DREYFUS DEBT & EQUITY FUNDS
N-30D, 1999-01-08
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DREYFUS STRATEGIC INCOME FUND
- -----------------------------------------------------------------------------

LETTER TO SHAREHOLDERS

Dear Shareholder:

   We  are  pleased  to report the performance for Dreyfus Strategic Income Fund
for  the  12-month  period  ended  October  31, 1998. Your Fund produced a total
return,  including share price changes and dividend income generated, of 3.74%.*
Income  dividends  paid from net investment income during the period amounted to
approximately  $1.024  per  share, representing a distribution rate per share of
7.11%.**

   At  the  adjourned  meeting  of  shareholders  held on November 5, 1998, Fund
shareholders  approved  each  of  the proposals set forth in the proxy statement
mailed  to  shareholders  on  or  about  September  15, 1998. The first proposal
approved  was a new investment objective for the Fund. The Fund's new investment
objective  is  to  maximize total return, consisting of capital appreciation and
current  income.  The second proposal that was approved was the elimination of a
credit  quality  restriction,  the  result  of which was the implementation of a
management  policy  providing that at least 65% of the Fund's net assets will be
invested  in  investment  grade  fixed  income  securities. Finally, a number of
proposals  to revise the Fund's investment restrictions were approved. These are
more  technical  in  nature,  but  generally  improved  the  Fund' s  investment
flexibility and conformed them with current applicable law. All of these changes
were implemented effective November 15, 1998.

   Also  effective  November  15,  1998, the Fund was renamed "Dreyfus Core Bond
Fund."

ECONOMIC REVIEW

   So  far  in  1998,  the  main  regions  of  the world have had very different
economic fundamentals. The U.S. entered the year with a strong economy near full
employment, with unemployment only slightly above 4%. The tight labor market led
the  Federal  Reserve Board to contemplate a rise in interest rates early in the
year.  The  U.S.  economy  cooled enough over the months that the Fed decided to
stand  pat.  Evidence  of  economic  cooling continued to accumulate and worries
about  the  world economy intensified. Financial stresses pushed the Fed to ease
credit  in  both  late  September  and  mid-October.  After many years of subpar
economic  growth,  continental Europe moved into a sustained economic expansion.
The overall European economy benefited as interest rates in peripheral countries
such  as  Spain  and  Italy  fell,  approaching  the lower levels established by
Germany,  on  the  eve  of  currency  unification.  Unlike  the U.S., Europe has
substantial  excess  capacity  of  productive  plant  and  labor.  In Asia, weak
economies  were  pervasive  as a result of the Asian financial crisis. The Latin
American  economies  weakened  as  the financial stresses spread throughout that
region.

   A  main  influence  on  the  U.S. economy this year was the foreign financial
crisis  and cooling of the world economy. The positive effects hit first. Actual
inflation  and  expected  inflation dropped, causing a decline in long-term U.S.
Treasury bond yields and mortgage rates. This caused a boom in housing. The fall
in inflation helped the consumer sector as more of the growth in consumer income
was  left  over  after  inflation to buy goods and services. Consumers benefited
from  a  combination  of  good  growth in income after inflation, a strong labor
market and past increases in the price of assets they owned.

   The  negative effect of Asian weakness was felt in the industrial sector more
than  in  the consumer sector. Corporate profits weakened, especially in sectors
affected  by  the Asian crisis such as world-traded commodities (oil, metals and
paper)  and  exports.  One  result of this industrial weakness was to cool off a
U.S.    economy    that    had    been    growing    rapidly.

<PAGE>


   The  major  change  in  the  economic  outlook  over recent months has been a
downward  shift  in  expectations  for  world  economic  growth. A credit crunch
developed in emerging countries and former communist countries, sharply reducing
the   economic   outlook   for   Asia   and   Latin   America  as  well  as  for
commodity-exporting countries throughout the world. The effect on Europe and the
U.S. has been to lower expectations of profit growth and drive down bond yields

   Evidence  of  a  weaker  world  economy accumulated as the financial stresses
continued.  A  worsened financial crisis occurred between the Russian default in
mid-August  and  the fallout from the Long-Term Capital Management (a U.S. hedge
fund)  crisis  through  early  October.  However,  proactive steps were taken to
stabilize  the  Japanese  banks,  design  a  support package for Brazil and ease
monetary  policy. The prospects for world economic weakness and monetary ease in
the  major  countries will be powerfully influenced by whether foreign financial
stresses  calm  down  or  intensify  in the coming months. There appears to be a
shift in the priorities of key policymakers from fighting potential inflation to
restimulating future world economic growth.

MARKET ENVIRONMENT AND PORTFOLIO OVERVIEW

   Market  interest rates have generally fallen during the past year from a high
yield on 10-year U.S. Treasuries of 5.95% in November 1997, to a low of 4.16% in
October  1998.  We  have  maintained a portfolio duration that was at most times
longer than the benchmark Merrill Lynch Domestic Master Index.*** This generally
longer duration posture has had a positive impact on portfolio performance.

   Corporate  and  mortgage-related securities have been even more volatile than
U.S. Treasury securities. After trading in a relatively narrow range during most
of  the  period,  yield  spreads  to U.S. Treasuries began to widen dramatically
during  the  summer  months.  This spread widening (and relative price declines)
were  the  result  of  forced  hedge  fund  liquidations, and general fear of an
economic  slowdown.  Falling equity prices and spreading global economic turmoil
helped  create  an  extremely  risk-averse  investment environment. The level of
illiquidity  in the taxable bond markets over August, September and October 1998
was  unprecedented  in  market history and resulted in dramatic declines in most
sectors  of the market with the exception of U.S. Treasuries. Unfortunately, the
Fund  had  few U.S. Treasury investments during this period when Treasury prices
were  rising,  and  the  Fund's corporate and mortgage exposure were significant
negatives to the Fund's performance. While this decision hurt performance during
the  past four months, we continue to believe that liquidity will come back into
the  markets  and  extreme  risk aversion will yield to more rational investment
decision making.

   The  greatest  areas  of  sector  concentration  in  the  Fund are commercial
mortgages,  residential  mortgages,  and  GNMA  project loans. These are sectors
where  credit  quality  is  high  and/or  improving  and  that  have much better
protection  from  prepayments than conventional agency mortgages. Our consistent
underrepresentation  in  the  agency  mortgage  sector has begun to benefit fund
performance  recently.  These  securities have begun prepaying at rapid rates as
homeowners  are refinancing their mortgages in this low rate environment. Within
the  corporate  sector  we  have  exposure  to  the  utility, media and shipping
sectors.  These are sectors that have performed well during the past year and we
believe  the  potential  for  further  positive performance exists. We have also
benefited from investments in several convertible bonds such as Quantum, Ecostar
Communications,  and  Rite Aid. Investments in Yankee issues of Sumitomo Bancorp
and  IBJ Preferred Capital, L.L.C. have held back performance as the weakness in
the Japanese economy has continued. We have subsequently sold our investments in
Japanese    banks.

<PAGE>


   As  always,  we remain focused on the Fund's investment objective to maximize
current  income. We will be monitoring all areas of the fixed-income markets for
superior  risk/reward  relationships to capitalize on in the Fund. It is both an
honor and a pleasure to be managing your investments.

           Very truly yours,


         [Kevin M. McClintock signature logo]


           Kevin M. McClintock

           Head of Taxable Fixed Income

November 16, 1998

New York, N.Y.

* Total return includes reinvestment of dividends and any capital gains paid.

**Distribution  rate per share is based upon dividends per share paid from net
investment income during the period, divided by the net asset value per share at
the end of the period.

***The  Merrill  Lynch  Domestic  Master  Index  is  an  unmanaged performance
benchmark  composed  of  U.S.  Government,  mortgage  and  BBB  or  higher-rated
corporate securities with maturities greater than or equal to one year; Treasury
securities  in the Index must have par amounts outstanding greater than or equal
to  $1 billion and corporate and generic mortgage-backed securities $100 million
per coupon.



<PAGE>
<TABLE>
DREYFUS STRATEGIC INCOME FUND                                OCTOBER 31, 1998
- -----------------------------------------------------------------------------

COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN DREYFUS STRATEGIC INCOME
               FUND AND THE MERRILL LYNCH DOMESTIC MASTER INDEX
[Exhibit A:
                                    Dollars

$24,619

Dreyfus Strategic Income Fund

$23,886

Merrill Lynch Domestic Master Index*

*Source: Merrill Lynch, Pierce, Fenner and Smith Inc.]

Average Annual Total Returns
- --------------------------------------------------------------------------------

                      One Year Ended                   Five Years Ended                  Ten Years Ended

                     October 31, 1998                  October 31, 1998                 October 31, 1998




<S>                         <C>                              <C>                              <C>
                            3.74%                            6.27%                            9.43%
- ------------------------
</TABLE>

Past performance is not predictive of future performance.

The  above  graph compares a $10,000 investment made in Dreyfus Strategic Income
Fund  on  10/31/88  to  a  $10,000 investment made in the Merrill Lynch Domestic
Master  Index  on  that  date.  All dividends and capital gain distributions are
reinvested.

The  Fund  invests primarily in debt securities of domestic and foreign issuers.
The Fund's performance shown in the line graph takes into account all applicable
fees  and  expenses.  Unlike  the  Fund,  the  Index is an unmanaged performance
benchmark  composed  of  U.S.  Government,  mortgage  and  BBB  or  higher-rated
corporate  securities  with  maturities  greater than or equal to one year; U.S.
Treasury  securities in the Index must have par amounts outstanding greater than
or equal to $1 billion and corporate and generic mortgage-backed securities $100
million per coupon. The Index does not take into account charges, fees and other
expenses.  Further  information  relating to Fund performance, including expense
reimbursements,  if applicable, is contained in the Financial Highlights section
of the Prospectus and elsewhere in this report.



<PAGE>
<TABLE>
DREYFUS STRATEGIC INCOME FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS                                     OCTOBER 31, 1998

                                                                                               Principal
Bonds and Notes--82.0%                                                                           Amount              Value
- -----------------------------------------------------
                                                                                             _____________        _____________
<S>                                                                                         <C>                  <C>
                    Airlines--2.5%  America West Airlines Pass-Through Trust,

                                        Pass-Through Ctfs.,

                                        Ser. 1997-1, Cl. C, 7.53%, 2004  . . . . . . .      $....6,837,201       $    7,085,700
                                                                                                                  _____________

                Asset-Backed--2.0%  Nomura Asset Securities,

                                        Multiclass Pass-Through Ctfs.,

                                        Ser. 1998-D6, Cl. A4, 7.596%, 2028 . . . . . .       6,000,000 (a)            5,705,625
                                                                                                                  _____________

                     Banking--3.2%  Colonial Bancgroup,

                                        Gtd. Capital Securities, 8.92%, 2027 . . . . .           9,000,000            9,214,524
                                                                                                                  _____________

                Broadcasting--1.3%  Scandinavian Broadcasting Systems,

                                        Conv. Sub. Deb., 7%, 2004  . . . . . . . . . .       3,650,000 (b)            3,558,750
                                                                                                                  _____________

           Building Materials--.7%  ICF Kaiser International,

                                        Sr. Sub. Notes, 13%, 2003  . . . . . . . . . .           4,750,000            1,971,250
                                                                                                                  _____________

       Commercial Mortgage

          Pass-Through Ctfs.--3.6%  277 Park Avenue Finance,

                                        Ser. 1997, Cl. B1, 7.88%, 2007 . . . . . . . .       1,500,000 (b)            1,593,750

                                    GS Mortgage Securities II,

                                        Ser. 1998-C1, Cl. C, 6.91%, 2030 . . . . . . .           5,000,000            4,872,712

                                    Structured Asset Securities,

                                        REMIC, Ser. 1996-CFL, Cl. H, 7.75%, 2028 . . .       4,750,000 (b)            3,752,500
                                                                                                                  _____________

                                                                                                                     10,218,962
                                                                                                                  _____________

                      Energy--1.1%  Dual Drilling,

                                        Sr. Sub. Notes, 9.875%, 2004 . . . . . . . . .           3,000,000            3,120,000
                                                                                                                  _____________

                     Foreign--1.0%  Korea Development Bank,

                                        Floating Rate Notes, 9.802%, 2003  . . . . . .     3,000,000 (a,b)            2,902,500
                                                                                                                  _____________

        Foreign/Governmental--2.2%  Republic of Argentina

                                        (BOTE), Floating Rate Notes,

                                        Ser. 10, 5.313%, 2000  . . . . . . . . . . . .       1,173,120 (a)            1,098,351

                                    Republic of Kazakhstan:

                                        Notes, 9.25%, 1999 . . . . . . . . . . . . . .       3,500,000 (b)            2,931,250

                                        Sr. Notes, 8.375%, 2002  . . . . . . . . . . .       3,000,000 (b)            2,118,750
                                                                                                                  _____________

                                                                                                                      6,148,351
                                                                                                                  _____________

              Mining & Metals--.9%  Inco,

                                        Conv. Deb., 5.75%, 2004  . . . . . . . . . . .           3,000,000            2,591,250
                                                                                                                  _____________

       Publishing-Newspapers--2.0%  A.H. Belo,

                                        Sr. Notes, 6.875%, 2002  . . . . . . . . . . .           5,500,000            5,673,041
                                                                                                                  _____________

                 Real Estate--2.7%  Crescent Real Estate Equities,

                                        Notes, 6.625%, 2002  . . . . . . . . . . . . .           8,000,000            7,543,976
                                                                                                                  _____________

      Residential Mortgage

          Pass-Through Ctfs.--7.7%  Bear Stearns Mortgage Securities,

                                        REMIC, Ser. 1995-1:

                                           Cl. 1B4, 6.471%, 2010 . . . . . . . . . . .       289,959 (a,b)              258,879

                                           Cl. 2B4, 7.40%, 2010  . . . . . . . . . . .         231,954 (b)              215,500

<PAGE>


DREYFUS STRATEGIC INCOME FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)                         OCTOBER 31, 1998

                                                                                               Principal
Bonds and Notes (continued)                                                                      Amount              Value
- -----------------------------------------------------
                                                                                             _____________        _____________

Residential Mortgage

Pass-Through Ctfs. (continued)  Chase Mortgage Finance,

                                        REMIC, Ser. 1994-E, Cl. B5, 6.25%, 2010  . . .   $.......159,616 (b)    $       141,908

                                    GE Capital Mortgage Services:

                                        Home Equity Loan,

                                           Ser. 1996-HE4, Cl. B3, 9.329%, 2026 . . . .     1,374,709 (a,b)            1,342,060

                                        REMIC:

                                           Ser. 1993-11, Cl. B4, 6%, 2008  . . . . . .         149,071 (b)              139,288

                                           Ser. 1993-15, Cl. B3, 6%, 2008  . . . . . .         416,200 (b)              385,115

                                           Ser. 1994-21, Cl. B4, 6.50%, 2009 . . . . .         266,775 (b)              239,514

                                           Ser. 1994-22, Cl. B2, 6%, 2009  . . . . . .             168,132              162,878

                                           Ser. 1996-10, Cl. B3, 6.75%, 2011 . . . . .         505,511 (b)              473,917

                                           Ser. 1996-12, Cl. B2, 7.25%, 2011 . . . . .         789,189 (b)              801,520

                                           Ser. 1996-12, Cl. B3, 7.25%, 2011 . . . . .         339,149 (b)              324,630

                                           Ser. 1996-14, Cl. 2B3, 7.25%, 2011  . . . .         253,245 (b)              242,007

                                           Ser. 1997-13, Cl. B2, 6.75%, 2012 . . . . .             969,146              871,398

                                           Ser. 1998-1, Cl. B2, 6.75%, 2013  . . . . .             487,575              482,407

                                    MORSERV,

                                        Ser. 1996-1:

                                           Cl. B2, 7%, 2011  . . . . . . . . . . . . .             787,680              792,357

                                           Cl. B3, 7%, 2011  . . . . . . . . . . . . .         393,840 (b)              376,117

                                    Norwest Asset Securities:

                                        Ser. 1997-15, Cl. B3, 6.75%, 2012  . . . . . .         488,795 (b)              444,498

                                        Ser. 1997-17, Cl. B3, 7.25%, 2027  . . . . . .           1,040,852              888,953

                                        Ser. 1998-2, Cl. B3, 6.50%, 2028 . . . . . . .             497,266              426,561

                                        Ser. 1998-9, Cl. B4, 6.50%, 2028 . . . . . . .         821,133 (b)              667,228

                                        Ser. 1998-11. Cl. B3, 6.50%, 2013  . . . . . .             736,255              726,536

                                        Ser. 1998-11, Cl. B4, 6.50%, 2013  . . . . . .         883,309 (b)              808,643

                                        Ser. 1998-18, Cl. B4, 6.25%, 2028  . . . . . .         873,761 (b)              717,303

                                    PNC Mortgage Securities,

                                        REMIC, Ser. 1998-2:

                                           Cl. III-B-4, 6.75%, 2013  . . . . . . . . .         468,646 (b)              442,870

                                           Cl. III-B-5, 6.75%, 2013  . . . . . . . . .         371,762 (b)              321,566

                                           Cl. IV-B-4, 6.75%, 2027 . . . . . . . . . .         264,828 (b)              257,180

                                           Cl. IV-B-5, 6.75%, 2027 . . . . . . . . . .         264,132 (b)              203,677

                                    Prudential Home Mortgage Securities,

                                        REMIC, Ser. 1996-7:

                                           Cl. B2, 6.75%, 2011 . . . . . . . . . . . .             692,400              688,073

                                           Cl. B3, 6.75%, 2011 . . . . . . . . . . . .       1,798,346 (b)            1,683,702

                                           Cl. B4, 6.75%, 2011 . . . . . . . . . . . .         829,317 (b)              729,540

                                    Residential Accredit Loans,

                                        Ser. 1997-QS6, Cl. B1, 7.50%, 2012 . . . . . .         354,398 (b)              334,463

                                    Residential Funding Mortgage Securities I,

                                        REMIC:

                                           Ser. 1997-S19, Cl. B-1, 6.50%, 2012 . . . .         780,004 (b)              698,103

                                           Ser. 1997-S19, Cl. B-2, 6.50%, 2012 . . . .         334,260 (b)              245,890

                                           Ser. 1997-S21, Cl. B-1, 6.50%, 2012 . . . .         450,887 (b)              443,574

                                           Ser. 1998-S14, Cl. B-1, 6.50%, 2013 . . . .         677,007 (b)              573,975

<PAGE>


DREYFUS STRATEGIC INCOME FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)                         OCTOBER 31, 1998


                                                                                               Principal
Bonds and Notes (continued)                                                                      Amount              Value
- -----------------------------------------------------
                                                                                             _____________        _____________
Residential Mortgage

Pass-Through Ctfs. (continued)  Structured Asset Securities,

                                        REMIC, Ser. Greenpoint 1996-A:

                                           Cl. B-1, 8.371%, 2027 . . . . . . . . . . .   $....1,758,667 (a)      $    1,965,310

                                           Cl. B-2, 8.371%, 2027 . . . . . . . . . . .         703,080 (a)              813,376

                                           Cl. B-4, 8.371%, 2027 . . . . . . . . . . .       422,041 (a,b)              433,251
                                                                                                                  _____________

                                                                                                                     21,763,767
                                                                                                                  _____________

                  Technology--1.1%  Quantum,

                                        Conv. Sub. Notes, 7%, 2004 . . . . . . . . . .           3,500,000            3,150,000
                                                                                                                  _____________

               Transportation--.7%  Golden Ocean Group,

                                        Sr. Notes, 10%, 2001 . . . . . . . . . . . . .           5,405,000            1,918,775
                                                                                                                  _____________

                   Utilities--3.7%  Niagara Mohawk Power:

                                        Sr. Discount Notes, Ser. H, Zero Coupon, 2003  .     7,500,000 (c)            5,508,870

                                        Sr. Notes, Ser. E, 7.375%, 2003  . . . . . . .           5,000,000            5,130,495
                                                                                                                  _____________

                                                                                                                     10,639,365
                                                                                                                  _____________

          U.S. Government

                   Agencies--24.6%  Federal National Mortgage Association:

                                        9%, 8/1/2026 . . . . . . . . . . . . . . . . .           3,734,706            3,948,256

                                        REMIC Trust (Collateralized by FNMA
                                           Pass-Through Ctfs.)

                                           (Interest Only Obligation):

                                              Ser. 1993-137, Cl. PT, 7%, 6/25/2022 . .       8,410,157 (d)            1,258,895

                                              Ser. 1996-70, PL, 7%, 2/25/2026  . . . .      15,063,119 (d)            1,663,420

                                              Ser. 1997-56, Cl. PM, 7%, 6/18/2026  . .       3,142,293 (d)              432,977

                                    Government National Mortgage Association I:

                                        6.50%, 9/15/2033 . . . . . . . . . . . . . . .           9,733,000            9,868,350

                                        7.50%, 1/15/2002-7/15/2002 . . . . . . . . . .             335,984              347,532

                                        9%, 11/15/2017 . . . . . . . . . . . . . . . .           9,337,512           10,061,170

                                        Construction Loan;

                                           6.80%, 7/15/2001-5/15/2039  . . . . . . . .      12,683,100 (e)           12,958,799

                                        Project Loan:

                                           6.50%, 8/15/2028  . . . . . . . . . . . . .             942,448              968,950

                                           6.54%, 7/15/2033  . . . . . . . . . . . . .          15,133,438           15,540,073

                                           6.75%, 6/15/2033  . . . . . . . . . . . . .          12,044,520           12,593,990
                                                                                                                  _____________

                                                                                                                     69,642,412
                                                                                                                  _____________

            U.S. Government--21.0%  U.S. Treasury Notes:

                                        5.50%, 2/28/2003 . . . . . . . . . . . . . . .          10,000,000           10,448,400

                                        5.25%, 8/15/2003 . . . . . . . . . . . . . . .          47,000,000           49,053,900
                                                                                                                  _____________

                                                                                                                     59,502,300
                                                                                                                  _____________

                                    TOTAL BONDS AND NOTES

                                        (cost $236,301,676)  . . . . . . . . . . . . .                             $232,350,548
                                                                                                                  _____________


<PAGE>


DREYFUS STRATEGIC INCOME FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)                         OCTOBER 31, 1998

Equity-Related Securities--11.7%                                                             Shares                   Value
- -----------------------------------------------------
                                                                                         _____________            _____________

Warrants--.5%

                 Broadcasting--.4%  Spanish Broadcasting System. . . . . . . . . . . .           6,250 (b,f)     $    1,281,250
                                                                                                                  _____________

           Telecommunications--.1%  Comunicacion Celular . . . . . . . . . . . . . . .           2,500 (f)              150,312
                                                                                                                  _____________

               Transportation--.0%  Golden Ocean Group . . . . . . . . . . . . . . . .           5,270 (f)               27,009
                                                                                                                  _____________

                                    Total Warrants . . . . . . . . . . . . . . . . . .                                1,458,571
                                                                                                                  _____________

Preferred Stocks--11.2%

   Broadcasting--3.9%  Spanish Broadcasting System,

                                        Cum., $142.50  . . . . . . . . . . . . . . . .          11,232 (b)           11,063,520
                                                                                                                  _____________

            Cable Television--1.6%  Echostar Communications,

                                        Ser. C, Cum. Conv., $3.375 . . . . . . . . . .          75,000                4,537,500
                                                                                                                  _____________

                    Consumer--2.9%  Paxson Communications,

                                        Cum., $132.50  . . . . . . . . . . . . . . . .           9,000                8,280,000
                                                                                                                  _____________

                  Containers--1.4%  Sealed Air,

                                        Ser. A, Cum. Conv., $2.00  . . . . . . . . . .          99,100                3,914,450
                                                                                                                  _____________

                     Finance--1.4%  Sanwa International Finance (Bermuda) Trust,

                                        Cum., $293.66  . . . . . . . . . . . . . . . .             200 (b)            3,993,968
                                                                                                                  _____________

                                    Total Preferred Stocks . . . . . . . . . . . . . .                               31,789,438
                                                                                                                  _____________

                                    TOTAL EQUITY-RELATED SECURITIES

                                        (cost $34,105,502) . . . . . . . . . . . . . .                            $  33,248,009
                                                                                                                  _____________


                                                                                             Principal

Short-Term Investments--9.2%                                                                  Amount
- ---------------------------------------------------------------------------------------

                                                                                           _____________

               Time Deposits--1.4%  Republic National Bank of New York,

                                        5.50%, 11/2/1998 . . . . . . . . . . . . . . .  $....3,945,000           $    3,945,000
                                                                                                                  _____________

            U.S. Government

                    Agencies--7.1%  Federal Home Loan Banks,

                                        Discount Notes, 5.40%, 11/2/1998 . . . . . . .      20,122,000               20,118,982
                                                                                                                  _____________

          U.S. Treasury Bills--.7%  4.42%, 12/24/1998. . . . . . . . . . . . . . . . .       1,715,000 (g)            1,704,830

                                    4.20%, 12/31/1998  . . . . . . . . . . . . . . . .         110,000 (g)              109,261

                                    4.20%, 1/7/1999  . . . . . . . . . . . . . . . . .         155,000 (g)              153,828
                                                                                                                  _____________

                                    Total U.S. Treasury Bills  . . . . . . . . . . . .                                1,967,919
                                                                                                                  _____________

                                    TOTAL SHORT-TERM INVESTMENTS

                                        (cost $26,030,842) . . . . . . . . . . . . . .                            $  26,031,901
                                                                                                                  _____________


TOTAL INVESTMENTS ($296,438,020) . . . . . . . . . . . . . . . . . . . . . . . . . . .           102.9%            $291,630,458
                                                                                                _______           _____________


LIABILITIES, LESS CASH AND RECEIVABLES . . . . . . . . . . . . . . . . . . . . . . . .            (2.9%)         $   (8,294,333)
                                                                                                _______           _____________

NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           100.0%            $283,336,125
                                                                                                _______           _____________


<PAGE>

DREYFUS STRATEGIC INCOME FUND
- -----------------------------------------------------------------------------


Notes to Statement of Investments:
- -----------------------------------------------------------------------------

(a)  Variable rate security-interest rate subject to periodic change.

(b)  Securities exempt from registration under Rule 144A of the Securities Act
     of   1933.  These securities may be resold  in  transactions  exempt  from
     registration, normally to qualified institutional buyers. At October 31,
     1998, these securities amounted to $47,142,156 or 16.6% of net assets.

(c)  Zero coupon until  year  shown at which time a stated coupon rate becomes
     effective.

(d)  Notional face amount shown.

(e)  Partially purchased on a forward commitment basis.

(f)  Non-income producing security.

(g)  Held by the  custodian  in  a  segregated  account as collateral for open
     financial futures positions.

                      SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<PAGE>

<TABLE>
DREYFUS STRATEGIC INCOME FUND
- -----------------------------------------------------------------------------

STATEMENT OF FINANCIAL FUTURES                                OCTOBER 31,1998

                                                                                                                  Unrealized

                                                                            Market Value                         Appreciation

                                                                               Covered                          (Depreciation)

Financial Futures Long                                      Contracts       by Contracts        Expiration        at 10/31/98
_____________________                                      ____________    _______________    ______________    ______________
<S>                                                               <C>        <C>               <C>                <C>
U.S. Treasury 2 year Notes . . . . . . . . . . . . . . .          75         $  15,949,219     December '98       ($  18,750)

U.S. Treasury 5 year Notes . . . . . . . . . . . . . . .       1,002           114,869,906     December '98         (246,578)

                                                                                                                   _________

                                                                                                                   ($265,328)

                                                                                                                   _________


Financial Futures Short

____________________

U.S. Treasury 10 year Notes. . . . . . . . . . . . . . .          12        $    1,444,500     December '98       ($  42,375)

U.S. Treasury 30 year Bonds. . . . . . . . . . . . . . .         125            16,113,281     December '98            19,375

                                                                                                                   _________

                                                                                                                  ($  23,000)

                                                                                                                   _________


                      SEE NOTES TO FINANCIAL STATEMENTS.

<PAGE>
</TABLE>
<TABLE>

DREYFUS STRATEGIC INCOME FUND
- -----------------------------------------------------------------------------

STATEMENT OF ASSETS AND LIABILITIES                          OCTOBER 31, 1998

                                                                                                     Cost             Value
                                                                                                _____________     _____________
<S>                                                                                              <C>               <C>
ASSETS:                          Investments in securities--See Statement of Investments . .     $296,438,020      $291,630,458

                                 Dividends and interest receivable . . . . . . . . . . . .                            3,165,045

                                 Receivable for investment securities sold . . . . . . . .                            2,528,190

                                 Receivable for shares of Beneficial Interest subscribed . .                             35,692

                                                                                                                  _____________

                                                                                                                    297,359,385

                                                                                                                  _____________

LIABILITIES:                     Due to The Dreyfus Corporation and affiliates . . . . . .                              171,278

                                 Due to Distributor  . . . . . . . . . . . . . . . . . . .                               60,532

                                 Payable for investment securities purchased . . . . . . .                            9,191,522

                                 Cash overdraft due to Custodian . . . . . . . . . . . . .                            3,137,175

                                 Payable for shares of Beneficial Interest redeemed  . . .                              746,382

                                 Payable for futures variation margin  . . . . . . . . . .                              601,375

                                 Net unrealized depreciation on forward currency exchange
                                   contracts--Note 4(a)  . . . . . . . . . . . . . . . . .                               24,876

                                 Interest payable--Note 2  . . . . . . . . . . . . . . . .                                7,979

                                 Accrued expenses  . . . . . . . . . . . . . . . . . . . .                               82,141

                                                                                                                  _____________

                                                                                                                     14,023,260

                                                                                                                  _____________

NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                         $283,336,125

                                                                                                                  _____________


REPRESENTED BY:                  Paid--in capital  . . . . . . . . . . . . . . . . . . . .                         $288,816,827

                                 Accumulated undistributed investment income--net  . . . .                              381,781

                                 Accumulated net realized gain (loss) on investments . . .                            (741,717)

                                 Accumulated net unrealized appreciation (depreciation)
                                   on investments and foreign currency transactions
                                   [including ($288,328) net unrealized (depreciation)
                                    on financial futures]--Note 4(b) . . . . . . . . . . .                          (5,120,766)

                                                                                                                  _____________

NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                         $283,336,125
                                                                                                                  _____________

SHARES OUTSTANDING

(UNLIMITED NUMBER OF $.001 PAR VALUE SHARES OF BENEFICIAL INTEREST AUTHORIZED) . . . . . .                           19,676,251

NET ASSET VALUE, offering and redemption price per share . . . . . . . . . . . . . . . . .                               $14.40

                                                                                                                        _______


                      SEE NOTES TO FINANCIAL STATEMENTS.

