.++;
                                   Dreyfus Strategic Growth, L.P.++;
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
DANIEL C. MACLEAN                  Dreyfus Strategic Municipal Bond Fund,
(cont'd)                                Inc.++;
                                   Dreyfus Strategic Municipals, Inc.++;
                                   Dreyfus Variable Investment Fund++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   General California Municipal Bond Fund,
                                        Inc.++;
                                   Seven Six Seven Agency, Inc.*;
                              Director and Assistant Secretary:
                                   The Dreyfus Fund International
                                        Limited++++++

JEFFREY N. NACHMAN            Vice President-Financial:
Vice President - Mutual            Dreyfus A Bonds Plus, Inc.++;
Fund Accounting                    Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus California Municipal Income,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Global Growth, L.P. (A Strategic
                                        Fund)++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus Insured Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                        Fund++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus Municipal Income, Inc.++;
                                   Dreyfus Municipal Money Market Fund,
                                        Inc.++;
JEFFREY N. NACHMAN                 Dreyfus New Jersey Municipal Bond Fund,
(cont'd)                                Inc.++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Leaders Fund, Inc.++;
                                   Dreyfus New York Insured Tax Exempt Bond
                                        Fund++;
                                   Dreyfus New York Municipal Income, Inc.++;
                                   Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus New York Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                        Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Short-Intermediate Municipal Bond
                                        Fund++;
                                   Dreyfus Strategic Governments Income,
                                        Inc.++;
                                   Dreyfus Strategic Growth, L.P.++;
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Strategic Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Strategic Municipals, Inc.++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   The Dreyfus Third Century Fund, Inc.++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus Variable Investment Fund++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;

                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc.++;
                                   FN Network Tax Free Money Market Fund,
                                        Inc.++;
                                   General California Municipal Bond Fund,
                                        Inc.++;
                                   General California Municipal Money Market
                                        Fund++;
JEFFREY N. NACHMAN                 General Government Securities Money Market
(cont'd)                                Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Bond Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                                   General New York Municipal Bond Fund,
                                        Inc.++;
                                   General New York Municipal Money Market
                                        Fund++;
                                   Peoples Index Fund, Inc.++;
                                   Premier California Municipal Bond Fund++;
                                   Premier GNMA Fund++;
                                   Premier Municipal Bond Fund++;
                                   Premier New York Municipal Bond Fund++;
                                   Premier State Municipal Bond Fund++;
                              Vice President and Treasurer:
                                   Dreyfus Asset Allocation Fund, Inc.++;
                                   Dreyfus Balanced Fund, Inc.++;
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   Dreyfus BASIC Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Connecticut Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Edison Electric Index Fund,
                                        Inc.++;
                                   Dreyfus Florida Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Florida Municipal Money Market
                                        Fund++;
                                   Dreyfus Focus Funds, Inc.++;
                                   Dreyfus Global Investing++;
                                   Dreyfus Growth Allocation Fund,
                                        Inc.++;
                                   Dreyfus Growth and Income Fund, Inc.++;
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
                                   Dreyfus International Equity Fund, Inc.++;
                                   Dreyfus Massachusetts Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus New Jersey Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus Pennsylvania Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Short-Term Income Fund, Inc.++;
                                   The Dreyfus Socially Responsible Growth
                                        Fund, Inc.++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   First Prairie Cash Management++;
                                   First Prairie U.S. Government Income
                                        Fund++;
JEFFREY N. NACHMAN                 First Prairie U.S. Treasury Securities
(cont'd)                                Cash Management++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                                   Premier Growth Fund, Inc.++;
                                   Premier Insured Municipal Bond Fund++;
                              Assistant Treasurer:
                                   Pacific American Fund+++++

PETER A. SANTORIELLO          Director, President and Investment
Vice President                Officer:
                                   Dreyfus Balanced Fund, Inc.++;
                              Director and President:
                                   Dreyfus Management, Inc.*;
                              Vice President:
                                   Dreyfus Personal Management, Inc.*

ROBERT H. SCHMIDT             President and Director:
Vice President                     Dreyfus Service Corporation*;
                                   Seven Six Seven Agency, Inc.*;
                              Formerly, Chairman and Chief Executive
                                   Officer:
                                   Levine, Huntley, Schmidt & Beaver
                                   250 Park Avenue
                                   New York, New York 10017

KIRK V. STUMPP                Senior Vice President and
Vice President -              Director of Marketing:
New Product Development            Dreyfus Service Corporation*

PHILIP L. TOIA                Chairman of the Board and Vice President:
Vice President and                 Dreyfus Thrift & Commerce****;
Director of Fixed-            Director:
Income Research                    The Dreyfus Security Savings Bank F.S.B.+;
                              Senior Loan Officer and Director:
                                   The Dreyfus Trust Company++;
                              Vice President:
                                   The Dreyfus Consumer Credit Corporation*;
                              President and Director:
                                   Dreyfus Personal Management, Inc.*;
                              Director:
                                   Dreyfus Realty Advisors, Inc.+++;
                              Formerly, Senior Vice President:
                                   The Chase Manhattan Bank, N.A. and
                                   The Chase Manhattan Capital Markets
                                   Corporation
                                   One Chase Manhattan Plaza
                                   New York, New York 10081

