DREYFUS GOVERNMENT CASH MANAGEMENT
LETTER TO SHAREHOLDERS
Dear Shareholder:
We are pleased to report the performance of Dreyfus Government Cash
Management for its fiscal year ended January 31, 1997, as shown in the
following table:
<TABLE>
<CAPTION>
Annualized
Annualized Yield Effective Yield*
_________________ ___________________
<S> <C> <C>
Institutional Shares 5.24% 5.37%
Investor Shares 4.99% 5.10%
Administrative Shares ** 5.14% 5.27%
Participant Shares ** 4.84% 4.95%
</TABLE>
ECONOMIC REVIEW
The release of a 4.7% estimate for the fourth quarter's real Gross
Domestic Product ("GDP") growth has restored an above-trend growth trajectory
to the U.S. economy. Hence, the much anticipated slowdown to a benign 2% path
is no longer a valid viewpoint. This has left the Federal Reserve Open Market
Committee (the "Fed") with the policy decision of whether to act on its GDP
growth yardstick, or pursue a wait-and-see option with regard to inflation.
The economy is embarking on its seventh expansion year with good momentum.
Real GDP grew at an annualized 3.3% rate in the first half of 1996 and
3.4% in the second half. Key forces to sustain growth include steady income
growth that supports consumer spending, reviving economic growth abroad to
help exports (despite some offset from a higher dollar) and a lean inventory
situation that should keep manufacturing buoyant. However, capital goods
orders have slowed recently. Excess capacity still exists in some sectors,
while the higher dollar can especially hurt import-competing industries. The
stronger dollar additionally may hurt profits related to foreign sales,
although overall corporate profits should sustain steady growth.
While the Fed has held a bias favoring tighter policy since mid-1996, it
has so far delayed tightening. A slow economy in the summer months and, more
recently, the surging dollar have curbed inflation fears, giving ample reason
to leave policy unchanged. Indeed, accelerating wage inflation and high oil
prices have been accompanied by lower general price inflation in recent
months. However, while a rising dollar typically depresses prices in the
traded goods sector, the attendant boost to purchasing power risks higher
inflation pressures elsewhere.
MARKET OVERVIEW
The money market during the past year was characterized by considerable
volatility. However, by the end of this Fund's fiscal year, short-term rates
were actually little changed from when the year began.
Throughout the period, inflation and what, if anything, the Fed might do
about it, continued to be the major concern. Early in the year, rates
generally rose, especially after strong employment reports in late spring and
early summer convinced the market that the Fed would need to tighten money
rates in order to prevent a recurrence of inflation. By late summer, however,
it became clear that inflation was not an immediate threat. The Fed
acknowledged as much by taking no preemptive action. Furthermore, the economy
was a constructive influence, providing continued yet moderate growth without
exerting undue upward pressure on wage levels or general price indicators.
Thus, in the latter part of the year, interest rates simmered down, though
not without short-lived inflation scares.
As the time approached for the February 1997 meeting of the rate-setting
Fed, the market was nervous but essentially neutral, as rates edged slightly
lower. The most significant recent development has been a flattening of the
yield curve, with rates on the 30-year Treasury bond narrowing the gap with
short-term Treasury yields. As it turned out, the Fed in early
February left rates undisturbed. There has been no rate change by the Fed
since January 1996, when there was a modest cut in the Federal Funds rate of
25 basis points.
In recent days, a new factor has entered the picture _ the decision by
the U.S. and the Group of Seven major industrial nations not to try to push
the U.S. dollar's valuation any higher. Eventually, this change in strategy
could affect the U.S. money market. The initial reaction in the markets,
however, was to take it in stride.
Some tightening of rates by the Fed is to be expected in coming months,
if the U.S. economy continues to exhibit strong growth. The rising dollar has
so far acted as a restraint on inflation. It remains to be seen what the
effect of the new dollar strategy will be on the market.
PORTFOLIO FOCUS
Our maturity structure has been geared to deal with changeable
eventualities while seeking superior yields. At times this has resulted in an
average maturity longer than the industry average. We intend to continue this
approach until events in the marketplace dictate a change.
It is a pleasure and a privilege to serve your investment needs.
Sincerely,
[Patricia A. Larkin signature logo]
Patricia A. Larkin
Senior Portfolio Manager
February 18, 1997
New York, N.Y.
* Annualized effective yield takes into account the effect of compounding
and is based upon dividends declared daily and reinvested monthly.
