PROSPECTUS
Dreyfus Cash Management Funds
Dreyfus Cash Management Plus
Dreyfus Government Prime Cash Management
Dreyfus New York Municipal Cash Management
Dreyfus Tax Exempt Cash Management
Dreyfus Treasury Cash Management
Investing in high quality, short-term securities for current income, safety of
principal and liquidity
PROSPECTUS June 1, 1999
As revised, September 30, 1999
INVESTOR SHARES
This prospectus is to be used only by asset management account clients of
HAMBRECHT & QUIST LLC
As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.
<PAGE>
The Funds
Contents
The Funds
- --------------------------------------------------------------------------------
Introduction 1
Dreyfus Cash Management Plus 2
Dreyfus Government Prime
Cash Management 4
Dreyfus New York Municipal
Cash Management 6
Dreyfus Tax Exempt
Cash Management 8
Dreyfus Treasury Cash Management 10
Management 12
Financial Highlights 13
Account Information
- --------------------------------------------------------------------------------
Account Policies 16
Distributions and Taxes 18
For More Information
- --------------------------------------------------------------------------------
MORE INFORMATION ON EACH FUND CAN BE FOUND IN THE FUND'S CURRENT
ANNUAL/SEMIANNUAL REPORT. SEE BACK COVER.
Introduction
Each fund is a money market mutual fund with a separate investment portfolio.
The operations and results of a fund are unrelated to those of each other fund.
This combined prospectus has been prepared for your convenience so that you can
consider five investment choices in one document.
As a money market fund, each fund is subject to maturity, quality and
diversification requirements designed to help it maintain a stable share price.
Generally, each fund is required to invest at least 95% of its assets in the
securities of issuers with the highest credit rating or the unrated equivalent
as determined by Dreyfus, with the remainder invested in securities with the
second-highest credit rating. Dreyfus Cash Management Plus purchases securities
with the highest credit rating only, or the unrated equivalent. Dreyfus
Government Prime Cash Management invests only in U.S. government securities.
An investment in a fund is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency. Although each fund seeks
to preserve the value of your investment at $1.00 per share, it is possible to
lose money by investing in a fund.
Concepts to understand
MONEY MARKET FUND: a specific type of fund that seeks to maintain a $1.00 price
per share. Money market funds are subject to strict federal requirements and
must:
* maintain an average dollar-weighted portfolio maturity of 90 days or
less
* buy individual securities that have remaining maturities of 13 months or
less
* invest only in high quality, dollar-denominated obligations
CREDIT RATING: a measure of the issuer's expected ability to make all required
interest and principal payments in a timely manner. An issuer with the highest
credit rating has a very strong degree of certainty (or safety) with respect to
making all payments. An issuer with the second-highest credit rating has a
strong capacity to make all payments, but the degree of safety is somewhat less
The Funds
<PAGE 1>
Dreyfus Cash Management Plus
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity. To pursue this goal,
the fund invests in a diversified portfolio of high quality, short-term debt
securities, including:
* securities issued or guaranteed by the U.S. government or its agencies
or instrumentalities
* certificates of deposit, time deposits, bankers' acceptances and other
short-term securities issued by domestic banks or foreign banks (or thrifts)
or their subsidiaries or branches
* repurchase agreements, including tri-party repurchase agreements
* asset-backed securities
* domestic and dollar-denominated foreign commercial paper, and other
short-term corporate obligations, including those with floating or variable
rates of interest
* dollar-denominated obligations issued or guaranteed by one or more
foreign governments or any of their political subdivisions or agencies
Normally, the fund invests at least 25% of its net assets in bank obligations.
MAIN RISKS
The fund's yield will fluctuate, as market and interest rate conditions change,
and as the short-term securities in the portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
* the risks generally associated with concentrating investments in the
banking industry, such as interest rate risk, credit risk and regulatory
developments relating to the banking industry
* the risks generally associated with dollar-denominated foreign
investments, such as economic and political developments, seizure or
nationalization of deposits, imposition of taxes or other restrictions on the
payment of principal and interest
If the other party entering into a repurchase agreement with the fund defaults
or becomes insolvent, the fund may be unable to sell the securities underlying
the repurchase agreement on a timely basis. In a tri-party repurchase agreement,
these securities are subject to a greater risk in a change in their value
because they may have a maturity of more than one year.