KATHERINE C. WICKHAM          Vice President:
Assistant Vice President -         Dreyfus Consumer Life Insurance
Human Resources                    Company++;
                                   Formerly, Assistant Commissioner:
                                   Department of Parks and Recreation of the
                                   City of New York
                                   830 Fifth Avenue
                                   New York, New York 10022

JOHN J. PYBURN                Treasurer and Assistant Secretary:
Assistant Vice President           The Dreyfus Fund International
                                        Limited++++++;
                              Treasurer:
                                   Dreyfus A Bonds Plus, Inc.++;
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus California Municipal Income,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Global Growth, L.P. (A Strategic
                                        Fund)++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus Insured Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                        Fund++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus Municipal Income, Inc.++;
                                   Dreyfus Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Leaders Fund, Inc.++;
                                   Dreyfus New York Insured Tax Exempt Bond
                                        Fund++;
                                   Dreyfus New York Municipal Income, Inc.++;
                                   Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
JOHN J. PYBURN                     Dreyfus New York Tax Exempt Intermediate
(cont'd)                                Bond Fund++;
                                   Dreyfus New York Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                        Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Short-Intermediate Municipal Bond
                                        Fund++;
                                   Dreyfus Strategic Governments Income,
                                        Inc.++;
                                   Dreyfus Strategic Growth, L.P.++;
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Strategic Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Strategic Municipals, Inc.++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   The Dreyfus Third Century Fund, Inc.++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus Variable Investment Fund++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;
                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc. ++;
                                   FN Network Tax Free Money Market Fund,
                                        Inc.++;
                                   General California Municipal Bond Fund,
                                        Inc.++;
                                   General California Municipal Money Market
                                        Fund++;
                                   General Government Securities Money Market
                                        Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Bond Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                                   General New York Municipal Bond Fund,
                                        Inc.++;
                                   General New York Municipal Money Market
                                        Fund++;
                                   Peoples Index Fund, Inc.++;
JOHN J. PYBURN                     Premier California Municipal Bond Fund++;
(cont'd)                           Premier GNMA Fund++;
                                   Premier Municipal Bond Fund++;
                                   Premier New York Municipal Bond Fund++;
                                   Premier State Municipal Bond Fund++

MAURICE BENDRIHEM             Treasurer:
Controller                         Dreyfus Consumer Life Insurance Company*;
                                   Dreyfus Partnership Management, Inc.*;
                                   Dreyfus Service Organization, Inc.*;
                                   Seven Six Seven Agency, Inc.*;
                                   The Truepenny Corporation*;
                              Controller:
                                   Dreyfus Acquisition Corporation*;
                                   The Dreyfus Trust Company++;
                                   The Dreyfus Trust Company (N.J.)++;
                                   The Dreyfus Consumer Credit Corporation*;
                              Assistant Treasurer:
                                   Dreyfus Precious Metals*
                              Formerly, Vice President-Financial Planning,
                              Administration and Tax:
                                   Showtime/The Movie Channel, Inc.
                                   1633 Broadway
                                   New York, New York 10019