<PAGE>

</TABLE>
<TABLE>
DREYFUS STRATEGIC INCOME FUND
- -----------------------------------------------------------------------------

STATEMENT OF OPERATIONS                           YEAR ENDED OCTOBER 31, 1998

INVESTMENT INCOME
<S>                                                                                              <C>               <C>
INCOME:                          Interest  . . . . . . . . . . . . . . . . . . . . . . . .       $ 20,130,748

                                 Cash dividends  . . . . . . . . . . . . . . . . . . . . .          2,342,362

                                                                                                 ____________

                                        Total Income . . . . . . . . . . . . . . . . . . .                         $ 22,473,110

EXPENSES:                        Management fee--Note 3(a) . . . . . . . . . . . . . . . .          1,726,911

                                 Shareholder servicing costs--Note 3(b)  . . . . . . . . .          1,020,858

                                 Interest expense--Note 2  . . . . . . . . . . . . . . . .             91,123

                                 Custodian fees--Note 3(b) . . . . . . . . . . . . . . . .             44,729

                                 Professional fees . . . . . . . . . . . . . . . . . . . .             43,889

                                 Registration fees . . . . . . . . . . . . . . . . . . . .             32,609

                                 Prospectus and shareholders' reports  . . . . . . . . . .             31,263

                                 Trustees' fees and expenses--Note 3(c)  . . . . . . . . .             19,028

                                 Miscellaneous . . . . . . . . . . . . . . . . . . . . . .              5,073

                                                                                                 ____________

                                        Total Expenses . . . . . . . . . . . . . . . . . .                            3,015,483

                                                                                                                   ____________

INVESTMENT INCOME--NET . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                           19,457,627

                                                                                                                   ____________

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS--Note 4:

                    Net realized gain (loss) on investments:

                                    Long transactions (including foreign currency transactions
                                        and options transactions)  . . . . . . . . . . . .    $      (971,290)

                                    Short sale transactions  . . . . . . . . . . . . . . .           (722,027)

                                 Net realized gain (loss) on forward currency
                                    exchange contracts;

                                    Short transactions . . . . . . . . . . . . . . . . . .           (387,033)

                                 Net realized gain (loss) on financial futures . . . . . .          6,308,706

                                                                                                 ____________

                                        Net Realized Gain (Loss) . . . . . . . . . . . . .                            4,228,356

                                 Net unrealized appreciation (depreciation) on investments
                                    and foreign currency transactions [including ($754,984)
                                    net unrealized (depreciation) on financial futures]  .                          (13,705,034)

                                                                                                                   ____________

NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS . . . . . . . . . . . . . . . . . .                           (9,476,678)

                                                                                                                   ____________

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS . . . . . . . . . . . . . . . . . . .                        $   9,980,949

                                                                                                                   ____________


                      SEE NOTES TO FINANCIAL STATEMENTS.

<PAGE>

</TABLE>
<TABLE>
DREYFUS STRATEGIC INCOME FUND
- -----------------------------------------------------------------------------

STATEMENT OF CHANGES IN NET ASSETS

                                                                                          Year Ended             Year Ended
                                                                                       October 31, 1998       October 31, 1997
                                                                                       ________________       ________________
<S>                                                                                       <C>                    <C>
OPERATIONS:

  Investment income--net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      $  19,457,627          $  20,181,619

  Net realized gain (loss) on investments  . . . . . . . . . . . . . . . . . . . . .          4,228,356              3,960,199

  Net unrealized appreciation (depreciation) on investments  . . . . . . . . . . . .        (13,705,034)             7,230,457

                                                                                          _____________          _____________

    Net Increase (Decrease) in Net Assets Resulting from Operations  . . . . . . . .          9,980,949             31,372,275

                                                                                          _____________          _____________

DIVIDENDS TO SHAREHOLDERS FROM:

  Investment income--net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        (19,635,824)           (19,655,719)

                                                                                          _____________          _____________

BENEFICIAL INTEREST TRANSACTIONS:

  Net proceeds from shares sold  . . . . . . . . . . . . . . . . . . . . . . . . . .         69,009,151             43,361,960

  Dividends reinvested . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         14,364,793             14,143,094

  Cost of shares redeemed  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        (65,900,857)           (88,614,564)

                                                                                          _____________          _____________

    Increase (Decrease) in Net Assets from Beneficial Interest Transactions  . . . .         17,473,087            (31,109,510)

                                                                                          _____________          _____________

       Total Increase (Decrease) in Net Assets . . . . . . . . . . . . . . . . . . .          7,818,212            (19,392,954)

NET ASSETS:

  Beginning of Period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        275,517,913            294,910,867

                                                                                          _____________          _____________

  End of Period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $283,336,125           $275,517,913

                                                                                          _____________          _____________


UNDISTRIBUTED INVESTMENT INCOME--NET . . . . . . . . . . . . . . . . . . . . . . . .    $       381,781        $       559,978

                                                                                          _____________          _____________

                                                                                             Shares                 Shares
                                                                                          _____________          _____________

CAPITAL SHARE TRANSACTIONS:

  Shares sold  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          4,585,726              2,978,218

  Shares issued for dividends reinvested . . . . . . . . . . . . . . . . . . . . . .            958,864                970,962

  Shares redeemed  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         (4,404,263)            (6,118,822)

                                                                                          _____________          _____________

    Net Increase (Decrease) in Shares Outstanding  . . . . . . . . . . . . . . . . .          1,140,327             (2,169,642)
                                                                                          _____________          _____________

                      SEE NOTES TO FINANCIAL STATEMENTS.

<PAGE>

</TABLE>
<TABLE>
DREYFUS STRATEGIC INCOME FUND
- -----------------------------------------------------------------------------

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.


                                                                                   Year Ended October 31,
                                                                 _______________________________________________________

PER SHARE DATA:                                                   1998         1997         1996          1995         1994
                                                                 ______       ______       ______        ______       ______
<S>                                                              <C>          <C>          <C>           <C>          <C>
   Net asset value, beginning of period  . . . . . . . . . .     $14.86       $14.24       $14.22        $12.95       $15.36
                                                                 ______       ______       ______        ______       ______

   Investment Operations:

   Investment income--net  . . . . . . . . . . . . . . . . .       1.01         1.05          .98           .93          .95

   Net realized and unrealized gain (loss)
       on investments  . . . . . . . . . . . . . . . . . . .       (.45)         .59          .02          1.27        (2.04)
                                                                 ______       ______       ______        ______       ______

   Total from Investment Operations  . . . . . . . . . . . .        .56         1.64         1.00          2.20        (1.09)
                                                                 ______       ______       ______        ______       ______

   Distributions:

   Dividends from investment income--net . . . . . . . . . .      (1.02)       (1.02)        (.98)         (.93)        (.95)

   Dividends from net realized gain on investments . . . . .        .--          .--          .--           .--         (.37)
                                                                 ______       ______       ______        ______       ______

   Total Distributions . . . . . . . . . . . . . . . . . . .      (1.02)       (1.02)        (.98)         (.93)       (1.32)
                                                                 ______       ______       ______        ______       ______

   Net asset value, end of period  . . . . . . . . . . . . .     $14.40       $14.86       $14.24        $14.22       $12.95
                                                                 ______       ______       ______        ______       ______


TOTAL INVESTMENT RETURN. . . . . . . . . . . . . . . . . . .       3.74%       11.94%        7.27%        17.57%*      (7.44%)*

RATIOS/SUPPLEMENTAL DATA:

   Ratio of operating expenses to average net assets . . . .       1.02%        1.03%        1.04%         1.04%         .94%

   Ratio of interest expense to average net assets . . . . .        .03%         .06%         .02%           --           --

   Ratio of net investment income
       to average net assets . . . . . . . . . . . . . . . .       6.76%        7.25%        6.89%         6.87%        6.84%

   Decrease reflected in above expense ratios
       due to undertakings by the Manager  . . . . . . . . .         --           --           --            --          .11%

   Portfolio Turnover Rate . . . . . . . . . . . . . . . . .     313.40%      347.68%      214.55%       176.59%      161.35%

   Net Assets, end of period (000's Omitted) . . . . . . . .   $283,336     $275,518     $294,911      $320,345     $322,487
- -----------------------------

* Exclusive of sales load.

                      SEE NOTES TO FINANCIAL STATEMENTS.

<PAGE>

</TABLE>
DREYFUS STRATEGIC INCOME FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS

NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:

   Dreyfus  Strategic  Income Fund (the "Fund") is a separate diversified series
of  Dreyfus  Debt and Equity Funds (the "Company") which is registered under the
Investment Company Act of 1940, as amended (the "Act") as an open-end management
investment  company  and  operates  as  a  series company currently offering six
series,  including  the  Fund.  The  Fund' s investment objective is to maximize
current  income  by  investing  principally  in  debt securities of domestic and
foreign  issuers.  The  Dreyfus Corporation (the "Manager") serves as the Fund's
investment  adviser.  The  Manager  is  a direct subsidiary of Mellon Bank, N.A.
(" Mellon" ). Premier  Mutual  Fund  Services,  Inc.  (the "Distributor") is the
distributor  of  the  Fund's shares which are sold to the public without a sales
load.

   On  August  5, 1998, the Company's Board of Trustees approved a change of the
Company' s  name from "Dreyfus Income Funds" to "Dreyfus Debt and Equity Funds".
This change became effective on August 13, 1998.

The Company accounts separately for the assets, liabilities and operations of
each  fund.  Expenses  directly  attributable  to  each fund are charged to that
fund' s  operations;  expenses  which  are applicable to all funds are allocated
among them on a pro rata basis.

   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  in  securities (excluding short-term
investments,  other  than U.S. Treasury Bills, and financial futures) are valued
each  business day by an independent pricing service ("Service") approved by the
Board of Trustees. Investments for which quoted bid prices are readily available
and  are  representative  of  the  bid side of the market in the judgment of the
Service are valued at the mean between the quoted bid prices (as obtained by the
Service  from dealers in such securities) and asked prices (as calculated by the
Service  based  upon  its  evaluation  of the market for such securities). Other
investments  (which  constitute  a  majority  of  the  portfolio securities) are
carried  at  fair  value  as  determined  by the Service, based on methods which
include  consideration of: yields or prices of securities of comparable quality,
coupon,  maturity  and  type; indications as to values from dealers; and general
market  conditions. Securities for which there are no such valuations are valued
at  fair  value  as determined in good faith under the direction of the Board of
Trustees.  Short-term investments, excluding U.S. Treasury Bills, are carried at
amortized  cost,  which  approximates value. Financial futures are valued at the
last  sales  price  on  the  securities  exchange  on  which such securities are
primarily traded or at the last sales price on the national securities market on
each  business day. Investments denominated in foreign currencies are translated
to U.S. dollars at the prevailing rates of exchange.

   (B)  FOREIGN CURRENCY TRANSACTIONS: The Fund does not isolate that portion of
the  results  of  operations resulting from changes in foreign exchange rates on
investments  from  the fluctuations arising from changes in the market prices of
securities  held.  Such  fluctuations  are  included  with  the net realized and
unrealized gain or loss from investments.

Net realized foreign exchange gains or losses arise from sales and maturities
of  short-term securities, sales of foreign currencies, currency gains or losses
realized  on  securities  transactions  and the difference between the amount of
dividends,  interest  and foreign withholding taxes recorded on the Fund's books
and  the  U.S.  dollar  equivalent of the amounts actually received or paid. Net
unrealized  foreign exchange gains and losses arise from changes in the value of
assets  and liabilities other than investments in securities at fiscal year end,
resulting  from  changes  in  exchange rates. Such gains and losses are included
with net realized and unrealized gain or loss on investments.


<PAGE>

   (C)  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. Dividend income is
DREYFUS STRATEGIC INCOME FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

recognized  on  the  ex-dividend  date  and  interest  income,  including, where
applicable,  amortization  of  discount  on  investments,  is  recognized on the
accrual  basis.  Under the terms of the custody agreement, the Fund receives net
earnings credits based on available cash balances left on deposit.

   (D)  DIVIDENDS  TO  SHAREHOLDERS:  It  is  the  policy of the Fund to declare
dividends  daily  from  investment  income-net. 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 of 1986, as
amended (the "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.

(E) 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  Code,  and to make distributions of taxable income sufficient to relieve it
from substantially all Federal income and excise taxes.

   The  Fund  has  an  unused capital loss carryover of approximately $1,064,000
available  for  Federal  income  tax  purposes  to be applied against future net
securities  profits,  if  any,  realized  subsequent to October 31, 1998. If not
applied, the carryover expires in fiscal 2003.

NOTE 2--BANK LINES OF CREDIT:

   The  Fund  may  borrow  up  to  $20  million  for leveraging purposes under a
short-term  unsecured line of credit and participates with other Dreyfus-managed
funds  in  a  $100 million unsecured line of credit primarily to be utilized for
temporary  or  emergency  purposes,  including  the  financing  of  redemptions.
Interest  is charged to the Fund at rates which are related to the Federal Funds
rate in effect at the time of borrowings.

   The  average  daily  amount of borrowings outstanding under both arrangements
during  the  period  ended  October 31, 1998 was approximately $1,716,800 with a
related weighted average annualized interest rate of 5.31%.

NOTE 3--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:

   (A)  Pursuant  to a management agreement with the Manager, the management fee
is  computed  at the annual rate of .60 of 1% of the value of the Fund's average
daily net assets and is payable monthly.

(B) Under the Shareholder Services Plan, the Fund pays the Distributor, at an
annual rate of .25 of 1% of the value of the Fund's average daily net assets for
the  provision  of  certain services. The services provided may include personal
services  relating  to  shareholder  accounts,  such  as  answering  shareholder
inquiries  regarding  the  Fund and providing reports and other information, and
services related to the maintenance of shareholder accounts. The Distributor may
make  payments  to Service Agents (a securities dealer, financial institution or
other  industry  professional)  in  respect  of  these services. The Distributor
determines  the  amounts  to  be paid to Service Agents. During the period ended
October  31,  1998,  the  Fund  was charged $719,546 pursuant to the Shareholder
Services Plan.

The Fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of the
Manager,   under  a  transfer  agency  agreement  for  providing  personnel  and
facilities  to  perform transfer agency services for the Fund. During the period
ended  October  31, 1998, the Fund was charged $224,363 pursuant to the transfer
agency agreement.

The Fund compensates Mellon under a custody agreement for providing custodial
services  for  the  Fund. During the period ended October 31, 1998, the Fund was
charged $44,729 pursuant to the custody agreement.

   (C)  Each  trustee  who  is  not an "affiliated person" as defined in the Act
receives  from the Company an annual fee of $2,500 and an attendance fee of $500
per  meeting.  The  Chairman  of  the  Board  receives an additional 25% of such
compensation.

<PAGE>


DREYFUS STRATEGIC INCOME FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE 4--SECURITIES TRANSACTIONS:

   (A)  The  following  summarizes  the  aggregate amount of purchases and sales
(including  paydowns)  of  investment  securities  and  securities  sold  short,
excluding  short-term  securities,  financial futures, forward currency exchange
contracts and options transactions, during the period ended October 31, 1998:
<TABLE>
                                                                             Purchases                           Sales
                                                                         _______________                   _______________
<S>                                                                      <C>                               <C>
Long transactions. . . . . . . . . . . . . . . . . . . . . . . . . .     $   939,621,013                   $   956,634,202

Short sale transactions. . . . . . . . . . . . . . . . . . . . . . .          62,180,660                        61,458,633
                                                                         _______________                   _______________

   Total . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      $1,001,801,673                    $1,018,092,835
                                                                         _______________                   _______________

</TABLE>

   The  Fund is engaged in short-selling which obligates the Fund to replace the
security  borrowed  by purchasing the security at current market value. The Fund
would  incur  a  loss if the price of the security increases between the date of
the  short  sale  and the date on which the Fund replaces the borrowed security.
The  Fund  would  realize  a  gain if the price of the security declines between
those  dates.  Until  the  Fund  replaces  the  borrowed security, the Fund will
maintain daily, a segregated account with a broker and custodian, of cash and/or
U.S.  Government  securities  sufficient to cover its short position. At October
31, 1998, there were no securities sold short outstanding.

   In   addition,  the  following  summarizes  open  forward  currency  exchange
contracts at October 31, 1998:
<TABLE>
                                                             Foreign
                                                            Currency                                              Unrealized
Forward Currency Exchange Contracts                          Amount           Proceeds             Value        (Depreciation)
__________________________________                        ____________       ___________       ___________       ____________
<S>                                                        <C>               <C>                <C>                <C>
Sales:
_____

Japanese Yen, expiring 11/12/98. . . . . . . . . . . . .   600,000,000       $5,150,215         $5,175,091         ($24,876)
                                                                                                                   ________

</TABLE>

   The  Fund  enters  into forward currency exchange contracts in order to hedge
its  exposure  to  changes  in  foreign  currency  exchange rates on its foreign
portfolio holdings. When executing forward currency exchange contracts, the Fund
is  obligated to buy or sell a foreign currency at a specified rate on a certain
date  in  the  future.  With  respect  to  sales  of  forward  currency exchange
contracts,  the  Fund  would incur a loss if the value of the contract increases
between  the  date  the  forward  contract  is  opened  and the date the forward
contract  is  closed.  The  Fund  realizes  a  gain if the value of the contract
decreases  between  those  dates.  With respect to purchases of forward currency
exchange  contracts,  the  Fund  would incur a loss if the value of the contract
decreases  between  the  date  the  forward  contract is opened and the date the
forward  contract  is  closed.  The  Fund  realizes  a  gain if the value of the
contract  increases between those dates. The Fund is also exposed to credit risk
associated  with counter party nonperformance on these forward currency exchange
contracts  which  is  typically  limited  to  the  unrealized  gain on each open
contract.

   In  addition,  the  following  table  summarizes  the Fund's call/put options
written for the period ended October 31, 1998:
<TABLE>
                                                                                                      Options Terminated
                                                                                                  ___________________________

                                                               Number of         Premiums                         Net Realized
                                                               Contracts         Received            Cost          Gain/(Loss)
                                                             ___________       ___________        ___________     ____________

   OPTIONS WRITTEN:
<S>                                                                <C>           <C>                  <C>              <C>
   Contracts outstanding October 31, 1997  . . . . . . . .          100          $200,000

   Contracts written . . . . . . . . . . . . . . . . . . .          500           339,844
                                                             ___________       ___________

                                                                    600           539,844
                                                             ___________       ___________

   Contracts Terminated:

       Closed  . . . . . . . . . . . . . . . . . . . . . .            400           450,781           $422,656          $28,125

       Expired . . . . . . . . . . . . . . . . . . . . . .            200            89,063                 --           89,063
                                                             ___________       ___________        ___________     ____________

          Total contracts terminated . . . . . . . . . . .            600           539,844           $422,656         $117,188
                                                             ___________       ___________        ___________     ____________


   Contracts outstanding  October 31, 1998  . . . . . . . .             0     $           0
                                                             ___________       ___________

</TABLE>
<PAGE>


DREYFUS STRATEGIC INCOME FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

   The  Fund may purchase and write (sell) put and call options in order to gain
exposure to or protect against changes in the market.

   As  a  writer  of call options, the Fund receives a premium at the outset and
then  bears the market risk of unfavorable changes in the price of the financial
instrument underlying the option. Generally, the Fund would incur a gain, to the
extent  of  the  premium,  if  the  price of the underlying financial instrument
decreases  between  the  date  the  option  is written and the date on which the
option  is  terminated. Generally, the Fund would realize a loss if the price of
the financial instrument increases between those dates.

   As  a  writer  of  put options, the Fund receives a premium at the outset and
then  bears the market risk of unfavorable changes in the price of the financial
instrument underlying the option. Generally, the Fund would incur a gain, to the
extent  of  the  premium,  if  the  price of the underlying financial instrument
increases  between  the  date  the  option  is written and the date on which the
option  is  terminated. Generally, the Fund would realize a loss if the price of
the financial instrument decreases between those dates.

   The  Fund may invest in financial futures contracts in order to gain exposure
to  or protect against changes in the market. The Fund is exposed to market risk
as  a  result  of  changes in the value of the underlying financial instruments.
Investments in financial futures require the Fund to "mark to market" on a daily
basis,  which  reflects the change in market value of the contracts at the close
of  each  day' s trading. Accordingly, variation margin payments are received or
made to reflect daily unrealized gains or losses. When the contracts are closed,
the  Fund  recognizes a realized gain or loss. These investments require initial
margin  deposits with a custodian, which consist of cash or cash equivalents, up
to  approximately  10%  of  the contract amount. The amount of these deposits is
determined by the exchange or Board of Trade on which the contract is traded and
is  subject  to  change. Contracts open at October 31, 1998 are set forth in the
Statement of Financial Futures.

   (B)   At  October  31,  1998,  accumulated  net  unrealized  depreciation  on
investments,  financial  futures  and  forward  currency  exchange contracts was
$5,120,766,   consisting   of   $5,666,551  gross  unrealized  appreciation  and
$10,787,317 gross unrealized depreciation.

   At  October 31, 1998, 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 5--SUBSEQUENT EVENT:

   On  November  5,  1998, shareholders of the Fund approved proposals providing
for a new investment objective for the Fund, for the elimination of a management
policy  relating  to  the Fund's credit quality guidelines, and for changes to a
number  of the Fund's investment restrictions to increase the Fund's flexibility
as  provided  under  the  Act, all as described in the proxy statement mailed to
Fund shareholders on or about September 15, 1998. These changes were implemented
effective November 15, 1998.


<PAGE>


DREYFUS STRATEGIC INCOME FUND
- -----------------------------------------------------------------------------

REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS

SHAREHOLDERS AND BOARD OF TRUSTEES

DREYFUS STRATEGIC INCOME FUND

   We  have  audited  the  accompanying  statement  of  assets  and liabilities,
including  the  statements  of  investments  and  financial  futures, of Dreyfus
Strategic  Income  Fund  (one  of the Funds constituting Dreyfus Debt and Equity
Funds)  as  of  October 31, 1998 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 verification by
examination  of  securities  held  by  the  custodian as of October 31, 1998 and
confirmation  of  securities  not  held  by the custodian by correspondence with
others.  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 Strategic Income Fund at October 31, 1998, 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.





New York, New York

December 17, 1998

IMPORTANT TAX INFORMATION (UNAUDITED)

   In  accordance with Federal tax law, the Fund hereby designates 11.35% of the
ordinary  dividends  paid  during  the  fiscal  year  ended  October 31, 1998 as
qualifying  for  the  corporate  dividends received deduction. Shareholders will
receive  notification  in  January  1999  of  the  percentage  applicable to the
preparation of their 1998 income tax returns.



<PAGE>



                                   (reg.tm)

                                   (reg.tm)

DREYFUS STRATEGIC INCOME FUND

200 Park Avenue

New York, NY 10166

MANAGER

The Dreyfus Corporation

200 Park Avenue

New York, NY 10166

CUSTODIAN

Mellon Bank, N.A.

One Mellon Bank Center

Pittsburgh, PA 15258

TRANSFER AGENT &

DIVIDEND DISBURSING AGENT

Dreyfus Transfer, Inc.

P.O. Box 9671

Providence, RI 02940











Printed in U.S.A.                                             031AR9810

Strategic Income

Fund

Annual Report

October 31, 1998





<PAGE>



- ------------------------------------------------------------------------------






DREYFUS EQUITY DIVIDEND FUND
- -----------------------------------------------------------------------------

LETTER TO SHAREHOLDERS

Dear Fellow Shareholder:

  It  is  a  pleasure  to  have  this  opportunity to communicate with my fellow
shareholders of the Dreyfus Equity Dividend Fund.

  This  letter accompanies the annual report of the Dreyfus Equity Dividend Fund
for  the  12-month  period ended October 31, 1998. During this period, your Fund
achieved  a total return of 7.17%,* which compares with a total return of 22.01%
for  the Standard & Poor's 500 Composite Stock Price Index,** and 12.40% for the
Wilshire    Large    Company    Value   Index***   over   the   same   period.

  As  always,  the  concentrated  nature  of  the Fund, holding approximately 50
securities,  will make it more volatile than the diversified indices referred to
above,  which  are  both  composed  of approximately 500 securities. During most
periods, therefore, the performance of the Fund will likely differ significantly
from these indices.

  Value  stocks  underperformed  growth stocks during the period. The margin was
among  the  widest  in memory. Any value manager who remained true to his or her
discipline  could not hope to have matched the returns of the S&P 500 Index over
the  past  year.  Your  Fund remained true to its value discipline and should be
considered  a  pure value fund, according to our definition of value. There will
be  periods,  the  past year for example, when value stocks underperform the S&P
500  Index,  even  when our particular definition of value underperforms certain
value  stock  indices.  Regardless,  the Fund provides your investment portfolio
with the benefits of pure value stock exposure.

  The  performance  of  the S&P 500 Index was largely driven by a relatively few
so-called  "mega-cap"  growth  stocks  or  the  very largest domestically traded
companies.  The  S&P 500 Index, and many of its major security components, carry
valuations  well  above  those  of  any  historic period by almost any financial
measure,  according to our calculations. This concentrated overvaluation, in our
opinion,  is reminiscent of the early 1970s' "nifty fifty" stocks, or oil stocks
in  the  early  1980s.  Both  of  those  markets  ended  with  quick  and severe
corrections  of the overvalued securities. No one can predict such an occurrence
today,  but many market participants may conclude that the risk level of the S&P
500  Index,  and  many  of  its  major  security components, is high by historic
standards.  Regardless,  at least for the time being, positive price momentum in
this  index  and  in  many  of  these mega-cap stocks has continued, despite the
recent stock market correction and subsequent recovery.

  As  for  your Fund, most of the performance shortfall relative to the Wilshire
Value  Index  occurred  during  the fourth quarter of 1997, as the portfolio was
positioned for strong worldwide economic growth when the Asian economic problems
surfaced. Several holdings during these months were among the poorest performing
securities in the Fund for the fiscal year. These securities included electronic
technology  companies  that  have  significant  business in Asia, transportation
issues  which  suffered from the possibility of a weakening economy, and several
Latin  American companies which were penalized simply because they are "emerging
markets."  The  portfolio  was subsequently reworked and performance relative to
large company value indices on a quarter-by-quarter basis was more competitive.

Our  disciplined  investment  process,  investing only in higher dividend paying
securities,  kept  the  Fund  largely  out of what we considered were overvalued
mega-cap   securities.   Unfortunately,   many  of  these  high-priced  mega-cap
securities were the best performing stocks in the market, restraining the Fund's
relative  performance.  Quite often, disciplined value investment processes that
focus  on  dividends  have  underperformed when the overall stock market reaches
speculative  overvaluation.  There  is  better  potential  for outperformance as
security  prices  settle  and  as  economic change occurs. Because of the Fund's
strict  investment  focus,  the  benchmarks  detailed above should be considered
long-term  in nature, as there will certainly be periods when the performance is
not comparable.

Economic Review

  The  U.S.  entered the year with a strong economy and at near full employment,
which  during the spring months led the Federal Reserve Board, our central bank,
to  contemplate  raising  short-term  interest rates in order to keep growth and
inflation  in check. By mid-year, however, the impact of weak Asian economies on
U.S.  economic growth had already done the job, so the Fed left rates unchanged.
More  recently,  financial  system  stresses convinced the Fed to lower interest
rates three times: at the end of September, in mid-October, and in mid-November

A significant influence on the U.S. economy this year was slower growth in the
overall  world  economy  and the evolution of a worldwide financial crisis. Both
events  caused  a drop in inflation, which helped send interest rates lower. The
fall  in inflation and lower interest rates benefited companies that sell to the
consumer,  as  more  income  was  left  over  after  inflation  to buy goods and
services,  and  the  cost of debt was reduced. Home mortgages were refinanced at
lower  rates,  for  example,  putting  more  discretionary  income in consumers'
pockets.

The negative effect in the U.S. of slower global economies was directed toward
the  industrial sector. Corporate profits weakened, especially in Asian-impacted
sectors  such  as  world-traded  commodities  (paper producers, for example) and
exporters  (computer  manufacturers, for example). One result of this industrial
weakness  was  to  cool  off  a  U.S.  economy that had been growing perhaps too
rapidly.

A financial crisis developed during the mid-summer months, primarily in Russia
and  Brazil.  Panic  set  in  as  lenders  called  in outstanding loans and were
reluctant  to  issue  new  debt, sharply reducing the economic outlook for these
areas.  The  effect  on  European  and U.S. companies was to lower profit growth
expectations, given the decline in export opportunities to these geographies.

  Proactive  steps  appear  to have been recently taken in attempts to stabilize
the  Japanese  banks,  to  design a support package for Brazil, and to generally
make  money  less  expensive to lend. Economic prospects for the major developed
countries  will  be powerfully impacted by whether foreign financial stresses in
the  coming  months  calm  down,  as  the  consensus  appears  to  be  currently
concluding, or intensify, as was the fear just weeks ago.

Stock Market Overview

  The  12-month  period ended October 31, 1998 reflected a number of contrasting
phases in the U.S. stock market. There was strength during the early part of the
period, as stocks recovered from the Asian-induced sell-off that occurred during
the  fourth quarter of 1997. By mid-summer, as large company security valuations
neared all-time highs, there was a sharp market decline sparked by the implosion
of  the  Russian financial markets. The U.S. stock market declined again in late
September,  due to the collapse of a major U.S. hedge fund. Finally, there was a
strong  rally  from mid-October until the end of the fiscal year, in response to
the   Federal   Reserve   Board'  s  lowering  of  short-term  interest  rates.

Over the 12-month period, investment returns for mid-sized and small companies
were  significantly  lower  than  those for large companies, with the Standard &
Poor's Midcap 400 Index returning 6.71% and the small-company Russell 2000 Index
declining -11.84%.+ The erosion of expectations for corporate profit growth over
the  year  contributed  to  an  outperformance  by  a select few mega-cap growth
stocks.  Investors  had  confidence  in the more consistent earnings growth from
this  small  group of stocks that compose the bulk of the S&P 500 Index than for
the broader market. Almost every other capitalization and investment style group
lagged    far    behind    these    mega-cap    growth    stocks.

Value Investing and Our Investment Process

  To  once  again  summarize  our  investment  philosophy, while there are other
investment  disciplines  practiced at Dreyfus, members of the Dreyfus Value Team
are  passionate  believers  in value investing. The Dreyfus Equity Dividend Fund
represents  a  particular  type of value fund: it strictly focuses on securities
paying  high  dividends.  In  one  sense, high dividend investing can be a lower
risk,  more  conservative  style  of equity investing because the prices of high
dividend paying stocks may decline less in falling markets.

  Our  approach to the selection of securities begins and ends with our analysts
who are an integral part of our investment team. Our Dreyfus analysts contribute
their proprietary forecasts on corporate earnings and cash flows to our computer
models,  their  analysis  and opinions to our decision-making process, and their
constant  flow  of  information  to  our ongoing assessment of owned securities

We screen the universe of stocks by computer according to two principal methods.
The  first  computer  screen  determines  value  by identifying companies with a
dividend  yield  (current  dividend divided by the current market price) that is
greater  than  the  dividend  yield  of the overall Standard & Poor's 500 Index.
Being  paid  more  than  this  rate for the risk inherent in equity investing is
central  to  our  value discipline. The second computer screen looks at 19 other
factors  that  have  historically  influenced  stock  returns, including various
growth,  valuation  and leverage measures. We input into this computer model the
current  economic  and  stock  market  trends  and  the computer calculates each
security' s  exposure  to  this  environment. The model is an idea generator and
further  detailed fundamental analysis is conducted on each potential holding to
determine  its  suitability  for  the  Fund. Combining all of this data with our
analysts'  in-depth  knowledge  of the individual companies, we then construct a
portfolio  of  approximately  50  or  so  securities. We use similar disciplined
criteria  and  several  other factors to determine when selling a security is in
our shareholders' best interest.

Examples of Our Investment Process

  The  detailed  fundamental  analysis, computer modeling and portfolio strategy
that  go  into  the decision-making process for each security in the Fund is not
possible  in  this  short  report.  Instead,  provided  below  are several brief
summaries of some of the better and poorer performing securities within the Fund
during    the    annual    period.