<PAGE 2>
PAST PERFORMANCE
The tables below show some of the risks of investing in the fund. The first
table shows the changes in the fund's Investor share class performance from year
to year. The second table averages the fund's performance over time. Both tables
assume reinvestment of dividends. Of course, past performance is no guarantee of
future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
[Exhibit A]
BEST QUARTER: Q2 '95 +1.46%
WORST QUARTER: Q4 '98 +1.23%
The 7-day yield for Investor shares on 12/31/98 was 4.79%. Institutions may call
toll-free 1-800-346-3621 for the current yield for Investor shares. Individuals
or entities for whom institutions may purchase or redeem shares should call the
institution directly.
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/99 WAS 1.15%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/98
Since
inception
1 Year (1/24/94)
- --------------------------------------------------------------------------------
5.29% 5.14%
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described in the table below. Annual fund operating expenses are paid
out of fund assets, so their effect is included in the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.25%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.45%
- --------------------------------------------------------------------------------
Expense example
<TABLE>
<S> <C> <C> <C>
1 Year 3 Years 5 Years 10 Years
- ------------------------------------------------------------------------------------------------------------------------------------
$46 $144 $252 $567
</TABLE>
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold yourshares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to reimburse the fund's distributor for
distributing Investor shares, and to compensate Dreyfus for advertising and
marketing Investor shares, and for providing account service and maintenance.
Dreyfus and the distributor may pay all or part of the fee to institutions which
have purchased Investor shares for the benefit of others. Because this fee is
paid out of the fund's assets on an ongoing basis, over time it will increase
the cost of your investment and may cost you more than is payable with other
types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2000.
Dreyfus Cash Management Plus
<PAGE 3>
Dreyfus Government Prime Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund only invests in securities issued or guaranteed as
to principal and interest by the U.S. government or its agencies or
instrumentalities.
MAIN RISKS
The fund's yield will fluctuate, as market and interest rate conditions change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
Certain U.S. government agency securities are backed by the right of the issuer
to borrow from the U.S. Treasury, or are supported only by the credit of the
issuer or instrumentality. While the U.S. government provides financial support
to U.S. government-sponsored agencies or instrumentalities, no assurance can be
given that it will always do so.
<PAGE 4>
PAST PERFORMANCE
Since the fund has less than one calendar year of performance, past performance
information is not included. For performance as of the end of the fiscal year,
please refer to the Statement of Additional Information (SAI).
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described in the table below. Annual fund operating expenses are paid
out of fund assets, so their effect is included in the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.25%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.45%
- --------------------------------------------------------------------------------
Expense example
<TABLE>
<
1 Year 3 Years 5 Years 10 Years
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
$46 $144 $252 $567
</TABLE>
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to reimburse the fund's distributor for
distributing Investor shares, and to compensate Dreyfus for advertising and
marketing Investor shares, and for providing account service and maintenance.
Dreyfus and the distributor may pay all or part of the fee to institutions which
have purchased Investor shares for the benefit of others. Because this fee is
paid out of the fund's assets on an ongoing basis, over time it will increase
the cost of your investment and may cost you more than is payable with other
types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2000.
Dreyfus Government Prime Cash Management
<PAGE 5>
Dreyfus New York Municipal Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income exempt from federal, New York
state and New York city personal income taxes as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund normally invests substantially all of its net
assets in short-term municipal obligations that provide income exempt from
federal, New York state and New York city personal income taxes. When the
portfolio manager believes that acceptable New York municipal obligations are
unavailable for investment, the fund may invest in securities that may be
subject to New York state and New York city income taxes, but are free from
federal income tax. When acceptable municipal obligations are unavailable
generally, the fund may invest in high quality, taxable money market
instruments.
Municipal obligations are typically of two types:
* GENERAL OBLIGATION BONDS, which are secured by the full faith and
credit of the issuer and its taxing power
* REVENUE BONDS, which are payable from the revenues derived from a
specific revenue source, such as charges for water and sewer service or
highway tolls
Although the fund's objective is to generate income exempt from federal, New
York state and New York city income taxes, interest from some of its holdings
may be subject to the federal alternative minimum tax. In addition, the fund
temporarily may invest in municipal obligations that pay income exempt only from
federal income tax, or in high quality taxable money market obligations.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
* New York's economy and revenues underlying its municipal obligations
may decline
* the fund's portfolio securities may be more sensitive to risks that are
specific to investing primarily in a single state
The fund is non-diversified, which means that a relatively high percentage of
the fund's assets may be invested in a limited number of issuers. Therefore, its
performance may be more vulnerable to changes in the market value of a single
issuer or a group of issuers.