MARK N. JACOBS                Vice President:
Secretary and Deputy               Dreyfus A Bonds Plus, Inc.++;
General Counsel                    Dreyfus Asset Allocation Fund, Inc.++;
                                   Dreyfus Balanced Fund, Inc.++;
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                                   Dreyfus Connecticut Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Edison Electric Index Fund,
                                        Inc.++;
                                   Dreyfus Florida Municipal Money Market
                                        Fund++;
                                   Dreyfus Focus Funds, Inc.++;
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Global Growth, L.P. (A Strategic
                                        Fund)++;
                                   Dreyfus Global Investing++;
                                   Dreyfus Growth Allocation Fund,
                                        Inc.++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus International Equity Fund, Inc.++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Massachusetts Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
MARK N. JACOBS                     Dreyfus Municipal Money Market Fund,
(cont'd)                                Inc.++;
                                   Dreyfus New Jersey Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus New Jersey Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                   Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Pennsylvania Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Short-Term Income Fund, Inc.++;
                                   Dreyfus Strategic Growth, L.P.++;
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Strategic Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Strategic Municipals, Inc.++;
                                   Dreyfus Variable Investment Fund++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   General California Municipal Bond Fund,
                                        Inc.++;
                                   Peoples Index Fund, Inc.++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                              Director:
                                   World Balanced Fund++++;
                              Secretary:
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus BASIC Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   The Dreyfus Consumer Credit Corporation*;
                                   Dreyfus Consumer Life Insurance Company*;
                                   Dreyfus Florida Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Growth and Income Fund, Inc.++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
MARK N. JACOBS                     Dreyfus Insured Municipal Bond Fund,
(cont'd)                                Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus Management, Inc.*;
                                   Dreyfus Massachusetts Municipal Money
                                   Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                        Fund++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Leaders Fund, Inc.++;
                                   Dreyfus New York Insured Tax Exempt Bond
                                        Fund++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus New York Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Short-Intermediate Municipal Bond
                                        Fund++;
                                   The Dreyfus Socially Responsible Growth
                                        Fund, Inc.++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   The Dreyfus Third Century Fund, Inc.++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   First Prairie Cash Management++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;
                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc. ++;
                                   First Prairie U.S. Government Income
                                        Fund++;
                                   First Prairie U.S. Treasury Securities
                                        Cash Management++;
                                   FN Network Tax Free Money Market Fund,
                                        Inc.++;
                                   General California Municipal Money Market
                                        Fund++;
MARK N. JACOBS                     General Government Securities Money Market
(cont'd)                                Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Bond Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                                   General New York Municipal Bond Fund,
                                        Inc.++;
                                   General New York Municipal Money Market
                                        Fund++;
                                   Pacific American Fund+++++;
                                   Premier Insured Municipal Bond Fund++;
                                   Premier California Municipal Bond Fund++;
                                   Premier GNMA Fund++;
                                   Premier Growth Fund, Inc.++;
                                   Premier Municipal Bond Fund++;
                                   Premier New York Municipal Bond Fund++;
                                   Premier State Municipal Bond Fund++;
                              Assistant Secretary:
                                   Dreyfus Service Organization, Inc.*;
                                   Major Trading Corporation*;
                                   The Truepenny Corporation*
CHRISTINE PAVALOS             Assistant Secretary:
Assistant Secretary                Dreyfus A Bonds Plus, Inc.++;
                                   Dreyfus Acquisition Corporation*;
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus Asset Allocation Fund, Inc.++;
                                   Dreyfus Balanced Fund, Inc.++;
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   Dreyfus BASIC Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus California Municipal Income,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                                   Dreyfus Capital Value Fund, (A Premier
                                        Fund)++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Connecticut Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Edison Electric Index Fund,
                                        Inc.++;
CHRISTINE PAVALOS                  Dreyfus Florida Intermediate Municipal
(cont'd)                                Bond Fund++;
                                   Dreyfus Florida Municipal Money Market
                                        Fund++;
                                   Dreyfus Focus Funds, Inc.++;
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Global Growth, L.P. (A Strategic
                                        Fund)++;
                                   Dreyfus Global Investing++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Growth Allocation Fund,
                                        Inc.++;
                                   Dreyfus Growth and Income, Inc.++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
                                   Dreyfus Insured Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus International Equity Fund, Inc.++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Management, Inc.*;
                                   Dreyfus Massachusetts Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                        Fund++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus Municipal Income, Inc.++;
                                   Dreyfus Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus New Jersey Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Leaders Fund, Inc.++;
                                   Dreyfus New York Insured Tax Exempt Bond
                                        Fund++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus New York Municipal Income, Inc.++;
                                   Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
CHRISTINE PAVALOS                  Dreyfus New York Tax Exempt Money Market
(cont'd)                                Fund++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                        Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Pennsylvania Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                                   Dreyfus Service Corporation*;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Short-Intermediate Municipal Bond
                                        Fund++;
                                   Dreyfus Short-Term Income Fund, Inc.++;
                                   The Dreyfus Socially Responsible Growth
                                        Fund, Inc.++;
                                   Dreyfus Strategic Governments Income,
                                        Inc.++;
                                   Dreyfus Strategic Growth, L.P.++;
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Strategic Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Strategic Municipals, Inc.++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   The Dreyfus Third Century Fund, Inc.++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus Variable Investment Fund++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   First Prairie Cash Management++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc. ++;
                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie U.S. Government Income
                                        Fund++;
                                   First Prairie U.S. Treasury Securities
                                        Cash Management++;
                                   FN Network Tax Free Money Market Fund,
                                        Inc.++;
                                   General California Municipal Bond Fund,
                                        Inc.++;
                                   General California Municipal Money Market
                                        Fund++;
CHRISTINE PAVALOS                  General Government Securities Money Market
(cont'd)                                Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Bond Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                                   General New York Municipal Bond Fund,
                                        Inc.++;
                                   General New York Municipal Money Market
                                        Fund++;
                                   Peoples Index Fund, Inc.++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                                   Premier Insured Municipal Bond Fund++;
                                   Premier California Municipal Bond Fund++;
                                   Premier GNMA Fund++;
                                   Premier Growth Fund, Inc.++;
                                   Premier Municipal Bond Fund++;
                                   Premier New York Municipal Bond Fund++;
                                   Premier State Municipal Bond Fund++;
                                   The Truepenny Corporation*

______________________________________

*       The address of the business so indicated is 200 Park Avenue, New
        York, New York 10166.
**      The address of the business so indicated is 80 Cutter Mill Road,
        Great Neck, New York 11021.
***     The address of the business so indicated is 45 Broadway, New York,
        New York 10006.
****    The address of the business so indicated is Five Triad Center, Salt
        Lake City, Utah 84180.
+       The address of the business so indicated is Atrium Building, 80 Route
        4 East, Paramus, New Jersey 07652.
++      The address of the business so indicated is 144 Glenn Curtiss
        Boulevard, Uniondale, New York 11556-0144.
+++     The address of the business so indicated is One Rockefeller Plaza,
        New York, New York 10020.
++++    The address of the business so indicated is 2 Boulevard Royal,
        Luxembourg.
+++++   The address of the business so indicated is 800 West Sixth Street,
        Suite 1000, Los Angeles, California 90017.
++++++  The address of the business so indicated is Nassau, Bahama Islands.