  Xerox  has  been  expanding its core copier business into the computer printer
business  with great initial success. The ability to provide quality service can
be  a  significant  competitive  advantage. The security was one of the stronger
performers  in  the  Fund, and was sold when our investment discipline indicated
that it was fully valued, relative to higher dividend paying alternatives.

American Stores, a supermarket chain, was one of the better performers in your
Fund.  The company was acquired by Albertson's, another supermarket chain, which
significantly benefited the share price and resulted in our sale of the security
since it was fully valued.

  RJR  Nabisco  Holdings and Philip Morris, both largely tobacco companies, were
poor  performers  during much of the period. Congress could not agree on tobacco
legislation  that  we believe would have significantly benefited both the public
good and these securities. The tobacco companies recently resolved many of these
same  issues  directly with the states, benefiting the securities. While we sold
RJR  Nabisco  Holdings during the Fund's fiscal year in order to reduce exposure
to  the  industry,  we remained attracted to the unusually inexpensive valuation
and high dividend yield of Philip Morris.

  Bankers  Trust,  a  major money-center bank, was a poor-performing security in
your  Fund.  Almost  every financial stock was punished during the summer months
when  emerging  markets  and  worldwide  bond  markets ran into difficulties. We
reacted  quickly  to reduce exposure to the industry, including the sale of this
security.  Although this company was recently acquired, our sale price was above
the current market price.

  In  almost  any  Fund,  there  are  both strong performing and poor performing
securities.  Our job is to maximize the good and minimize the bad, while keeping
risk at tolerable levels. We will not be successful every quarter or every year,
but we work hard to reward our fellow investors over the long term.

  Diligent  management of your investment is our highest priority. Thank you for
entrusting us with your assets.

               Sincerely,

               [Timothy M. Ghriskey signature]


               Timothy M. Ghriskey

               Senior Portfolio Manager

November 16, 1998

New York, N.Y.

* Total return includes reinvestment of dividends and any capital gains paid.

**SOURCE:  LIPPER  ANALYTICAL  SERVICES,  INC. -- Reflects the reinvestment of
income dividends and, where applicable, capital gain distributions. The Standard
& Poor's 500 Composite Stock Price Index is a widely accepted unmanaged index of
U.S.    stock    market    performance.

***  SOURCE: WILSHIRE ASSOCIATES, INC. -- The Wilshire Large Company Value Index
is  constructed by using a blend of price-to-book and forecast price-to-earnings
ratios.  The largest 750 stocks in the Wilshire 5000 are ranked based on a style
score  that is 75% price-to-earnings ratio and 25% forecast P/E. The universe is
divided  so  that companies that represent half of the total capitalization fall
into  growth  and the remainder are placed into value. Beginning with the fiscal
year  ended  October  31,  1998,  this  Index will be used as the Fund's primary
benchmark    index.

+SOURCE:  LIPPER  ANALYTICAL  SERVICES,  INC.  --  Reflects the reinvestment of
income dividends and, where applicable, capital gain distributions. The Standard
&  Poor' s  MidCap 400 Index is a broad-based index of 400 companies with market
capitalizations  generally  ranging  from  $50  million  to $10 billion and is a
widely  accepted,  unmanaged  index of overall mid-cap stock market performance.
The  Russell  2000  Index  is  an unmanaged index and a leading barometer of the
overall performance of small company stocks.



DREYFUS EQUITY DIVIDEND FUND                                 OCTOBER 31, 1998
- -----------------------------------------------------------------------------

COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN DREYFUS EQUITY DIVIDEND
FUND WITH THE STANDARD & POOR'S 500 COMPOSITE STOCK PRICE INDEX AND THE WILSHIRE
                           LARGE COMPANY VALUE INDEX

                                    Dollars

$18,797

Standard & Poor's 500 Composite Stock Price Index*

$16,441

Wilshire Large Company Value Index**

$15,654

Dreyfus Equity Dividend Fund

*Source: Lipper Analytical Services, Inc.

*Source: Wilshire Associates, Inc.

Average Annual Total Returns
- ------------------------------------------------------------------------------

           One Year Ended                     From Inception (12/29/95)

          October 31, 1998                       to October 31, 1998

           ___________________                    ________________________

                7.17%                                  17.09%

- ---------------

Past performance is not predictive of future performance.

The  above  graph  compares a $10,000 investment made in Dreyfus Equity Dividend
Fund  on 12/29/95 (Inception Date) to a $10,000 investment made  on that date in
the Standard & Poor's 500 Composite Stock Price Index (the "S&P 500") as well as
to  the  Wilshire  Large  Company  Value  Index  which  are described below. All
dividends and capital gain distributions are reinvested.

The Fund's performance shown in the line graph takes into account all applicable
fees  and  expenses.  The  S&P 500, which was the Fund's primary benchmark Index
since  its  inception,  is  a  widely accepted, unmanaged index of overall stock
market  performance.  The  Wilshire  Large  Company Value Index, composed of the
largest  750  stocks  in  the Wilshire 5000 Index which meet certain statistical
criteria  for  "value,"  has  been selected as the new primary comparative index
because,  like  the Fund, it focuses on "value" stocks. It is believed that this
Wilshire  Index  provides  a  more  accurate  comparison  with  the Fund's value
investment style. Pursuant to applicable federal regulations, the performance of
the  S&P 500 will be provided for this fiscal year, but will not be provided for
fiscal  year  ended  October  31,  1999.  The  Indices  do not take into account
charges,   fees  and  other  expenses.  Further  information  relating  to  Fund
performance,  including  expense  reimbursements, if applicable, is contained in
the Financial Highlights section of the Prospectus and elsewhere in this report

<TABLE>
DREYFUS EQUITY DIVIDEND FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS                                     OCTOBER 31, 1998

Common Stocks--99.9%                                                                                Shares            Value
- -------------------------------------------------------                                          ____________     _____________
<S>                                                                                                     <C>          <C>
         Commercial Services--2.2%  Ogden    . . . . . . . . . . . . . . . . . . . . . . .              3,700        $   99,437

                                                                                                                    ___________


           Consumer Durables--6.0%  Eastman Kodak  . . . . . . . . . . . . . . . . . . . .              1,300           100,750

                                    General Motors . . . . . . . . . . . . . . . . . . . .              1,400            88,288

                                    Jostens    . . . . . . . . . . . . . . . . . . . . . .              3,600            81,225

                                                                                                                    ___________

                                                                                                                        270,263

                                                                                                                    ___________


      Consumer Non-Durables--12.7%  Anheuser-Busch . . . . . . . . . . . . . . . . . . . .              2,100           124,819

                                    ConAgra  . . . . . . . . . . . . . . . . . . . . . . .              3,400           103,487

                                    Gallaher Group, A.D.S. . . . . . . . . . . . . . . . .              4,200           114,450

                                    Intimate Brands, Cl. A . . . . . . . . . . . . . . . .              4,300            96,213

                                    Philip Morris  . . . . . . . . . . . . . . . . . . . .              2,500           127,812

                                                                                                                    ___________

                                                                                                                        566,781

                                                                                                                    ___________


       Electronic Technology--9.1%  EG&G     . . . . . . . . . . . . . . . . . . . . . . .              3,800            95,475

                                    General Dynamics . . . . . . . . . . . . . . . . . . .              2,000           118,375

                                    Harris     . . . . . . . . . . . . . . . . . . . . . .              2,500            87,656

                                    Northrop Grumman . . . . . . . . . . . . . . . . . . .              1,300           103,675

                                                                                                                    ___________

                                                                                                                        405,181

                                                                                                                    ___________


            Energy Minerals--12.8%  Atlantic Richfield . . . . . . . . . . . . . . . . . .              1,200            82,650

                                    British Petroleum, A.D.S.  . . . . . . . . . . . . . .              1,000            88,438

                                    Conoco, Cl. A  . . . . . . . . . . . . . . . . . . . .              1,400            34,825

                                    Mobil  . . . . . . . . . . . . . . . . . . . . . . . .              1,300            98,394

                                    Sun  . . . . . . . . . . . . . . . . . . . . . . . . .              2,500            85,781

                                    Texaco     . . . . . . . . . . . . . . . . . . . . . .              1,500            88,969

                                    USX-Marathon Group . . . . . . . . . . . . . . . . . .              2,800            91,525

                                                                                                                    ___________

                                                                                                                        570,582

                                                                                                                    ___________


                    Finance--22.1%  ABN AMRO Holding, A.D.S. . . . . . . . . . . . . . . .              4,600            88,262

                                    Banc One . . . . . . . . . . . . . . . . . . . . . . .              1,900            92,862

                                    Bank of New York . . . . . . . . . . . . . . . . . . .              3,100            97,844

                                    BankAmerica  . . . . . . . . . . . . . . . . . . . . .              1,200            68,925

                                    BankBoston . . . . . . . . . . . . . . . . . . . . . .              2,400            88,350

                                    Chase Manhattan  . . . . . . . . . . . . . . . . . . .              1,600            90,900

                                    First Tennessee National . . . . . . . . . . . . . . .              3,000            95,063

                                    KeyCorp  . . . . . . . . . . . . . . . . . . . . . . .              2,900            87,906

                                    National City  . . . . . . . . . . . . . . . . . . . .              1,400            90,038

                                    Norwest  . . . . . . . . . . . . . . . . . . . . . (a)              2,600            96,687

                                    Wachovia . . . . . . . . . . . . . . . . . . . . . . .              1,000            90,875

                                                                                                                    ___________

                                                                                                                        987,712

                                                                                                                    ___________


           Health Technology--2.7%  Pharmacia & Upjohn . . . . . . . . . . . . . . . . . .              2,300           121,756

                                                                                                                    ___________


                   Insurance--4.4%  American General . . . . . . . . . . . . . . . . . . .              1,400            95,900

                                    EXEL, Cl. A  . . . . . . . . . . . . . . . . . . . . .              1,300            99,369

                                                                                                                    ___________

                                                                                                                        195,269

                                                                                                                    ___________

DREYFUS EQUITY DIVIDEND FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)                         OCTOBER 31, 1998


Common Stocks (continued)                                                                           Shares            Value
- -------------------------------------------------------                                          ____________     _____________

          Process Industries--5.9%  Chesapeake . . . . . . . . . . . . . . . . . . . . . .              2,300        $   80,500

                                    duPont (E.I.) de Nemours & Co. . . . . . . . . . . . .              1,600            92,000

                                    Union Camp . . . . . . . . . . . . . . . . . . . . . .              2,100            90,300

                                                                                                                    ___________

                                                                                                                        262,800

                                                                                                                    ___________


      Producer Manufacturing--2.0%  Minnesota Mining & Manufacturing . . . . . . . . . . .              1,100            88,000

                                                                                                                    ___________


                Retail Trade--1.6%  Penney (J.C.)  . . . . . . . . . . . . . . . . . . . .              1,500            71,250

                                                                                                                    ___________


              Transportation--2.3%  Union Pacific  . . . . . . . . . . . . . . . . . . . .              2,200           104,775

                                                                                                                    ___________


                  Utilities--16.1%  AT&T     . . . . . . . . . . . . . . . . . . . . . . .              1,600            99,600

                                    Ameritech  . . . . . . . . . . . . . . . . . . . . . .              2,200           118,663

                                    Bell Atlantic  . . . . . . . . . . . . . . . . . . . .              2,000           106,250

                                    Central & South West . . . . . . . . . . . . . . . . .              3,300            91,781

                                    Cinergy  . . . . . . . . . . . . . . . . . . . . . . .              2,400            82,800

                                    Texas Utilities  . . . . . . . . . . . . . . . . . . .              2,400           105,000

                                    U S West . . . . . . . . . . . . . . . . . . . . . . .              2,000           114,750

                                                                                                                    ___________

                                                                                                                        718,844

                                                                                                                    ___________


TOTAL INVESTMENTS (cost $3,933,636). . . . . . . . . . . . . . . . . . . . . . . . . . . .              99.9%        $4,462,650

                                                                                                      _______       ___________


CASH AND RECEIVABLES (NET) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                .1%    $        2,679

                                                                                                      _______       ___________


NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             100.0%        $4,465,329

                                                                                                      _______       ___________


Notes to Statement of Investments:
- -----------------------------------------------------------------------------

(a) Non-income producing.

                      SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>
DREYFUS EQUITY DIVIDEND FUND
- -----------------------------------------------------------------------------

STATEMENT OF ASSETS AND LIABILITIES                          OCTOBER 31, 1998

                                                                                                     Cost              Value
                                                                                                 ___________         __________
<S>                                                                                                <C>               <C>
ASSETS:                          Investments in securities--See Statement of Investments . .       $3,933,636        $4,462,650

                                 Cash  . . . . . . . . . . . . . . . . . . . . . . . . . .                               13,060

                                 Receivable for investment securities sold . . . . . . . .                               78,234

                                 Dividends receivable  . . . . . . . . . . . . . . . . . .                               16,329

                                 Prepaid expenses  . . . . . . . . . . . . . . . . . . . .                               10,265

                                                                                                                    ___________

                                                                                                                      4,580,538

                                                                                                                    ___________


LIABILITIES:                     Due to The Dreyfus Corporation and affiliates . . . . . .                                1,180

                                 Due to Distributor  . . . . . . . . . . . . . . . . . . .                                  925

                                 Payable for investment securities purchased . . . . . . .                               86,945

                                 Accrued expenses  . . . . . . . . . . . . . . . . . . . .                               25,490

                                                                                                                    ___________

                                                                                                                        114,540

                                                                                                                    ___________


NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                           $4,465,998

                                                                                                                    ___________



REPRESENTED BY:                  Paid-in capital . . . . . . . . . . . . . . . . . . . . .                           $3,532,530

                                 Accumulated undistributed investment income--net  . . . .                                5,277

                                 Accumulated net realized gain (loss) on investments and
                                   foreign currency transactions . . . . . . . . . . . . .                              399,177

                                 Accumulated net unrealized appreciation (depreciation)
                                   on investments--Note 4(b) . . . . . . . . . . . . . . .                              529,014

                                                                                                                    ___________

NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                           $4,465,998

                                                                                                                    ___________
SHARES OUTSTANDING

(UNLIMITED NUMBER OF $.001 PAR VALUE SHARES OF BENEFICIAL INTEREST AUTHORIZED) . . . . . .                              264,677


NET ASSET VALUE, offering and redemption price per share . . . . . . . . . . . . . . . . .                               $16.87

                                                                                                                        _______

                                                                                                                       _______




                      SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>

DREYFUS EQUITY DIVIDEND FUND
- -----------------------------------------------------------------------------

STATEMENT OF OPERATIONS                           YEAR ENDED OCTOBER 31, 1998

INVESTMENT INCOME
<S>                                                                                            <C>                   <C>
INCOME:                       Cash dividends (net of $1,863 foreign taxes
                                 withheld at source) . . . . . . . . . . . . . . .             $138,575

                              Interest     . . . . . . . . . . . . . . . . . . . .                6,489

                                                                                              _________

                                 Total Income  . . . . . . . . . . . . . . . . . .                                   $145,064

EXPENSES:                     Management fee--Note 3(a)  . . . . . . . . . . . . .               35,187

                              Registration fees  . . . . . . . . . . . . . . . . .               21,285

                              Auditing fees  . . . . . . . . . . . . . . . . . . .               17,362

                              Shareholder servicing costs--Note 3(b) . . . . . . .               13,185

                              Prospectus and shareholders' reports . . . . . . . .                6,349

                              Custodian fees--Note 3(b)  . . . . . . . . . . . . .                2,176

                              Trustees' fees and expenses--Note 3(c) . . . . . . .                  507

                              Legal fees . . . . . . . . . . . . . . . . . . . . .                  281

                              Loan commitment fees--Note 2 . . . . . . . . . . . .                   38

                              Miscellaneous  . . . . . . . . . . . . . . . . . . .                1,409

                                                                                              _________

                                 Total Expenses  . . . . . . . . . . . . . . . . .               97,779

                              Less--expense reimbursement from Manager due to
                                 undertaking--Note 3(a)  . . . . . . . . . . . . .              (39,097)

                                                                                              _________

                                 Net Expenses  . . . . . . . . . . . . . . . . . .                                     58,682

                                                                                                                    _________


INVESTMENT INCOME--NET . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                                     86,382

                                                                                                                    _________

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS--Note 4:

                              Net realized gain (loss) on investments
                                 and foreign currency transactions . . . . . . . .             $395,079

                              Net realized gain (loss) on forward currency


                                 exchange contracts  . . . . . . . . . . . . . . .                5,577

                                                                                              _________

                                 Net Realized Gain (Loss)  . . . . . . . . . . . .                                    400,656

                              Net unrealized appreciation (depreciation)
                                 on    investments . . . . . . . . . . . . . . . .                                   (159,179)

                                                                                                                    _________

NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS . . . . . . . . . . . . . .                                    241,477

                                                                                                                    _________

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS . . . . . . . . . . . . . . .                                   $327,859

                                                                                                                    _________


                      SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>

DREYFUS EQUITY DIVIDEND FUND
- -----------------------------------------------------------------------------

STATEMENT OF CHANGES IN NET ASSETS

                                                                                            Year Ended          Year Ended

                                                                                          October 31, 1998   October 31, 1997

                                                                                          _______________    _______________
<S>                                                                                            <C>               <C>
OPERATIONS:

  Investment income--net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $   86,382        $    73,149

  Net realized gain (loss) on investments  . . . . . . . . . . . . . . . . . . . . . . .          400,656            328,523

  Net unrealized appreciation (depreciation) on investments  . . . . . . . . . . . . . .         (159,179)           489,186

                                                                                              ___________        ___________

    Net Increase (Decrease) in Net Assets Resulting from Operations  . . . . . . . . . .          327,859            890,858

                                                                                              ___________        ___________

DIVIDENDS TO SHAREHOLDERS FROM:

  Investment income--net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          (84,192)           (72,235)

  Net realized gain on investments . . . . . . . . . . . . . . . . . . . . . . . . . . .         (329,506)           (59,415)

                                                                                              ___________        ___________

    Total Dividends  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         (413,698)          (131,650)

                                                                                              ___________        ___________

CAPITAL STOCK TRANSACTIONS:

  Net proceeds from shares sold  . . . . . . . . . . . . . . . . . . . . . . . . . . . .          657,588            685,376

  Dividends reinvested . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          396,607            127,388

  Cost of shares redeemed  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         (816,316)          (115,946)

                                                                                              ___________        ___________

    Increase (Decrease) in Net Assets from Beneficial Interest Transactions  . . . . . .          237,879            696,818

                                                                                              ___________        ___________

       Total Increase (Decrease) in Net Assets . . . . . . . . . . . . . . . . . . . . .          152,040          1,456,026

NET ASSETS:

  Beginning of Period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        4,313,958          2,857,932

                                                                                              ___________        ___________

  End of Period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $4,465,998         $4,313,958

                                                                                              ___________        ___________


UNDISTRIBUTED INVESTMENT INCOME--NET . . . . . . . . . . . . . . . . . . . . . . . . . .       $    5,277         $    3,087

                                                                                              ___________        ___________

                                                                                                 Shares             Shares

                                                                                              ___________        ___________

CAPITAL SHARE TRANSACTIONS:

  Shares sold  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           37,863             43,022

  Shares issued for dividends reinvested . . . . . . . . . . . . . . . . . . . . . . . .           23,937              8,374

  Shares redeemed  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          (46,766)            (7,551)

                                                                                              ___________        ___________

    Net Increase (Decrease) in Shares Outstanding  . . . . . . . . . . . . . . . . . . .           15,034             43,845

                                                                                              ___________        ___________

                      SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>

DREYFUS EQUITY DIVIDEND FUND
- -----------------------------------------------------------------------------

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.


                                                                                      Year Ended October 31,
                                                                            __________________________________________

PER SHARE DATA:                                                           1998                1997               1996(1)

                                                                          _______            _______            _______
<S>                                                                        <C>                <C>                <C>
   Net asset value, beginning of period  . . . . . . . . . . . . .         $17.28             $13.89             $12.50

                                                                          _______            _______            _______

   Investment Operations:

   Investment income--net  . . . . . . . . . . . . . . . . . . . .            .32                .32                .23

   Net realized and unrealized gain (loss) on investments  . . . .            .87               3.67               1.38

                                                                          _______            _______            _______

       Total from Investment Operations  . . . . . . . . . . . . .           1.19               3.99               1.61

                                                                          _______            _______            _______

   Distributions:

   Dividends from investment income--net . . . . . . . . . . . . .           (.31)              (.32)              (.22)

   Dividends from net realized gain on investments . . . . . . . .          (1.29)              (.28)               --

                                                                          _______            _______            _______

       Total Distributions . . . . . . . . . . . . . . . . . . . .          (1.60)              (.60)              (.22)

                                                                          _______            _______            _______

   Net asset value, end of period  . . . . . . . . . . . . . . . .         $16.87             $17.28              $13.89

                                                                          _______            _______             _______

TOTAL INVESTMENT RETURN. . . . . . . . . . . . . . . . . . . . . .           7.17%             29.34%              12.93%(2)

RATIOS/SUPPLEMENTAL DATA:

   Ratio of expenses to average net assets . . . . . . . . . . . .           1.25%              1.27%               1.08%(2)

   Ratio of net investment income to average net assets  . . . . .           1.82%              1.98%               1.76%(2)

   Decrease reflected in above expense ratios
       due to undertakings by the Manager  . . . . . . . . . . . .            .84%              1.36%               1.05%(2)

   Portfolio Turnover Rate . . . . . . . . . . . . . . . . . . . .         168.02%             80.43%              98.84%(2)

   Net Assets, end of period (000's Omitted) . . . . . . . . . . .         $4,465             $4,314              $2,858

- ------------

(1) From December 29, 1995 (commencement of operations) to October 31, 1996.

(2) Not annualized.







                      SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>

DREYFUS EQUITY DIVIDEND FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS

NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:

  Dreyfus  Equity Dividend Fund (the "Fund") is a separate diversified series of
Dreyfus  Debt  and  Equity  Funds  (the "Company") which is registered under the
Investment Company Act of 1940, as amended (the "Act") as an open-end management
investment  company  and  operates  as  a  series company currently offering six
series,  including  the Fund. The Fund's investment objective is current income.
The Dreyfus Corporation (the "Manager") serves as the Fund's investment adviser.
The Manager is a direct subsidiary of Mellon Bank, N.A., which is a wholly-owned
subsidiary  of  Mellon Bank Corporation. Premier Mutual Fund Services, Inc. (the
" Distributor" ) is  the distributor of the Fund's shares, which are sold to the
public without a sales charge.

  On  August  5,  1998, the Company's Board of Trustees approved a change of the
Company' s  name from "Dreyfus Income Funds" to "Dreyfus Debt and Equity Funds".
This change became effective on August 13, 1998.

  The  Company accounts separately for the assets, liabilities and operations of
each  fund.  Expenses  directly  attributable  to  each fund are charged to that
fund' s  operations;  expenses  which  are applicable to all funds are allocated
among them on a pro rata basis.

  As  of  October  31, 1998, APT Holdings Corporation, an indirect subsidiary of
Mellon Bank Corporation, held 185,587 shares of the Fund.

  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  in  securities (including options and
financial futures) are valued at the last sales price on the securities exchange
on  which such securities are primarily traded or at the last sales price on the
national securities market. Securities not listed on an exchange or the national
securities  market,  or  securities  for  which  there were no transactions, are
valued  at  the average of the most recent bid and asked prices, except for open
short positions, where the asked price is used for valuation purposes. Bid price
is  used  when  no  asked price is available. Investments denominated in foreign
currencies  are  translated to U.S. dollars at the prevailing rates of exchange

  (b)  Foreign  currency transactions: The Fund does not isolate that portion of
the  results  of  operations resulting from changes in foreign exchange rates on
investments  from  the  fluctuations  arising  from  changes in market prices of
securities  held.  Such  fluctuations  are  included  with  the net realized and
unrealized gain or loss from investments.

  Net  realized foreign exchange gains or losses arise from sales and maturities
of  short-term securities, sales of foreign currencies, currency gains or losses
realized  on  securities  transactions and the difference between the amounts of
dividends,  interest  and foreign withholding taxes recorded on the Fund's books
and  the  U.S.  dollar  equivalent of the amounts actually received or paid. Net
unrealized  foreign exchange gains and losses arise from changes in the value of
assets  and  liabilities,  other  than investments in securities, resulting from
changes  in exchange rates. Such gains and losses are included with net realized
and unrealized gain or loss on investments.

(c) 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. Dividend income is
recognized  on  the  ex-dividend  date  and  interest  income,  including, where
applicable,  amortization  of  discount  on  investments,  is  recognized on the
accrual  basis.  Under the terms of the custody agreement, the Fund received net
earnings  credits  of  $2,448  during the period ended October 31, 1998 based on
available cash balances left on deposit. Income earned under this arrangement is
included in interest income.

DREYFUS EQUITY DIVIDEND FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

(d) Dividends to shareholders: Dividends are recorded on the ex-dividend date.
Dividends from investment income-net are declared and paid on a quarterly basis.
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 of 1986, as
amended (the "Code"). To the extent that net realized capital gain can be offset
by  capital  loss  carryovers,  if  any,  it  is  the  policy of the Fund not to
distribute such gain.

  (e)  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   Code, and to make distributions of taxable income sufficient to relieve it
from substantially all Federal income and excise taxes.

NOTE 2--BANK LINE OF CREDIT:

  The  Fund  participates  with  other  Dreyfus-managed  funds in a $600 million
redemption  credit  facility  (" Facility" ) to  be  utilized  for  temporary or
emergency  purposes,  including  the  financing  of  redemptions.  In connection
therewith, the Fund has agreed to pay commitment fees on its pro rata portion of
the  Facility.  Interest  is  charged  to  the Fund at rates based on prevailing
market  rates  in  effect  at  the  time  of borrowings. During the period ended
October 31, 1998, the Fund did not borrow under the Facility.

NOTE 3--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:

(a) Pursuant to a management agreement with the Manager, the management fee is
computed  at  the  annual  rate  of .75 of 1% of the value of the Fund's average
daily  net  assets  and  is  payable  monthly.  The  Manager had undertaken from
November  1, 1997 through October 31, 1998 to reduce the management fee paid by,
or  reimburse  such  excess  expenses of the Fund, to the extent that the Fund's
aggregate   annual   expenses   (exclusive  of  taxes,  brokerage,  interest  on
borrowings,  commitment fees and extraordinary expenses) exceeded an annual rate
of  1.25%  of  the  value  of  the  Fund's average daily net assets. The expense
reimbursement pursuant to the undertaking, amounted to $39,097 during the period
ended October 31, 1998.

  (b)  Under  the Shareholder Services Plan, the Fund pays the Distributor at an
annual rate of .25 of 1% of the value of the Fund's average daily net assets for
the  provision  of  certain services. The services provided may include personal
services  relating  to  shareholder  accounts,  such  as  answering  shareholder
inquiries  regarding  the  Fund and providing reports and other information, and
services related to the maintenance of shareholder accounts. The Distributor may
make  payments  to Service Agents (a securities dealer, financial institution or
other  industry  professional)  in  respect  of  these services. The Distributor
determines  the  amounts  to  be paid to Service Agents. During the period ended
October  31,  1998,  the  Fund  was  charged $11,729 pursuant to the Shareholder
Services Plan.

  The  Fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of the
Manager,   under  a  transfer  agency  agreement  for  providing  personnel  and
facilities  to  perform transfer agency services for the Fund. During the period
ended  October  31,  1998,  the Fund was charged $1,152 pursuant to the transfer
agency agreement.

  The  Fund compensates Mellon under a custody agreement for providing custodial
services  for  the  Fund. During the period ended October 31, 1998, the Fund was
charged $2,176 pursuant to the custody agreement.

  (c)  Each  trustee  who  is  not  an "affiliated person" as defined in the Act
receives  from the Company an annual fee of $2,500 and an attendance fee of $500
per  meeting.  The  Chairman  of  the  Board  receives an additional 25% of such
compensation.

DREYFUS EQUITY DIVIDEND FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE 4--SECURITIES TRANSACTIONS:

  (a)  The  aggregate  amount  of  purchases and sales of investment securities,
excluding  short-term securities and forward currency exchange contracts, during
the  period  ended  October  31,  1998  amounted  to  $7,666,645 and $7,725,299,
respectively.

The Fund enters into forward currency exchange contracts in order to hedge its
exposure  to changes in foreign currency exchange rates on its foreign portfolio
holdings.  When  executing  forward  currency  exchange  contracts,  the Fund is
obligated  to  buy  or  sell a foreign currency at a specified rate on a certain
date  in  the  future.  With  respect  to  sales  of  forward  currency exchange
contracts,  the  Fund  would incur a loss if the value of the contract increases
between  the  date  the  forward  contract  is  opened  and the date the forward
contract  is  closed.  The  Fund  realizes  a  gain if the value of the contract
decreases  between  those  dates.  With respect to purchases of forward currency
exchange  contracts,  the  Fund  would incur a loss if the value of the contract
decreases  between  the  date  the  forward  contract is opened and the date the
forward  contract  is  closed.  The  Fund  realizes  a  gain if the value of the
contract  increases between those dates. The Fund is also exposed to credit risk
associated  with counter party nonperformance on these forward currency exchange
contracts  which  is  typically  limited  to  the  unrealized  gain on each open
contract.  At  October  31,  1998,  there were no open forward currency exchange
contracts.

  (b)   At   October  31,  1998,  accumulated  net  unrealized  appreciation  on
investments  was  $529,014, consisting of $555,522 gross unrealized appreciation
and $26,508 gross unrealized depreciation.

  At  October  31, 1998, 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).

DREYFUS EQUITY DIVIDEND FUND
- -----------------------------------------------------------------------------

REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS

Shareholders and Board of Trustees

Dreyfus Equity Dividend Fund

  We  have  audited  the  accompanying  statement  of  assets  and  liabilities,
including  the statement of investments, of Dreyfus Equity Dividend Fund (one of
the  Funds  constituting  Dreyfus Debt and Equity Funds) as of October 31, 1998,
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 verification by
examination  of  securities  held  by  the  custodian as of October 31, 1998 and
confirmation  of  securities  not  held  by the custodian by correspondence with
others.  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  Equity Dividend Fund at October 31, 1998, 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.





New York, New York

December 17, 1998


DREYFUS EQUITY DIVIDEND FUND
- -----------------------------------------------------------------------------

IMPORTANT TAX INFORMATION (UNAUDITED)

  For  Federal  tax  purposes,  the  Fund hereby designates $.324 per share as a
long-term capital gain distribution of the $1.343 per share paid on December 31,
1997.

  The  Fund  also  designates  46.67%  of the ordinary dividends paid during the
fiscal  year  ended  October  31, 1998 as qualifying for the corporate dividends
received  deduction.  Shareholders  will receive notification in January 1999 of
the percentage applicable to the preparation of their 1998 income tax returns.


                                   [reg.tm logo]

                                   (reg.tm)

DREYFUS EQUITY DIVIDEND FUND

200 Park Avenue

New York, NY 10166

MANAGER

The Dreyfus Corporation

200 Park Avenue

New York, NY 10166

CUSTODIAN

Mellon Bank, N.A.

One Mellon Bank Center

Pittsburgh, PA 15258

TRANSFER AGENT &

DIVIDEND DISBURSING AGENT

Dreyfus Transfer, Inc.