<PAGE 6>
PAST PERFORMANCE
The tables below show some of the risks of investing in the fund. The first
table shows the changes in the fund's Investor share class performance from year
to year. The second table averages the fund's performance over time. Both tables
assume reinvestment of dividends. Of course, past performance is no guarantee of
future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
[Exhibit B]
BEST QUARTER: Q2 '95 +0.93%
WORST QUARTER: Q1 '98 +0.70%
The 7-day yield for Investor shares on 12/31/98 was 3.29%. Institutions may call
toll-free 1-800-346-3621 for the current yield for Investor shares. Individuals
or entities for whom institutions may purchase or redeem shares should call the
institution directly.
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/99 WAS 0.60%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/98
Since
inception
1 Year (1/18/94)
- --------------------------------------------------------------------------------
2.97% 3.01%
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described in the table below. Annual fund operating expenses are paid
out of fund assets, so their effect is included in the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.25%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.45%
- --------------------------------------------------------------------------------
Expense example
<TABLE>
<S> <C> <C> <C>
1 Year 3 Years 5 Years 10 Years
- ------------------------------------------------------------------------------------------------------------------------------------
$46 $144 $252 $567
</TABLE>
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to reimburse the fund's distributor for
distributing Investor shares, and to compensate Dreyfus for advertising and
marketing Investor shares, and for providing account service and maintenance.
Dreyfus and the distributor may pay all or part of the fee to institutions which
have purchased Investor shares for the benefit of others. Because this fee is
paid out of the fund's assets on an ongoing basis, over time it will increase
the cost of your investment and may cost you more than is payable with other
types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2000.
Dreyfus New York Municipal Cash Management
<PAGE 7>
Dreyfus Tax Exempt Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income exempt from federal personal
income tax as is consistent with the preservation of capital and the maintenance
of liquidity.
To pursue this goal, the fund normally invests substantially all of its net
assets in short-term municipal obligations that provide income exempt from
federal personal income tax. When the portfolio manager believes that acceptable
municipal obligations are unavailable for investment, the fund may invest
temporarily in high quality, taxable money market instruments.
Municipal obligations are typically of two types:
* GENERAL OBLIGATION BONDS, which are secured by the full faith and
credit of the issuer and its taxing power
* REVENUE BONDS, which are payable from the revenues derived from a
specific revenue source, such as charges for water and sewer service or
highway tolls
While the fund is permitted to invest up to 20% of its assets in municipal
obligations that pay interest that may be subject to the federal alternative
minimum tax, the fund currently is managed so that income paid by the fund will
not be subject to the federal alternative minimum tax.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
<PAGE 8>
PAST PERFORMANCE
The tables below show some of the risks of investing in the fund. The first
table shows the changes in the fund's Investor share class performance from year
to year. The second table averages the fund's performance over time. Both tables
assume reinvestment of dividends. Of course, past performance is no guarantee of
future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
[Exhibit C]
BEST QUARTER: Q2 '95 +0.91%
WORST QUARTER: Q4 '98 +0.72%
The 7-day yield for Investor shares on 12/31/98 was 3.24%. Institutions may call
toll-free 1-800-346-3621 for the current yield for Investor shares. Individuals
or entities for whom institutions may purchase or redeem shares should call the
institution directly.
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/99 WAS 0.63%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/98
Since
inception
1 Year (1/10/94)
- --------------------------------------------------------------------------------
3.04% 3.06%
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described in the table below. Annual fund operating expenses are paid
out of fund assets, so their effect is included in the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.25%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.45%
- --------------------------------------------------------------------------------
Expense example
<TABLE>
<S> <C> <C> <C>
1 Year 3 Years 5 Years 10 Years
- ------------------------------------------------------------------------------------------------------------------------------------
$46 $144 $252 $567
</TABLE>
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to reimburse the fund's distributor for
distributing Investor shares, and to compensate Dreyfus for advertising and
marketing Investor shares, and for providing account service and maintenance.