**Since inception on November 21, 1996.
<TABLE>
<CAPTION>
DREYFUS GOVERNMENT CASH MANAGEMENT
STATEMENT OF INVESTMENTS JANUARY 31, 1997
Annualized
Yield on
Date of Principal
U.S. Treasury Bills_24.3% Purchase Amount Value
__________ ___________ ________________
<S> <C> <C> <C>
2/6/97..................................................... 4.87% $250,000,000 $ 249,838,437
4/3/97..................................................... 5.53 25,000,000 24,777,604
5/1/97..................................................... 5.56 400,000,000 394,793,500
7/24/97.................................................... 5.70 115,000,000 112,015,750
8/21/97.................................................... 6.00 50,000,000 48,415,729
9/18/97.................................................... 5.80 250,000,000 241,287,663
10/16/97................................................... 5.66 25,000,000 24,045,174
1/8/98..................................................... 5.56 165,000,000 156,770,297
______________
TOTAL U.S. TREASURY BILLS
(cost $1,251,944,154)...................................... $1,251,944,154
================
U.S. Treasury Notes_1.0%
6.63%, 3/31/97
(cost $50,070,600)......................................... 5.58% $ 50,000,000 $50,070,600
================
U.S. Government Agencies_72.1%
Federal Farm Credit Banks, Consolidated Systemwide Discount Notes
2/3/97..................................................... 5.30% $ 85,000,000 $ 84,999,685
2/13/97.................................................... 5.30 71,000,000 70,996,436
7/1/97..................................................... 5.75 10,000,000 10,001,690
11/26/97................................................... 5.43 20,000,000 19,147,389
Federal Farm Credit Banks, Consolidated Systemwide Medium Term Notes
2/13/97.................................................... 5.27 (a) 50,000,000 49,996,822
2/28/97.................................................... 5.28 (a) 250,000,000 249,983,866
3/3/97..................................................... 5.28 (a) 125,000,000 124,991,069
7/25/97.................................................... 5.33 (a) 50,000,000 49,990,890
9/15/97.................................................... 5.38 (a) 115,000,000 114,966,686
1/20/98.................................................... 5.77 (a) 25,000,000 24,972,885
1/30/98.................................................... 5.34 (a) 100,000,000 99,943,792
8/14/98.................................................... 5.42 (a) 50,000,000 49,984,061
Federal Home Loan Banks, Discount Notes
2/3/97..................................................... 5.55 150,000,000 149,969,753
2/4/97..................................................... 5.67 60,000,000 60,000,000
2/14/97.................................................... 5.37 6,395,000 6,382,922
2/18/97.................................................... 5.37 10,000,000 9,975,303
3/6/97..................................................... 5.22 100,000,000 99,997,858
4/15/97.................................................... 5.40 25,000,000 24,733,854
4/22/97.................................................... 5.49 40,150,000 39,678,014
6/20/97.................................................... 5.89 11,790,000 11,536,895
8/22/97.................................................... 5.35 40,000,000 38,846,356
11/14/97................................................... 5.43 30,000,000 28,772,583
11/24/97................................................... 5.80 69,000,000 69,000,000
12/9/97.................................................... 5.57 50,000,000 49,989,349
1/22/98.................................................... 5.68 50,000,000 49,961,971
1/30/98.................................................... 5.81 81,000,000 81,000,000
DREYFUS GOVERNMENT CASH MANAGEMENT
STATEMENT OF INVESTMENTS (CONTINUED) JANUARY 31, 1997
Annualized
Yield on
Date of Principal
U.S. Government Agencies (continued) Purchase Amount Value
_________ __________ ____________
Federal Home Loan Banks, Discount Notes (continued):
2/12/98.................................................... 5.80% $ 15,000,000 $ 15,000,000
Federal Home Loan Banks, Floating Rate Notes
6/16/97.................................................... 5.46 (a) 15,000,000 14,998,961
7/14/97.................................................... 5.37 (a) 150,000,000 149,987,625
1/20/98.................................................... 5.81 (a) 25,000,000 24,983,088
Federal Home Loan Mortgage Corporation, Floating Rate Notes
5/26/98.................................................... 5.43 (a) 100,000,000 100,191,280
Federal National Mortgage Association, Discount Notes
4/3/97..................................................... 5.42 100,000,000 99,105,334
4/24/97.................................................... 5.37 50,000,000 50,003,299
6/9/97..................................................... 5.90 7,480,000 7,331,597
6/20/97.................................................... 5.99 25,000,000 24,979,531