P.O. Box 9671

Providence, RI 02940









Printed in U.S.A.                                             042AR9810

Equity Dividend

Fund

Annual Report

October 31, 1998


- -------------------------------------------------------------------------------




DREYFUS HIGH YIELD SECURITIES FUND
- -----------------------------------------------------------------------------

LETTER TO SHAREHOLDERS

Dear Shareholder:

   We  are  pleased  to  provide you with this report for the Dreyfus High Yield
Securities  Fund.  For  the  12-month  period  ended October 31, 1998, your Fund
produced  a  total  return,  including  share  price changes and dividend income
generated,  of -16.28%.* Income dividends paid from net investment income during
the   period   amounted  to  approximately  $1.566  per  share,  representing  a
distribution rate per share of 14.14%.**

ECONOMIC REVIEW

   So  far  in  1998,  the  main  regions  of  the world have had very different
economic fundamentals. The U.S. entered the year with a strong economy near full
employment, with unemployment only slightly above 4%. The tight labor market led
the  Federal  Reserve Board to contemplate a rise in interest rates early in the
year.  The  U.S.  economy  cooled enough over the months that the Fed decided to
stand  pat.  Evidence  of  economic  cooling continued to accumulate and worries
about  the  world economy intensified. Financial stresses pushed the Fed to ease
credit  in  both  late  September  and  mid-October.  After many years of subpar
economic  growth,  continental Europe moved into a sustained economic expansion.
The overall European economy benefited as interest rates in peripheral countries
such  as  Spain  and  Italy  fell,  approaching  the lower levels established by
Germany,  on  the  eve  of  currency  unification.  Unlike  the U.S., Europe has
substantial  excess  capacity  of  productive  plant  and  labor.  In Asia, weak
economies  were  pervasive  as a result of the Asian financial crisis. The Latin
American  economies  weakened  as  the financial stresses spread throughout that
region.

   A  main  influence  on  the  U.S. economy this year was the foreign financial
crisis  and cooling of the world economy. The positive effects hit first. Actual
inflation  and  expected  inflation dropped, causing a decline in long-term U.S.
Treasury bond yields and mortgage rates. This caused a boom in housing. The fall
in inflation helped the consumer sector as more of the growth in consumer income
was  left  over  after  inflation to buy goods and services. Consumers benefited
from  a  combination  of  good  growth in income after inflation, a strong labor
market and past increases in the price of assets they owned.

   The  negative effect of Asian weakness was felt in the industrial sector more
than  in  the consumer sector. Corporate profits weakened, especially in sectors
affected  by  the Asian crisis such as world-traded commodities (oil, metals and
paper)  and  exports.  One  result of this industrial weakness was to cool off a
U.S.    economy    that    had    been    growing    rapidly.

   The  major  change  in  the  economic  outlook  over recent months has been a
downward  shift  in  expectations  for  world  economic  growth. A credit crunch
developed in emerging countries and former communist countries, sharply reducing
the   economic   outlook   for   Asia   and   Latin   America  as  well  as  for
commodity-exporting countries throughout the world. The effect on Europe and the
U.S. has been to lower expectations of profit growth and drive down bond yields

   Evidence  of  a  weaker  world  economy accumulated as the financial stresses
continued.  A  worsened financial crisis occurred between the Russian default in
mid-August  and  the fallout from the Long-Term Capital Management (a U.S. hedge
fund)  crisis  through  early  October.  However,  proactive steps were taken to
stabilize  the  Japanese  banks,  design  a support package for Brazil, and ease
monetary  policy. The prospects for world economic weakness and monetary ease in
the  major  countries will be powerfully influenced by whether foreign financial
stresses  calm  down  or  intensify  in the coming months. There appears to be a
shift in the priorities of key policymakers from fighting potential inflation to
restimulating future world economic growth.

MARKET OVERVIEW


<PAGE>

   After  a  strong  rally following the Asian crisis-induced selloff in October
1997,  this  past summer saw the high-yield market drop to depths not seen since
1990.  Spreads  to  U.S.  Treasuries for the major high-yield indices widened to
over 700 basis points. Liquidity in the high-yield market dried up as distressed
sellers  of  high-yield  bonds  found  few  bidders,  even at increasingly lower
prices.  The  level  of  illiquidity in the high yield bond markets over August,
September, and October 1998 was unprecedented in market history, and resulted in
a dramatic across-the-board drop in high yield bond prices.

   The  principal  cause  of  this  was  an  acute  case  of risk aversion among
investors,  brought  about  by  negative  developments in the global economy. It
manifested  itself in a "flight to quality" as U.S. Treasuries rallied, and most
other  kinds  of credit risk-related securities declined in price and lost their
liquidity.  Among  the  hardest  hit  were  small-cap  and  foreign equities and
emerging market, high yield, and mortgage-related fixed income securities. Among
high-yield,  the  relatively  lower  quality  bonds  (those with a "B" and "CCC"
credit  quality) , significantly  underperformed higher quality high yield bonds
("BB" credit quality).

   The  primary  catalyst  for  the market swoon was the collapse of the Russian
financial system, but its roots were deep in the Asian economic crisis. Domestic
recessions  and  currency  devaluations  in key Asian countries were expected to
cause  lower  demand  for  capital  goods  and  lower worldwide price levels for
manufacturing-related  items  ranging  from raw commodities to high-end consumer
items.  Fears  of  resulting  deflation were a key ingredient of a global credit
crunch  that  developed  this past summer. It is this credit crunch that hit the
high-yield market the hardest.

   Fundamentally,  very  little was wrong as far as "credit quality" issues with
the high-yield market as bankruptcy rates continued at the relatively low levels
of recent years. In fact, many high-yield issuers are meeting or exceeding their
business  plans.  What  became  overwhelmingly  bearish  this  past  summer were
technical  factors  primarily centered around the credit crunch. Many high-yield
companies  are  growing,  especially  in  telecommunications,  and require ready
access  to  harder-to-get  credit. On the trading side, the credit crunch caused
the major broker dealers to reduce their commitments to trading capital, as well
as  their financing of leveraged investment vehicles, hedge funds in particular.
Concurrently,  bond  and stock mutual funds were facing significant redemptions,
especially  beginning  in  August  1998.  The  result  of  all this was an acute
imbalance  of  selling  over a short period of time this past summer. Prices for
high-yield  bonds  dropped in a vacuum as hedge funds, broker-dealers and mutual
funds  all  tried  to  sell simultaneously. Those investors with cash sat on the
sidelines expecting bond prices to fall further.

   As   with  most  technical  perturbations,  there  historically  has  been  a
corresponding  snap  back  to  the  mean.  In  times  of  financial  stress, the
high-yield  market  tends  to behave in line with the equity markets, but over a
longer  time horizon the U.S. Treasury market is generally considered to have an
equal  influence.  Unlike  equities,  high-yield  bonds  offer  big  coupons for
investors  and  the  cash  flow from those coupons has some value, regardless of
changes  in  credit  assumptions.  In  fact,  the high-yield market has begun to
rebound:

1) Money has begun flowing back into high-yield mutual funds; 2) liquidity is
returning,  albeit  not  yet  at  the levels seen earlier this year; 3) fears of
worldwide economic troubles have waned; and 4) issuers are able to get new deals
priced.  Factors  influencing this new level of liquidity are the rebound in the
equity  markets  and  the  general perception that the domestic economy is still
strong  despite  a  slowdown  in  the  manufacturing  sector.  However,  in this
situation,  the  time  horizon  for  a  potentially  complete snapback will take
significantly longer than the historically dramatic price drops that occurred.

   Key  foreign  markets  appear  to have pulled out of their nosedives and have
reached  some  sort  of bottom. The recent IMF package for Brazil and actions by
the  Japanese  government  to  shore  up  its  banking  system  have  positively
influenced investor sentiment.

   However,  the  U.S.  economy  is  not  an  island in a sea of global economic
uncertainty.  It  is too early to tell if the world economic picture has reached
the  bottom.  Commodities  have  dropped to the lowest levels in recent history.
Deflation remains a worrisome risk. We must continue to monitor events in Brazil
and  Japan.  The  world has a long way to go to get back to where it was earlier
this year.

<PAGE>


PORTFOLIO OVERVIEW

The High Yield Securities Fund seriously underperformed the high-yield market
for  both  the six months and year ended October 31, 1998. The four main reasons
were:

   1)  the  risk  profile  centered  in  the  lower end of the high-yield credit
spectrum (bonds with a "CCC" and "B" credit quality); 2) significant holdings in
telecommunications  issues;  3)  issue  selection; and 4) heavy redemptions that
forced selling off portfolio securities in a historically illiquid and depressed
market.  The  kinds  of  portfolio  holdings that contributed to the Fund's high
total returns earlier in 1998 performed very poorly in the market selloff during
the  summer  of  1998.  The  high-yield  market  has begun to snap back, and the
higher-quality  issues are rallying first. The Fund's actual returns will depend
on  the  length  of  the  high  yield  market' s recovery, and whether our issue
selection can take advantage of any such rebound.

   Risk  Profile.  Since  inception, the Fund has focused on special situations.
These   are  credits  where  the  market  has  overlooked  certain  positive  or
potentially  positive  changes  in  a  particular credit, and they usually trade
infrequently  at  a discount to par value. This style of investing was the prime
driver  of  the  Fund' s  positive returns over earlier periods since the Fund's
inception.  Unfortunately, it also was the prime driver of the Fund's relatively
poor  recent  performance  as  the  market  sold  off  risky  securities. During
high-yield  market  recoveries,  the  lower  rated  (" B"  and  "CCC") sector is
historically the last to recover, and that currently is the case as well.

   Industry  Concentration.  The  Fund  has  been,  and continues to be, heavily
invested  in  the  telecommunications sector. The telecommunications industry is
undergoing  rapid  change  as  access  to  customers  is  beginning  to open up.
Currently,  alternative  communications  providers have very little market share
but  are  increasingly taking a larger percent of the business from the regional
Bell  operating  companies.  When  the long distance market opened up, AT&T lost
over half its market share in a similar market liberalization. Additionally, the
market  for  data  transmission is exploding, thanks in part to growing Internet
usage,  as  well  as demand for wireless communications. On one hand, I consider
this  to  be  a  defensive  industry since the domestic changes taking place are
somewhat  independent  of  worldwide  economic  events.  However, the market for
high-yield  telecommunications  bonds  is  quite  volatile.  In most cases these
companies  are  still  in  the  developmental  stage and positive cash flow from
operations  is  still  some  time  off.  It is this type of operational risk and
ongoing  funding  risk that performed so poorly in the high-yield meltdown. This
sector is showing signs of bouncing back, but the type of lower rated securities
that the Fund predominantly holds have not yet responded to the market rally.

Issue Selection. Several issues in the Fund performed poorly, to the point of
enhancing  relative  losses.  Ionica,  Discovery  Zone,  and USN either had poor
business  plans  or  executed  them  poorly. Alpha Shipping and Global Ocean are
international transportation companies hurt by the slump in worldwide trade. ICF
Kaiser  was  caught  in  the  credit crunch. Of this group, Global Ocean and ICF
Kaiser are expected to bounce back significantly, while the others will continue
to  suffer  some degree of impairment. The illiquidity of the market this summer
made it very difficult for the Fund to sell underperforming assets.


<PAGE>

   Redemptions.  The  Fund  lost  almost  half  its assets during the last three
months,  partly  due  to lower prices on the bond holdings but also due to heavy
redemptions.  I  normally  try to keep at least 25% of the Fund in fairly liquid
issues,  but  the  level of redemptions was too much for this reserve. It became
increasingly  difficult  to  sell  assets  in  a very illiquid market, and those
securities  which  I  did  sell  off  to meet redemptions significantly hurt the
Fund's net asset value. The high-yield market has begun to rally, first with the
more  liquid and higher-quality issues. If this rally continues, we look for the
lower  rated securities to participate. Of course, there is no guarantee how the
high  yield  market will perform in the future. In the short run, the technicals
are  positive.  The  economy  has proven resilient, and investors have found the
yields  offered  by  high yield assets to be attractive. Looking forward, I will
still  focus  on  special  situations,  but  with  renewed emphasis on defensive
industries.  With the global situation so uncertain, it makes sense to take some
risk off the table. I apologize sincerely for not doing it earlier.

           Very truly yours,


         [Roger King signature logo]


           Roger King

           Portfolio Manager

November 16, 1998

New York, N.Y.

* Total return includes reinvestment of dividends and any capital gains paid.

**Distribution  rate per share is based upon dividends per share paid from net
investment income during the period, divided by the net asset value per share at
the end of the period, adjusted for capital gain distributions.

***SOURCE:  MERRILL  LYNCH, PIERCE, FENNER AND SMITH INC. -- The Merrill Lynch
High-Yield  Master  II Index is a market capitalization weighted index including
all  domestic  and Yankee high-yield bonds with at least $100 million par amount
outstanding and greater than or equal to one year to maturity.



<PAGE>

DREYFUS HIGH YIELD SECURITIES FUND                           OCTOBER 31, 1998
- -----------------------------------------------------------------------------

   COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN DREYFUS HIGH YIELD
       SECURITIES FUND AND THE MERRILL LYNCH HIGH YIELD MASTER II INDEX
[Exhibit A:
                                    Dollars

$12,167

Merrill Lynch High Yield Master II Index*

$11,685

Dreyfus High Yield Securities Fund

*Source: Merrill Lynch, Pierce, Fenner and Smith Inc.]

Average Annual Total Returns
- -------------------------------------------------------------------------------

           One Year Ended                     From Inception (3/25/96)

          October 31, 1998                       to October 31, 1998




              (16.28)%                                  6.17%
- ---------

Past performance is not predictive of future performance.

The  above  graph  compares  a  $10,000  investment  made  in Dreyfus High Yield
Securities  Fund on 3/25/96 (Inception Date) to a $10,000 investment made in the
Merrill Lynch High Yield Master II Index on that date. For comparative purposes,
the value of the Index on 3/31/96 is used as the beginning value on 3/25/96. All
dividends and capital gain distributions are reinvested.

The Fund seeks to achieve its objective by investing in lower rated fixed-income
securities,  commonly known as "Junk Bonds." The Fund's performance shown in the
line  graph  takes  into  account  all applicable fees and expenses. The Merrill
Lynch  High  Yield  Master  II  Index  is a market capitalization weighted index
including  all  domestic  and yankee high-yield bonds with at least $100 million
par  amount  outstanding and greater than or equal to one year to maturity. Both
interest  and  price  changes  for  the  Index  are calculated daily based on an
accrued  schedule  and  trader  pricing.  The  Index  does not take into account
charges,   fees  and  other  expenses.  Further  information  relating  to  Fund
performance,  including  expense  reimbursements, if applicable, is contained in
the Financial Highlights section of the Prospectus and elsewhere in this report



<PAGE>
<TABLE>
DREYFUS HIGH YIELD SECURITIES FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS                                     OCTOBER 31, 1998

                                                                                                  Principal
Bonds and Notes--74.5%                                                                             Amount            Value
- -------------------------------------------------------
                                                                                               ______________    ______________
<S>                                                                                            <C>               <C>
         Aircraft & Aerospace--.7%  Aircraft Lease Portfolio Securitisation 96-1

                                        Pass Through Trust, Ctfs.,

                                        Cl. D, 12.75%, 2006  . . . . . . . . . . . . . . .    $.......950,088   $       902,584
                                                                                                                  _____________

                Broadcasting--3.1%  ACME Intermediate Holdings/Finance,

                                        Sr. Discount Notes, Ser.B, Zero Coupon, 2002 . . .          1,200,000 (a)       702,000

                                    ACME Television/Finance,

                                        Sr. Discount Notes, Ser. B, Zero Coupon, 2000  . .          1,100,000 (a)       841,500

                                    Scandinavian Broadcasting System,

                                        Conv. Sub. Notes., 7%, 2004  . . . . . . . . . . .          2,500,000         2,437,500

                                                                                                                  _____________

                                                                                                                      3,981,000

                                                                                                                  _____________

          Building Materials--5.1%  FWT,

                                        Sr. Sub. Notes, 9.875%, 2007 . . . . . . . . . . .          5,000,000         2,937,500

                                    ICF Kaiser International:

                                        Sr. Sub. Notes, 13%, 2003  . . . . . . . . . . . .          6,585,000         2,732,775

                                        Sr. Sub. Notes, 13%, 2003 (Units)  . . . . . . . .          2,438,000 (b)     1,011,770

                                                                                                                  _____________

                                                                                                                      6,682,045

                                                                                                                  _____________

            Cable Television--2.2%  OnePoint Communications,

                                        Sr. Notes, 14.50%, 2008 (Units)  . . . . . . . . .          3,000,000 (b,c)   1,365,000

                                    Star Choice Communications,

                                        Sr. Secured Notes, 13%, 2005 (Units) . . . . . . .            500,000 (b)       472,500

                                    Supercanal Holdings,

                                        Sr. Notes, 11.50%, 2005  . . . . . . . . . . . . .          2,000,000 (c)       960,000

                                                                                                                  _____________

                                                                                                                      2,797,500

                                                                                                                  _____________

       Commercial Mortgage

          Pass-Through Ctfs.--1.3%  Structured Asset Securities,

                                        REMIC:

                                           Ser. Greenpoint 1996-A, Cl. B5, 8.371%, 2027  .            281,039 (c,d)     227,049

                                           Ser. Greenpoint 1996-A, Cl. B6, 8.371%, 2027  .            351,842 (c,d)      87,961

                                           Ser. 1996-CFL, Cl. H, 7.75%, 2028 . . . . . . .          1,750,000 (c)     1,382,500

                                                                                                                  _____________

                                                                                                                      1,697,510

                                                                                                                  _____________

                    Consumer--3.9%  Northeast Optic Network,

                                        Sr. Notes, 12.75%, 2008  . . . . . . . . . . . . .          3,000,000         2,655,000

                                    Packaging Resources,

                                        Sr. Secured Notes, 13%, 2003 . . . . . . . . . . .          2,268,450         1,640,102

                                    Syratech,

                                        Sr. Notes, 11%, 2007 . . . . . . . . . . . . . . .          1,000,000           785,000

                                                                                                                  _____________

                                                                                                                      5,080,102

                                                                                                                  _____________

                      Energy--5.8%  Belden & Blake,

                                        Sr. Sub. Notes, 9.875%, 2007 . . . . . . . . . . .          3,000,000         2,385,000

                                    Petsec Energy,

                                        Sr. Sub. Notes, 9.50%, 2007  . . . . . . . . . . .          2,600,000         2,093,000

                                    Seven Seas Petroleum,

                                        Sr. Notes, Ser. B, 12.50%, 2005  . . . . . . . . .          3,000,000         2,265,000

<PAGE>


DREYFUS HIGH YIELD SECURITIES FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)                         OCTOBER 31, 1998

                                                                                                  Principal
Bonds and Notes (continued)                                                                         Amount            Value
- -------------------------------------------------------
                                                                                               ______________    ______________

   Energy (continued) Sitel,

                                        Notes, 9.25%, 2006 . . . . . . . . . . . . . . . .     $....1,000,000   $       855,000

                                                                                                                  _____________

                                                                                                                      7,598,000

                                                                                                                  _____________

               Entertainment--2.2%  Booth Creek Ski Holdings,

                                        Sr. Notes, Ser. B, 12.50%, 2007  . . . . . . . . .          3,000,000         2,805,000

                                                                                                                  _____________

         Foods and Beverages--1.2%  Cuddy International,

                                        Sr. Notes, 10.75%, 2007  . . . . . . . . . . . . .          2,000,000         1,610,000

                                                                                                                  _____________

                   Publishing--.7%  WAM ! NET,

                                        Sr. Discount Notes, Zero Coupon, 2002 (Units)  . .          1,750,000 (a,b,c)   883,750

                                                                                                                  _____________

              Residential Mortgage

          Pass-Through Ctfs.--2.3%  Chase Mortgage Finance,

                                        Ser. 1994-E, Cl. B6, 6.25%, 2010 . . . . . . . . .            400,682 (c)       112,191

                                    Citicorp Mortgage Securities,

                                        REMIC, Ser. 1994-9, Cl. B2, 5.75%, 2009  . . . . .            468,190 (c)       131,093

                                    GE Capital Mortgage Services:

                                        Home Equity Loan Pass-Through Ctfs.,

                                           Ser. 1994-HE4, Cl. B5, 9.323%, 2026 . . . . . .          1,519,160 (c,d)     349,407

                                        REMIC:

                                           Ser. 1993-13, Cl. B5, 6%, 2008  . . . . . . . .            453,743 (c)       127,048

                                           Ser. 1994-15, Cl. B5, 6%, 2009  . . . . . . . .            713,230 (c)       199,704

                                           Ser. 1994-21, Cl. B5, 6.50%, 2009 . . . . . . .            937,623 (c)       262,534

                                           Ser. 1996-10, Cl. B5, 6.75%, 2011 . . . . . . .            337,536 (c)        94,510

                                           Ser. 1996-12, Cl. B5, 7.25%, 2011 . . . . . . .            395,386 (c)       110,708

                                           Ser. 1996-14, Cl. 2B5, 7.25%, 2011  . . . . . .            405,870 (c)       113,644

                                    MORSERV,

                                        Ser. 1996-1, Cl. B5, 7%, 2011  . . . . . . . . . .            472,684 (c)       132,351

                                    Norwest Asset Securities:

                                        Ser. 1996-8, Cl. B4, 7.50%, 2026 . . . . . . . . .            123,857 (c)       108,452

                                        Ser. 1996-8, Cl. B5, 7.50%, 2026 . . . . . . . . .            184,590 (c)        51,685

                                        Ser. 1997-11. Cl. B4, 7%, 2027 . . . . . . . . . .            247,102 (c)       200,693

                                        Ser. 1997-11, Cl. B5, 7%, 2027 . . . . . . . . . .            370,653 (c)       103,783

                                        Ser. 1997-15, Cl. B4, 6.75%, 2012  . . . . . . . .            408,288 (c)       340,027

                                        Ser. 1997-15, Cl. B5, 6.75%, 2012  . . . . . . . .            244,747 (c)        68,529

                                        Ser. 1997-16, Cl. B5, 6.75%, 2027  . . . . . . . .            298,040 (c)        83,451

                                    Prudential Home Mortgage Securities,

                                        REMIC, Ser. 1996-7, Cl. B5, 6.75%, 2011  . . . . .            830,821 (c)       232,630

                                    Residential Accredit Loans,

                                        REMIC, Ser. 1997-QS6:

                                           Cl. B2, 7.50%, 2012 . . . . . . . . . . . . . .            151,926 (c)       131,558

                                           Cl. B3, 7.50%, 2012 . . . . . . . . . . . . . .            355,205 (c)        99,457

                                                                                                                  _____________

                                                                                                                      3,053,455

                                                                                                                  _____________

<PAGE>


DREYFUS HIGH YIELD SECURITIES FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)                         OCTOBER 31, 1998

                                                                                                  Principal
Bonds and Notes (continued)                                                                         Amount            Value
- -------------------------------------------------------
                                                                                               ______________    ______________
         Retail--2.4% Discovery Zone:

                                        Sr. Secured Notes, 13.50%, 2002  . . . . . . . . .    $....4,500,000     $    2,632,500

                                        Sr. Secured Notes, 13.50%, 2002 (Units)  . . . . .            500,000 (b)       502,500

                                                                                                                  _____________

                                                                                                                      3,135,000

                                                                                                                  _____________

                    Shipping--4.8%  Alpha Shipping,

                                        Sr. Notes, Ser. A, 9.50%, 2008 . . . . . . . . . .          5,000,000         2,675,000

                                    American President Lines,

                                        Sr. Notes, 7.125%, 2003  . . . . . . . . . . . . .          3,185,000         2,582,927

                                    Holt Group,

                                        Sr. Notes, 9.75%, 2006 . . . . . . . . . . . . . .          1,500,000           982,500

                                                                                                                  _____________

                                                                                                                      6,240,427

                                                                                                                  _____________

                        Steel--.1%  NSM Steel,

                                        Sr. Sub. Mortgage Notes,
                                        Ser. B, 12.25%, 2008 (Units) . . . . . . . . . . .          1,750,000 (b,c)      96,250

                                                                                                                  _____________

      Telecommunications/

                   Carriers--24.9%  Bell Technology Group,

                                        Sr. Notes, 13%, 2005 (Units) . . . . . . . . . . .          3,000,000 (b)     2,475,000

                                    Bestel,

                                        Sr. Discount Notes, Zero Coupon, 2001 (Units)  . .          5,000,000 (a,b)   2,843,750

                                    Concentric Network,

                                        Sr. Notes, 12.75%, 2007  . . . . . . . . . . . . .          2,747,000 (c)     2,431,095

                                    DTI Holdings:

                                        Sr. Discount Notes, Zero Coupon, 2003  . . . . . .          3,000,000 (a)     1,005,000

                                        Sr. Discount Notes, Zero Coupon, 2003 (Units)  . .          1,750,000 (a,b)     603,750

                                    FirstWorld Communications,

                                        Sr. Discount Notes, Zero Coupon, 2003 (Units)  . .          5,500,000 (a,b)   1,677,500

                                    Focal Communications,

                                        Sr. Discount Notes, Zero Coupon, 2003  . . . . . .          3,000,000 (a)     1,500,000

                                    MGC Communications:

                                        Sr. Secured Notes, Ser. B, 13%, 2004 . . . . . . .          4,500,000         3,172,500

                                        Sr. Secured Notes, 13%, 2004 (Units) . . . . . . .          3,000,000 (b)     2,325,000

                                    Poland Telecom Finance,

                                        Gtd. Sr. Notes, 14%, 2007 (Units)  . . . . . . . .          6,750,000 (b)     6,648,750

                                    RSL Communications,

                                        Gtd. Sr. Notes, 12.25%, 2006 . . . . . . . . . . .            196,000           199,430

                                    Rhythms NetConnections,

                                        Sr. Discount Notes, Zero Coupon, 2003 (Units)  . .          5,000,000 (b,c)   1,625,000

                                    USN Communications,

                                        Sr. Discount Notes, Ser. B, Zero Coupon, 2000  . .          9,900,000 (a)     4,009,500

                                    Versatel Telecom,

                                        Sr. Notes, 13.25%, 2008 (Units)  . . . . . . . . .          2,000,000 (b,c)   1,870,000

                                                                                                                  _____________

                                                                                                                     32,386,275

                                                                                                                  _____________

<PAGE>


DREYFUS HIGH YIELD SECURITIES FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)                         OCTOBER 31, 1998

                                                                                                  Principal
Bonds and Notes (continued)                                                                         Amount            Value
- -------------------------------------------------------
                                                                                               ______________    ______________
Transportation--7.7%  Fine Air Services,

                                        Sr. Notes, 9.875%, 2008  . . . . . . . . . . . . .     $....5,000,000 (c)  $  4,462,500

                                    Golden Ocean Group,

                                        Sr. Notes, 10%, 2001 . . . . . . . . . . . . . . .          6,000,000         2,130,000

                                    Park N View,

                                        Sr. Notes, 13%, 2008 (Units) . . . . . . . . . . .          1,000,000 (b)       835,000

                                    Teletrac,

                                        Sr. Notes, 14%, 2007 (Units) . . . . . . . . . . .            750,000 (b)       491,250

                                    Terminal R.R. Association,

                                        First Mortgage, 4%, 2019 . . . . . . . . . . . . .             57,000            42,800

                                    ValuJet,

                                        Sr. Notes, 10.25%, 2001  . . . . . . . . . . . . .          3,000,000         2,085,000

                                                                                                                  _____________

                                                                                                                     10,046,550

                                                                                                                  _____________

                   Wireless

              Communications--6.1%  American Mobile Satellite/AMSC Acquisition:

                                        Sr. Notes, 12.25%, 2008  . . . . . . . . . . . . .          2,500,000         1,162,500

                                        Sr. Notes, 12.25%, 2008 (Units)  . . . . . . . . .            500,000 (b)       237,500

                                    Comunicacion Celular:

                                        Bonds, Zero Coupon, 2000 . . . . . . . . . . . . .          1,000,000 (a)       657,500

                                        Sr. Discount Notes, Zero Coupon, 2003  . . . . . .          2,750,000 (a)     1,808,125

                                    Conecel Holdings,

                                        Secured Notes, 14%, 2000 (Units) . . . . . . . . .          2,000,000 (b,c)     755,000

                                    Consorcio Ecuatoriano,

                                        Notes, 14%, 2002 . . . . . . . . . . . . . . . . .          1,000,000           377,500

                                    Ionica,

                                        Sr. Discount Notes, Zero Coupon, 2002  . . . . . .          2,000,000 (a,e)      70,000

                                    Occidente y Caribe Celular,

                                        Sr. Discount Notes, Zero Coupon, 2001  . . . . . .          2,910,000 (a)     2,007,900

                                    OrbCommunications Global/Capital,

                                        Sr. Notes, 14%, 2004 . . . . . . . . . . . . . . .          1,000,000           895,000

                                                                                                                  _____________

                                                                                                                      7,971,025

                                                                                                                  _____________

                                    TOTAL BONDS AND NOTES

                                        (cost $135,962,639)  . . . . . . . . . . . . . . .                        $  96,966,473

                                                                                                                  _____________


Equity-Related Securities--28.6%                                                                    Shares
- ---------------------------------------------------------

                                                                                                ______________

Preferred Stocks--26.9%

   Broadcasting--3.6% Pegasus Media & Communications,

                                        Ser. A, Cum., $127.50  . . . . . . . . . . . . . .              4,777    $    4,681,460

                                                                                                                  _____________

            Cable Television--4.2%  Echostar Communications,

                                        Ser. C, Cum. Conv., $3.375 . . . . . . . . . . . .             90,000 (c)     5,445,000

                                                                                                                  _____________

                     Consumer--.5%  Paxson Communications,

                                        Cum., $125.00  . . . . . . . . . . . . . . . . . .                664           610,880
                                                                                                                  _____________

<PAGE>


DREYFUS HIGH YIELD SECURITIES FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)                         OCTOBER 31, 1998

Equity Related Securities (continued)                                                              Shares             Value
- -------------------------------------------------------
                                                                                              ______________     ______________

Preferred Stocks (continued)

         Energy--1.6% Clark USA,

                                        Sr. Cum., $115.00  . . . . . . . . . . . . . . . .              2,643    $    2,061,540

                                                                                                                  _____________

               Entertainment--5.7%  Paxson Communications,

                                        Cum., $132.50  . . . . . . . . . . . . . . . . . .              5,750 (c)     5,290,000

                                    Paxson Communications,

                                        Cum. Conv., $975 . . . . . . . . . . . . . . . . .                206 (c)     2,059,000

                                                                                                                  _____________

                                                                                                                      7,349,000

                                                                                                                  _____________

                    Packaging--.5%  SF Holdings Group,

                                        Cum., $137.50 (Units)  . . . . . . . . . . . . . .              1,067 (b,c)     688,215

                                                                                                                  _____________

                  Publishing--3.8%  Day International Group,

                                        Cum., $122.50  . . . . . . . . . . . . . . . . . .              5,310 (c)     4,964,850

                                                                                                                  _____________

                Supermarkets--2.1%  Supermarkets General,

                                        Cum., $3.52  . . . . . . . . . . . . . . . . . . .             96,000         2,748,000

                                                                                                                  _____________

          Telecommunications--4.9%  Concentric Network,

                                        Cum. Conv., $135 . . . . . . . . . . . . . . . . .              3,103         2,327,250

                                    Hyperion Telecommunications,

                                        Ser. B, Cum., $128.75  . . . . . . . . . . . . . .              1,136           710,000

                                    WinStar Communications,

                                        Cum., Ser. C, $142.50  . . . . . . . . . . . . . .              5,000         3,400,000

                                                                                                                  _____________

                                                                                                                      6,437,250

                                                                                                                  _____________

                                    TOTAL PREFERRED STOCKS . . . . . . . . . . . . . . . .                           34,986,195

                                                                                                                  _____________

Warrants--1.7%

                   Automotive--.0%  Glasstech  . . . . . . . . . . . . . . . . . . . . . .              2,000 (f)         2,500

                                                                                                                  _____________

                 Broadcasting--.5%  Spanish Broadcasting System  . . . . . . . . . . . . .              3,000 (c,f)     615,000

                                                                                                                  _____________

                        Cable--.1%  Pegasus Media & Communications . . . . . . . . . . . .              5,000 (f)       162,500

                                                                                                                  _____________

                      Consumer-.0%  Discovery Zone . . . . . . . . . . . . . . . . . . . .              4,500 (f)            45

                                                                                                                  _____________

                 Supermarkets--.0%  Electronic Retailing Systems . . . . . . . . . . . . .              1,250 (f)         6,250

                                                                                                                  _____________

           Telecommunications--.6%  Advanced Radio Telecom . . . . . . . . . . . . . . . .             30,000 (f)       199,800

                                    Concentric Network . . . . . . . . . . . . . . . . . .              5,850 (f)       410,231

                                    Hyperion Telecommunications  . . . . . . . . . . . . .              1,000 (f)        53,496

                                    MGC Communications . . . . . . . . . . . . . . . . . .              3,000 (f)       131,190

                                    RSL Communications . . . . . . . . . . . . . . . . . .                880 (f)        88,110

                                                                                                                  _____________

                                                                                                                        882,827

                                                                                                                _____________

               Transportation--.0%  Golden Ocean Group . . . . . . . . . . . . . . . . . .              3,000 (f)        15,375

                                    HighwayMaster Communications . . . . . . . . . . . . .              4,000 (f)           140

                                                                                                                  _____________

                                                                                                                         15,515

                                                                                                                  _____________

<PAGE>


DREYFUS HIGH YIELD SECURITIES FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)                         OCTOBER 31, 1998

Equity Related Securities (continued)                                                           Shares                Value
- -------------------------------------------------------
                                                                                           ______________        ______________

Warrants (continued)

         Wireless

               Communications--.5%  American Mobile Satellite  . . . . . . . . . . . . . .              2,500 (f)  $     12,088

                                    Comunicacion Celular . . . . . . . . . . . . . . . . .              1,000 (f)        60,125

                                    Iridium    . . . . . . . . . . . . . . . . . . . . . .              1,000 (f)       140,125

                                    Microcell Telecommunications . . . . . . . . . . . . .             16,000 (f)       290,000

                                    Occidente y Caribe Celular . . . . . . . . . . . . . .              7,640 (f)       130,835

                                                                                                                  _____________

                                                                                                                        633,173

                                                                                                                  _____________

                                    TOTAL WARRANTS . . . . . . . . . . . . . . . . . . . .                            2,317,810

                                                                                                                  _____________

                                    TOTAL EQUITY-RELATED SECURITIES

                                        (cost $40,473,677) . . . . . . . . . . . . . . . .                        $  37,304,005

                                                                                                                  _____________


TOTAL INVESTMENTS (cost $176,436,316). . . . . . . . . . . . . . . . . . . . . . . . . . .             103.1%      $134,270,478

                                                                                                      _______     _____________


LIABILITIES, LESS CASH AND RECEIVABLES . . . . . . . . . . . . . . . . . . . . . . . . . .             (3.1)%    $   (4,046,421)
                                                                                                      _______     _____________

NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             100.0%      $130,224,057
                                                                                                      _______     _____________

Notes to Statement of Investments:
- -----------------------------------------------------------------------------

(a) Zero coupon  until  year  shown at which time a stated coupon rate becomes
    effective.