Item 29.  Principal Underwriters
________  ______________________

     (a)  Other investment companies for which Registrant's principal
underwriter (exclusive distributor) acts as principal underwriter or
exclusive distributor:

           1)  Comstock Partners Strategy Fund, Inc.
           2)  Dreyfus A Bonds Plus, Inc.
           3)  Dreyfus Appreciation Fund, Inc.
           4)  Dreyfus Asset Allocation Fund, Inc.
           5)  Dreyfus Balanced Fund, Inc.
           6)  Dreyfus BASIC Money Market Fund, Inc.
           7)  Dreyfus BASIC Municipal Money Market Fund, Inc.
           8)  Dreyfus BASIC U.S. Government Money Market Fund
           9)  Dreyfus California Intermediate Municipal Bond Fund
          10)  Dreyfus California Tax Exempt Bond Fund, Inc.
          11)  Dreyfus California Tax Exempt Money Market Fund
          12)  Dreyfus Capital Value Fund, Inc.
          13)  Dreyfus Cash Management
          14)  Dreyfus Cash Management Plus, Inc.
          15)  Dreyfus Connecticut Intermediate Municipal Bond Fund
          16)  Dreyfus Connecticut Municipal Money Market Fund, Inc.
          17)  The Dreyfus Convertible Securities Fund, Inc.
          18)  Dreyfus Edison Electric Index Fund, Inc.
          19)  Dreyfus Florida Intermediate Municipal Bond Fund
          20)  Dreyfus Florida Municipal Money Market Fund
          21)  Dreyfus Focus Funds, Inc.
          22)  The Dreyfus Fund Incorporated
          23)  Dreyfus Global Growth, L.P. (A Strategic Fund)
          24)  Dreyfus Global Investing, Inc.
          25)  Dreyfus GNMA Fund, Inc.
          26)  Dreyfus Government Cash Management
          27)  Dreyfus Growth and Income Fund, Inc.
          28)  Dreyfus Growth Opportunity Fund, Inc.
          29)  Dreyfus Institutional Money Market Fund
          30)  Dreyfus Institutional Short Term Treasury Fund
          31)  Dreyfus Insured Municipal Bond Fund, Inc.
          32)  Dreyfus Intermediate Municipal Bond Fund, Inc.
          33)  Dreyfus International Equity Fund, Inc.
          34)  Dreyfus Investors GNMA Fund
          35)  The Dreyfus Leverage Fund, Inc.
          36)  Dreyfus Life and Annuity Index Fund, Inc.
          37)  Dreyfus Liquid Assets, Inc.
          38)  Dreyfus Massachusetts Intermediate Municipal Bond Fund
          39)  Dreyfus Massachusetts Municipal Money Market Fund
          40)  Dreyfus Massachusetts Tax Exempt Bond Fund
          41)  Dreyfus Michigan Municipal Money Market Fund, Inc.
          42)  Dreyfus Money Market Instruments, Inc.
          43)  Dreyfus Municipal Bond Fund, Inc.
          44)  Dreyfus Municipal Cash Management Plus
          45)  Dreyfus Municipal Money Market Fund, Inc.
          46)  Dreyfus New Jersey Intermediate Municipal Bond Fund
          47)  Dreyfus New Jersey Municipal Bond Fund, Inc.
          48)  Dreyfus New Jersey Municipal Money Market Fund, Inc.
          49)  Dreyfus New Leaders Fund, Inc.
          50)  Dreyfus New York Insured Tax Exempt Bond Fund
          51)  Dreyfus New York Municipal Cash Management
          52)  Dreyfus New York Tax Exempt Bond Fund, Inc.
          53)  Dreyfus New York Tax Exempt Intermediate Bond Fund
          54)  Dreyfus New York Tax Exempt Money Market Fund
          55)  Dreyfus Ohio Municipal Money Market Fund, Inc.
          56)  Dreyfus 100% U.S. Treasury Intermediate Term Fund
          57)  Dreyfus 100% U.S. Treasury Long Term Fund
          58)  Dreyfus 100% U.S. Treasury Money Market Fund
          59)  Dreyfus 100% U.S. Treasury Short Term Fund
          60)  Dreyfus Pennsylvania Intermediate Municipal Bond Fund
          61)  Dreyfus Pennsylvania Municipal Money Market Fund
          62)  Dreyfus Short-Intermediate Government Fund
          63)  Dreyfus Short-Intermediate Municipal Bond Fund
          64)  Dreyfus Short-Term Income Fund, Inc.
          65)  The Dreyfus Socially Responsible Growth Fund, Inc.
          66)  Dreyfus Strategic Growth, L.P.
          67)  Dreyfus Strategic Income
          68)  Dreyfus Strategic Investing
          69)  Dreyfus Tax Exempt Cash Management
          70)  The Dreyfus Third Century Fund, Inc.
          71)  Dreyfus Treasury Cash Management
          72)  Dreyfus Treasury Prime Cash Management
          73)  Dreyfus Variable Investment Fund
          74)  Dreyfus-Wilshire Target Funds, Inc.
          75)  Dreyfus Worldwide Dollar Money Market Fund, Inc.
          76)  First Prairie Cash Management
          77)  First Prairie Diversified Asset Fund
          78)  First Prairie Money Market Fund
          79)  First Prairie Municipal Money Market Fund
          80)  First Prairie Tax Exempt Bond Fund, Inc.
          81)  First Prairie U.S. Government Income Fund
          82)  First Prairie U.S. Treasury Securities Cash Management
          83)  FN Network Tax Free Money Market Fund, Inc.
          84)  General California Municipal Bond Fund, Inc.
          85)  General California Municipal Money Market Fund
          86)  General Government Securities Money Market Fund, Inc.
          87)  General Money Market Fund, Inc.
          88)  General Municipal Bond Fund, Inc.
          89)  General Municipal Money Market Fund, Inc.
          90)  General New York Municipal Bond Fund, Inc.
          91)  General New York Municipal Money Market Fund
          92)  Pacific American Fund
          93)  Peoples Index Fund, Inc.
          94)  Peoples S&P MidCap Index Fund, Inc.
          95)  Premier Insured Municipal Bond Fund
          96)  Premier California Municipal Bond Fund
          97)  Premier GNMA Fund
          98)  Premier Growth Fund, Inc.
          99)  Premier Municipal Bond Fund
          100) Premier New York Municipal Bond Fund
          101) Premier State Municipal Bond Fund