Dreyfus and the distributor may pay all or part of the fee to institutions which
have purchased Investor shares for the benefit of others. Because this fee is
paid out of the fund's assets on an ongoing basis, over time it will increase
the cost of your investment and may cost you more than is payable with other
types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2000.
Dreyfus Tax Exempt Cash Management
<PAGE 9>
Dreyfus Treasury Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund only invests in securities issued or guaranteed as
to principal and interest by the U.S. government, and repurchase agreements
(including tri-party repurchase agreements) in respect of these securities.
MAIN RISKS
The fund's yield will fluctuate, as market and interest rate conditions change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
If the other party entering into a repurchase agreement with the fund defaults
or becomes insolvent, the fund may be unable to sell the securities underlying
the repurchase agreement on a timely basis. In a tri-party repurchase agreement,
these securities are subject to a greater risk in a change in their value
because they may have a maturity of more than one year.
<PAGE 10>
PAST PERFORMANCE
The tables below show some of the risks of investing in the fund. The first
table shows the changes in the fund's Investor share class performance from year
to year. The second table averages the fund's performance over time. Both tables
assume reinvestment of dividends. Of course, past performance is no guarantee of
future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
[Exhibit D]
BEST QUARTER: Q2 '95 +1.40%
WORST QUARTER: Q4 '98 +1.12%
The 7-day yield for Investor shares on 12/31/98 was 4.40%. Institutions may call
toll-free 1-800-346-3621 for the current yield for Investor shares. Individuals
or entities for whom institutions may purchase or redeem shares should call the
institution directly.
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/99 WAS 1.13%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/98
Since
inception
1 Year (1/10/94)
- --------------------------------------------------------------------------------
5.02% 4.91%
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described in the table below. Annual fund operating expenses are paid
out of fund assets, so their effect is included in the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.25%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.45%
- --------------------------------------------------------------------------------
Expense example
<TABLE>
<S> <C> <C> <C>
1 Year 3 Years 5 Years 10 Years
- ------------------------------------------------------------------------------------------------------------------------------------
$46 $144 $252 $567
</TABLE>
This example shows what you could pay in expenses over time. It uses the
same hypothetical conditions other funds use in their
prospectuses: $10,000 initial investment, 5% total return each year
and no changes in expenses. The
figures shown would be the same whether you sold your shares at the
end of a period or kept them. Because actual return and expenses
will be different, the example is for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to reimburse the fund's distributor for
distributing Investor shares, and to compensate Dreyfus for advertising and
marketing Investor shares, and for providing account service and maintenance.
Dreyfus and the distributor may pay all or part of the fee to institutions which
have purchased Investor shares for the benefit of others. Because this fee is
paid out of the fund's assets on an ongoing basis, over time it will increase
the cost of your investment and may cost you more than is payable with other
types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2000.
Dreyfus Treasury Cash Management
<PAGE 11>
MANAGEMENT
The investment adviser for each fund is The Dreyfus Corporation, 200 Park
Avenue, New York, New York 10166. Founded in 1947, Dreyfus manages more than
$120 billion in over 160 mutual fund portfolios. For the past fiscal year, each
fund paid Dreyfus a management fee at the annual rate of 0.20% of the fund's
average daily net assets. Dreyfus is the primary mutual fund business of Mellon
Bank Corporation, a broad-based financial services company with a bank at its
core. With more than $426 billion of assets under management and $2.0 trillion
of assets under administration and custody, Mellon provides a full range of
banking, investment and trust products and services to individuals, businesses
and institutions. Mellon is headquartered in Pittsburgh, Pennsylvania.
Dreyfus has a personal securities trading policy (the "Policy") which restricts
the personal securities transactions of its employees. Its primary purpose is to
ensure that personal trading by Dreyfus employees does not disadvantage any
Dreyfus-managed fund. Dreyfus portfolio managers and other investment personnel
who comply with the Policy's preclearance and disclosure procedures may be
permitted to purchase, sell or hold certain types of securities which also may
be or are held in the fund(s) they advise.
Concepts to understand
YEAR 2000 ISSUES: these funds could be adversely affected if the computer
systems used by Dreyfus and the funds' other service providers do not properly
process and calculate date-related information from and after January 1, 2000.