(b) With warrants to purchase common stock.

(c) Securities exempt  from registration under Rule 144A of the Securities Act
    of 1933.  These securities  may  be  resold  in  transactions  exempt  from
    registration, normally to qualified institutional buyers. At October 31,
    1998, these securities amounted to $38,261,625 or 29.4% of net assets.

(d) Variable rate security--interest rate subject to periodic change.

(e) Non-income producing--security in default.

(f) Non-income producing security.

                      SEE NOTES TO FINANCIAL STATEMENTS.

<PAGE>
</TABLE>
<TABLE>

DREYFUS HIGH YIELD SECURITIES FUND
- -----------------------------------------------------------------------------

STATEMENT OF ASSETS AND LIABILITIES                          OCTOBER 31, 1998

                                                                                                     Cost             Value
                                                                                                _____________     _____________
<S>                                                                                              <C>               <C>
ASSETS:                          Investments in securities--See Statement of Investments . .     $176,436,316      $134,270,478

                                 Cash  . . . . . . . . . . . . . . . . . . . . . . . . . .                              536,408

                                 Dividends and interest receivable . . . . . . . . . . . .                            3,914,298

                                 Receivable for investment securities sold . . . . . . . .                              506,425

                                 Receivable for shares of Beneficial Interest subscribed . .                            116,652

                                 Prepaid expenses and other assets . . . . . . . . . . . .                               18,154

                                                                                                                  _____________

                                                                                                                    139,362,415

                                                                                                                  _____________

LIABILITIES:                     Due to The Dreyfus Corporation and affiliates . . . . . .                               84,877

                                 Due to Distributor  . . . . . . . . . . . . . . . . . . .                               30,150

                                 Bank loans payable--Note 2  . . . . . . . . . . . . . . .                            8,500,000

                                 Payable for shares of Beneficial Interest redeemed  . . .                              387,832

                                 Interest payable--Note 2  . . . . . . . . . . . . . . . .                               80,652

                                 Accrued expenses  . . . . . . . . . . . . . . . . . . . .                               54,847

                                                                                                                  _____________

                                                                                                                      9,138,358

                                                                                                                  _____________

NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                         $130,224,057

                                                                                                                  _____________


REPRESENTED BY:                  Paid-in capital . . . . . . . . . . . . . . . . . . . . .                         $177,028,083

                                 Accumulated undistributed investment income--net  . . . .                            2,662,442

                                 Accumulated net realized gain (loss) on investments . . .                           (7,300,630)

                                 Accumulated net unrealized appreciation (depreciation)

                                   on investments--Note 4(b) . . . . . . . . . . . . . . .                          (42,165,838)

                                                                                                                  _____________

NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                         $130,224,057

                                                                                                                  _____________


SHARES OUTSTANDING

(UNLIMITED NUMBER OF $.001 PAR VALUE SHARES OF BENEFICIAL INTEREST AUTHORIZED) . . . . . .                           11,769,174

NET ASSET VALUE, offering and redemption price per share--Note 3(d). . . . . . . . . . . .                               $11.06

                                                                                                                        _______


                      SEE NOTES TO FINANCIAL STATEMENTS.

<PAGE>

</TABLE>
<TABLE>

DREYFUS HIGH YIELD SECURITIES FUND
- -----------------------------------------------------------------------------

STATEMENT OF OPERATIONS                           YEAR ENDED OCTOBER 31, 1998

INVESTMENT INCOME
<S>                                                                                              <C>                <C>
INCOME:                          Interest  . . . . . . . . . . . . . . . . . . . . . . . .       $ 19,189,873

                                 Cash dividends  . . . . . . . . . . . . . . . . . . . . .          2,883,312

                                                                                                 ____________

                                    Total Income . . . . . . . . . . . . . . . . . . . . .                          $22,073,185

EXPENSES:                        Management fee--Note 3(a) . . . . . . . . . . . . . . . .          1,188,069

                                 Shareholder servicing costs--Note 3(b)  . . . . . . . . .            556,821

                                 Interest expense--Note 2  . . . . . . . . . . . . . . . .            276,166

                                 Registration fees . . . . . . . . . . . . . . . . . . . .             64,628

                                 Professional fees . . . . . . . . . . . . . . . . . . . .             44,754

                                 Prospectus and shareholders' reports  . . . . . . . . . .             35,190

                                 Custodian fees--Note 3(b) . . . . . . . . . . . . . . . .             14,662

                                 Trustees' fees and expenses--Note 3(c)  . . . . . . . . .             10,962

                                 Miscellaneous . . . . . . . . . . . . . . . . . . . . . .             13,696

                                                                                                 ____________

                                    Total Expenses . . . . . . . . . . . . . . . . . . . .                            2,204,948

                                                                                                                   ____________

INVESTMENT INCOME--NET . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                           19,868,237

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS--Note 4:

                                 Net realized gain (loss) on investments . . . . . . . . .      $  (7,282,385)

                                 Net unrealized appreciation (depreciation) on investments . .    (46,390,352)

                                                                                                 ____________

NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS . . . . . . . . . . . . . . . . . .                          (53,672,737)

                                                                                                                   ____________

NET (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS . . . . . . . . . . . . . . . . . .                         $(33,804,500)

                                                                                                                   ____________

                      SEE NOTES TO FINANCIAL STATEMENTS.

<PAGE>

</TABLE>
<TABLE>

DREYFUS HIGH YIELD SECURITIES FUND
- -----------------------------------------------------------------------------

STATEMENT OF CHANGES IN NET ASSETS

                                                                                           Year Ended           Year Ended
                                                                                        October 31, 1998     October 31, 1997*
                                                                                        ________________     ________________
<S>                                                                                        <C>                  <C>
OPERATIONS:

  Investment income--net . . . . . . . . . . . . . . . . . . . . . . . . . . . .           $  19,868,237        $    7,668,676

  Net realized gain (loss) on investments  . . . . . . . . . . . . . . . . . . .              (7,282,385)               64,049

  Net unrealized appreciation (depreciation) on investments  . . . . . . . . . .             (46,390,352)            3,314,766

                                                                                           _____________         _____________

    Net Increase (Decrease) in Net Assets Resulting from Operations  . . . . . .             (33,804,500)           11,047,491

                                                                                           _____________         _____________

DIVIDENDS TO SHAREHOLDERS FROM:

  Investment income--net . . . . . . . . . . . . . . . . . . . . . . . . . . . .             (19,328,799)           (6,607,356)

  Net realized gain on investments . . . . . . . . . . . . . . . . . . . . . . .                (141,121)             (539,351)

                                                                                           _____________         _____________

    Total Dividends  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             (19,469,920)           (7,146,707)

                                                                                           _____________         _____________

BENEFICIAL INTEREST TRANSACTIONS:

  Net proceeds from shares sold  . . . . . . . . . . . . . . . . . . . . . . . .             190,636,895           157,007,092

  Dividends reinvested . . . . . . . . . . . . . . . . . . . . . . . . . . . . .              13,452,641             5,302,674

  Cost of shares redeemed  . . . . . . . . . . . . . . . . . . . . . . . . . . .            (141,818,296)          (70,647,404)

  Redemption fee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                 409,632               397,609

                                                                                           _____________         _____________

    Increase (Decrease) in Net Assets from Beneficial Interest Transactions  . .              62,680,872            92,059,971

                                                                                           _____________         _____________

       Total Increase (Decrease) in Net Assets . . . . . . . . . . . . . . . . .               9,406,452            95,960,755

NET ASSETS:

  Beginning of Period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             120,817,605            24,856,850

                                                                                           _____________         _____________

  End of Period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            $130,224,057          $120,817,605

                                                                                           _____________         _____________


UNDISTRIBUTED INVESTMENT INCOME--NET . . . . . . . . . . . . . . . . . . . . . .          $    2,662,442        $    1,315,763

                                                                                           _____________         _____________

                                                                                              Shares               Shares

                                                                                           _____________         _____________

CAPITAL SHARE TRANSACTIONS:

  Shares sold  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .              12,746,280            10,939,518

  Shares issued for dividends reinvested . . . . . . . . . . . . . . . . . . . .                 957,437              378, 089

  Shares redeemed  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             (10,120,402)           (4,928,619)

                                                                                           _____________         _____________

  Net Increase (Decrease) in Shares Outstanding  . . . . . . . . . . . . . . . .               3,583,315             6,388,988
                                                                                           _____________         _____________
- ------------------------

*  Restated to conform to current year presentation.

                      SEE NOTES TO FINANCIAL STATEMENTS.

<PAGE>

</TABLE>
<TABLE>

DREYFUS HIGH YIELD SECURITIES FUND
- -----------------------------------------------------------------------------

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.


                                                       Year Ended October 31,

                                                        ________________________


PER SHARE DATA:                                                                                 1998        1997(1)      1996(2)
                                                                                               ______       ______       ______
<S>                                                                                            <C>          <C>          <C>
   Net asset value, beginning of period  . . . . . . . . . . . . . . . . . . . . . . .         $14.76       $13.83       $12.50
                                                                                               ______       ______       ______

   Investment Operations:

   Investment income--net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           1.55         1.58          .69

   Net realized and unrealized gain (loss)

       on investments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          (3.69)        1.05         1.19
                                                                                               ______       ______       ______

   Total from Investment Operations  . . . . . . . . . . . . . . . . . . . . . . . . .          (2.14)        2.63         1.88
                                                                                               ______       ______       ______

   Distributions:

   Dividends from investment income--net . . . . . . . . . . . . . . . . . . . . . . .          (1.57)       (1.56)        (.55)

   Dividends from net realized gain on investments . . . . . . . . . . . . . . . . . .           (.02)        (.23)          --
                                                                                               ______       ______       ______

   Total Distributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          (1.59)       (1.79)        (.55)
                                                                                               ______       ______       ______

   Redemption fees added to paid-in capital  . . . . . . . . . . . . . . . . . . . . .            .03(3)       .09(3)        --
                                                                                               ______       ______       ______

   Net asset value, end of period  . . . . . . . . . . . . . . . . . . . . . . . . . .         $11.06       $14.76       $13.83
                                                                                               ______       ______       ______

TOTAL INVESTMENT RETURN. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         (16.28%)      21.13%       25.14%

RATIOS/SUPPLEMENTAL DATA:

   Ratio of operating expenses to average net assets . . . . . . . . . . . . . . . . .           1.06%         .71%         .02%(4)

   Ratio of interest expense to average net assets . . . . . . . . . . . . . . . . . .            .15%         .34%         .27%(4)

   Ratio of net investment income

       to average net assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          10.87%       11.72%       11.33%(4)

   Decrease reflected in above expense ratios

       due to undertakings by the Manager  . . . . . . . . . . . . . . . . . . . . . .             --          .43%        1.55%(4)

   Portfolio Turnover Rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         117.34%      252.50%      233.62%(5)

   Net Assets, end of period (000's Omitted) . . . . . . . . . . . . . . . . . . . . .       $130,224     $120,818      $24,857
- -----------------------------

(1)  Restated to conform to current year presentation.

(2)  From March 25, 1996 (commencement of operations) to October 31, 1996.

(3)  Based on average shares outstanding at each month end.

(4)  Annualized.

(5)  Not annualized.

                      SEE NOTES TO FINANCIAL STATEMENTS.

<PAGE>

</TABLE>

DREYFUS HIGH YIELD SECURITIES FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS

NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:

   Dreyfus  High  Yield  Securities  Fund (the "Fund") is a separate diversified
series of Dreyfus Debt and Equity Funds (the "Company") which is registered
under the Investment Company Act of 1940, as amended (the "Act") as an open-end
management investment company and operates as a  series  company currently
offering six series, including the Fund. The Fund's investment  objective is to
maximize  total  return,  consisting  of  capital appreciation  and current
income. The Dreyfus Corporation (the "Manager") serves as the  Fund's investment
adviser. The Manager is a direct subsidiary of Mellon Bank, N.A. ("Mellon").
Premier Mutual Fund Services, Inc. (the "Distributor") is the  distributor  of
the  Fund's shares, which are sold to the public without a sales charge.

   On  August  5, 1998, the Company's Board of Trustees approved a change of the
Company' s  name from "Dreyfus Income Funds" to "Dreyfus Debt and Equity Funds".
This change became effective on August 13, 1998.

The Company accounts separately for the assets, liabilities and operations of
each  fund.  Expenses  directly  attributable  to  each fund are charged to that
fund' s  operations;  expenses  which  are applicable to all funds are allocated
among them on a pro rata basis.

   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  in  securities (excluding short-term
investments,  other than U.S. Treasury Bills) are valued each business day by an
independent  pricing  service  (" Service" ) approved  by the Board of Trustees.
Investments   for  which  quoted  bid  prices  are  readily  available  and  are
representative  of the bid side of the market in the judgment of the Service are
valued  at  the  mean  between the quoted bid prices (as obtained by the Service
from  dealers in such securities) and asked prices (as calculated by the Service
based  upon its evaluation of the market for such securities). Other investments
(which  constitute  a  majority of the portfolio securities) are carried at fair
value as determined by the Service, based on methods which include consideration
of:  yields  or prices of securities of comparable quality, coupon, maturity and
type;  indications  as  to  values  from dealers; and general market conditions.
Securities  for  which  there are no such valuations are valued at fair value as
determined  in  good  faith  under  the  direction  of  the  Board  of Trustees.
Short-term  investments, excluding U.S. Treasury Bills, are carried at amortized
cost,    which    approximates    value.

   (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. Dividend income is
recognized  on  the  ex-dividend  date  and  interest  income,  including, where
applicable,  amortization  of  discount  on  investments,  is  recognized on the
accrual  basis.  Under the terms of the custody agreement, the Fund received net
earnings  credits  of  $10,517 during the period ended October 31, 1998 based on
available cash balances left on deposit. Income earned under this arrangement is
included in interest income.

   (C)  DIVIDENDS  TO  SHAREHOLDERS: It is the policy of the Fund to declare and
pay  dividends quarterly from investment income-net. 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 of 1986, as amended (the "Code"). To
the  extent  that  net  realized  capital  gain  can  be  offset by capital loss
carryovers, if any, 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  Code,  and to make distributions of taxable income sufficient to relieve it
from substantially all Federal income and excise taxes.

<PAGE>


DREYFUS HIGH YIELD SECURITIES FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

   The  Fund  has  an  unused capital loss carryover of approximately $7,297,000
available  for  Federal  income  tax  purposes  to be applied against future net
securities  profits,  if  any,  realized  subsequent to October 31, 1998. If not
applied, the carryover expires in fiscal 2006.

During the period ended October 31, 1998, the Fund reclassified $807,241 from
paid-in  capital  to accumulated investment income. Net assets were not affected
by this reclassification.

NOTE 2--BANK LINES OF CREDIT:

   The  Fund  may  borrow  up  to  $10  million  for leveraging purposes under a
short-term  unsecured line of credit and participates with other Dreyfus-managed
funds  in  a  $100 million unsecured line of credit primarily to be utilized for
temporary  or  emergency  purposes,  including  the  financing  of  redemptions.
Interest  is charged to the Fund at rates which are related to the Federal Funds
rate in effect at the time of borrowings.

   The  average  daily  amount of borrowings outstanding under both arrangements
during the period ended
October  31,  1998 was approximately $4,668,900, with a related weighted average
annualized interest rate of 5.91%.

NOTE 3--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:

   (A)  Pursuant  to a management agreement with the Manager, the management fee
is computed at the annual rate of
 . 65  of  1%  of the value of the Fund's average daily net assets and is payable
monthly.

   (B)  Under the Shareholder Services Plan, the Fund pays the Distributor at an
annual rate of .25 of 1% of the value of the Fund's average daily net assets for
the  provision  of  certain services. The services provided may include personal
services  relating  to  shareholder  accounts,  such  as  answering  shareholder
inquiries  regarding  the  Fund and providing reports and other information, and
services related to the maintenance of shareholder accounts. The Distributor may
make  payments  to Service Agents (a securities dealer, financial institution or
other  industry  professional)  in  respect  of  these services. The Distributor
determines  the  amounts  to  be paid to Service Agents. During the period ended
October  31,  1998,  the  Fund  was charged $456,950 pursuant to the Shareholder
Services Plan.

The Fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of the
Manager,   under  a  transfer  agency  agreement  for  providing  personnel  and
facilities  to  perform transfer agency services for the Fund. During the period
ended  October  31,  1998, the Fund was charged $50,112 pursuant to the transfer
agency agreement.

The Fund compensates Mellon under a custody agreement for providing custodial
services  for  the  Fund. During the period ended October 31, 1998, the Fund was
charged $14,662 pursuant to the custody agreement.

   (C)  Each  trustee  who  is  not an "affiliated person" as defined in the Act
receives  from the Company an annual fee of $2,500 and an attendance fee of $500
per  meeting.  The  Chairman  of  the  Board  receives an additional 25% of such
compensation.

   (D)  A  1%  redemption  fee  is  charged  and retained by the Fund on certain
redemptions  of  Fund  shares (including redemptions through the use of the Fund
Exchanges  service)  where  the redemption or exchange occurs within a six-month
period following the date of issuance.

<PAGE>


DREYFUS HIGH YIELD SECURITIES FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE 4--SECURITIES TRANSACTIONS:

   The   aggregate  amount  of  purchases  and  sales  (including  paydowns)  of
investment  securities, excluding short-term securities, during the period ended
October 31, 1998, amounted to $272,838,389 and $211,818,436, respectively.

   At  October  31, 1998, accumulated net unrealized depreciation on investments
was  $42,165,838,  consisting  of  $3,162,067  gross unrealized appreciation and
$45,327,905 gross unrealized depreciation.

   At  October 31, 1998, 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).

<PAGE>


DREYFUS HIGH YIELD SECURITIES FUND
- -----------------------------------------------------------------------------

REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS

SHAREHOLDERS AND BOARD OF TRUSTEES

DREYFUS HIGH YIELD SECURITIES FUND

   We  have  audited  the  accompanying  statement  of  assets  and liabilities,
including  the  statement  of investments, of Dreyfus High Yield Securities Fund
(one  of the Funds constituting Dreyfus Debt and Equity Funds) as of October 31,
1998,  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 verification by
examination  of  securities  held  by  the  custodian as of October 31, 1998 and
confirmation  of  securities  not  held  by the custodian by correspondence with
others.  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  High  Yield  Securities  Fund  at  October 31, 1998, 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.





New York, New York

December 17, 1998

IMPORTANT TAX INFORMATION (UNAUDITED)

   For  Federal  tax  purposes,  the Fund hereby designates $.008 per share as a
long-term capital gain distribution of the $.4555 per share paid on December 19,
1997.

   The  Fund  also  designates  13.49% of the ordinary dividends paid during the
fiscal  year  ended  October  31, 1998 as qualifying for the corporate dividends
received  deduction.  Shareholders  will receive notification in January 1999 of
the percentage applicable to the preparation of their 1998 income tax returns.



<PAGE>



                                   (reg.tm)

                                   (reg.tm)

DREYFUS HIGH YIELD SECURITIES FUND

200 Park Avenue

New York, NY 10166

MANAGER

The Dreyfus Corporation

200 Park Avenue

New York, NY 10166

CUSTODIAN

Mellon Bank, N.A.

One Mellon Bank Center

Pittsburgh, PA 15258

TRANSFER AGENT &

DIVIDEND DISBURSING AGENT

Dreyfus Transfer, Inc.

P.O. Box 9671

Providence, RI 02940











Printed in U.S.A.                                             043AR9810

High Yield

Securities Fund

Annual Report

October 31, 1998





<PAGE>


- ------------------------------------------------------------------------------




DREYFUS SHORT TERM HIGH YIELD FUND
- -----------------------------------------------------------------------------

LETTER TO SHAREHOLDERS

Dear Shareholder:

   We  are  pleased  to provide you with this report for Dreyfus Short Term High
Yield  Fund  for the 12-month period ended October 31, 1998. During this period,
your  Fund  produced  a total return, including share price changes and dividend
income  generated,  of -2.18%.* Income dividends paid from net investment income
during  the  period  amounted  to approximately $1.215 per share, representing a
distribution rate per share of 10.52%.**

ECONOMIC REVIEW

   So  far  in  1998,  the  main  regions  of  the world have had very different
economic fundamentals. The U.S. entered the year with a strong economy near full
employment, with unemployment only slightly above 4%. The tight labor market led
the  Federal  Reserve Board to contemplate a rise in interest rates early in the
year.  The  U.S.  economy  cooled enough over the months that the Fed decided to
stand  pat.  Evidence  of  economic  cooling continued to accumulate and worries
about  the  world economy intensified. Financial stresses pushed the Fed to ease
credit  in  both  late  September  and  mid-October.  After many years of subpar
economic  growth,  continental Europe moved into a sustained economic expansion.
The overall European economy benefited as interest rates in peripheral countries
such  as  Spain  and  Italy  fell,  approaching  the lower levels established by
Germany,  on  the  eve  of  currency  unification.  Unlike  the U.S., Europe has
substantial  excess  capacity  of  productive  plant  and  labor.  In Asia, weak
economies  were  pervasive  as a result of the Asian financial crisis. The Latin
American  economies  weakened  as  the financial stresses spread throughout that
region.

   A  main  influence  on  the  U.S. economy this year was the foreign financial
crisis  and cooling of the world economy. The positive effects hit first. Actual
inflation  and  expected  inflation dropped, causing a decline in long-term U.S.
Treasury bond yields and mortgage rates. This caused a boom in housing. The fall
in inflation helped the consumer sector as more of the growth in consumer income
was  left  over  after  inflation to buy goods and services. Consumers benefited
from  a  combination  of  good  growth in income after inflation, a strong labor
market and past increases in the price of assets they owned.

   The  negative effect of Asian weakness was felt in the industrial sector more
than  in  the consumer sector. Corporate profits weakened, especially in sectors
affected  by  the Asian crisis such as world-traded commodities (oil, metals and
paper)  and  exports.  One  result of this industrial weakness was to cool off a
U.S.    economy    that    had    been    growing    rapidly.

   The  major  change  in  the  economic  outlook  over recent months has been a
downward  shift  in  expectations  for  world  economic  growth. A credit crunch
developed in emerging countries and former communist countries, sharply reducing
the   economic   outlook   for   Asia   and   Latin   America  as  well  as  for
commodity-exporting countries throughout the world. The effect on Europe and the
U.S. has been to lower expectations of profit growth and drive down bond yields

   Evidence  of  a  weaker  world  economy accumulated as the financial stresses
continued.  A  worsened financial crisis occurred between the Russian default in
mid-August  and  the fallout from the Long-Term Capital Management (a U.S. hedge
fund)  crisis  through  early  October.  However,  proactive steps were taken to
stabilize  the  Japanese  banks,  design  a support package for Brazil, and ease
monetary  policy. The prospects for world economic weakness and monetary ease in
the  major  countries will be powerfully influenced by whether foreign financial
stresses  calm  down  or  intensify  in the coming months. There appears to be a
shift in the priorities of key policymakers from fighting potential inflation to
restimulating future world economic growth.

MARKET OVERVIEW


<PAGE>

   After  a  strong  rally following the Asian crisis induced selloff in October
1997,  this  past summer saw the high-yield market drop to depths not seen since
1990.  Spreads  to  U.S.  Treasuries for the major high-yield indices widened to
over 700 basis points. Liquidity in the high-yield market dried up as distressed
sellers  of  high-yield  bonds  found  few  bidders,  even at increasingly lower
prices.  The  level  of  illiquidity in the high yield bond markets over August,
September  and October 1998 was unprecedented in market history, and resulted in
a dramatic across-the-board drop in high yield bond prices.

 The  principal  cause  of  this  was  an  acute  case  of risk aversion among
investors,  brought  about  by  negative  developments in the global economy. It
manifested  itself in a "flight to quality" as U.S. Treasuries rallied, and most
other  kinds  of credit risk-related securities declined in price and lost their
liquidity.  Among  the  hardest  hit  were  small-cap  and foreign equities, and
emerging market, high yield, and mortgage-related fixed income securities. Among
high  yield, the relatively lower quality bonds (those with "B" and "CCC" credit
quality) , significantly  underperformed  higher  quality high yield bonds ("BB"
credit rating).

   The  primary  catalyst  for  the market swoon was the collapse of the Russian
financial system, but its roots were deep in the Asian economic crisis. Domestic
recessions  and  currency  devaluations  in key Asian countries were expected to
cause  lower  demand  for  capital  goods  and lower world wide price levels for
manufacturing-related  items  ranging  from raw commodities to high-end consumer
items.  Fears  of  resulting  deflation were a key ingredient of a global credit
crunch  that  developed  this past summer. It is this credit crunch that hit the
high-yield market the hardest.

 Fundamentally,  very  little was wrong as far as "credit quality" issues with
the high-yield market as bankruptcy rates continued at the relatively low levels
of recent years. In fact, many high-yield issuers are meeting or exceeding their
business  plans.  What  became  overwhelmingly  bearish  this  past  summer were
technical  factors  primarily centered around the credit crunch. Many high-yield
companies  are  growing,  especially  in  telecommunications,  and require ready
access  to  harder-to-get  credit. On the trading side, the credit crunch caused
the major broker-dealers to reduce their commitments to trading capital, as well
as  their financing of leveraged investment vehicles, hedge funds in particular.
Concurrently,  bond  and stock mutual funds were facing significant redemptions,
especially  beginning  in  August  1998.  The  result  of  all this was an acute
imbalance  of  selling  over a short period of time this past summer. Prices for
high  yield  bonds dropped in a vacuum as hedge funds, broker-dealers and mutual
funds  all  tried  to  sell simultaneously. Those investors with cash sat on the
sidelines expecting bond prices to fall further.

 With  most  technical  perturbations  there  historically  has been usually a
corresponding  snap  back  to  the  mean.  In  times  of  financial  stress, the
high-yield  market  tends  to behave in line with the equity markets, but over a
longer time horizon the Treasury market is generally considered to have an equal
influence.  Unlike  equities,  high yield bonds offer big coupons for investors,
and  the  cash  flow  from those coupons has some value regardless of changes in
credit  assumptions.  In  fact,  the  high-yield market has begun to rebound: 1)
money  has  begun  flowing  back  into  high-yield mutual funds; 2) liquidity is
returning,  albeit  not  yet  at  the levels seen earlier this year; 3) fears of
worldwide economic troubles have waned; and 4) issuers are able to get new deals
priced.  Factors  influencing this new level of liquidity are the rebound in the
equity  markets  and  the  general perception that the domestic economy is still
strong  despite  a  slowdown  in  the  manufacturing  sector.  However,  in this
situation,  the  time  horizon  for  a  potentially  complete snapback will take
significantly longer than the historically dramatic price drops that occurred.

   Key  foreign markets appear to have pulled out of their nosedives and reached
some  sort  of  bottom.  The  recent  IMF  package for Brazil and actions by the
Japanese  government  to  shore up its banking system have positively influenced
investor  sentiment.  However,  the  U.S.  economy  is not an island in a sea of
global  economic  uncertainty.  It  is  too  early to tell if the world economic
picture  has  reached  bottom.  Commodities have dropped to the lowest levels in
recent  history. Deflation remains a worrisome risk. We must continue to monitor
events  in Brazil and Japan. The world has a long way to go to get back to where
it was earlier this year.

<PAGE>


PORTFOLIO FOCUS

   The  Dreyfus  Short  Term  High  Yield Fund performed better than the average
high-yield  fund  for  the  year  ended  October  31,  1998. *** (Because of the
relatively  unique  nature  of  the  Fund,  the  major reporting agencies (e.g.,
Lipper)  report  the Fund in a category with "long-term" high yield bond funds).
The  main  reason is that its limits on effective maturity and duration made the
Fund  less  vulnerable to the recent meltdown in the high-yield market. In fact,
the results would have been better if not for a few poor issue selections.