(b)
                                                             Positions and
Name and principal        Positions and offices with         offices with
business address          Dreyfus Service Corporation        Registrant
__________________        ___________________________        _____________

Howard Stein*             Chairman of the Board                   Director

Robert H. Schmidt*        President and Director                  None

Joseph S. DiMartino*      Executive Vice President and Director   President,
                                                                  Director &
                                                                  Investment
                                                                  Officer

Lawrence M. Greene*       Executive Vice President and Director   None

Julian M. Smerling*       Executive Vice President and Director   None

Elie M. Genadry*          Executive Vice President                None

Hank Gottmann*            Executive Vice President                None

Donald A. Nanfeldt*       Executive Vice President                None

Kevin Flood*              Senior Vice President                   None

Roy Gross*                Senior Vice President                   None

Irene Papadoulis**        Senior Vice President                   None

Kirk Stumpp*              Senior Vice President                   None
                          and Director of Marketing

Diane M. Coffey*          Vice President                          None

Walter T. Harris*         Vice President                          None

William Harvey*           Vice President                          None

Adwick Pinnock**          Vice President                          None

George Pirrone*           Vice President/Trading                  None

Karen Rubin Waldmann*     Vice President                          None

Peter D. Schwab*          Vice President/New Products             None

Michael Anderson*         Assistant Vice President                None

Carolyn Sobering*         Assistant Vice President-Trading        None

Daniel C. Maclean*        Secretary                               Vice
                                                                  President

Robert F. Dubuss*         Treasurer                               None

Maurice Bendrihem*        Controller                              None

Michael J. Dolitsky*      Assistant Controller                    None

Susan Verbil Goldgraben*  Assistant Treasurer                     None

Christine Pavalos*        Assistant Secretary                     Assistant
                                                                  Secretary


Broker-Dealer Division of Dreyfus Service Corporation
=====================================================

                          Positions and offices with         Positions and
Name and principal        Broker-Dealer Division of          offices with
business address          Dreyfus Service Corporation        Registrant
__________________        ___________________________        _____________

Elie M. Genadry*          President                               None

Craig E. Smith*           Executive Vice President                None

Peter Moeller*            Vice President and Sales Manager        None

Kristina Williams
Pomano Beach, FL          Vice President-Administration           None

Edward Donley
Latham, NY                Regional Vice President                 None

Glenn Farinacci*          Regional Vice President                 None

Peter S. Ferrentino
San Francisco, CA         Regional Vice President                 None

William Frey
Hoffman Estates, IL       Regional Vice President                 None

Suzanne Haley
Tampa, FL                 Regional Vice President                 None

Philip Jochem
Warrington, PA            Regional Vice President                 None

Fred Lanier
Atlanta, GA               Regional Vice President                 None

Beth Presson
Colchester, VT            Regional Vice President                 None

Joseph Reaves
New Orleans, LA           Regional Vice President                 None

Christian Renninger
Germantown, MD            Regional Vice President                 None

Kurt Wiessner
Minneapolis, MN           Regional Vice President                 None

Mary Rogers**             Assistant Vice President                None


Institutional Services Division of Dreyfus Service Corporation
==============================================================

                          Positions and offices with         Positions and
Name and principal        Institutional Services Division    offices with
business address          of Dreyfus Service Corporation     Registrant
__________________        _______________________________    _____________

Elie M. Genadry*          President                               None

Donald A. Nanfeldt*       Executive Vice President                None

Charles Cardona**         Senior Vice President                   None

Stacy Alexander*          Vice President                          None

Eric Almquist*            Vice President                          None

James E. Baskin+++++++    Vice President                          None

Kenneth Bernstein
Boca Raton, FL            Vice President-Institutional Sales      None

