Dreyfus Cash Management Funds
Dreyfus Cash Management
Dreyfus Government Prime Cash Management
Dreyfus Treasury Cash Management
Investing in high quality, short-term securities for current income, safety of
principal and liquidity
PROSPECTUS June 1, 2000
As revised, July 5, 2000
INSTITUTIONAL SHARES
(reg.tm)
THIS PROSPECTUS IS TO BE USED ONLY BY CLIENTS OF SANTA BARBARA BANK & TRUST.
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.
The Funds
Contents
The Funds
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Introduction 1
Dreyfus Cash Management 2
Dreyfus Government Prime
Cash Management 4
Dreyfus Treasury Cash Management 6
Management 8
Financial Highlights 9
Account Information
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Account Policies 11
Distributions and Taxes 13
For More Information
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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 three 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 purchases securities with
the highest credit rating only, or the unrated equivalent. Dreyfus Government
Prime Cash Management invests only in U.S. government securities. Dreyfus
Treasury Cash Management invests only in U.S. government securities and in
repurchase agreements.
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:
(pound) maintain an average dollar-weighted portfolio maturity of 90 days or
less
(pound) buy individual securities that have remaining maturities of 13 months or
less
(pound) 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
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:
(pound) securities issued or guaranteed by the U.S. government or its agencies
or instrumentalities
(pound) certificates of deposit, time deposits, bankers' acceptances, and other
short-term securities issued by domestic banks or foreign banks, or
their subsidiaries or branches
(pound) repurchase agreements, including tri-party repurchase agreements
(pound) asset-backed securities
(pound) high grade commercial paper, and other short-term corporate
obligations, including those with floating or variable rates of
interest
Normally, the fund invests at least 25% of its net assets in bank obligations.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates 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:
(pound) interest rates could rise sharply, causing the fund's share price to
drop
(pound) any of the fund's holdings could have its credit rating downgraded or
could default
(pound) 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.
<PAGE 2>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Institutional
shares from year to year. The table shows the fund's average annual total return
for its Institutional shares over time. Of course, past performance is no
guarantee of future results.
--------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
8.38 6.22 3.80 3.16 4.08 6.01 5.42 5.56 5.51 5.12
90 91 92 93 94 95 96 97 98 98
BEST QUARTER: Q2 '90 +2.07%
WORST QUARTER: Q2 '93 +0.77%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.44%.
--------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
1 Year 5 Years 10 Years
--------------------------------------------------------------------------------
5.12% 5.52% 5.32%
The 7-day yield for Institutional shares on 12/31/99 was 5.66%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Institutional shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Institutional shares 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%
Other expenses none
--------------------------------------------------------------------------------
TOTAL 0.20%
--------------------------------------------------------------------------------
<TABLE>
Expense example
1 Year 3 Years 5 Years 10 Years
--------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
$20 $64 $113 $255
</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.
OTHER EXPENSES: as to the fund's Institutional shares, under an agreement with
Dreyfus, the fund only pays the management 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, 2001.
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.
Dreyfus Cash Management
<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
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the performance of the fund's Institutional shares for its
first full calendar year. The table shows the fund's average annual total return
for its Institutional shares over time. Of course, past performance is no
guarantee of future results.
--------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
5.00
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q4 '99 +1.32%
WORST QUARTER: Q2 '99 +1.17%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.38%.
--------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (2/27/98)
--------------------------------------------------------------------------------
5.00% 5.18%
The 7-day yield for Institutional shares on 12/31/99 was 5.11%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Institutional shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Institutional shares 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%
Other expenses none
--------------------------------------------------------------------------------
TOTAL 0.20%
--------------------------------------------------------------------------------
<TABLE>
Expense example
1 Year 3 Years 5 Years 10 Years
---------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
$20 $64 $113 $255
</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.
OTHER EXPENSES: as to the fund's Institutional shares, under an agreement with
Dreyfus, the fund only pays the management 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, 2001.
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.
Dreyfus Government Prime Cash Management
<PAGE 5>
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.
<PAGE 6>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Institutional
shares from year to year. The table shows the fund's average annual total return
for its Institutional shares over time. Of course, past performance is no
guarantee of future results.