     The average effective maturity and duration of the Fund must be three years
or less. The primary goal of the Fund is to produce high current income with the
lower  interest  rate  and  credit risk theoretically afforded by a shorter time
horizon  on  the  investments.  This  concept  is  designed with an aim to lower
volatility  in total return induced by changes in interest rates or major market
movements.

   During  the  high-yield  upheaval  experienced  during  the third quarter and
October  of  1998,  U.S.  Treasuries  rallied during this period as risk-related
securities suffered price declines. Since the risk selloff was almost universal,
essentially  all high-yield securities, regardless of maturity, suffered to some
degree.  This  negatively  affected  the Fund's NAV (net asset value) during the
period.  In  addition,  several  issues  held  by  the Fund performed worse than
expected.   These  include  Discovery  Zone,  ICF  Kaiser  International,  Texfi
Industries  and  ValuJet.  Of this group, Discovery Zone is expected to have the
most significant long-term impairment.

 Overall,  the Fund is well positioned to benefit from the current snapback of
the  high-yield  market. The easing of the credit crunch combined with the rally
in  the  equity  market  have  allowed  high-yield  issuers  to  again  consider
refinancing  their  high coupon debt to the extent possible. This more favorable
refinancing  climate and the fact that its investments tend to be in more liquid
high-yield issues bode well for the Fund in the current high-yield market rally.
Of course, the Fund's actual results will depend on the length of the high yield
market' s  recovery,  and  whether our issue selection can take advantage of any
such rebound.

     The worldwide economic picture remains uncertain. Fears of deflation remain
one  of  the  worst threats facing the high-yield market. The Dreyfus Short Term
High Yield Fund is managed in an effort to provide high current income with less
exposure to market-moving events.

           Very truly yours,

         [Roger King signature logo]

           Roger King

           Portfolio Manager

November 16, 1998

New York, N.Y.

* Total return includes reinvestment of dividends and any capital gains paid.

**Distribution  rate per share is based upon dividends per share declared from
net  investment  income  during  the  period, divided by the net asset value per
share at the end of the period, adjusted for capital gain distributions.

***The  Dreyfus  Short  Term High Yield Fund produced a total return of -2.18%
for  the 1-year period ending October 31, 1998, and the average total return for
the Lipper high current yield category was -3.40% for the same period.



<PAGE>

DREYFUS SHORT TERM HIGH YIELD FUND                           OCTOBER 31, 1998
- -----------------------------------------------------------------------------

COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN DREYFUS SHORT TERM HIGH
 YIELD FUND WITH THE MERRILL LYNCH HIGH YIELD MASTER II INDEX AND A CUSTOMIZED
                         LIMITED TERM HIGH YIELD INDEX
[Exhibit A:
                                    Dollars

$11,790

Merrill Lynch High Yield Master II Index*

$11,716

Customized Limited Term High Yield Index*

$11,488

Dreyfus Short Term  High Yield Fund

*Source: Merrill Lynch, Pierce, Fenner and Smith Inc.]

Average Annual Total Returns
- --------------------------------------------------------------------------------

           One Year Ended                     From Inception (8/16/96)

          October 31, 1998                       to October 31, 1998




               (2.18)%                                  6.48%
- ---------------

Past performance is not predictive of future performance.

The  above  graph  compares a $10,000 investment made in Dreyfus Short Term High
Yield Fund on 8/16/96 (Inception Date) to a $10,000 investment made on that date
in  the  Merrill Lynch High Yield Master II Index (the "Merrill Index"), as well
as to a customized "Limited Term High Yield Index" which has been constructed by
The  Dreyfus  Corporation,  each  of  which  is  described below. The Customized
Limited  Term  High  Yield  Index  has been used by the Fund's portfolio manager
since  the  Fund's inception as a benchmark in managing the Fund, because of the
unique  nature  of  the  Fund  and  the  lack  of  a  representative broad-based
shorter-term high yield securities index. For comparative purposes, the value of
each  Index  on 8/31/96 is used as the beginning value on 8/16/96. All dividends
and  capital gain distributions are reinvested. The Customized Limited Term High
Yield Index is calculated on a year-to-year basis.

The  Fund  seeks to achieve its objective by investing in high yield securities,
and  by maintaining an average effective portfolio maturity and average duration
of  three  years  or  less. The Fund's performance shown in the line graph takes
into  account  all  applicable  fees and expenses. The Merrill Index is a market
capitalization weighted index including all domestic and Yankee high-yield bonds
with  at  least $100 million par amount outstanding and greater than or equal to
one year to maturity. Both interest and price changes are calculated daily based
on  an  accrued  schedule  and  trader pricing. The Customized Limited Term High
Yield  Index  is  composed  of  four  subindices  of  the  Merrill  Index. These
subindices,  blended  and  market  weighted,  are  (i) BB-rated, 1-3 years, (ii)
B-rated  1-3 years, (iii) BB-rated 3-5 years, and (iv) B-rated 3-5 years. Unlike
the  Customized  Limited Term High Yield Index, which is composed of bonds rated
no  lower  than "B," the Fund can invest in bonds with lower credit ratings than
"B" and as low as "D". The Merrill Index includes "C"-rated bonds. Neither Index
takes  into  account  charges,  fees  and  other  expenses.  Further information
relating  to  Fund performance, including expense reimbursements, if applicable,
is contained in the Financial Highlights section of the Prospectus and elsewhere
in this report.



<PAGE>
<TABLE>
DREYFUS SHORT TERM HIGH YIELD FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS                                     OCTOBER 31, 1998

                                                                                                Principal
Bonds and Notes--97.8%                                                                           Amount              Value
- ------------------------------------------------------
                                                                                             _____________        _____________
<S>                                                                                         <C>                  <C>
        Aircraft & Aerospace--2.7%  AM General,

                                        Sr. Notes, Ser. B, 12.875%, 2002 . . . . . . . .    $    2,000,000       $    1,810,000

                                    Aircraft Lease Portfolio Securitisation 96-1,

                                        Pass Through Trust, Ctfs.,

                                        Cl. D, 12.75%, 2006  . . . . . . . . . . . . . .           570,053              541,550

                                    America West Airlines Pass Through Trust,

                                        Pass Through Ctfs., Ser. 1996-1,

                                        Cl. D, 8.16%, 2002 . . . . . . . . . . . . . . .           443,680              448,142

                                    Burke Industries,

                                        Sr. Notes, 9.719%, 2007  . . . . . . . . . . . .         2,000,000 (a)        1,895,000

                                                                                                                  _____________

                                                                                                                      4,694,692

                                                                                                                  _____________

                  Automotive--1.7%  Aetna Industries,

                                        Sr. Notes, 11.875%, 2006 . . . . . . . . . . . .         3,000,000            3,045,000

                                                                                                                  _____________

                Broadcasting--4.2%  Azteca Holdings, S.A. de C.V.,

                                        Sr. Secured Notes, 11%, 2002 . . . . . . . . . .         2,500,000            1,762,500

                                    Paxson Communications,

                                        Sr. Sub. Notes, 11.625%, 2002  . . . . . . . . .         4,000,000            3,940,000

                                    Univision Network Holding,

                                        Sub. Notes, 7%, 2002 . . . . . . . . . . . . . .         2,550,575            1,725,000

                                                                                                                  _____________

                                                                                                                      7,427,500

                                                                                                                  _____________

           Building Materials--.7%  ICF Kaiser International,

                                        Sr. Sub. Notes, 13%, 2003  . . . . . . . . . . .         3,000,000            1,245,000

                                                                                                                  _____________

           Cable Television--10.3%  Adelphia Communications,

                                        Sr. Notes, Ser. B, 10.25%, 2000  . . . . . . . .           600,000              615,000

                                    Diamond Cable Communications,

                                        Sr. Discount Notes:

                                           Zero Coupon, 1999 . . . . . . . . . . . . . .         4,500,000 (b)        4,185,000

                                           Zero Coupon, 2000 . . . . . . . . . . . . . .         2,000,000 (b)        1,510,000

                                    Digital Television Service/Capital,

                                        Secured Sr. Sub. Notes, 12.50%, 2007 . . . . . .         2,000,000            2,095,000

                                    Echostar Satellite Broadcast,

                                        Sr. Discount Notes, Zero Coupon, 2000  . . . . .         2,000,000 (b)        1,730,000

                                    Galaxy Telecom,

                                        Sr. Sub. Notes, 12.375%, 2005  . . . . . . . . .         1,000,000            1,075,000

                                    Kabelmedia Holdings GMBH,

                                        Sr. Discount Notes, Zero Coupon, 2001  . . . . .         2,000,000 (b)        1,530,000

                                    Marcus Cable,

                                        Sr. Notes, 11.875%, 2005 . . . . . . . . . . . .         2,000,000            2,130,000

                                    Net Sat Servicos,

                                        Sr. Secured Notes, 12.75%, 2001  . . . . . . . .           500,000 (c)          310,000

                                    Pegasus Media & Communications,

                                        Sr. Sub. Notes, Ser. B, 12.50%, 2005 . . . . . .         2,775,000            2,983,125

                                                                                                                  _____________

                                                                                                                     18,163,125

                                                                                                                  _____________

<PAGE>


DREYFUS SHORT TERM HIGH YIELD FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)                         OCTOBER 31, 1998

                                                                                              Principal
Bonds and Notes (continued)                                                                     Amount               Value
- ------------------------------------------------------
                                                                                            _____________         _____________

Commercial Mortgage

          Pass-Through Ctfs.--1.0%  Nomura Depositor Trust ST IA,

                                        Ser. 1998 ST I, Cl. B-2, 9.84%, 2003 . . . . . .   $....2,000,000 (a,d)  $    1,733,438

                                                                                                                  _____________

                    Consumer--3.3%  BPC Holding,

                                        Sr. Secured Notes, 12.50%, 2006  . . . . . . . .           350,000              350,875

                                    Hosiery Corp. of America,

                                        Sr. Sub. Exchange Notes, 13.75%, 2002  . . . . .         2,500,000            2,587,500

                                    Sharp Do Brazil,

                                        Medium-Term Notes, 9.625%, 2000  . . . . . . . .         1,000,000 (e)          662,500

                                    Signature Brands,

                                        Gtd. Sr. Sub. Notes, 13%, 2002 (Units) . . . . .           750,000 (f)          843,750

                                    Sweetheart Cup,

                                        Gtd. Sr. Notes, 9.625%, 2000 . . . . . . . . . .         1,500,000            1,372,500

                                                                                                                  _____________

                                                                                                                      5,817,125

                                                                                                                  _____________

                      Energy--7.9%  Clark USA,

                                        Sr. Notes, Ser. B, 10.875%, 2005 . . . . . . . .         2,000,000            1,810,000

                                    DeepTech International,

                                        Sr. Secured Notes, 11%, 2000 . . . . . . . . . .         4,500,000 (d)        4,556,250

                                    Gerrity Oil & Gas,

                                        Sr. Sub. Notes, 11.75%, 2004 . . . . . . . . . .           544,000              546,720

                                    Kelly Oil & Gas:

                                        Conv. Deb., 8.50%, 2000  . . . . . . . . . . . .         2,370,000            2,002,650

                                        Conv. Sub. Notes, 7.875%, 1999 . . . . . . . . .         1,699,000            1,662,896

                                    Reading & Bates,

                                        Conv. Deb., 4.878%, 1998 . . . . . . . . . . . .            98,400               97,200

                                    Rutherford-Moran Oil,

                                        Sr. Sub. Notes, 10.75%, 2004 . . . . . . . . . .         3,825,000            3,299,062

                                                                                                                  _____________

                                                                                                                     13,974,778

                                                                                                                  _____________

               Entertainment--5.7%  American Skiing,

                                        Sr. Sub. Notes, 12%, 2006  . . . . . . . . . . .         4,000,000            4,100,000

                                    Intermedia Communications,

                                        Sr. Discount Notes, Zero Coupon, 2001  . . . . .         1,500,000 (b)        1,147,500

                                    Premier Parks,

                                        Gtd. Sr. Notes, Ser. A, 12%, 2003  . . . . . . .         1,160,000            1,247,000

                                    United Artists Theatres,

                                        Floating Rate Sr. Sub. Notes, 9.75%, 2007  . . .         4,000,000 (a)        3,650,000

                                                                                                                  _____________

                                                                                                                     10,144,500

                                                                                                                  _____________

      Financial/Asset-Backed--1.3%  Commercial Loan Funding Trust I,

                                        Floating Rate Sub. Notes, Cl. D1, 18%, 2005

                                        (Interest Only Obligation) . . . . . . . . . . .         1,500,000 (a,g,h)      450,000

                                    Imperial Credit Capital Trust I,

                                        Remarketed Par Securities, Ser. A, 10.25%, 2002  .       2,000,000            1,892,094

                                                                                                                  _____________

                                                                                                                      2,342,094

                                                                                                                  _____________

<PAGE>


DREYFUS SHORT TERM HIGH YIELD FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)                         OCTOBER 31, 1998

                                                                                                Principal
Bonds and Notes (continued)                                                                      Amount               Value
- ------------------------------------------------------
                                                                                             _____________        _____________

         Foods and Beverages--3.0%  Envirodyne Industries:

                                        First Priority Sr. Secured Notes, Ser. B, 12%, 2000  .   $.683,000      $       681,292

                                        Sr. Notes, 10.25%, 2001  . . . . . . . . . . . .         2,000,000            1,870,000

                                    RC/Arbys,

                                        Gtd. Sr. Notes, 9.75%, 2000  . . . . . . . . . .         2,686,000            2,645,710

                                                                                                                  _____________

                                                                                                                      5,197,002

                                                                                                                  _____________

             Forest Products--3.5%  Maxxam Group Holdings,

                                        Sr. Secured Notes, 12%, 2003 . . . . . . . . . .         6,110,000            6,201,650

                                                                                                                  _____________

                      Gaming--2.7%  Hollywood Casino,

                                        Sr. Notes, 12.75%, 2003  . . . . . . . . . . . .         3,235,000            3,251,175

                                    Waterford Gaming, L.L.C./Finance,

                                        Sr. Notes, 12.75%, 2003  . . . . . . . . . . . .         1,419,000            1,511,235

                                                                                                                  _____________

                                                                                                                      4,762,410

                                                                                                                  _____________

                   Healthcare--.7%  Eye Care Centers of America,

                                        Floating Interest Rate Sub. Term Securities,

                                        9.73%, 2008  . . . . . . . . . . . . . . . . . .         1,500,000 (a,d)      1,237,500

                                                                                                                  _____________

                 Homebuilding--.6%  KHE Finance

                                        (Gtd. by Hovnanian Enterprises),

                                        Sr. Sub. Notes, 11.25%, 2002 . . . . . . . . . .         1,000,000            1,000,000

                                                                                                                  _____________

                  Industrial--5.7%  Applied Extrusion Technology,

                                        Sr. Notes, Ser. B, 11.50%, 2002  . . . . . . . .         3,500,000            3,473,750

                                    HCC Industries,

                                        Sr. Sub. Notes, 10.75%, 2007 . . . . . . . . . .         1,250,000            1,181,250

                                    Interlake,

                                        Sr. Notes, 12%, 2001 . . . . . . . . . . . . . .         1,000,000            1,005,000

                                    Stone Container:

                                        Sr. Notes, 11.875%, 1998 . . . . . . . . . . . .         1,000,000            1,005,000

                                        Sr. Sub. Deb., 12.25%, 2002  . . . . . . . . . .         2,000,000            1,830,000

                                        Sr. Sub. Notes, 11%, 1999  . . . . . . . . . . .           350,000              349,125

                                    Vicap, S.A. de C.V.,

                                        Gtd. Sr. Notes, 10.25%, 2002 . . . . . . . . . .         1,500,000 (d)        1,207,500

                                                                                                                  _____________

                                                                                                                     10,051,625

                                                                                                                  _____________

                 Leisure Time--.5%  Discovery Zone:

                                        Sr. Secured Notes, 13.50%, 2002  . . . . . . . .         1,000,000              585,000

                                        Sr. Secured Notes, 13.50%, 2002 (Units)  . . . .           300,000 (f)          301,500

                                                                                                                  _____________

                                                                                                                        886,500

                                                                                                                  _____________

                      Metals--6.2%  Doe Run Resources,

                                        Sr. Sub. Notes, 11.696%, 2003  . . . . . . . . .         2,000,000 (a)        1,510,000

                                    Kaiser Aluminum & Chemical,

                                        Gtd. Sr. Notes, 9.875%, 2002 . . . . . . . . . .         3,000,000            2,910,000

<PAGE>


DREYFUS SHORT TERM HIGH YIELD FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)                         OCTOBER 31, 1998

                                                                                                Principal
Bonds and Notes (continued)                                                                      Amount               Value
- ------------------------------------------------------
                                                                                             _____________        _____________

                 Metals (continued) Renco Metals,

                                        Sr. Notes, 11.50%, 2003  . . . . . . . . . . . .    $....4,500,000       $    4,455,000

                                    Republic Engineered Steels,

                                        First Mortgage Notes, 9.875%, 2001 . . . . . . .         2,175,000            2,120,625

                                                                                                                  _____________

                                                                                                                     10,995,625

                                                                                                                  _____________

                  Publishing--1.2%  American Media Operations,

                                        Sr. Sub. Notes, 11.625%, 2004  . . . . . . . . .         2,000,000            2,050,000

                                                                                                                  _____________

                 Real Estate--1.7%  Rockefeller Center Properties,

                                        Conv. Deb., Zero Coupon, 2000  . . . . . . . . .         4,000,000            3,020,000

                                                                                                                  _____________

                      Retail--2.7%  Cafeteria Operators,

                                        (Gtd. by Furrs/Bishops Specialty Group),

                                        Sr. Secured Notes, 12%, 2001 . . . . . . . . . .         1,000,000              947,500

                                    Corporate Express,

                                        Conv. Notes, 4.50%, 2000 . . . . . . . . . . . .         4,185,000            3,714,188

                                                                                                                  _____________

                                                                                                                      4,661,688

                                                                                                                  _____________

                  Technology--2.3%  Lam Research,

                                        Conv. Sub. Notes, 5%, 2002 . . . . . . . . . . .         1,500,000            1,181,250

                                    The Learning Company,

                                        Conv. Sr. Notes, 5.50%, 2000 . . . . . . . . . .         3,000,000            2,876,250

                                                                                                                  _____________

                                                                                                                      4,057,500

                                                                                                                  _____________

          Telecommunications--2.0%  Call-Net Enterprises,

                                        Sr. Discount Notes, Zero Coupon, 1999  . . . . .         3,000,000 (b)        2,805,000

                                    GST USA,

                                        Sr. Discount Notes, Zero Coupon, 2000  . . . . .         1,000,000 (b)          645,000

                                                                                                                  _____________

                                                                                                                      3,450,000

                                                                                                                  _____________

                    Textiles--2.8%  Sassco Fashions,

                                        Notes, 12.75%, 2004  . . . . . . . . . . . . . .         3,317,519            3,284,344

                                    Texfi Industries,

                                        Sr. Sub. Deb., 8.75%, 1999 . . . . . . . . . . .         2,500,000            1,637,500

                                                                                                                  _____________

                                                                                                                      4,921,844

                                                                                                                  _____________

              Transportation--9.4%  Eletson Holdings,

                                        First Preferred Ship Mortgage Notes, 9.25%, 2003 . .       850,000              811,750

                                    MTL,

                                        Floating Interest Rate Sub. Term Securities,
                                        10.50%, 2006 . . . . . . . . . . . . . . . . . .         3,000,000 (a,d)      2,910,000

                                    Moran Transportation,

                                        First Preferred Ship Mortgage Notes, 11.75%, 2004  .     3,350,000            3,542,625

                                    OMI,

                                        Sr. Notes, 10.25%, 2003  . . . . . . . . . . . .         2,000,000            2,025,000

                                    Petro Stopping Centers/Financial,

                                        Sr. Notes, 10.50%, 2007  . . . . . . . . . . . .         2,000,000            1,970,000

                                    Union Pacific,

                                        Sub. Deb., 5.50%, 2033 . . . . . . . . . . . . .         3,068,000            2,648,314

<PAGE>


DREYFUS SHORT TERM HIGH YIELD FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)                         OCTOBER 31, 1998

                                                                                               Principal
Bonds and Notes (continued)                                                                      Amount               Value
- ------------------------------------------------------
                                                                                             _____________        _____________

Transportation (continued)  ValuJet,

                                        Sr. Notes, 10.25%, 2001  . . . . . . . . . . . .    $....3,950,000       $    2,745,250

                                                                                                                  _____________

                                                                                                                     16,652,939

                                                                                                                  _____________

                    Utilities--.2%  Hidroelectric Piedra Aguila,

                                        Medium-Term Notes, 10.625%, 2001 . . . . . . . .           500,000              423,750

                                                                                                                  _____________

    Wireless Communications--13.8%  Clearnet Communications,

                                        Sr. Discount Notes, Zero Coupon, 2000  . . . . .         2,000,000 (b)        1,600,000

                                    Comunicacion Celular,

                                        Sr. Discount Notes, Zero Coupon, 2000  . . . . .         2,500,000 (b)        1,643,750

                                    Dial Call Communications,

                                        Sr. Discount Notes, Zero Coupon, 1998  . . . . .         2,000,000 (b)        1,925,000

                                    Microcell Telecommunications,

                                        Sr. Discount Notes, Zero Coupon, 2001  . . . . .         5,000,000 (b)        3,225,000

                                    Occidente y Caribe Celular,

                                        Sr. Discount Notes, Zero Coupon, 2001  . . . . .         5,000,000 (b)        3,450,000

                                    Orion Network Systems,

                                        Sr. Discount Notes, Zero Coupon, 2002  . . . . .         7,000,000 (b)        4,165,000

                                    Pagemart Nationwide,

                                        Sr. Discount Notes, Zero Coupon, 2000  . . . . .         2,495,000 (b)        2,158,175

                                    WinStar Communications,

                                        Sr. Discount Notes, Zero Coupon, 2000  . . . . .         8,600,000 (b)        6,278,000

                                                                                                                  _____________

                                                                                                                     24,444,925

                                                                                                                  _____________

                                    TOTAL BONDS AND NOTES

                                        (cost $194,568,047)  . . . . . . . . . . . . . .                           $172,602,210

                                                                                                                  _____________


Equity-Related Securities--1.0%                                                                  Shares
- ------------------------------------------------------------------------------------

                                                                                             _____________

Common Stocks--0.0%

                         Consumer;  Sun International Hotels . . . . . . . . . . . . . .                198 (i)  $        7,920

                                                                                                                  _____________

Preferred Stocks--1.0%

    Broadcasting--.7% Spanish Broadcasting System,

                                        Cum., $142.50  . . . . . . . . . . . . . . . . .              1,147 (d)       1,129,795

                                                                                                                  _____________

<PAGE>


DREYFUS SHORT TERM HIGH YIELD FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)                         OCTOBER 31, 1998

Equity Related Securities (continued)                                                             Shares              Value
- ------------------------------------------------------
                                                                                              _____________       _____________

Cable Television--.1% Time Warner,

                                        Cum., Ser. K, $102.50  . . . . . . . . . . . . .                156             173,550

                                                                                                                  _____________

                       Energy--.2%  Kelly Oil & Gas,

                                        Conv. Cum., $2.625 . . . . . . . . . . . . . . .             34,700             433,750

                                                                                                                  _____________

                                    TOTAL PREFERRED STOCKS . . . . . . . . . . . . . . .                              1,737,095

                                                                                                                  _____________

Warrants--.0%

                 Leisure Time--.0%  Discovery Zone . . . . . . . . . . . . . . . . . . .              1,000 (i)  $           10

           Telecommunications--.0%  Comunicacion Celular . . . . . . . . . . . . . . . .              1,500 (i)          90,188

                                                                                                                  _____________

                                    TOTAL WARRANTS . . . . . . . . . . . . . . . . . . .                                 90,198

                                                                                                                  _____________

                                    TOTAL EQUITY-RELATED SECURITIES
                                        (cost $2,446,234)  . . . . . . . . . .                                   $    1,835,213
                                                                                                                  _____________


TOTAL INVESTMENTS (cost $197,014,281). . . . . . . . . . . . . . . . . . . . . . . . . .              98.8%        $174,437,423

                                                                                                    _______       _____________


CASH AND RECEIVABLES (NET) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .               1.2%      $    2,040,472
                                                                                                    _______       _____________

NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             100.0%        $176,477,895
                                                                                                    _______       _____________

Notes to Statement of Investments:
- -----------------------------------------------------------------------------

(a)  Variable rate security--interest rate subject to periodic change.

(b)  Zero coupon until  year  shown at which time a stated coupon rate becomes
     effective.

(c)  Reflects date security  can  be  redeemed  at holders' option; the stated
     maturity date is 8/5/2004.

(d)  Securities exempt from registration under Rule 144A of the Securities Act
     of 1933.  These securities may  be  resold  in  transactions  exempt  from
     registration, normally to qualified institutional buyers. At October 31,
     1998, these securities amounted to $12,774,483 or 7.2% of net assets.

(e)  Reflects date security can  be  redeemed  at holders' option; the stated
     maturity date is 10/30/2005.

(f)  With warrants to purchase common stock.

(g)  Notional face amount shown.

(h)  Non-income producing--security in default.

(i)  Non-income producing security.

                      SEE NOTES TO FINANCIAL STATEMENTS.

<PAGE>
</TABLE>
<TABLE>

DREYFUS SHORT TERM HIGH YIELD FUND
- -----------------------------------------------------------------------------

STATEMENT OF ASSETS AND LIABILITIES                          OCTOBER 31, 1998

                                                                                                     Cost             Value
                                                                                                _____________     _____________
<S>                                                                                              <C>               <C>
ASSETS:                          Investments in securities--See Statement of Investments . .     $197,014,281      $174,437,423

                                 Cash  . . . . . . . . . . . . . . . . . . . . . . . . . .                              260,244

                                 Interest receivable . . . . . . . . . . . . . . . . . . .                            3,865,359

                                 Receivable for investment securities sold . . . . . . . .                            3,648,722

                                 Receivable for shares of Beneficial Interest subscribed . .                            131,251

                                 Prepaid expenses and other assets . . . . . . . . . . . .                               22,718

                                                                                                                  _____________

                                                                                                                    182,365,717

                                                                                                                  _____________

LIABILITIES:                     Due to The Dreyfus Corporation and affiliates . . . . . .                              106,089

                                 Due to Distributor  . . . . . . . . . . . . . . . . . . .                               37,303

                                 Bank loan payable--Note 2 . . . . . . . . . . . . . . . .                            3,665,000

                                 Payable for investment securities purchased . . . . . . .                            1,671,753

                                 Payable for shares of Beneficial Interest redeemed  . . .                              298,739

                                 Interest payable--Note 2  . . . . . . . . . . . . . . . .                               64,672

                                 Accrued expenses  . . . . . . . . . . . . . . . . . . . .                               44,266

                                                                                                                  _____________

                                                                                                                      5,887,822

                                                                                                                  _____________

NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                         $176,477,895

                                                                                                                  _____________


REPRESENTED BY:                  Paid-in capital . . . . . . . . . . . . . . . . . . . . .                         $200,854,898

                                 Accumulated undistributed investment income--net  . . . .                              165,817

                                 Accumulated net realized gain (loss) on investments . . .                          (1,965,962)

                                 Accumulated net unrealized appreciation (depreciation)

                                   on investments--Note 4  . . . . . . . . . . . . . . . .                         (22,576,858)

                                                                                                                  _____________

NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                         $176,477,895
                                                                                                                  _____________

SHARES OUTSTANDING

(UNLIMITED NUMBER OF $.001 PAR VALUE SHARES OF BENEFICIAL INTEREST AUTHORIZED) . . . . . .                           15,440,740

NET ASSET VALUE, offering and redemption price per share . . . . . . . . . . . . . . . . .                               $11.43
                                                                                                                        _______


                      SEE NOTES TO FINANCIAL STATEMENTS.

<PAGE>

</TABLE>
<TABLE>

DREYFUS SHORT TERM HIGH YIELD FUND
- -----------------------------------------------------------------------------

STATEMENT OF OPERATIONS                           YEAR ENDED OCTOBER 31, 1998

INVESTMENT INCOME
<S>                                                                                              <C>                <C>
INCOME:                          Interest  . . . . . . . . . . . . . . . . . . . . . . . .       $ 20,941,879

                                 Cash dividends  . . . . . . . . . . . . . . . . . . . . .            409,481

                                                                                                 ____________

                                    Total Income . . . . . . . . . . . . . . . . . . . . .                          $21,351,360

EXPENSES:                        Management fee--Note 3(a) . . . . . . . . . . . . . . . .          1,289,838

                                 Shareholder servicing costs--Note 3(b)  . . . . . . . . .            628,165

                                 Interest expense--Note 2  . . . . . . . . . . . . . . . .            246,142

                                 Registration fees . . . . . . . . . . . . . . . . . . . .             57,069

                                 Professional fees . . . . . . . . . . . . . . . . . . . .             41,446

                                 Prospectus and shareholders' reports  . . . . . . . . . .             28,966

                                 Custodian fees--Note 3(b) . . . . . . . . . . . . . . . .             20,611

                                 Trustees' fees and expenses--Note 3(c)  . . . . . . . . .             12,986

                                 Miscellaneous . . . . . . . . . . . . . . . . . . . . . .             18,933

                                                                                                 ____________

                                    Total Expenses . . . . . . . . . . . . . . . . . . . .                            2,344,156

                                                                                                                   ____________

INVESTMENT INCOME--NET . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                           19,007,204

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS--Note 4:

                                 Net realized gain (loss) on investments . . . . . . . . .      $  (1,959,796)

                                 Net unrealized appreciation (depreciation) on investments . .    (22,833,877)

                                                                                                 ____________

NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS . . . . . . . . . . . . . . . . . .                          (24,793,673)

                                                                                                                   ____________

NET (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS . . . . . . . . . . . . . . . . . .                         $ (5,786,469)

                                                                                                                   ____________


                      SEE NOTES TO FINANCIAL STATEMENTS.