7/3/97..................................................... 5.55 51,500,000 50,341,021
7/17/97.................................................... 5.50 44,000,000 42,928,746
9/12/97.................................................... 5.56 18,840,000 18,222,639
11/6/97.................................................... 5.52 25,000,000 23,990,319
11/24/97................................................... 5.46 50,000,000 47,866,333
1/5/98..................................................... 5.62 50,000,000 47,497,861
Federal National Mortgage Association, Floating Rate Notes
3/14/97.................................................... 5.30 (a) 65,000,000 65,000,000
3/27/97.................................................... 5.30 (a) 145,000,000 145,000,000
4/4/97..................................................... 5.26 (a) 50,000,000 49,996,025
4/11/97.................................................... 5.30 (a) 220,000,000 219,980,068
5/19/97.................................................... 5.28 (a) 13,800,000 13,814,303
7/24/97.................................................... 5.36 (a) 100,000,000 100,000,000
8/1/97..................................................... 5.32 (a) 30,000,000 30,001,182
8/18/97.................................................... 5.38 (a) 140,000,000 139,988,624
8/25/97.................................................... 5.35 (a) 100,000,000 99,991,586
11/21/97................................................... 5.36 (a) 250,000,000 249,902,870
Student Loan Marketing Association, Discount Notes
2/3/97..................................................... 5.49 100,000,000 99,969,500
6/30/97.................................................... 5.88 110,000,000 109,847,602
______________
TOTAL U.S. GOVERNMENT AGENCIES
(cost $3,710,739,523)...................................... $3,710,739,523
================
Repurchase Agreements_4.8%
Bear Stearns & Co.,
dated 1/31/1997, due 2/3/97 in the amount of $50,023,042
(fully collateralized by $52,019,000 U.S. Treasury Strips
due from 5/15/97 to 8/15/97, value $50,875,618)............ 5.53% $ 50,000,000 $ 50,000,000
Goldman, Sachs & Co.,
dated 1/31/1997, due 2/3/97 in the amount of $100,093,688
(fully collateralized by $107,525,000 U.S. Treasury Bills
due 1/8/98, value $102,229,483)............................ 5.00 100,052,000 100,052,000
DREYFUS GOVERNMENT CASH MANAGEMENT
STATEMENT OF INVESTMENTS (CONTINUED) JANUARY 31, 1997
Annualized
Yield on
Date of Principal
Repurchase Agreements (continued) Purchase Amount Value
____________ ___________ ___________
SBC Capital Markets
dated 1/31/1997, due 2/3/97 in the amount of $100,044,583
(fully collateralized by $105,975,000 U.S. Treasury Bills
due 10/16/97, value $102,101,614).......................... 5.35% $100,000,000 $ 100,000,000
______________
TOTAL REPURCHASE AGREEMENTS
(cost $250,052,000)........................................ $ 250,052,000
================
TOTAL INVESTMENTS
(cost $5,262,806,277)........................... 102.2% $5,262,806,277
========= ================
LIABILITIES, LESS CASH AND RECEIVABLES.............. (2.2%) $ (113,137,659)
========= ================
NET ASSETS.......................................... 100.0% $5,149,668,618
========= ================
Notes to Statement of Investments:
(a) Variable interest rate subject to change.
See notes to financial statements.
</TABLE>
<TABLE>
<CAPTION>
DREYFUS GOVERNMENT CASH MANAGEMENT
STATEMENT OF ASSETS AND LIABILITIES JANUARY 31, 1997
Cost Value
________________ ________________
<S> <C> <C> <C>
ASSETS: Investments in securities_See Statement of
....Investments_Note 1(b) $5,262,806,277 $5,262,806,277
Interest receivable........................ 28,388,850
______________
5,291,195,127
______________
LIABILITIES: Due to The Dreyfus Corporation and affiliates 691,500
Due to Distributor......................... 54,581
Cash overdraft due to Custodian............ 125,780,428
Payable for investment securities purchased 15,000,000
______________
141,526,509
______________
NET ASSETS.................................................................. $5,149,668,618
===============
REPRESENTED BY: Paid-in capital............................ $5,150,510,949
Accumulated net realized gain (loss) on investments (842,331)
______________
NET ASSETS.................................................................. $5,149,668,618
===============
</TABLE>
<TABLE>
<CAPTION>
NET ASSET VALUE PER SHARE
_____________________________
Institutional Administrative Investor Participant
Shares Shares Shares Shares
___________ _____________ _____________ _____________
<S> <C> <C> <C> <C>
Net Assets................................. $4,565,091,151 $36,899,453 $547,459,567 $218,447
Shares Outstanding......................... 4,565,836,838 36,899,453 547,556,211 218,447
NET ASSET VALUE PER SHARE.................. $1.00 $1.00 $1.00 $1.00
======= ======= ====== ======
See notes to financial statements.