Dreyfus is working to avoid year 2000-related problems in its systems and to
obtain assurances from other service providers that they are taking similar
steps. In addition, issuers of securities in which these funds invest may be
adversely affected by year 2000-related problems. This could have an impact on
the value of a fund's investments and its share price.
<PAGE 12>
FINANCIAL HIGHLIGHTS
The following tables describe the performance of each fund's Investor shares for
the fiscal periods indicated. "Total return" shows how much your investment in
the fund would have increased (or decreased) during each period, assuming you
had reinvested all dividends and distributions. These figures have been
independently audited by Ernst & Young LLP, whose report, along with the fund's
financial statements, is included in the annual report.
<TABLE>
YEAR ENDED PERIOD ENDED
JANUARY 31, JANUARY 31, YEAR ENDED SEPTEMBER 30,
DREYFUS CASH MANAGEMENT PLUS 1999 1998 1997(1) 1996 1995 1994(2)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
<S> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .051 .053 .017 .052 .055 .025
Distributions: Dividends from investment
income -- net (.051) (.053) (.017) (.052) (.055) (.025)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00 1.00
Total return (%) 5.24 5.38 5.10(3) 5.33 5.61 3.61(3)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .45 .45 .45(3) .45 .45 .45(3)
Ratio of net investment income
to average net assets (%) 5.12 5.25 5.07(3) 5.19 5.66 4.00(3)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 690 750 782 629 352 6
(1) THE FUND CHANGED ITS FISCAL YEAR END FROM SEPTEMBER 30 TO JANUARY 31.
(2) FROM JANUARY 24, 1994 (COMMENCEMENT OF INITIAL OFFERING) TO SEPTEMBER 30, 1994.
(3) ANNUALIZED.
PERIOD ENDED
JANUARY 31,
DREYFUS GOVERNMENT PRIME CASH MANAGEMENT 1999(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00
Investment operations: Investment income -- net .046
Distributions: Dividends from investment
income -- net (.046)
Net asset value, end of period 1.00
Total return (%) 5.06(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .45(2)
Ratio of net investment income
to average net assets (%) 4.95(2)
- --------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 15
(1) FROM FEBRUARY 27, 1998 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31,
1999.
(2) ANNUALIZED.
Financial Highlights
</TABLE>
<PAGE 13>
<TABLE>
FINANCIAL HIGHLIGHTS (CONTINUED)
YEAR ENDED PERIOD ENDED
JANUARY 31, JANUARY 31, YEAR ENDED JULY 31,
DREYFUS NEW YORK MUNICIPAL CASH MANAGEMENT 1999 1998 1997(1) 1996 1995 1994(2)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
<S> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .029 .032 .015 .031 .032 .011
Distributions: Dividends from investment
income -- net (.029) (.032) (.015) (.031) (.032) (.011)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00 1.00
Total return (%) 2.93 3.20 3.04(3) 3.18 3.20 2.02(3)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .45 .45 .45(3) .45 .45 .45(3)
Ratio of net investment income
to average net assets (%) 2.92 3.17 3.03(3) 3.09 2.81 2.12(3)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 9 13 8 14 6 53
(1) THE FUND CHANGED ITS FISCAL YEAR END FROM JULY 31 TO JANUARY 31.
(2) FROM JANUARY 18, 1994 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1994.
(3) ANNUALIZED.
YEAR ENDED JANUARY 31,
DREYFUS TAX EXEMPT CASH MANAGEMENT 1999 1998 1997 1996 1995
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .030 .032 .030 .034 .025
Distributions: Dividends from investment
income -- net (.030) (.032) (.030) (.034) (.025)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00
Total return (%) 3.00 3.24 3.05 3.46 2.57
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .45 .45 .45 .45 .45
Ratio of net investment income
to average net assets (%) 2.96 3.22 2.98 3.39 2.74
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 161 149 44 80 47
<PAGE 14>
YEAR ENDED PERIOD ENDED
JANUARY 31, JANUARY 31, YEAR ENDED JULY 31,
DREYFUS TREASURY CASH MANAGEMENT 1999 1998 1997(1) 1996 1995 1994(2)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .048 .051 .025 .051 .050 .018
Distributions: Dividends from investment
income -- net (.048) (.051) (.025) (.051) (.050) (.018)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00 1.00
Total return (%) 4.95 5.17 4.96(3) 5.25 5.08 3.22(3)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .45 .45 .45(3) .45 .45 .45(3)
Ratio of net investment income
to average net assets (%) 4.84 5.07 4.89(3) 5.05 5.24 3.33(3)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 538 597 330 238 39 21
</TABLE>
(1) THE FUND CHANGED ITS FISCAL YEAR END FROM JULY 31 TO JANUARY 31.