<PAGE>

</TABLE>
<TABLE>

DREYFUS SHORT TERM HIGH YIELD FUND
- -----------------------------------------------------------------------------

STATEMENT OF CHANGES IN NET ASSETS

                                                                                              Year Ended        Year Ended
                                                                                           October 31, 1998   October 31, 1997
                                                                                          ________________   ________________
<S>                                                                                          <C>               <C>
OPERATIONS:

  Investment income--net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         $  19,007,204     $    8,137,508

  Net realized gain (loss) on investments  . . . . . . . . . . . . . . . . . . . . .            (1,959,796)         1,397,716

  Net unrealized appreciation (depreciation) on investments  . . . . . . . . . . . .           (22,833,877)           133,680
                                                                                             _____________      _____________

    Net Increase (Decrease) in Net Assets Resulting from Operations  . . . . . . . .            (5,786,469)         9,668,904
                                                                                             _____________      _____________

DIVIDENDS TO SHAREHOLDERS FROM:

  Investment income--net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           (18,947,207)        (8,031,688)

  Net realized gain on investments . . . . . . . . . . . . . . . . . . . . . . . . .            (1,405,597)          (105,272)
                                                                                             _____________      _____________

    Total Dividends  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           (20,352,804)        (8,136,960)
                                                                                             _____________      _____________

BENEFICIAL INTEREST TRANSACTIONS:

  Net proceeds from shares sold  . . . . . . . . . . . . . . . . . . . . . . . . . .           248,552,018        297,929,536

  Dividends reinvested . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            14,395,569          5,823,917

  Cost of shares redeemed  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          (207,057,502)      (177,337,269)
                                                                                             _____________      _____________

    Increase (Decrease) in Net Assets from Beneficial Interest Transactions  . . . .            55,890,085        126,416,184
                                                                                             _____________      _____________

       Total Increase (Decrease) in Net Assets . . . . . . . . . . . . . . . . . . .            29,750,812        127,948,128

NET ASSETS:

  Beginning of Period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           146,727,083         18,778,955
                                                                                             _____________      _____________

  End of Period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          $176,477,895       $146,727,083
                                                                                             _____________      _____________


UNDISTRIBUTED INVESTMENT INCOME --NET. . . . . . . . . . . . . . . . . . . . . . . .       $       165,817    $       105,820
                                                                                             _____________      _____________

                                                                                                 Shares            Shares
                                                                                             _____________      _____________

CAPITAL SHARE TRANSACTIONS:

  Shares sold  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            19,465,771         23,168,626

  Shares issued for dividends reinvested . . . . . . . . . . . . . . . . . . . . . .             1,140,837            450,821

  Shares redeemed  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           (16,472,534)       (13,792,318)
                                                                                             _____________      _____________

    Net Increase (Decrease) in Shares Outstanding  . . . . . . . . . . . . . . . . .             4,134,074          9,827,129
                                                                                             _____________      _____________


                      SEE NOTES TO FINANCIAL STATEMENTS.

<PAGE>

</TABLE>
<TABLE>

DREYFUS SHORT TERM HIGH YIELD FUND
- -----------------------------------------------------------------------------

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.

                                                                                                  Year Ended October 31,
                                                                                             ______________________________

PER SHARE DATA:                                                                               1998         1997         1996(1)
                                                                                             ______       ______       ______
<S>                                                                                          <C>          <C>          <C>
   Net asset value, beginning of period  . . . . . . . . . . . . . . . . . . . . . . .       $12.98       $12.69       $12.50
                                                                                             ______       ______       ______

   Investment Operations:

   Investment income--net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         1.22         1.29          .26

   Net realized and unrealized gain (loss)

       on investments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        (1.44)         .34          .19
                                                                                             ______       ______       ______

   Total from Investment Operations  . . . . . . . . . . . . . . . . . . . . . . . . .         (.22)        1.63          .45
                                                                                             ______       ______       ______

   Distributions:

   Dividends from investment income--net . . . . . . . . . . . . . . . . . . . . . . .        (1.21)       (1.29)        (.26)

   Dividends from net realized gain on investments . . . . . . . . . . . . . . . . . .         (.12)        (.05)          --
                                                                                             ______       ______       ______

   Total Distributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        (1.33)       (1.34)        (.26)
                                                                                             ______       ______       ______

   Net asset value, end of period  . . . . . . . . . . . . . . . . . . . . . . . . . .       $11.43       $12.98       $12.69
                                                                                             ______       ______       ______


TOTAL INVESTMENT RETURN. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        (2.18%)      13.38%       17.02%(2)

RATIOS/SUPPLEMENTAL DATA:

   Ratio of operating expenses to average net assets . . . . . . . . . . . . . . . . .         1.06%        1.09%         .92%(2)

   Ratio of interest expense to average net assets . . . . . . . . . . . . . . . . . .          .12%         .22%          --

   Ratio of net investment income

       to average net assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         9.58%       10.02%        9.76%(2)

   Decrease reflected in above expense ratios

       due to undertakings by the Manager  . . . . . . . . . . . . . . . . . . . . . .           --          .02%        1.62%(2)

   Portfolio Turnover Rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        71.00%      102.59%       77.79%(3)

   Net Assets, end of period (000's Omitted) . . . . . . . . . . . . . . . . . . . . .     $176,478     $146,727      $18,779
- -----------------------------

(1)  From August 16, 1996 (commencement of operations) to October 31, 1996.

(2)  Annualized.

(3)  Not annualized.

                      SEE NOTES TO FINANCIAL STATEMENTS.

<PAGE>

</TABLE>

DREYFUS SHORT TERM HIGH YIELD FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS

NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:

   Dreyfus  Short  Term  High  Yield Fund (the "Fund") is a separate diversified
series  of  Dreyfus  Debt  and  Equity Funds (the "Company") which is registered
under  the Investment Company Act of 1940, as amended (the "Act") as an open-end
management  investment  company  and  operates  as  a  series  company currently
offering  six  series, including the Fund. The Fund's investment objective is to
provide  high  current income. The Dreyfus Corporation (the "Manager") serves as
the  Fund' s  investment  adviser.  The Manager is a direct subsidiary of Mellon
Bank, N.A. ("Mellon"). Premier Mutual Fund Services, Inc. (the "Distributor") is
the  distributor  of  the  Fund's shares, which are sold to the public without a
sales charge.

   On  August  5, 1998, the Company's Board of Trustees approved a change of the
Company' s  name from "Dreyfus Income Funds" to "Dreyfus Debt and Equity Funds".
This change became effective on August 13, 1998

The Company accounts separately for the assets, liabilities and operations of
each  fund.  Expenses  directly  attributable  to  each fund are charged to that
fund' s  operations;  expenses  which  are applicable to all funds are allocated
among them on a pro rata basis.

   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  in  securities (excluding short-term
investments,  other  than U.S. Treasury Bills, and financial futures) are valued
each  business day by an independent pricing service ("Service") approved by the
Board of Trustees. Investments for which quoted bid prices are readily available
and  are  representative  of  the  bid side of the market in the judgment of the
Service are valued at the mean between the quoted bid prices (as obtained by the
Service  from dealers in such securities) and asked prices (as calculated by the
Service  based  upon  its  evaluation  of the market for such securities). Other
investments  (which  constitute  a  majority  of  the  portfolio securities) are
carried  at  fair  value  as  determined  by the Service, based on methods which
include  consideration of: yields or prices of securities of comparable quality,
coupon,  maturity  and  type; indications as to values from dealers; and general
market  conditions. Securities for which there are no such valuations are valued
at  fair  value  as determined in good faith under the direction of the Board of
Trustees.  Short-term investments, excluding U.S. Treasury Bills, are carried at
amortized  cost,  which  approximates value. Financial futures are valued at the
last  sales  price  on  the  securities  exchange  on  which such securities are
primarily traded or at the last sales price on the national securities market on
each  business day. Investments denominated in foreign currencies are translated
into U.S. dollars at the prevailing rates of exchange.

   (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. Dividend income is
recognized  on  the  ex-dividend  date  and  interest  income,  including, where
applicable,  amortization  of  discount  on  investments,  is  recognized on the
accrual  basis.  Under the terms of the custody agreement, the Fund received net
earnings  credits  of  $23,677 during the period ended October 31, 1998 based on
available cash balances left on deposit. Income earned under this arrangement is
included in interest income.

   (C)  DIVIDENDS  TO  SHAREHOLDERS:  It  is  the  policy of the Fund to declare
dividends  daily  from  investment  income-net. 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 of 1986, as
amended (the "Code"). To the extent that net realized capital gain can be offset
by  capital  loss  carryovers,  if  any,  it  is  the  policy of the Fund not to
distribute such gain.

<PAGE>


DREYFUS SHORT TERM HIGH YIELD FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

(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  Code,  and to make distributions of taxable income sufficient to relieve it
from substantially all Federal income and excise taxes.

   The  Fund  has  an  unused capital loss carryover of approximately $1,960,000
available  for  Federal  income  tax  purposes  to be applied against future net
securities  profits,  if  any,  realized  subsequent to October 31, 1998. If not
applied, the carryover expires in fiscal 2006.

NOTE 2--BANK LINE OF CREDIT:

   The  Fund  may  borrow  up  to  $10  million  for leveraging purposes under a
short-term  unsecured line of credit and participates with other Dreyfus-managed
funds  in  a  $100 million unsecured line of credit primarily to be utilized for
temporary  or  emergency  purposes,  including  the  financing  of  redemptions.
Interest  is charged to the Fund at rates which are related to the Federal Funds
rate in effect at the time of borrowings.

   The  average  daily  amount of borrowings outstanding under both arrangements
during  the  period  ended October 31, 1998 was approximately $4,168,000, with a
related weighted average annualized interest rate of 5.91%.

NOTE 3--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:

   (A)  Pursuant  to a management agreement with the Manager, the management fee
is computed at the annual rate of
 . 65  of  1%  of the value of the Fund's average daily net assets and is payable
monthly.

   (B)  Under the Shareholder Services Plan, the Fund pays the Distributor at an
annual rate of .25 of 1% of the value of the Fund's average daily net assets for
the  provision  of  certain services. The services provided may include personal
services  relating  to  shareholder  accounts,  such  as  answering  shareholder
inquiries  regarding  the  Fund and providing reports and other information, and
services related to the maintenance of shareholder accounts. The Distributor may
make  payments  to Service Agents (a securities dealer, financial institution or
other  industry  professional)  in  respect  of  these services. The Distributor
determines  the  amounts  to  be paid to Service Agents. During the period ended
October  31,  1998,  the  Fund  was charged $496,092 pursuant to the Shareholder
Services Plan.

The Fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of the
Manager,   under  a  transfer  agency  agreement  for  providing  personnel  and
facilities  to  perform transfer agency services for the Fund. During the period
ended  October  31,  1998, the Fund was charged $91,875 pursuant to the transfer
agency agreement.

The Fund compensates Mellon under a custody agreement for providing custodial
services  for  the  Fund. During the period ended October 31, 1998, the Fund was
charged $20,611 pursuant to the custody agreement.

   (C)  Each  trustee  who  is  not an "affiliated person" as defined in the Act
receives  from the Company an annual fee of $2,500 and an attendance fee of $500
per  meeting.  The  Chairman  of  the  Board  receives an additional 25% of such
compensation.

NOTE 4--SECURITIES TRANSACTIONS:

   The   aggregate  amount  of  purchases  and  sales  (including  paydowns)  of
investment  securities, excluding short-term securities, during the period ended
October 31, 1998 amounted to $182,961,839 and $139,493,520, respectively.

   At  October  31, 1998, accumulated net unrealized depreciation on investments
was  $22,576,858,  consisting  of  $272,878  gross  unrealized  appreciation and
$22,849,736 gross unrealized depreciation.

   At  October 31, 1998, 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).

<PAGE>


DREYFUS SHORT TERM HIGH YIELD FUND
- -----------------------------------------------------------------------------

REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS

SHAREHOLDERS AND BOARD OF TRUSTEES

DREYFUS SHORT TERM HIGH YIELD FUND

   We  have  audited  the  accompanying  statement  of  assets  and liabilities,
including the statement of investments,
of  Dreyfus  Short  Term  High Yield Fund (one of the Funds constituting Dreyfus
Debt  and  Equity  Funds)  as  of October 31, 1998, 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 verification by
examination  of  securities  held  by  the  custodian as of October 31, 1998 and
confirmation  of  securities  not  held  by the custodian by correspondence with
others.  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  Short  Term  High  Yield  Fund  at October 31, 1998, 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.





New York, New York

December 17, 1998




<PAGE>

DREYFUS SHORT TERM HIGH YIELD FUND
- -----------------------------------------------------------------------------

IMPORTANT TAX INFORMATION (UNAUDITED)

   For  Federal  tax  purposes, the Fund hereby designates $.0018 per share as a
long-term capital gain distribution of the $.1158 per share paid on December 19,
1997.  The  Fund also designates 1.95% of the ordinary dividends paid during the
fiscal  year  ended  October  31, 1998 as qualifying for the corporate dividends
received  deduction.  Shareholders  will receive notification in January 1999 of
the percentage applicable to the preparation of their 1998 income tax returns.

<PAGE>



                                   (reg.tm)

                                   (reg.tm)

DREYFUS SHORT TERM HIGH YIELD FUND

200 Park Avenue

New York, NY 10166

MANAGER

The Dreyfus Corporation

200 Park Avenue

New York, NY 10166

CUSTODIAN

Mellon Bank, N.A.

One Mellon Bank Center

Pittsburgh, PA 15258

TRANSFER AGENT &

DIVIDEND DISBURSING AGENT

Dreyfus Transfer, Inc.

P.O. Box 9671

Providence, RI 02940











Printed in U.S.A.                                             044AR9810

Short Term

High Yield

Fund

Annual Report

October 31, 1998





<PAGE>


- ------------------------------------------------------------------------------




DREYFUS REAL ESTATE MORTGAGE FUND
- -----------------------------------------------------------------------------

LETTER TO SHAREHOLDERS

Dear Shareholder:

   We  are  pleased  to  report the performance for Dreyfus Real Estate Mortgage
Fund.  For  the  12-month  reporting  period  ended  October 31, 1998, your Fund
achieved  a  total  return,  including  share  price changes and dividend income
generated,  of  3.82% *. Income dividends paid from net investment income during
the  period  amounted  to $0.958 per share, representing a distribution rate per
share of 7.83%.** During this 12-month period ended October 31, 1998, the return
for  the  Salomon Smith Barney Broad Investment-Grade (BIG) Bond Index was 9.39%
***  and  the  return  for  the  Standard  & Poor's Real Estate Investment Trust
Composite Index (S&P REIT) was -15.69%. (+)

ECONOMIC REVIEW

   So  far  in  1998,  the  main  regions  of  the world have had very different
economic fundamentals. The U.S. entered the year with a strong economy near full
employment, with unemployment only slightly above 4%. The tight labor market led
the  Federal  Reserve  Board (the "Fed") to contemplate a rise in interest rates
early  in  the year. The U.S. economy cooled enough over the months that the Fed
decided  to  stand pat. Evidence of economic cooling continued to accumulate and
worries  about  the world economy intensified. Financial stresses pushed the Fed
to  ease  credit  three  times through early November, 1998. After many years of
sub-par  economic  growth,  continental  Europe  moved into a sustained economic
expansion.   The  overall  European  economy  benefited  as  interest  rates  in
peripheral  countries such as Spain and Italy fell, approaching the lower levels
established  by  Germany,  on  the eve of currency unification. Unlike the U.S.,
Europe  has  substantial excess capacity of productive plant and labor. In Asia,
weak  economies  were  pervasive  as a result of the Asian financial crisis. The
Latin  American  economies  weakened as the financial stresses spread throughout
that region.

   A  main  influence  on  the  U.S. economy this year was the foreign financial
crisis  and cooling of the world economy. The positive effects hit first. Actual
inflation  and  expected  inflation dropped, causing a decline in long-term U.S.
Treasury bond yields and mortgage rates. This caused a boom in housing. The fall
in inflation helped the consumer sector as more of the growth in consumer income
was  left  over  after  inflation to buy goods and services. Consumers benefited
from  a  combination  of  good  growth in income after inflation, a strong labor
market and past increases in the price of assets they owned.

   The  negative effect of Asian weakness was felt in the industrial sector more
than  in  the consumer sector. Corporate profits weakened, especially in sectors
affected  by  the  Asian  crisis  sectors such as world-traded commodities (oil,
metals  and  paper)  and  exports. One result of this industrial weakness was to
cool    off    an    U.S.    economy    that   had   been   growing   rapidly.

   The  major  change  in  the  economic  outlook  over recent months has been a
downward  shift  in  expectations  for  world  economic  growth. A credit crunch
developed in emerging countries and former communist countries, sharply reducing
the   economic   outlook   for   Asia   and   Latin   America  as  well  as  for
commodity-exporting countries throughout the world. The effect on Europe and the
U.S. has been to lower expectations of profit growth and drive down bond yields

   Evidence  of  a  weaker  world  economy accumulated as the financial stresses
continued.  A  worsened financial crisis occurred between the Russian default in
mid-August  and  the  fallout  from  the Long-Term Capital Management hedge fund
crisis  through  early October. However, proactive steps were taken to stabilize
the  Japanese  banks,  design  a  support  package  for Brazil and ease monetary
policy. The prospects for world economic weakness and monetary ease in the major
countries  will  be  powerfully influenced by whether foreign financial stresses
calm  down or intensify in the coming months. There appears to be a shift in the
priorities   of   key   policymakers   from   fighting  potential  inflation  to
restimulating future world economic growth.

MARKET ENVIRONMENT

FIXED INCOME MARKET

   U.S.  interest rates have reached new lows over the last few months. This can
be  attributed  mostly  to the flight to quality, or maybe more appropriately, a
financial  panic,  that has occurred in the worldwide bond markets. With several
Japanese  banks  having  filed  bankruptcies  and  Russia  defaulting  on  debt,
worldwide  liquidity  has  reached  dangerously  low  levels.  This  has  led to
widespread  demand  for  U.S.  Treasuries and mass liquidations of many types of
fixed-income securities.

   As  one  might  expect,  the  mortgage-backed  securities market faced a very
difficult  time  in  September  and  October.  As  shown by the Mortgage Bankers
Association  Index,  homeowner-refinancing  activity  reached  an  all-time high
during  the  month  of  October.  This  is  the  primary  contributor  of actual
prepayments of mortgage-backed securities that are subject to prepayments; hence
agency  and  non-agency mortgage-backed securities prepayment rates also reached
some of the highest levels in history. All this has contributed generally to the
underperformance of mortgage-backed securities when compared to U.S. Treasuries

The flight-to-quality frenzy that occurred in September also had an impact on
other  areas  of  the  mortgage-backed  securities  market. Most notable was the
liquidation  of  large  holdings of the huge hedge fund Long Term Capital. Their
holdings  included  large  quantities of high-quality residential and commercial
mortgage  backed  securities. Their forced liquidation of billions of dollars of
commercial   mortgage-backed  securities  overwhelmed  the  market,  causing  an
imbalance of supply and demand for these investments. This imbalance resulted in
the  sudden  widening  of  the  yield  spread  by  over  100 basis points on AAA
commercial mortgage-backed securities.

   With  the  Fed  likely  to  continue  cutting  the Fed Funds rate, our market
outlook is for lower long-term U.S. interest rates. Our expectations are for the
market  to  test  new  lows  in  interest rates, and for mortgage refinancing to
continue at a high level. It is also our expectation for liquidity to improve as
investors   return  to  the  marketplace  at  the  start  of  1999  looking  for
high-yielding  securities.  Therefore,  it is our conviction that call-protected
assets  with  relatively  high  yield will be in strong demand. These securities
would  include  corporate  bonds  (investment grade as well as high yield); GNMA
project loans, commercial mortgage-backed securities, and discount dollar priced
residential mortgage-backed securities.

REAL ESTATE MARKET

   For  the  last  six  months  of the fiscal year, stocks issued by real estate
investment  trusts  (REITs)  continued  to  perform  poorly  relative  to serial
equities,  tumbling  a  startling  -15.25%  in the six months ending October 31,
1998--one  of  the  sharpest falls in the history of the S&P REIT Index. What is
more  amazing  is  that  this event occurred while fundamentals in the U.S. real
estate  market  remained  relatively  strong. Both building occupancies and real
estate  loan delinquencies remained near the economically healthiest levels seen
in    the    last    25    years.

   This  has left most investors asking, "Why the large fall in REITs?" There is
really  only  one  answer  to  this  question:  REIT  stock prices had run up to
irrational  levels, spurred by an imbalance between the limited available supply
of  REIT  stock  and  an  enormous  investor demand. Once this imbalance reached
equilibrium,  a massive correction took place, forcing REIT stock prices back to
fundamental  fair value. At today's valuations, we think REIT stocks look fairly
priced  relative  to their fundamental real estate value. Most companies are now
priced  within  plus  or  minus  5%  of  their  real  estate  net  asset  value

   The  sudden  fall  of  the  commercial  mortgage-backed  securities market in
October  was  a healthy stopper put on the U.S. real estate market. We were very
worried  back in April that new construction was getting out of control, but the
liquidity crisis has caused new construction to slow. As the commercial mortgage
market  repriced  the  cost  of  borrowing, capital available for mortgage loans
became scarce. In the long run, this slowing of available capital has acted as a
braking  mechanism  for new building development. Hence, it is unlikely that any
sector  of the commercial real estate market will run into a situation of excess
supply like that of the early 1990s.

PORTFOLIO OVERVIEW

   Given  this  somewhat  volatile marketplace, during the last six months there
have been several significant changes to the fund holdings. Most significant was
our  liquidation  of  all our holdings in the more aggressive REIT stocks. Their
aggressive  growth  strategies  have  proven  to  be  ineffective  at generating
superior  earnings,  higher  earnings  multiples,  or  a  significantly  diverse
shareholder  base.  These  stocks have suffered the most during this recent REIT
stock  market fall. Hence, we sold our positions of Vornado Realty Trust, Equity
Residential Properties Trust, and FelCore Suite Hotels. We have re-invested this
money  in  more  conservative multifamily and industrial REIT stocks, which were
trading  closer  to  their fair value. In the multifamily sector these purchases
included   Archstone   Communities  Trust,  AvalonBay  Communities,  and  Irvine
Apartment  Communities.  In  the  industrial  sector, we purchased more of Cabot
Industrial  Trust  and  added a position in First Industrial Realty Trust. Going
forward, we believe these companies offer a more prudent management style and an
overall  more stable investment vehicle. This shift out of REIT stocks benefited
the Fund's performance compared to other real-estate related funds.

   On  the fixed-income side of the Fund, we have also made a few changes to our
previous   strategy.   We   increased   our  holdings  of  discount  residential
mortgage-backed  securities,  and  within  the  last  six  months, decreased our
overall  allocation  to  commercial  mortgage-backed  securities.  Within  these
sectors,  our  most  notable shift was from low-quality (high yield) commercials
into AAA and agency-guaranteed GNMA commercial mortgage-backed securities. Last,
we also added a small position of U.S. Treasuries to increase the Fund's overall
duration.

Going forward, we think the real estate markets look well positioned to avoid
any  major  crashes in 1999. As we start the new year, it is my expectation that
liquidity  will improve in the mortgage credit markets. We intend to continue to
look  for  attractively  priced  opportunities. The portfolio's increased credit
quality  should continue to provide a liquid asset base to take advantage of any
profitable  situations  which may occur. As always, we will continue to focus on
maintaining  a  diversified  portfolio  and  to  provide our shareholders with a
unique investment instrument for high-quality asset allocation.

           Very truly yours,

           [signature logo Michael Hoeh]

           Michael Hoeh

           Portfolio Manager

November 16, 1998

New York, N.Y.

* Total return includes reinvestment of dividends and any capital gains paid.

**Distribution  rate per share is based upon dividends per share paid from net
investment income during the period, divided by the net asset value per share at
the end of the period, adjusted for capital gain distributions.

***SOURCE:  SALOMON  SMITH BARNEY. Salomon Smith Barney Broad Investment-Grade
(BIG)  Bond  Index(SM)  is market-capitalization weighted and includes Treasury,
Government-sponsored,   mortgage  and  investment-grade  (BBB-/Baa3)  fixed-rate
corporate  issues  with  a  maturity  of one year or longer and a minimum amount
outstanding  of US$1 billion for Treasuries and mortgages and US$100 million for
corporate  and  Government-sponsored issues. A corporate or Government-sponsored
bond is removed if its amount falls below US$75 million.

(+)The  Standard  & Poor' s  Real Estate Investment Trust Composite Index is a
capitalization  weighted index of 100 stocks designed to measure the performance
of  real estate investment trusts, commonly known as REITs, with a base value of
100 as of December 31, 1996. The Index includes reinvested dividends.


DREYFUS REAL ESTATE MORTGAGE FUND                            OCTOBER 31, 1998
- -----------------------------------------------------------------------------

  COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN DREYFUS REAL ESTATE
MORTGAGE FUND WITH THE LEHMAN BROTHERS AGGREGATE BOND INDEX AND THE STANDARD &
              POOR'S REAL ESTATE INVESTMENT TRUST COMPOSITE INDEX

                                    Dollars

$11,092

Lehman Brothers  Aggregate Bond Index*

$10,540

Dreyfus Real Estate  Mortgage Fund

$8,198

Standard & Poor's Real Estate Investment Trust Composite Index**

* Source: Lehman Brothers

**  Source: Standard & Poor's

Average Annual Total Returns
- --------------------------------------------------------------------------------

           One Year Ended                     From Inception (9/30/97)

          October 31, 1998                       to October 31, 1998
        ____________________                     ____________________

                3.82%                                   4.94%

- ---------------

Past performance is not predictive of future performance.

The  above  graph  compares  a  $10,000  investment  made in Dreyfus Real Estate
Mortgage  Fund  on 9/30/97 (Inception Date) to a $10,000 investment made on that
date  in  the  Lehman Brothers Aggregate Bond Index as well as to the Standard &
Poor's Real Estate Investment Trust Composite Index (the "REIT Index") which are
described below. All dividends and capital gain distributions are reinvested.

The Fund's performance shown in the line graph takes into account all applicable
fees  and expenses. The Lehman Brothers Aggregate Bond Index, the Fund's primary
benchmark  Index,  is  a  widely  accepted,  unmanaged  index of corporate, U.S.
Government   and   U.S.  Government  Agency  debt  instruments,  mortgage-backed
securities    and    asset-backed    securities.    The    REIT   Index   is   a
capitalization-weighted  index of 100 stocks designed to measure the performance
of  real estate investment trusts, commonly known as REITs (base value of 100 as
of  December  31, 1996). The Index includes reinvested dividends. The REIT Index
also is being used because of the Fund's investment in REITs. The Indices do not
take into account charges, fees and other expenses. Further information relating
to  Fund  performance,  including  expense  reimbursements,  if  applicable,  is
contained in the Financial Highlights section of the Prospectus and elsewhere in
this report.

<TABLE>
DREYFUS REAL ESTATE MORTGAGE FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS                                     OCTOBER 31, 1998

                                                                                           Principal

Bonds and Notes--118.1%                                                                     Amount                Value
- -------------------------------------------------------

                                                                                        ____________             ___________
<S>                                                                                         <C>                   <C>
Asset-Backed Securities--3.4%  Nomura Depositor Trust,

                                        Ser. 1998-ST1, Cl. B-2, 9.84%, 2003  . . . . . . .  $.....500,000 (a,b)   $     433,359

                                                                                                                   ____________

     Commercial Mortgage-

                    Backeds--39.8%  Asset Securitization,

                                        Commercial Mortgage Pass-Through Ctfs.,

                                        Ser. 1997-D5, Cl. A-1, 6.85%, 2041 . . . . . . . .        750,000               778,828

                                    DLJ Commercial Mortgage,

                                        Commercial Mortgage Pass-Through Ctfs.,

                                        Ser. 1998-STFA, Cl. B-3, 7.438%, 2000  . . . . . .      1,000,000 (a,b)          983,125

                                    DLJ Mortgage Acceptance,

                                        Commercial Mortgage Pass-Through Ctfs.,

                                        Ser. 1997-CF2, Cl. B-3TB, 6.99%, 2009  . . . . . .      1,000,000 (a)            946,875

                                    GS Mortgage Securities II,

                                        Commercial Mortgage Pass-Through Ctfs.,

                                        Ser. 1998-GS1, Cl. D, 6.39%, 2000  . . . . . . . .        250,000 (a,b)          246,641

                                    Library Tower Trust I,

                                        Commercial Mortgage Pass-Through Ctfs.,

                                        Ser. 1998-I, Cl. B, 6.66%, 2029  . . . . . . . . .        500,000 (a)            485,937

                                    Merrill Lynch Mortgage Investors,

                                        Commercial Mortgage Pass-Through Ctfs.,

                                        Ser. 1997-SD1, Cl. E., 6.687%, 2010  . . . . . . .        775,000 (a,b)          744,484

                                    Nomura Asset Securities,

                                        Commercial Mortgage Pass-Through Ctfs.,

                                        Ser. 1998-D6, Cl. A-4, 7.595%, 2028  . . . . . . .      1,000,000 (b)            950,938

                                                                                                                    ____________

                                                                                                                       5,136,828

                                                                                                                    ____________

     Real Estate Investment

                      Trusts--7.0%  Crescent Real Estate Equities,

                                        Notes, 71_2%, 2007 . . . . . . . . . . . . . . . .        500,000 (a)            445,359

                                    Tanger Properties,

                                        Unsecured Notes

                                        (Gtd. by Tanger Factory Outlet Centers),

                                        77_8%, 2004  . . . . . . . . . . . . . . . . . . .        500,000 (c)            455,550

                                                                                                                   ____________

                                                                                                                        900,909

                                                                                                                   ____________

    Residential Mortgage-

                    Backeds--40.3%  Chase Mortgage Finance,

                                        Mortgage Pass-Through Ctfs.,

                                        Ser. 1998-S3:

                                           Cl. B-4, 61_2%, 2013  . . . . . . . . . . . . .        333,143 (a)           268,284

                                           Cl. B-5, 61_2%, 2013  . . . . . . . . . . . . .        444,379 (a)           142,201

                                        Ser. 1998-S5, Cl. B-5, 61_2%, 2013 . . . . . . . .        315,003 (a)           100,801

DREYFUS REAL ESTATE MORTGAGE FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)                         OCTOBER 31, 1998

                                                                                                    Principal

Bonds and Notes (continued)                                                                          Amount              Value
- -------------------------------------------------------
                                                                                                  ____________       ___________

Residential Mortgage-

  Backeds (continued)  GE Capital Mortgage Services,

                                        Mortgage Pass-Through Ctfs.,

                                        Ser. 1998-16:

                                           Cl. B-4, 61_2%, 2013  . . . . . . . . . . . . .  $.....372,893 (a)     $     298,897

                                           Cl. B-5, 61_2%, 2013  . . . . . . . . . . . . .        372,897 (a)           119,327

                                    Norwest Asset Securities,

                                        Mortgage Pass-Through Ctfs.:

                                        Ser. 1997-10, Cl. B-2, 75_8%, 2027 . . . . . . . .        494,786               526,061

                                        Ser. 1997-17, Cl. B-5, 71_4%, 2027 . . . . . . . .      1,041,429 (a)           315,032

                                        Ser. 1997-20, Cl. B-4, 63_4%, 2012 . . . . . . . .        245,981 (a)           200,720

                                        Ser. 1998-2:

                                           Cl. B-4, 61_2%, 2028  . . . . . . . . . . . . .        373,198               282,288

                                           Cl. B-5, 61_2%, 2028  . . . . . . . . . . . . .        373,740               127,072

                                        Ser. 1998-9:

                                           Cl. B-5, 61_2%, 2028  . . . . . . . . . . . . .        273,380 (a)           190,351

                                           Cl. B-6, 61_2%, 2028  . . . . . . . . . . . . .        411,117 (a)           143,891

                                        Ser. 1998-18:

                                           Cl. B-5, 61_4%, 2028  . . . . . . . . . . . . .        349,504 (a)           242,032

                                           Cl. B-6, 61_4%, 2028  . . . . . . . . . . . . .        524,277 (a)           120,584

                                        Ser. 1998-19, Cl. B-6, 61_2%, 2028 . . . . . . . .        335,699                93,996

                                    PNC Mortgage Securities,

                                        Mortgage Pass-Through Ctfs.:

                                        Ser. 1997-8:

                                           Cl. 3B-4, 63_4%, 2012 . . . . . . . . . . . . .        251,716 (a)           236,928

                                           Cl. 3B-5, 63_4%, 2012 . . . . . . . . . . . . .        201,373 (a)           165,126

                                           Cl. 3B-6, 63_4%, 2012 . . . . . . . . . . . . .        201,370 (a)            64,438

                                        Ser. 1998-2: . . . . . . . . . . . . . . . . . . .