</TABLE>
<TABLE>
<CAPTION>
DREYFUS GOVERNMENT CASH MANAGEMENT
STATEMENT OF OPERATIONS YEAR ENDED JANUARY 31, 1997
INVESTMENT INCOME
<S> <C> <C> <C>
INCOME Interest Income............................ $296,551,029
EXPENSES: Management fee_Note 2(a)................... $10,873,643
Distribution fees_Note 2(b)................ 1,586,183
_____________
Total Expenses......................... 12,459,826
_____________
INVESTMENT INCOME_NET....................................................... 284,091,203
NET REALIZED GAIN (LOSS) ON INVESTMENTS_Note 1(b)........................... (507,091)
_____________
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS........................ $283,584,112
=============
See notes to financial statements.
DREYFUS GOVERNMENT CASH MANAGEMENT
STATEMENT OF CHANGES IN NET ASSETS
Year Ended Year Ended
January 31, 1997 January 31, 1996
_________________ _________________
OPERATIONS:
Investment income_net................................................ $ 284,091,203 $ 258,118,457
Net realized gain (loss) on investments.............................. (507,091) 196,222
_________________ _________________
Net Increase (Decrease) in Net Assets Resulting from Operations.. 283,584,112 258,314,679
_________________ _________________
DIVIDENDS TO SHAREHOLDERS FROM:
Investment income_net:
Institutional Shares(1)............................................ (252,188,069) (250,073,080)
Administrative Shares(2)........................................... (163,856) ___
Investor Shares(1)................................................. (31,739,146) (8,045,377)
Participant Shares(2).............................................. (132) ___
_________________ _________________
Total Dividends.................................................. (284,091,203) (258,118,457)
_________________ _________________
BENEFICIAL INTEREST TRANSACTIONS ($1.00 per share):
Net proceeds from shares sold:
Institutional Shares(1)............................................ 71,649,461,018 53,820,087,580
Administrative Shares(2)........................................... 67,555,742 ___
Investor Shares(1)................................................. 6,751,055,186 1,554,851,130
Participant Shares(2).............................................. 281,633 ___
Dividends reinvested:
Institutional Shares(1)............................................ 117,875,001 88,481,202
Administrative Shares(2)........................................... 163,856 ___
Investor Shares(1)................................................. 17,013,596 4,636,780
Participant Shares(2).............................................. 132 ___
Cost of shares redeemed:
Institutional Shares(1)............................................ (71,979,737,847) (51,927,501,221)
Administrative Shares(2)........................................... (30,820,145) ___
Investor Shares(1)................................................. (6,672,177,467) (1,147,533,687)
Participant Shares(2).............................................. (63,318) ___
_________________ _________________
Increase (Decrease) in Net Assets from Beneficial Interest Transactions (79,392,613) 2,393,021,784
_________________ _________________
Total Increase (Decrease) in Net Assets........................ (79,899,704) 2,393,218,006
NET ASSETS:
Beginning of Period.................................................. 5,229,568,322 2,836,350,316
_________________ _________________
End of Period........................................................ $ 5,149,668,618 $ 5,229,568,322
================== ==================
(1) Effective November 20, 1996, Class A shares were redesignated as
Institutional Shares and Class B shares were
redesignated as Investor Shares.
(2) From November 21, 1996 (commencement of initial offering) to
January 31, 1997.
SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>
<CAPTION>
DREYFUS GOVERNMENT CASH MANAGEMENT
FINANCIAL HIGHLIGHTS
Contained below is per share operating performance data for a share of
Beneficial Interest outstanding, total investment return, ratios to average
net assets and other supplemental data for each period indicated. This
information has been derived from the Fund's financial statements.