Stephen Burke*            Vice President                          None

Laurel A. Diedrick
     Burrows***           Vice President                          None

Daniel L. Clawson++++     Vice President                          None

Michael Caraboolad
Gates Mills, OH           Vice President-Institutional Sales      None

Laura Caudillo++          Vice President-Institutional Sales      None

Steven Faticone*****      Vice-President-Institutional Sales      None

William E. Findley****    Vice President                          None

Mary Genet*****           Vice President                          None

Melinda Miller Gordon*    Vice President                          None

Christina Haydt++         Vice President-Institutional Sales      None

Carol Anne Kelty*         Vice President-Institutional Sales      None

Gwenn Kessler*****        Vice President-Institutional Sales      None

Nancy Knee++++            Vice President-Institutional Sales      None

Bradford Lange*           Vice President-Institutional Sales      None

Kathleen McIntyre
     Lewis++              Vice President                          None

Eva Machek*****           Vice President-Institutional Sales      None

Mary McCabe***            Vice President-Institutional Sales      None

James McNamara*****       Vice President-Institutional Sales      None

James Neiland*            Vice President                          None

Susan M. O'Connor*        Vice President-Institutional
                               Seminars                           None

Andrew Pearson+++         Vice President-Institutional Sales      None

Jean Heitzman Penny*****  Vice President-Institutional Sales      None

Dwight Pierce+            Vice President                          None

Lorianne Pinto*           Vice President-Institutional Sales      None

Douglas Rentschler
Grosse Point Park, MI     Vice President-Institutional Sales      None

Leah Ryan****             Vice President-Institutional Sales      None

Emil Samman*              Vice President-Institutional
                               Marketing                          None

Edward Sands*              Vice President-Institutional
                               Administration                     None

William Schalda*          Vice President                          None

Sue Ann Seefeld++++       Vice President-Institutional Sales      None

Elizabeth Biordi          Vice President-Institutional
     Wieland*                  Administration                     None

Jeanne Butler*            Assistant Vice President-
                               Institutional Operations           None

Roberta Hall*****         Assistant Vice President-
                               Institutional Servicing            None

Tracy Hopkins**           Assistant Vice President-
                               Institutional Operations           None

Lois Paterson*            Assistant Vice President-
                               Institutional Operations           None
Karen Markovic
     Shpall++++++         Assistant Vice President                None

Patrick Synan**           Assistant Vice President-
                               Institutional Support              None

Emilie Tongalson**         Assistant Vice President-
                               Institutional Servicing            None

Carolyn Warren++          Assistant Vice President-
                               Institutional Servicing            None

Tonda Watson****          Assistant Vice President-
                               Institutional Sales                None


Group Retirement Plans Division of Dreyfus Service Corporation
==============================================================

                          Positions and offices with         Positions and
Name and principal        Group Retirement Plans Division    offices with
business address          of Dreyfus Service Corporation     Registrant
__________________        _______________________________    _____________

Elie M. Genadry*          President                               None

Robert W. Stone*          Executive Vice President                None

Paul Allen*               Executive Vice President-
                               National Sales                     None

Leonard Larrabee*         Vice President and Senior Counsel       None

George Anastasakos*       Vice President                          None

Bart Ballinger++          Vice President-Sales                    None

Paula Cleary*             Vice President-Marketing                None

Ellen S. Dinas*           Vice President-Marketing/Communications None

Wendy Holcomb++           Vice President-Sales                    None

William Gallagher*        Vice President-Sales                    None

Brent Glading*            Vice President-Sales                    None

Gerald Goz*               Vice President-Sales                    None

Jeffrey Lejune
Dallas, TX                Vice President-Sales                    None

Samuel Mancino**          Vice President-Installation             None

Joanna Morris*            Vice President-Sales                    None

Joseph Pickert++          Vice President-Sales                    None

Alison Saunders**         Vice President-Enrollment               None

Scott Zeleznik*           Vice President-Sales                    None

Alana Zion*               Vice President-Sales                    None

Jeffrey Blake*            Assistant Vice President-Sales          None





_____________________________________________________



*          The address of the offices so indicated is 200 Park Avenue, New
             York, New York 10166
**         The address of the offices so indicated is 144 Glenn Curtiss
             Boulevard, Uniondale, New York 11556-0144.
***        The address of the offices so indicated is 580 California Street,
             San Francisco, California 94104.
****       The address of the offices so indicated is 3384 Peachtree Road,
             Suite 100, Atlanta, Georgia 30326-1106.
*****      The address of the offices so indicated is 190 South LaSalle
             Street, Suite 2850, Chicago, Illinois 60603.
+          The address of the offices so indicated is P.O. Box 1657, Duxbury,
             Massachusetts 02331.
++         The address of the offices so indicated is 800 West Sixth Street,
             Suite 1000, Los Angeles, California 90017.
+++        The address of the offices so indicated is 11 Berwick Lane,
             Edgewood, Rhode Island 02905.
++++       The address of the offices so indicated is 1700 Lincoln Street,
             Suite 3940, Denver, Colorado 80203.
+++++      The address of the offices so indicated is 6767 Forest Hill
             Avenue, Richmond, Virginia 23225.
++++++     The address of the offices so indicated is 2117 Diamond Street,
             San Diego, California 92109.
+++++++    The address of the offices so indicated is P.O. Box 757,
             Holliston, Massachusetts 01746.




