DREYFUS CASH MANAGEMENT
200 PARK AVENUE
NEW YORK, NY 10166
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, NW
Washington, DC 20549
Rule 24f-2 Notice - DREYFUS CASH MANAGEMENT
Registration Statement No. 2-94930 - CIK #0000759667
Gentlemen:
Originally, the Registration Statement of Dreyfus Cash Management was
declared effective by the SEC on March 8, 1985. On September 30, 1993, Post-
Effective Amendment No. 12 to the Fund's Registration Statement, offering
Class A and Class B shares of the Fund, was declared effective by the SEC.
This Amendment represented the Fund's election to register an indefinite
number of shares of each Class and this Notice represents each Class's Rule
24f-2 filing for the fiscal year ended January 31, 1995.
The following information is furnished:
CLASS A CLASS B
(a) Shares registered under Securities Act
of 1933 other than pursuant to Section
24(f) (2) which remained unsold
on 2/1/94: 1,066,590,461 None
(b) Shares registered during fiscal
year other than pursuant to
Section 24(f):
P-E Amendment No. 14 eff 1/27/95: 2,602,665,100 None
--------------
Total of [(a) + (b)] 3,669,255,561
=============
(c) Total number of shares sold during
fiscal year ended 1/31/95 subject
to registration under Rule 24f-2, 17,326,303,486 shs 670,809,160 shs
and the dollar amount thereof: $17,326,303,486 $670,809,160
(d) Less shares redeemed during
fiscal year ended 1/31/95, 18,425,780,190 shs 639,452,949 shs
and the dollar amount thereof: $18,425,780,190 $639,452,949
-------------------- --------------
Net sales (redemptions) during fis-
cal year, and the dollar amount ( 1,099,476,704) shs 31,356,211 shs
thereof [(c) - (d)]: ($ 1,099,476,704) $31,356,211
==================== ==============
-2-
CLASS A CLASS B
Less shares registered other than
pursuant to Section 24(f), and the
dollar amount thereof
[(a) + (b) above]: 3,669,255,561 shs N/A
$ 3,669,255,561
------------------
balance ( 4,768,732,255) shs
and the dollar amount thereof: ($ 4,768,732,255)
====================
CALCULATION OF FEE
Class A - Since the shares redeemed exceed the shares sold, no
registration fee is required.
Class B - Net sales dollar amount of $31,356,211 @ 1/29 = $10,812.49.
Funds in the amount of $10,812.49, representing the registration fee for
Class B shares sold, were wired to CIK #0000759667. An opinion of counsel is
enclosed.
JJP/rtj Very truly yours,
cc: Mr. J. deMichaelis, SEC
Ms. R. McLaughlin, E&Y John J. Pyburn,
Mr. S. Rosenberg, BONY Assistant Treasurer