Institutional Shares Administrative Shares
______________________________________________________________ ____________________
Year Ended January 31, Period Ended
______________________________________________________________
PER SHARE DATA: 1997(1) 1996 1995 1994 1993 January 31, 1997(2)
________ ________ _________ ________ ________ ____________________
<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......... .053 .059 .041 .031 .037 .010
________ ________ _________ ________ ________ ________
Distributions:
Dividends from investment income_net (.053) (.059) (.041) (.031) (.037) (.010)
________ ________ _________ ________ ________ ________
Net asset value, end of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
=======_ =======_ =======__ =======_ =======_ =======_
TOTAL INVESTMENT RETURN.......... 5.38% 6.01% 4.21% 3.12% 3.76% 5.17%(3)
RATIOS/SUPPLEMENTAL DATA:
Ratio of expenses to average
net assets .20% .20% .20% .20% .20% .30%(3)
Ratio of net investment income
to average net assets....... 5.25% 5.83% 4.04% 3.08% 3.61% 5.15%(3)
Decrease reflected in above
expense ratios due to
undertakings by the Manage _ _ _ .03% .05% _
Net Assets, end of period
(000's Omitted)............ $4,565,091 $4,777,903 $2,796,646 $4,515,946 $10,229,838 $36,900
(1) Effective November 20, 1996, Class A shares were redesignated as Institutional Shares.
(2) From November 21, 1996 (commencement of initial offering) to January 31, 1997.
(3) Annualized.
SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>
<CAPTION>
DREYFUS GOVERNMENT CASH MANAGEMENT
FINANCIAL HIGHLIGHTS (CONTINUED)
Contained below is per share operating performance data for a share of
Beneficial Interest outstanding, total investment return, ratios to average
net assets and other supplemental data for each period indicated. This
information has been derived from the Fund's financial statements.
Investor Shares Participant Shares
_________________________________________________ ____________________
Year Ended January 31, Period Ended
_________________________________________________
PER SHARE DATA: 1997(1) 1996 1995 1994(2) January 31, 1997(3)
________ ________ _________ ________ ___________________
<S> <C> <C> <C> <C> <C>
Net asset value,
beginning of period.... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
________ ________ _________ ________ ________
Investment Operations:
Investment income_net...... .050 .056 .039 .002 .001
________ ________ _________ ________ ________
Distributions:
Dividends from investment
income_net.... (.050) (.056) (.039) (.002) (.001)
________ ________ _________ ________ ________
Net asset value, end of period..... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ========_ ======== ========
TOTAL INVESTMENT RETURN................ 5.12% 5.75% 3.95% 2.82%(4) 4.87%(4)
RATIOS/SUPPLEMENTAL DATA:
Ratio of expenses to average
net assets. .45% .45% .45% .45%(4) .60%(4)
Ratio of net investment income
to average net assets............ 5.01% 5.49% 4.22% 2.83%(4) 4.85%(4)
Net Assets, end of period
(000's Omitted) $547,460 $451,665 $39,704 $15,097 $218
(1) Effective November 20, 1996, Class B shares were redesignated as
Investor Shares.
(2) From January 10, 1994 (commencement of initial offering) to
January 31, 1994.
(3) From November 21, 1996 (commencement of initial offering ) to
January 31, 1997.
(4) Annualized.
See notes to financial statements.
</TABLE>
DREYFUS GOVERNMENT CASH MANAGEMENT
NOTES TO FINANCIAL STATEMENTS
NOTE 1_SIGNIFICANT ACCOUNTING POLICIES:
Dreyfus Government Cash Management (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a diversified open-end management
investment company. The Fund's investment objective is to provide investors
with as high a level of current income as is consistent with the preservation
of capital and the maintenance of liquidity. The Dreyfus Corporation
("Manager") serves as the Fund's investment adviser. The Manager is a direct
subsidiary of Mellon Bank, N.A.
Premier Mutual Fund Services, Inc. (the "Distributor") acts as the
distributor of the Fund's shares, which are sold without a sales load. The
Fund is authorized to issue an unlimited number of $.001 par value shares in
the following classes of shares: Institutional Shares, Administrative Shares,
Investor Shares and Participant Shares. Effective November 20, 1996, Class A
shares were redesignated as Institutional Shares and Class B shares were
redesignated as Investor Shares. Administrative Shares, Investor Shares and
Participant Shares are subject to a Service Plan adopted pursuant to Rule
12b-1 under the Act. Other differences between the classes include the
services offered to and the expenses borne by each class and certain voting
rights.
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. There is no
assurance, however, that the Fund will be able to maintain a stable net asset
value per share of $1.00.
The Fund's financial statements are prepared in accordance with generally
accepted accounting principles which may require the use of management
estimates and assumptions. Actual results could differ from those estimates.