Item 30.    Location of Accounts and Records
            ________________________________

            1.  The Shareholder Services Group, Inc.,
                a subsidiary of First Data Corporation
                P.O. Box 9671
                Providence, Rhode Island 02940-9671

            2.  The Bank of New York
                110 Washington Street
                New York, New York 10286

            3.  The Dreyfus Corporation
                200 Park Avenue
                New York, New York 10166

Item 31.    Management Services
_______     ___________________

            Not Applicable

Item 32.    Undertakings
________    ____________

  (1)       To call a meeting of shareholders for the purpose of voting upon
            the question of removal of a director or directors when
            requested in writing to do so by the holders of at least 10% of
            the Registrant's outstanding shares of common stock and in
            connection with such meeting to comply with the provisions of
            Section 16(c) of the Investment Company Act of 1940 relating to
            shareholder communications.


                                  SIGNATURES
                                  __________
   
     Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all of
the requirements for effectiveness of this Amendment to the Registration
Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has
duly caused this Amendment to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of New
York, and State of New York on the 18th day of March, 1994.
    
                    GENERAL MONEY MARKET FUND, INC.


            BY:     /s/Joseph S.DiMartino*
                    ______________________________
                    JOSEPH S. DIMARTINO, PRESIDENT

          Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, this Amendment to the Registration Statement
has been signed below by the following persons in the capacities and on the
dates indicated.

          Signatures                         Title                     Date
______________________________   ______________________________      _______
   
/s/Joseph S. DiMartino*          President (Principal Executive      3/18/94
______________________________   Officer) and Director
Joseph S. DiMartino
    
   
/s/John J. Pyburn*               Treasurer (Principal Financial      3/18/94
______________________________   and Accounting Officer)
John J. Pyburn
    
   
/s/Clifford L. Alexander, Jr.*   Director                            3/18/94
______________________________
Clifford L. Alexander, Jr.
    
   
/s/Peggy C. Davis*               Director                            3/18/94
______________________________
Peggy C. Davis
    
   
/s/Ernest Kafka*                 Director                            3/18/94
______________________________
Ernest Kafka
    
   
/s/Saul B. Klaman*               Director                            3/18/94
______________________________
Saul B. Klaman
    
   
/s/Nathan Leventhal*             Director                            3/18/94
______________________________
Nathan Leventhal
    
   
/s/Howard Stein*                 Director                            3/18/94
______________________________
Howard Stein
    
*BY:   /s/Robert R. Mullery
          ______________________
          Robert R. Mullery,
          Attorney-in-Fact


                              INDEX OF EXHIBITS


                                                   Page

   
    
   
(9)             Shareholder Services Plan
    
(11)            Consent of Ernst & Young,
                Independent Auditors

(16)            Schedule of Computation of
                Performance Data . . . . .

   
Other Exhibits

           (b)  Certificate of Secretary
    







                 GENERAL MONEY MARKET FUND, INC.

                    SHAREHOLDER SERVICES PLAN


          Introduction:  It has been proposed that the above-
captioned investment company (the "Fund") adopt a Shareholder
Services Plan (the "Plan") under which the Fund would reimburse
the Fund's distributor, Dreyfus Service Corporation (the
"Distributor"), for certain allocated expenses of providing
personal services and/or maintaining shareholder accounts.  The
Plan is not to be adopted pursuant to Rule 12b-1 under the
Investment Company Act of 1940, as amended (the "Act"), and the
fee payable under the Plan is intended to be a "service fee" as
defined in Article III, Section 26 (a "Service Fee"), of the
NASD Rules of Fair Practice (the "NASD Rules").
          The Fund's Board, in considering whether the Fund
should implement a written plan, has requested and evaluated
such information as it deemed necessary to an informed
determination as to whether a written plan should be implemented
and has considered such pertinent factors as it deemed necessary
to form the basis for a decision to use Fund assets for such
purposes.
          In voting to approve the implementation of such a
plan, the Board has concluded, in the exercise of its reasonable
business judgment and in light of applicable fiduciary duties,
that there is a reasonable likelihood that the plan set forth
below will benefit the Fund and its shareholders.
          The Plan:  The material aspects of this Plan are as
follows:
          1.   The Fund shall reimburse the Distributor an
amount not to exceed an annual rate of .25 of 1% of the value of
the Fund's average daily net assets for its allocated expenses
of providing personal services to shareholders of the Fund
and/or maintaining shareholder accounts; provided that, at no
time, shall the amount paid to the Distributor under this Plan,
together with amounts otherwise paid by the Fund as a Service
Fee under the NASD Rules, exceed the maximum amount then payable
under the NASD Rules as a Service Fee.  The amount of such
reimbursement shall be based on an expense allocation
methodology prepared by the Distributor annually and approved by
the Fund's Board or on any other basis from time to time deemed
reasonable by the Fund's Board.
          2.   For the purposes of determining the fees payable
under this Plan, the value of the Fund's net assets shall be
computed in the manner specified in the Fund's Articles of
Incorporation for the computation of the value of the Fund's net
assets.
          3.   The Board shall be provided, at least quarterly,
with a written report of all amounts expended pursuant to this
Plan.  The report shall state the purpose for which the amounts
were expended.
          4.   This Plan will become effective on the date set
forth below following approval by a majority of the Board
members, including a majority of the Board members who are not
"interested persons" (as defined in the Act) of the Fund and
have no direct or indirect financial interest in the operation
of this Plan or in any agreements entered into in connection
with this Plan, pursuant to a vote cast in person at a meeting
called for the purpose of voting on the approval of this Plan.
          5.   This Plan shall continue for a period of one year
from its effective date, unless earlier terminated in accordance
with its terms, and thereafter shall continue automatically for
successive annual periods ending October 31, provided such
continuance is approved at least annually in the manner provided
in paragraph 4 hereof.
          6.   This Plan may be amended at any time by the
Board, provided that any material amendments of the terms of
this Plan shall become effective only upon approval as provided
in paragraph 4 hereof.
          7.   This Plan is terminable without penalty at any
time by vote of a majority of the Board members who are not
"interested persons" (as defined in the Act) of the Fund and
have no direct or indirect financial interest in the operation
of this Plan or in any agreements entered into in connection
with this Plan.

