August 2, 1994
DREYFUS INTERMEDIATE MUNICIPAL BOND FUND, INC.
SUPPLEMENT TO PROSPECTUS
DATED JULY 25, 1994
I. PROPOSED MERGER OF THE DREYFUS CORPORATION
The Fund's adviser, The Dreyfus Corporation ("Dreyfus"), has entered into
an Agreement and Plan of Merger providing for the merger (the "Merger") of
Dreyfus with a subsidiary of Mellon Bank, N.A. ("Mellon").
Following the Merger, it is planned that Dreyfus will be a direct
subsidiary of Mellon. Closing of the Merger is subject to a number of
contingencies, including approvals of the stockholders of Dreyfus and of
Mellon. The Merger is expected to occur in late August 1994, but could occur
significantly later.
The Merger will result in the automatic termination of the Fund's current
investment advisory agreement with Dreyfus, as required by the Investment
Company Act of 1940, as amended.
II. RESULTS OF FUND SHAREHOLDER VOTE
THE FOLLOWING INFORMATION SUPPLEMENTS AND SUPERSEDES ANY CONTRARY
INFORMATION CONTAINED IN THE FUND'S PROSPECTUS.
On August 2, 1994, the Fund's shareholders voted to (a) approve a new
investment advisory agreement with Dreyfus, to become effective upon
consummation of the Merger; and (b) change certain of the Fund's fundamental
policies and investment restrictions to permit the Fund to (i) borrow money to
the extent permitted under the Investment Company Act of 1940, as amended and
(ii) pledge its assets to the extent necessary to secure borrowings and make
such policy non-fundamental.
(CONTINUED ON REVERSE SIDE)
III. REVISED MANAGEMENT POLICIES
THE FOLLOWING INFORMATION SUPPLEMENTS AND SHOULD BE READ IN CONJUNCTION
WITH, AND SUPERCEDES ANY CONTRARY INFORMATION CONTAINED IN, THE SECTION IN THE
FUND'S PROSPECTUS ENTITLED "DESCRIPTION OF THE FUND--MANAGEMENT POLICIES."
BORROWING MONEY __ As a fundamental policy, the Fund is permitted to borrow
to the extent permitted under the Investment Company Act of 1940. However, the
Fund currently intends to borrow money only for temporary or emergency (not
leveraging) purposes, in an amount up to 15% of the value of the Fund's total
assets (including the amount borrowed) valued at the lesser of cost or market,
less liabilities (not including the amount borrowed) at the time the borrowing
is made. While borrowings exceed 5% of the Fund's total assets, the Fund will
not make any additional investments.
947/stkr080294
August 2, 1994
DREYFUS INTERMEDIATE MUNICIPAL BOND FUND, INC.
Supplement to the Statement of Additional Information
Dated July 25, 1994
At a meeting of Fund shareholders held on August 2, 1994, shareholders
approved new Investment Restrictions which supersede and replace the Fund's
current Investment Restrictions numbered 4 and 12 in the section in the
Fund's Statement of Additional Information entitled "Investment Objective
and Management Policies--Investment Restrictions." Investment Restriction
number 4 is a fundamental policy and cannot be changed without approval by
the holders of a majority (as defined in the Investment Company Act of
1940, as amended (the "Act")) of the Fund's outstanding voting shares.
Investment Restriction number 12 is not a fundamental policy and may be
changed by vote of a majority of the Fund's Board of Directors at any time.
The Fund may not:
4. Borrow money, except to the extent permitted under the Act. For
purposes of this investment restriction, entering into options, forward
contracts, futures contracts, including those relating to indexes, and
options on futures contracts or indexes shall not constitute borrowing.
12. Pledge, mortgage, hypothecate or otherwise encumber its assets,
except to the extent necessary to secure permitted borrowings and to the
extent related to the deposit of assets in escrow in connection with the
purchase of securities on a when-issued or delayed-delivery basis and
collateral and initial or variation margin arrangements with respect to
options, futures contracts, including those related to indexes, and options
on futures contracts or indexes.