(A) PORTFOLIO VALUATION: Investments are valued at amortized cost, which
has been determined by the Fund's Board of Trustees 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 applicable
provisions of the Internal Revenue Code, and to make distributions of taxable
income sufficient to relieve it from substantially all Federal income and
excise taxes.
DREYFUS GOVERNMENT CASH MANAGEMENT
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
The Fund has an unused capital loss carryover of approximately $840,000
available for Federal income tax purposes to be
applied against future net securities profits, if any, realized subsequent to
January 31, 1997. The carryover does not include net realized securities
losses from November 1, 1996 through January 31, 1997 which are treated, for
Federal income tax purposes, as arising in fiscal 1998. If not applied,
$108,000 of the carryover expires in fiscal 2002, $206,000 expires in fiscal
2003 and $526,000 expires in fiscal 2005.
At January 31, 1997, 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 .20 of 1% of the value
of the Fund's average daily net assets and is payable monthly.
Unless the Manager gives the Fund's investors 90 days notice to the
contrary, the Manager, and not the Fund, will be liable for Fund expenses
(exclusive of taxes, brokerage, interest on borrowings and with prior written
consent of the necessary state securities commissions, extraordinary
expenses) other than the following expenses, which will be borne by the Fund:
the management fee, and with respect to the Fund's Administrative Shares,
Investor Shares and Participant Shares, Rule 12b-1 Service Plan expenses.
(B) Under the Fund's Service Plan (the "Plan") adopted pursuant to Rule
12b-1 under the Act, relating to its Administrative Shares, Investor Shares
and Participant Shares, the Fund (a) reimburses the Distributor for
distributing such classes of shares and (b) pays the Manager, Dreyfus Service
Corporation, a wholly-owned subsidiary of the Manager, and their affiliates
(collectively, "Dreyfus") for advertising and marketing relating to such
classes of shares and for providing certain services relating to shareholder
accounts in such classes of shares, such as answering shareholder inquiries
regarding the Fund and providing reports and other information, and services
related to the maintenance of shareholder accounts ("Servicing"), at an
aggregate annual rate of .10, .25 and .40 of 1% of the value of the average
daily net assets of Administrative Shares, Investor Shares and Participant
Shares, respectively. Both the Distributor and Dreyfus may pay one or more
Service Agents (a securities dealer, financial institution or other industry
professional) a fee in respect of the Fund's Administrative Shares, Investor
Shares and Participant Shares owned by shareholders with whom the Service
Agent has a Servicing relationship or for whom the Service Agent is the dealer
or holder of record. Both the Distributor and Dreyfus determine the amounts,
if any, to be paid to Service Agents under the Plan and the basis on which
such payments are made. The fees payable under the Plan are payable without
regard to actual expenses incurred. During the period ended January 31, 1997,
the service fee for the Administrative Shares, Investor Shares and
Participant Shares was $3,171, $1,582,994 and $18, respectively.
(C) Each trustee receives an annual fee of $3,000 and an attendance fee
of $500 per meeting.
DREYFUS GOVERNMENT CASH MANAGEMENT
REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
DREYFUS GOVERNMENT CASH MANAGEMENT
We have audited the accompanying statement of assets and liabilities of
Dreyfus Government Cash Management, including the statement of investments,
as of January 31, 1997, 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 and financial highlights. Our procedures included
confirmation of securities owned as of January 31, 1997 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 Dreyfus Government Cash Management at January 31, 1997, 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.
[Ernst & Young LLP signature logo]
New York, New York
March 5, 1997
DREYFUS GOVERNMENT CASH MANAGEMENT
IMPORTANT TAX INFORMATION (UNAUDITED)
For State individual income tax purposes, the Fund hereby designates
62.58% of the ordinary income dividends paid during its fiscal year ended
January 31, 1997 as attributable to interest income from direct obligations
of the United States. Such dividends are currently exempt from taxation for
income tax purposes in most states, including New York, California and the
District of Columbia.
[Dreyfus lion "d" logo]
Registration Mark
DREYFUS GOVERNMENT
CASH MANAGEMENT
200 Park Avenue
New York, NY 10166
MANAGER
The Dreyfus Corporation
200 Park Avenue
New York, NY 10166
CUSTODIAN
The Bank of New York
90 Washington Street
New York, NY 10286
TRANSFER AGENT &
DIVIDEND DISBURSING AGENT
Dreyfus Transfer, Inc.
P.O. Box 9671
Providence, RI 02940
Printed in U.S.A. 289/672AR971
{Dreyfus logo]
Registration Mark
Government
Cash Management
Annual Report
January 31, 1997