Adopted:  July 21, 1993
Effective: July 21, 1993


 
                      CONSENT OF INDEPENDENT AUDITORS



We consent to the reference to our firm under the captions "Condensed
Financial Information" and "Custodian, Transfer and Dividend Disbursing
Agent, Counsel and Independent Auditors" and to the use of our report
dated March 4, 1994 in this Registration Statement (Form N-1A No.
2-72836) of General Money Market Fund, Inc.



                                                ERNST & YOUNG


New York, New York
March 17, 1994










              GENERAL MONEY MARKET FUND, INC.


Value of Account    1/24/94                           $ 1.000000000
+ Dividend on       1/25/94 $ 0.000069018
+ Dividend on       1/26/94   0.000069328
+ Dividend on       1/27/94   0.000068894
+ Dividend on       1/28/94   0.000205653
+ Dividend on       1/31/94   0.000069670               0.000482563
                                                       -------------
Value of Account    1/31/94                             1.000482563
Less the value of account    1/24/94                   (1.000000000)
                                                       -------------
                   Change in Account                    0.000482563
Divided by value of account  1/24/94                    1.000000000
                                                       -------------
                   Base Period Return                   0.000482563
                                                       =============

Annualized Seven Day Yield  ( 0.000482563 x    365 / 7)        2.52%
                                                       =============




Value of Account    1/24/94                           $ 1.000000000
+ Dividend on       1/25/94 $ 0.000069018
+ Dividend on       1/26/94   0.000069328
+ Dividend on       1/27/94   0.000068894
+ Dividend on       1/28/94   0.000205653
+ Dividend on       1/31/94   0.000069670               0.000482563
                                                       -------------
Value of Account    1/31/94                             1.000482563
Less the value of account    1/24/94                   (1.000000000)
                                                       -------------
                   Change in Account                    0.000482563
Divided by value of account  1/24/94                    1.000000000
                                                       -------------
                   Base Period Return                   0.000482563
                                                       =============

                                              365/7
Annualized Effective Yield [( 0.000482563  +1)     ]-1         2.55%
                                                       =============




                                               OTHER EXHIBITS (b)


                       GENERAL MONEY MARKET FUND, INC.

                          Certificate of Secretary


           The undersigned, Christine Pavalos, Assistant Secretary of
General Money Market Fund, Inc. (the "Fund"), hereby certifies that set
forth below is a copy of the resolution adopted by the Fund's Board of
Directors authorizing the signing by Mark N. Jacobs or Robert R. Mullery
on behalf of the proper officers of the Fund pursuant to a power of
attorney.

           RESOLVED, that the Registration Statement and any and
           all amendments and supplements thereto, may be signed by any one
           of Mark N. Jacobs and Robert R. Mullery as the attorney-in-fact
           for the proper officers of the Corporation, with full power of
           substitution and resubstitution; and that the appointment of
           each of such persons as such attorney-in-fact hereby is
           authorized and approved; and that such attorneys-in-fact, and
           each of them, shall have full power and authority to do and
           perform each and every act and thing requisite and necessary to
           be done in connection with such Registration Statement and any
           and all amendments and supplements thereto, as fully to all
           intents and purposes as the officer, for whom he is acting as
           attorney-in-fact, might or could do in person.

           IN WITNESS WHEREOF, I have hereunto signed my name and affixed
the corporate seal of the Fund on March 18, 1994.



                                     /s/Christine Pavalos
                                     ______________________________
                                     Christine Pavalos
                                     Assistant Secretary


(SEAL)


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