--------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
8.19 6.01 3.71 3.03 3.94 5.84 5.29 5.41 5.28 4.84
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q3 '90 +2.01%
WORST QUARTER: Q4 '93 +0.74%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.32%.
--------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
1 Year 5 Years 10 Years
--------------------------------------------------------------------------------
4.84% 5.33% 5.15%
The 7-day yield for Institutional shares on 12/31/99 was 4.88%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Institutional shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Institutional shares 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%
Other expenses none
--------------------------------------------------------------------------------
TOTAL 0.20%
--------------------------------------------------------------------------------
<TABLE>
Expense example
1 Year 3 Years 5 Years 10 Years
---------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C>
$20 $64 $113 $255
</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.
OTHER EXPENSES: as to the fund's Institutional shares, under an agreement with
Dreyfus, the fund only pays the management 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, 2001.
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.
Dreyfus Treasury Cash Management
<PAGE 7>
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
$129 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
Financial Corporation, a global financial services company with approximately
$2.5 trillion of assets under management, administration or custody, including
approximately $485 billion under management. Mellon provides wealth management,
global investment services and a comprehensive array of banking services for
individuals, businesses and institutions. Mellon is headquartered in Pittsburgh,
Pennsylvania.
The Dreyfus asset management philosophy is based on the belief that discipline
and consistency are important to investment success. For each fund, Dreyfus
seeks to establish clear guidelines for portfolio management and to be
systematic in making decisions. This approach is designed to provide each fund
with a distinct, stable identity.
Each fund, Dreyfus and Dreyfus Service Corporation (each fund's distributor)
have adopted a code of ethics that permits its personnel, subject to such code,
to invest in securities, including securities that may be purchased or held by
each fund. The Dreyfus code of ethics restricts the personal securities
transactions of its employees, and requires portfolio managers and other
investment personnel to comply with the code's preclearance and disclosure
procedures. Its primary purpose is to ensure that personal trading by Dreyfus
employees does not disadvantage any Dreyfus-managed fund.
<PAGE 8>
FINANCIAL HIGHLIGHTS
The following tables describe the performance of each fund's Institutional
shares for the fiscal periods indicated. "Total return" shows how much your
investment in the fund would have increased (or decreased) during each period,
assuming you had reinvested all dividends and distributions. These figures have
been independently audited by Ernst & Young LLP, whose report, along with the
fund' s financial statements, is included in the annual report, which is
available to investors upon request.
<TABLE>
YEAR ENDED JANUARY 31,
DREYFUS CASH MANAGEMENT 2000 1999 1998 1997 1996
--------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .051 .053 .054 .053 .059
Distributions: Dividends from investment
income -- net (.051) (.053) (.054) (.053) (.059)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00
Total return (%) 5.19 5.45 5.58 5.39 6.03
---------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .20 .20 .20 .20 .20
Ratio of net investment income
to average net assets (%) 5.12 5.32 5.45 5.27 5.86
---------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 9,015 6,273 4,103 2,758 2,443
</TABLE>
<TABLE>
YEAR ENDED JANUARY 31,
DREYFUS GOVERNMENT PRIME CASH MANAGEMENT 2000 1999(1)
---------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C>
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00
Investment operations: Investment income -- net .049 .048
Distributions: Dividends from investment
income -- net (.049) (.048)
Net asset value, end of period 1.00 1.00
Total return (%) 5.04 5.33(2)
---------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .20 .20(2)
Ratio of net investment income
to average net assets (%) 4.98 5.20(2)
---------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 397 194
(1) FROM FEBRUARY 27, 1998 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1999.
(2) ANNUALIZED.
</TABLE>
Financial Highlights
<PAGE 9>
<TABLE>
FINANCIAL HIGHLIGHTS (CONTINUED)
PERIOD ENDED YEAR ENDED
YEAR ENDED JANUARY 31, JANUARY 31, JULY 31,
DREYFUS TREASURY CASH MANAGEMENT 2000 1999 1998 1997(1) 1996 1995
---------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .048 .051 .053 .026 .054 .052
Distributions: Dividends from investment
income -- net (.048) (.051) (.053) (.026) (.054) (.052)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00 1.00
Total return (%) 4.88 5.21 5.42 5.20(2) 5.51 5.34
---------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .20 .20 20 20(2) 20 20
Ratio of net investment income
to average net assets (%) 4.76 5.09 5.30 5.14(2) 5.35 5.22
---------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 1,879 2,865 2,921 2,649 2,420 1,951
(1) THE FUND CHANGED ITS FISCAL YEAR END FROM JULY 31 TO JANUARY 31.