(2) FROM JANUARY 10, 1994 (COMMENCEMENT OF INITIAL OFFERING) TO JULY 31, 1994.
(3) ANNUALIZED.
Financial Highlights
<PAGE 15>
Your Investment
ACCOUNT POLICIES
EACH FUND IS DESIGNED for institutional investors, particularly banks, acting
for themselves or in a fiduciary, advisory, agency, custodial or similar
capacity. Fund shares may not be purchased directly by individuals, although
institutions may purchase shares for accounts maintained by individuals.
Generally, each investor will be required to open a single master account with
the fund for all purposes. In certain cases, the fund may request investors to
maintain separate master accounts for shares held by the investor (i) for its
own account, for the account of other institutions and for accounts for which
the institution acts as a fiduciary, and (ii) for accounts for which the
investor acts in some other capacity. An institution may arrange with the fund's
transfer agent for sub-accounting services and will be charged directly for the
cost of such services. Institutions purchasing Investor shares for the benefit
of their clients may impose policies, limitations and fees which are different
from those described in this prospectus.
Buying shares
TO PURCHASE FUND SHARES, contact your financial representative. The price for
fund shares is the fund's net asset value (NAV), which is generally calculated
twice a day, at 5 p.m. and 8 p.m. for the taxable money market funds, and 12
noon and 8 p.m. for the municipal money market funds, every day the New York
Stock Exchange, or the transfer agent (as on Good Friday) as to Dreyfus Cash
Management Plus only, is open. An order will be priced at the next NAV
calculated after the order is accepted by the fund's transfer agent or other
authorized entity. Each fund's investments are valued based on amortized cost.
As a result, portfolio securities are valued at their acquisition cost, adjusted
for discounts or premiums reflected in their purchase price. This method of
valuation is designed for the fund to be able to price its shares at $1.00 per
share.
As to Dreyfus Cash Management Plus and Dreyfus Treasury Cash Management, orders
in proper form placed prior to 5:00 p.m., and payments for which are received in
or converted into Federal Funds by the fund's custodian by 6:00 p.m., will
become effective at the price determined at 5:00 p.m. on that day. In this case,
shares purchased will receive the dividend declared on that day.
As to Dreyfus Government Prime Cash Management only, orders in proper form
placed prior to 3:00 p.m., and payments for which are received in or converted
into Federal Funds by the fund's custodian by 6:00 p.m., will become effective
at the price determined at 5:00 p.m. on that day. In this case, shares purchased
will receive the dividend declared on that day. Orders for shares placed between
3:00 p.m and 5:00 p.m. will not be accepted and executed, and notice of the
purchase order being rejected will be given to the institution placing the
order, and any funds received will be returned promptly to the sending
institution.
Orders effected through compatible computer facilities after 5:00 p.m., but
prior to 8:00 p.m., will become effective at the price determined at 8:00 p.m.
on that day, if Federal Funds are received by the fund's custodian by 11:00 a.m.
on the following business day. In this case, shares purchased will start earning
dividends on the business day following the date the order became effective.
Orders in proper form effected between 5:00 p.m. and 8:00 p.m., by a means other
than a compatible computer facility, will become effective on the following
business day.
All times are Eastern time.
<PAGE 16>
As to each municipal money market fund, investors whose orders in proper form
are placed and payments for which are received in or converted into Federal
Funds by the fund's custodian, prior to 12:00 noon, will be effective at the
price determined at 12:00 noon on that day. In this case, shares purchased will
receive the dividend declared on that day.
Orders effected through a compatible computer facility after 12:00 noon, but
prior to 8:00 p.m., will become effective at the price determined at 8:00 p.m.
on that day, if Federal Funds are received by the fund's custodian by 11:00 a.m.
on the following business day. In this case, shares purchased will start earning
dividends on the business day following the date the order became effective.
Orders effected in proper form between 12:00 noon and 8:00 p.m., by a means
other than a compatible computer facility, will become effective on the
following business day.
All times are Eastern time.
Selling shares
YOU MAY SELL (REDEEM) SHARES AT ANY TIME through your financial representative.
Your shares will be sold at the next NAV calculated after your order is accepted
by the fund's transfer agent or other authorized entity.
BEFORE SELLING RECENTLY PURCHASED SHARES, please note that if the fund has not
yet collected payment for the shares you are selling, it may delay sending the
proceeds for up to eight business days or until it has collected payment.
General policies
UNLESS YOU DECLINE TELEPHONE PRIVILEGES on your application, you may be
responsible for any fraudulent telephone order as long as Dreyfus takes
reasonable measures to verify that the order is from a representative of your
financial institution.
EACH FUND RESERVES THE RIGHT TO:
* refuse any purchase or exchange request that could adversely affect the
fund or its operations
* change or discontinue its exchange privilege, or temporarily suspend
this privilege during unusual market conditions
* change its minimum investment amounts
* delay sending out redemption proceeds for up to seven days (generally
applies only in cases of very large redemptions, excessive trading or during
unusual market conditions)
Each fund also reserves the right to make a "redemption in kind" -- payment in
portfolio securities rather than cash -- if the amount you are redeeming is
large enough to affect fund operations (for example, if it represents more than
1% of the fund's assets).
Your Investment
<PAGE 17>
DISTRIBUTIONS AND TAXES
EACH FUND USUALLY PAYS ITS SHAREHOLDERS dividends from its net investment income
once a month, and distributes any net realized securities gains once a year.
Your dividends and distributions will be reinvested in the fund unless you
instruct the fund otherwise. There are no fees or sales charges on reinvestments
or withdrawals.
DIVIDENDS AND DISTRIBUTIONS PAID by the taxable money market funds are taxable
to U.S. shareholders as ordinary income or as capital gains, as applicable,
depending on the distribution (unless your investment is in a tax-advantaged
account, so that taxes are deferred).
EACH MUNICIPAL MONEY MARKET FUND anticipates that, under normal market
conditions, virtually all of its income dividends will be exempt from federal
and, as to Dreyfus New York Municipal Cash Management, New York state and New
York city, personal income taxes. However, any dividends and distributions from
taxable investments are taxable as ordinary income or capital gains, as
applicable, depending on the distribution.
The tax status of any distribution is the same regardless of how long the
investor has been in the fund and whether you reinvest distributions or take
them in cash.
Because everyone's tax situation is unique, always consult your tax professional
about federal, state and local tax consequences.
Concepts to understand
DIVIDENDS: income or interest paid by the investments in a fund's portfolio.
DISTRIBUTIONS: income and/or capital gains, net of expenses, passed on to fund
shareholders. These are calculated on a per-share basis: each share earns the
same rate of return, so the more fund shares you own, the higher your
distribution.
<PAGE 18>
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<PAGE>
For More Information
Dreyfus Cash Management Plus, Inc.
- -----------------------------------
SEC file number: 811-5295
Dreyfus Government Prime Cash Management
- -----------------------------------
SEC file number: 811-3964
Dreyfus New York Municipal Cash Management
- -----------------------------------
SEC file number: 811-6395
Dreyfus Tax Exempt Cash Management
- -----------------------------------
SEC file number: 811-3954
Dreyfus Treasury Cash Management
- -----------------------------------
SEC file number: 811-4723
More information on each fund is available free upon request, including the
following:
Annual/Semiannual Reports
Describes each fund's performance, and lists its portfolio holdings.
Statement of Additional Information (SAI)
Provides more details about each fund and its policies. A current SAI is on file
with the Securities and Exchange Commission (SEC) and is incorporated by
reference (is legally considered part of this prospectus).
To obtain information:
BY TELEPHONE
Call your Hambrecht & Quist
representative or 1-800-227-3958.
ON THE INTERNET Text-only versions of fund documents can be viewed online or
downloaded from: http://www.sec.gov
You can also obtain copies by visiting the SEC's Public Reference Room in
Washington, DC (phone 1-800-SEC-0330) or by sending your request and a
duplicating fee to the SEC's Public Reference Section, Washington, DC
20549-6009.
(c) 1999 Dreyfus Service Corporation
CMGT-P0999INV-HQ
<PAGE>