(2) ANNUALIZED.
</TABLE>
<PAGE 10>
Account Information
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 Institutional shares for the
benefit of their clients may impose policies, limitations and fees which are
different from those described in this prospectus.
Buying shares
THE PRICE FOR FUND SHARES is the fund' s net asset value (NAV), which is
generally calculated twice a day, at 5:00 p.m. and 8:00 p.m., every day the New
York Stock Exchange, or the transfer agent (as on Good Friday) as to Dreyfus
Cash Management 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 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.
For all funds, all times are Eastern time.
Account Information
<PAGE 11>
ACCOUNT POLICIES (CONTINUED)
Minimum investments
Initial Additional
--------------------------------------------------------------------------------
INSTITUTIONAL SHARES $10,000,000* NONE
*The minimum initial investment in Institutional shares is $10,000,000, unless:
(a) the investor has invested at least $10,000,000 in the aggregate among any
Dreyfus Cash Management fund (including in any class of a fund); or (b) the
investor has, in the opinion of Dreyfus Institutional Services Division,
adequate intent and availability of assets to reach a future level of investment
of $10,000,000 among the funds named above.
Selling shares
INVESTORS MAY SELL (REDEEM) SHARES AT ANY TIME, by wire, telephone or compatible
computer facility. Shares will be sold at the next NAV calculated after an
investor' s order is accepted by the fund's transfer agent or other authorized
entity. Any certificates representing fund shares being sold must be returned
with the redemption request. Orders will be processed promptly and investors
generally will receive the proceeds within a week.
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.
Concepts to understand
AMORTIZED COST: the value of a fund's portfolio securities, which does not take
into account unrealized gains or losses. As a result, portfolio securities are
valued at their acquisition cost, adjusted over time based on the discounts or
premiums reflected in their purchase price. This method of valuation is designed
for a fund to be able to price its shares at $1.00 per share.
Concepts to understand
NET ASSET VALUE (NAV): a mutual fund's share price on a given day. A fund's NAV
is calculated by dividing the value of its net assets by the number of existing
shares.
<PAGE 12>
General policies
UNLESS THE INVESTOR DECLINES TELEPHONE PRIVILEGES on the application, the
investor may be responsible for any fraudulent telephone order as long as
Dreyfus takes reasonable measures to verify the order.
EACH FUND RESERVES THE RIGHT TO:
(pound) refuse any purchase or exchange request that could adversely affect the
fund or its operations
(pound) change or discontinue its exchange privilege, or temporarily suspend
this privilege during unusual market conditions
(pound) change its minimum investment amounts
(pound) 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 being redeemed is deemed
by the manager to be large enough to affect fund operations.
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.
Dividends and distributions will be reinvested in the fund unless the investor
instructs the fund otherwise. There are no fees or sales charges on
reinvestments.
DIVIDENDS AND DISTRIBUTIONS PAID by the taxable money market funds are taxable
to U.S. shareholders as ordinary income (unless the investment is in a
tax-deferred account for which taxes may be due at a later date). The tax status
of any distribution is the same regardless of how long the investor has been in
the fund and whether the investor reinvests distributions or take them in cash.
Because each investor's tax situation is unique, the investor should consult a
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, 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.
Account Information
<PAGE 13>
For More Information
Dreyfus Cash Management
----------------------------------
SEC file number: 811-4175
Dreyfus Government Prime Cash Management
A series of Dreyfus Government Cash Management Funds
-----------------------------------
SEC file number: 811-3964
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 Dreyfus Institutional Services Division representative or
1-800-346-3621
BY E-MAIL Access Dreyfus Institutional Services Division at www.LIONSALES.com.
You can obtain product information and E-mail requests for information or
literature.
BY MAIL Write to:
Dreyfus Institutional Services Division
144 Glenn Curtiss Boulevard
Uniondale, NY 11556-0144
ON THE INTERNET Text-only versions of certain 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 (for information, call 1-202-942-8090) or, after paying a
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