                                           Cl. 3B-6, 63_4%, 2013 . . . . . . . . . . . . .        378,202 (a)           121,025

                                           Cl. 4B-6, 63_4%, 2027 . . . . . . . . . . . . .        266,322 (a)            71,907

                                    Residential Funding Mortgage Securities I,

                                        Mortgage Pass-Through Ctfs.:

                                        Ser. 1997-S18:

                                           Cl. B-2, 63_4%, 2012  . . . . . . . . . . . . .        224,245 (a)           167,693

                                           Cl. B-3, 63_4%, 2012  . . . . . . . . . . . . .        299,113 (a)            96,670

                                        Ser. 1997-S21:

                                           Cl. B-2, 61_2%, 2012  . . . . . . . . . . . . .        193,223 (a)           167,965

                                           Cl. B-3, 61_2%, 2012  . . . . . . . . . . . . .        257,730 (a)            82,474

                                        Ser. 1998-NS1:

                                           Cl. B-2, 63_8%, 2009  . . . . . . . . . . . . .         77,709 (a)            59,253

                                           Cl. B-3, 63_8%, 2009  . . . . . . . . . . . . .        233,058 (a)            66,422

                                        Ser. 1998-S14:

                                           Cl. B-2, 61_2%, 2013  . . . . . . . . . . . . .        507,829 (a)           360,559

                                           Cl. B-3, 61_2%, 2013  . . . . . . . . . . . . .        507,766 (a)           142,174

                                        Ser. 1998-S16:

                                           Cl. B-2, 61_2%, 2013  . . . . . . . . . . . . .        228,178 (a)           160,402

                                           Cl. B-3, 61_2%, 2013  . . . . . . . . . . . . .        228,182 (a)            63,891

                                                                                                                   ____________

                                                                                                                      5,198,464

                                                                                                                   ____________

DREYFUS REAL ESTATE MORTGAGE FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)                         OCTOBER 31, 1998

                                                                                                    Principal

Bonds and Notes (continued)                                                                          Amount            Value
- -------------------------------------------------------
                                                                                                  ____________       ___________

U.S. Government Agencies/

Mortgage-Backeds--25.3%  Federal Home Loan Mortgage Corp.,

                                        Real Estate Mortgage Investment Conduit,

                                        Stripped Securities, Interest Only Class:

                                        Ser. 1499, Cl. E, 7%, 2023 . . . . . . . . . . . .      $.....864,285 (d)  $     260,997

                                    Federal National Mortgage Association,

                                        Ser. 1542, Cl. QC, 7%, 2020  . . . . . . . . . . .            750,000 (c,d)       91,868

                                        Ser. 1995, Cl. PY, 7%, 2027  . . . . . . . . . . .            875,000 (c,d)      376,934

                                        Real Estate Mortgage Investment Conduit,

                                        Stripped Securities, Interest Only Class:

                                        Ser. 1993-119, Cl. JA, 7%, 2019  . . . . . . . . .          1,399,050 (d)        64,216

                                        Ser. 1998-17, Cl. PL, 7%, 2019 . . . . . . . . . .          1,250,000 (d)       155,050

                                    Government National Mortgage Association I,

                                        6% . . . . . . . . . . . . . . . . . . . . . . . .          1,300,000 (e)     1,284,556

                                    Government National Mortgage Association I,

                                        Project Notes:

                                        6.45%, 11/15/2033  . . . . . . . . . . . . . . . .            500,000           515,625

                                        65_8%, 8/15/2028 . . . . . . . . . . . . . . . . .            500,000           520,155

                                                                                                                   ____________

                                                                                                                      3,269,401

                                                                                                                   ____________

            U.S. Governments--2.3%  U.S. Treasury Bonds,

                                        5%, 11/15/2028 . . . . . . . . . . . . . . . . . .            300,000 (e)       300,000

                                                                                                                 ____________

                                    TOTAL BONDS AND NOTES

                                        (cost $16,036,009) . . . . . . . . . . . . . . . .                          $15,238,961

                                                                                                                   ============


Equity-Related Securities--22.6%                                                                    Shares
- -------------------------------------------------------------------------------------------
                                                                                                 ____________

Common Stocks

Real Estate Investment

                           Trusts:  Archstone Communities Trust. . . . . . . . . . . . . .             10,000     $     201,250

                                    AvalonBay Communities  . . . . . . . . . . . . . . . .             10,304           331,016

                                    Cabot Industrial Trust . . . . . . . . . . . . . . . .             20,100           402,000

                                    First Industrial Realty Trust. . . . . . . . . . . . .              6,000           153,750

                                    Irvine Apartment Communities . . . . . . . . . . . . .             20,000           525,000

                                    Kilroy Realty. . . . . . . . . . . . . . . . . . . . .             10,000           221,875

                                    SL Green Realty  . . . . . . . . . . . . . . . . . . .              7,000           132,563

                                    Shurgard Storage Centers . . . . . . . . . . . . . . .             10,000           269,375

                                    Spieker Properties . . . . . . . . . . . . . . . . . .              5,000           172,500

                                    Tower Realty Trust.  . . . . . . . . . . . . . . . . .             25,000           506,250

                                                                                                                   ____________

                                    TOTAL EQUITY-RELATED SECURITIES

                                        (cost $3,065,723)  . . . . . . . . . . . . . . . .                         $  2,915,579

                                                                                                                   ============


TOTAL INVESTMENTS (cost $19,101,732) . . . . . . . . . . . . . . . . . . . . . . . . . . .             140.7%       $18,154,540

                                                                                                      =======      ============


LIABILITIES, LESS CASH AND RECEIVABLES . . . . . . . . . . . . . . . . . . . . . . . . . .             (40.7%)      $(5,247,384)

                                                                                                      =======      ============

NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             100.0%       $12,907,156

                                                                                                      =======      ============

DREYFUS REAL ESTATE MORTGAGE FUND
- -----------------------------------------------------------------------------


Notes to Statement of Investments:
- -----------------------------------------------------------------------------

(a) Securities exempt  from registration under Rule 144A of the Securities Act
    of 1933.  These securities  may  be  resold  in  transactions  exempt  from
    registration, normally to qualified institutional buyers. At October 31,
    1998, these securities amounted to $8,454,827 or 65.5% of net assets.

(b) Variable rate security-interest rate subject to change periodically.

(c) Held by the custodian in a segregated account as collateral for securities
    purchased on a forward commitment basis.

(d) Reflects notional face.

(e) Purchased on a forward commitment basis.

                      SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>

DREYFUS REAL ESTATE MORTGAGE FUND
- -----------------------------------------------------------------------------

STATEMENT OF ASSETS AND LIABILITIES                          OCTOBER 31, 1998

                                                                                                    Cost              Value

                                                                                                 ____________       ___________
<S>                                                                                               <C>               <C>
ASSETS:                          Investments in securities--See Statement of Investments . .      $19,101,732       $18,154,540

                                 Receivable for investment securities sold . . . . . . . .                              332,030

                                 Dividends and interest receivable . . . . . . . . . . . .                              177,612

                                 Paydowns receivable . . . . . . . . . . . . . . . . . . .                               20,698

                                 Prepaid expenses  . . . . . . . . . . . . . . . . . . . .                               56,456

                                 Due from The Dreyfus Corporation and affliliates  . . . .                                  444

                                                                                                                   ____________

                                                                                                                     18,741,780

                                                                                                                   ____________

LIABILITIES:                     Due to Distributor  . . . . . . . . . . . . . . . . . . .                                2,761

                                 Bank loan payable--Note 2 . . . . . . . . . . . . . . . .                            3,482,000

                                 Payable for investment securities purchased . . . . . . .                            2,081,802

                                 Cash overdraft due to Custodian . . . . . . . . . . . . .                              222,395

                                 Interest payable--Note 2  . . . . . . . . . . . . . . . .                               23,490

                                 Accrued expenses  . . . . . . . . . . . . . . . . . . . .                               22,176

                                                                                                                   ____________

                                                                                                                      5,834,624

                                                                                                                   ____________

NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                          $12,907,156

                                                                                                                   ============


REPRESENTED BY:                  Paid-in capital . . . . . . . . . . . . . . . . . . . . .                          $13,503,682

                                 Accumulated undistributed investment income--net  . . . .                              144,634

                                 Accumulated net realized gain (loss) on investments . . .                              206,032

                                 Accumulated net unrealized appreciation (depreciation)

                                   on investments--Note 4  . . . . . . . . . . . . . . . .                             (947,192)

                                                                                                                   ____________

NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                          $12,907,156

                                                                                                                   ============

SHARES OUTSTANDING

(unlimited number of $.001 par value shares of Beneficial Interest authorized) . . . . . .                            1,067,900

NET ASSET VALUE, offering and redemption price per share--Note 3(d). . . . . . . . . . . .                               $12.09

                                                                                                                         ======

                      SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>

DREYFUS REAL ESTATE MORTGAGE FUND
- -----------------------------------------------------------------------------

STATEMENT OF OPERATIONS                           YEAR ENDED OCTOBER 31, 1998

INVESTMENT INCOME
<S>                                                                                                <C>               <C>
INCOME:                          Interest  . . . . . . . . . . . . . . . . . . . . . . . .         $1,177,933

                                 Cash dividends  . . . . . . . . . . . . . . . . . . . . .            183,377

                                                                                                  ___________

                                                                                                                     $1,361,310

EXPENSES:                        Management fee--Note 3(a) . . . . . . . . . . . . . . . .             82,802

                                 Interest expense--Note 2  . . . . . . . . . . . . . . . .            211,046

                                 Registration fees . . . . . . . . . . . . . . . . . . . .             46,399

                                 Shareholder servicing costs--Note 3(b)  . . . . . . . . .             34,013

                                 Professional fees . . . . . . . . . . . . . . . . . . . .             13,052

                                 Organization expense  . . . . . . . . . . . . . . . . . .             11,141

                                 Prospectus and shareholders' reports  . . . . . . . . . .             10,709

                                 Custodian fees--Note 3(b) . . . . . . . . . . . . . . . .              3,355

                                 Miscellaneous . . . . . . . . . . . . . . . . . . . . . .              3,039

                                                                                                  ___________

                                    Total Expenses . . . . . . . . . . . . . . . . . . . .            415,556

                                 Less--expense reimbursement from the Manager due to

                                    undertakings--Note 3(a)  . . . . . . . . . . . . . . .            (89,861)

                                                                                                  ___________

                                    Net Expenses . . . . . . . . . . . . . . . . . . . . .                              325,695

                                                                                                                    ___________

INVESTMENT INCOME--NET . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                            1,035,615

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS--Note 4:

                                 Net realized gain (loss) on investments . . . . . . . . .       $    205,391

                                 Net unrealized appreciation (depreciation) on investments . .       (928,840)

                                                                                                  ___________

NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS . . . . . . . . . . . . . . . . . .                             (723,449)

                                                                                                                    ___________

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS . . . . . . . . . . . . . . . . . . .                          $   312,166

                                                                                                                    ===========


                      SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>

DREYFUS REAL ESTATE MORTGAGE FUND
- -----------------------------------------------------------------------------

STATEMENT OF CASH FLOWS                           YEAR ENDED OCTOBER 31, 1998
<S>                                                                                                <C>                <C>
CASH FLOWS FROM OPERATING ACTIVITIES:

   Dividends and interest received . . . . . . . . . . . . . . . . . . . . . . . . . . . .         $1,290,024

   Interest and loan commitment fees paid  . . . . . . . . . . . . . . . . . . . . . . . .           (187,556)

   Operating expenses paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           (154,370)        $  948,098

                                                                                                _____________

CASH FLOWS FROM INVESTING ACTIVITIES:

   Purchases of portfolio securities . . . . . . . . . . . . . . . . . . . . . . . . . . .       (138,537,144)

   Proceeds from sales of portfolio securities . . . . . . . . . . . . . . . . . . . . . .        132,149,137         (6,388,007)

                                                                                              _____________

CASH FLOWS FROM FINANCING ACTIVITIES:

   Proceeds from Fund shares sold  . . . . . . . . . . . . . . . . . . . . . . . . . . . .          3,563,424

   Payments for Fund shares redeemed . . . . . . . . . . . . . . . . . . . . . . . . . . .         (1,320,983)

   Cash dividends paid . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            (23,572)

   Net proceeds from bank loans  . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          3,482,000         5,700,869

                                                                                                _____________        ___________

       Increase in cash  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                              260,960

       Cash overdraft at beginning of period . . . . . . . . . . . . . . . . . . . . . . .                             (483,355)

                                                                                                                     ___________

       Cash overdraft at end of period . . . . . . . . . . . . . . . . . . . . . . . . . .                            $ (222,395)

                                                                                                                     ===========


RECONCILIATION OF NET INCREASE IN NET ASSETS RESULTING FROM

OPERATIONS TO NET CASH PROVIDED BY OPERATING ACTIVITIES:

   Net Increase in Net Assets Resulting From Operations  . . . . . . . . . . . . . . . . .                           $  312,166

   Adjustments to reconcile net increase in net assets resulting from operations

       to net cash provided by operating activities:

          Increase in dividends and interest receivable  . . . . . . . . . . . . . . . . .                              (71,152)

          Increase in interest payable . . . . . . . . . . . . . . . . . . . . . . . . . .                               23,490

          Decrease in accrued expenses . . . . . . . . . . . . . . . . . . . . . . . . . .                              (85,176)

          Decrease in prepaid expenses . . . . . . . . . . . . . . . . . . . . . . . . . .                               27,023

          Decrease in due from The Dreyfus Corporation and affiliates  . . . . . . . . . .                               17,827

          Increase in due to distributor . . . . . . . . . . . . . . . . . . . . . . . . .                                  605

          Net realized gain on investments . . . . . . . . . . . . . . . . . . . . . . . .                             (205,391)

          Net unrealized depreciation on investments . . . . . . . . . . . . . . . . . . .                              928,840

          Net amortization of discount on investments  . . . . . . . . . . . . . . . . . .                                 (134)

                                                                                                                    ___________

Net Cash Provided by Operating Activities. . . . . . . . . . . . . . . . . . . . . . . . .                           $  948,098

                                                                                                                     ===========

                      SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>

DREYFUS REAL ESTATE MORTGAGE FUND
- -----------------------------------------------------------------------------

STATEMENT OF CHANGES IN NET ASSETS

                                                                                               Year Ended      Year Ended

                                                                                         October 31, 1998   October 31, 1997*

                                                                                         ________________   _________________
<S>                                                                                           <C>             <C>

OPERATIONS:

   Investment income--net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $  1,035,615    $       47,994

   Net realized gain (loss) on investments . . . . . . . . . . . . . . . . . . . . . . . .         205,391           124,382

   Net unrealized appreciation (depreciation) on investments . . . . . . . . . . . . . . .        (928,840)          (18,352)

                                                                                              ____________      ____________

       Net Increase (Decrease) in Net Assets Resulting from Operations . . . . . . . . . .         312,166           154,024

                                                                                              ____________      ____________

DIVIDENDS TO SHAREHOLDERS FROM:

   Investment income--net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       (938,975)          --

   Net realized gain on investments  . . . . . . . . . . . . . . . . . . . . . . . . . . .       (123,741)          --

                                                                                              ____________      ____________

       Total Dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     (1,062,716)          --

                                                                                              ____________      ____________

BENEFICIAL INTEREST TRANSACTIONS:

   Net proceeds from shares sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       3,543,424        10,243,097

   Dividends reinvested  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       1,039,144          --

   Cost of shares redeemed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      (1,320,983)           (1,000)

                                                                                              ____________      ____________

       Increase (Decrease) in Net Assets from Beneficial Interest Transactions . . . . . .       3,261,585        10,242,097

                                                                                              ____________       ____________

          Total Increase (Decrease) in Net Assets  . . . . . . . . . . . . . . . . . . . .       2,511,035        10,396,121

NET ASSETS:

   Beginning of Period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      10,396,121          --

                                                                                              ____________       ____________

   End of Period . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $12,907,156       $10,396,121

                                                                                              ============       ============


Undistributed investment income--net . . . . . . . . . . . . . . . . . . . . . . . . . . .   $     144,634    $       47,994

                                                                                              ____________       ____________

                                                                                                 Shares             Shares

                                                                                              ____________       ____________

CAPITAL SHARE TRANSACTIONS:

   Shares sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .         271,699           819,457

   Shares issued for dividends reinvested  . . . . . . . . . . . . . . . . . . . . . . . .          79,840          --

   Shares redeemed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        (103,016)              (80)

                                                                                              ____________       ____________

       Net Increase (Decrease) in Shares Outstanding . . . . . . . . . . . . . . . . . . .         248,523           819,377

                                                                                              ============       ============

- -----------------------------

*  From September 30, 1997 (commencement of operations) to October 31, 1997.

                      SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>

DREYFUS REAL ESTATE MORTGAGE FUND
- -----------------------------------------------------------------------------

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.

                                                                                                    Year Ended October 31,

                                                                                                  __________________________

PER SHARE DATA:                                                                                      1998             1997(1)
                                                                                                    ______            ______
<S>                                                                                                 <C>               <C>
   Net asset value, beginning of period  . . . . . . . . . . . . . . . . . . . . . . . . .          $12.69            $12.50

                                                                                                    ______            ______

   Investment Operations:

   Investment income--net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            1.03               .06

   Net realized and unrealized gain (loss)

       on investments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            (.52)              .13

                                                                                                    ______           ______

   Total from Investment Operations  . . . . . . . . . . . . . . . . . . . . . . . . . . .             .51               .19

                                                                                                    ______            ______

   Distributions:

   Dividends from investment income--net . . . . . . . . . . . . . . . . . . . . . . . . .            (.96)              --

   Dividends from net realized gain on investments . . . . . . . . . . . . . . . . . . . .            (.15)              --

                                                                                                    ______           ______

   Total Distributions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           (1.11)              --

                                                                                                    ______           ______

   Net asset value, end of period  . . . . . . . . . . . . . . . . . . . . . . . . . . . .          $12.09           $12.69

                                                                                                    ======           ======


TOTAL INVESTMENT RETURN. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            3.82%           17.34%(2,3)

RATIOS/SUPPLEMENTAL DATA:

   Ratio of operating expenses to average net assets . . . . . . . . . . . . . . . . . . .             .90%             .90%(3)

   Ratio of interest expense to average net assets . . . . . . . . . . . . . . . . . . . .            1.66%              --

   Ratio of net investment income

       to average net assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            8.13%            5.39%(3)

   Decrease reflected in above expense ratios due to

       undertakings by the Manager . . . . . . . . . . . . . . . . . . . . . . . . . . . .             .71%            2.77%(3)

   Portfolio Turnover Rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          752.42%          244.61%(4)

   Net Assets, end of period (000's Omitted) . . . . . . . . . . . . . . . . . . . . . . .         $12,907          $10,396
- -----------------------------

(1)  From September 30, 1997 (commencement of operations) to October 31, 1997.

(2)  Exclusive of redemption fee.

(3)  Annualized.

(4)  Not annualized.

                      SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>

DREYFUS REAL ESTATE MORTGAGE FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS

NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:

   Dreyfus  Real Estate Mortgage Fund (the "Fund") is a separate non-diversified
series  of  Dreyfus  Debt  and  Equity Funds (the "Company") which is registered
under  the Investment Company Act of 1940, as amended (the "Act") as an open-end
management  investment  company  and  operates  as  a  series  company currently
offering  six  series, including the Fund. The Fund's investment objective is to
maximize  total  return,  consisting of capital appreciation and current income.
The Dreyfus Corporation (the "Manager") serves as the Fund's investment adviser.
The  Manager  is a direct subsidiary of Mellon Bank, N.A. ("Mellon"), which is a
wholly-owned   subsidiary  of  Mellon  Bank  Corporation.  Premier  Mutual  Fund
Services,  Inc.  (the  "Distributor" ) is  the distributor of the Fund's shares,
which are sold to the public without a sales charge.

   On  August  5, 1998, the Company's Board of Trustees approved a change of the
Company' s  name from "Dreyfus Income Funds" to "Dreyfus Debt and Equity Funds".
This change became effective on August 13, 1998.

   As  of  October  31,  1998,  MBC Investments Corp., an indirect subsidiary of
Mellon Bank Corporation, held 870,337 shares of the Fund.

The Company accounts separately for the assets, liabilities and operations of
each  fund.  Expenses  directly  attributable  to  each fund are charged to that
fund' s  operations;  expenses  which  are applicable to all funds are allocated
among them on a pro rata basis.

   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  in  securities (excluding short-term
investments,  other  than U.S. Treasury Bills, and financial futures) are valued
each  business day by an independent pricing service ("Service") approved by the
Board of Trustees. Investments for which quoted bid prices are readily available
and  are  representative  of  the  bid side of the market in the judgment of the
Service are valued at the mean between the quoted bid prices (as obtained by the
Service  from dealers in such securities) and asked prices (as calculated by the
Service  based  upon  its  evaluation  of the market for such securities). Other
investments  (which  constitute  a  majority  of  the  portfolio securities) are
carried  at  fair  value  as  determined  by the Service, based on methods which
include  consideration of: yields or prices of securities of comparable quality,
coupon,  maturity  and  type; indications as to values from dealers; and general
market  conditions. Securities for which there are no such valuations are valued
at  fair  value  as determined in good faith under the direction of the Board of
Trustees.  Short-term investments, excluding U.S. Treasury Bills, are carried at
amortized  cost,  which  approximates value. Financial futures are valued at the
last  sales  price  on  the  securities  exchange  on  which such securities are
primarily traded or at the last sales price on the national securities market on
each business day.

   (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. Dividend income is
recognized  on  the  ex-dividend  date  and  interest  income,  including, where
applicable,  amortization  of  discount  on  investments,  is  recognized on the
accrual  basis.  Under the terms of the custody agreement, the Fund receives net
earnings credits based on available cash balances left on deposit.

   (C)  DIVIDENDS  TO  SHAREHOLDERS: It is the policy of the Fund to declare and
pay  dividends quarterly from investment income-net. 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 of 1986, as amended (the "Code"). To
the  extent  that  net  realized  capital  gain  can  be  offset by capital loss
carryovers, if any, it is the policy of the Fund not to distribute such gain.

DREYFUS REAL ESTATE MORTGAGE FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

(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  Code,  and to make distributions of taxable income sufficient to relieve it
from substantially all Federal income and excise taxes.

NOTE 2--BANK LINES OF CREDIT:

   The  Fund  may  borrow  up  to  $10  million  for leveraging purposes under a
short-term  unsecured line of credit and participates with other Dreyfus-managed
funds  in  a  $100 million unsecured line of credit primarily to be utilized for
temporary  or  emergency  purposes,  including  the  financing  of  redemptions.
Interest  is charged to the Fund at rates which are related to the Federal Funds
rate in effect at the time of borrowings.

   The  average  daily  amount of borrowings outstanding under both arrangements
during  the  period  ended October 31, 1998 was approximately $3,511,000, with a
related weighted average annualized interest rate of 5.92%.

NOTE 3--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:

   (A)  Pursuant  to a management agreement with the Manager, the management fee
is  computed  at the annual rate of .65 of 1% of the value of the Fund's average
daily  net  assets  and  is  payable  monthly.  The  Manager had undertaken from
November 1, 1997 through October 31, 1998, to reduce the management fee paid by,
or  reimburse  such  excess  expenses  of the Fund to the extent that the Fund's
aggregate annual expenses, exclusive of taxes, brokerage, interest on borrowings
and extraordinary expenses, exceeded an annual rate of .90 of 1% of the value of
the  Fund's average daily net assets. The expense reimbursement, pursuant to the
undertaking, amounted to $89,861 during the period ended October 31, 1998.

   (B)  Under the Shareholder Services Plan, the Fund pays the Distributor at an
annual rate of .25 of 1% of the value of the Fund's average daily net assets for
the  provision  of  certain services. The services provided may include personal
services  relating  to  shareholder  accounts,  such  as  answering  shareholder
inquiries  regarding  the  Fund and providing reports and other information, and
services related to the maintenance of shareholder accounts. The Distributor may
make  payments  to Service Agents (a securities dealer, financial institution or
other  industry  professional)  in  respect  of  these services. The Distributor
determines  the  amounts  to  be paid to Service Agents. During the period ended
October  31,  1998,  the  Fund  was  charged $31,847 pursuant to the Shareholder
Services Plan.

The Fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of the
Manager,   under  a  transfer  agency  agreement  for  providing  personnel  and
facilities  to  perform transfer agency services for the Fund. During the period
ended  October  31,  1998,  the  Fund  was charged $533 pursuant to the transfer
agency agreement.

   The  Fund  compensates  Mellon under a custody agreement to provide custodial
services  for  the  Fund. During the period ended October 31, 1998, the Fund was
charged $3,355 pursuant to the custody agreement.

   (C)  Each  trustee  who  is  not an "affiliated person" as defined in the Act
receives  from the Company an annual fee of $2,500 and an attendance fee of $500
per  meeting.  The  Chairman  of  the  Board  receives an additional 25% of such
compensation.

   (D)  A  1%  redemption  fee  is  charged  and retained by the Fund on certain
redemptions  of  Fund  shares (including redemptions through the use of the Fund
Exchanges  service)  where  the redemption or exchange occurs within a six-month
period following the date of issuance.

DREYFUS REAL ESTATE MORTGAGE FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE 4--SECURITIES TRANSACTIONS:

   The   aggregate  amount  of  purchases  and  sales  (including  paydowns)  of
investment  securities, excluding short-term securities, during the period ended
October 31, 1998, amounted to $137,964,202 and $130,163,311, respectively.

   At  October  31, 1998, accumulated net unrealized depreciation on investments
was $947,192, consisting of $99,116 gross unrealized appreciation and $1,046,308
gross unrealized depreciation.

   At  October 31, 1998, 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 5--SUBSEQUENT EVENT:

   On  November  4,  1998, the Board approved a multiple-class structure for the
Fund.  Effective  December 24, 1998, the Fund will offer five classes of shares;
namely,  Class  A,  B,  C,  R,  and  T shares each with different sales load and
distribution  expense structures. Currently issued and outstanding shares of the
Fund  as  of  December  24,  1998  will  be  reclassified  as  Class  A  shares.
Shareholders   of  record  prior  to  December  24,  1998  who  become  Class  A
shareholders  will  continue to be eligible to purchase Fund shares at net asset
value,  and  not be subject to the applicable front-end sales load. In addition,
effective December 24, 1998, the Fund will be named "Dreyfus Premier Real Estate
Mortgage Fund."


DREYFUS REAL ESTATE MORTGAGE FUND
- -----------------------------------------------------------------------------

REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS

SHAREHOLDERS AND BOARD OF TRUSTEES

DREYFUS    REAL    ESTATE    MORTGAGE    FUND

   We  have  audited  the  accompanying  statement  of  assets  and liabilities,
including  the  statement  of  investments, of Dreyfus Real Estate Mortgage Fund
(one  of the Funds constituting Dreyfus Debt and Equity Funds) as of October 31,
1998,  and the related statements of operations and cash flows for the year then
ended  and  the  statement of changes in net assets and financial highlights for
each  of  the two years in the period then ended. 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 verification by
examination  of  securities  held  by  the  custodian as of October 31, 1998 and
confirmation  of  securities  not  held  by the custodian by correspondence with
others.  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  Real  Estate  Mortgage  Fund  at  October  31, 1998, the results of its
operations and its cash flows for the year then ended and the changes in its net
assets and the financial highlights for each of the two years in the period then
ended, in conformity with generally accepted accounting principles.





New York, New York

December 17, 1998



[dreyfus lion "d" logo]                                   (reg.tm)

[dreyfus logo]                                   (reg.tm)

DREYFUS REAL ESTATE MORTGAGE FUND

200 Park Avenue

New York, NY 10166

MANAGER

The Dreyfus Corporation

200 Park Avenue

New York, NY 10166

CUSTODIAN

Mellon Bank, N.A.

One Mellon Bank Center

Pittsburgh, PA 15258

TRANSFER AGENT &

DIVIDEND DISBURSING AGENT

Dreyfus Transfer, Inc.

P.O. Box 9671

Providence, RI 02940











Printed in U.S.A.                                             045AR9810

Real Estate

Mortgage Fund

Annual Report

October 31, 1998


- ------------------------------------------------------------------------------





DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND
- -----------------------------------------------------------------------------

LETTER TO SHAREHOLDERS

Dear Shareholder:

  We  are  pleased  to provide you with this report for the Dreyfus Premier High
Yield  Debt  Plus Equity Fund, for the period since the Fund's inception on June
29,  1998 through October 31, 1998. Your Fund's performance for each share class
is shown below:
<TABLE>
                                                                                     Annualized Distribution

                            Total Return*                Income Dividends                Rate Per Share**
                            ___________               _____________________           _____________________
<S>                            <C>                            <C>
Class A Shares                 -16.38                         $0.185                           4.96%

Class B Shares                 -16.64                         $0.162                           4.61%

Class C Shares                 -16.64                         $0.173                           4.93%

Class T Shares                 -16.44                         $0.178                           4.83%
</TABLE>

INTRODUCTION

 As  this  is  the first letter of the Fund, it seems appropriate to articulate
the Fund's goals. In the simplest terms, the Fund seeks to maximize total return
by  investing in both the debt and equity of companies that have high yield debt
outstanding.  Having said that, we would like to explain further the opportunity
we believe exists by focusing on the high yield universe of companies.

  Much  has  been written about how high yield debt is a hybrid security, having
traditional   characteristics   sometimes   of  debt  and  sometimes  of  equity
instruments.  Like  a  traditional debt instrument, a high yield bond is a legal
contract  with  a company, entitling its holder to interest payments, the return
of  principal and the maintenance of certain covenants by the company. Because a
company  issuing  high yield bonds is generally less established, or more highly
leveraged,  a  purchaser  of  high  yield  bonds  cannot simply rely on a rating
agency' s  evaluation  of  the company, but must conduct the type of fundamental
analysis  typical  of  an  equity investment to decide whether the investment is
satisfactory  from  a credit quality standpoint. For this extra work, as well as
the initial presumption of higher risk, an investor is paid a higher coupon.

  Over  time,  if  the  company  has  used the bond proceeds wisely, the company
should  have  increased  its  earnings,  and the high yield bond will have added
ability  in its interest coverage. This may lead to a credit upgrade, or even an
early  call  at a premium to par, two outcomes that provide upside potential for
the  investor. Both possibilities suggest that a high yield bond can trade above
par,  affording  the  potential of some capital appreciation, beside the desired
high  current  income.  We  at  Dreyfus focus on finding investments in the high
yield  universe  that  maximize  total return, which means price appreciation in
addition to interest income.

Industry observers estimate that there are now about 2,000 companies that have
at  one  time  or another issued high yield debt securities. At one time, almost
all   of  these  companies  were  private.  However,  as  high  yield  companies
successfully  finance  their  businesses  through  debt  offerings,  it  becomes
appropriate  at some point for them to raise equity either to finance additional
growth,  or  to  provide  liquidity to the original equity sponsor. For whatever
reason,  about  one  third  of the high yield companies now have a public equity
security, as well as their high yield debt securities.

  As  a  class,  we feel these securities are not followed as efficiently as the
general  equity  market.  First,  by their nature, the companies are more highly
leveraged  than  a  typical company, and an equity analyst may dismiss them from
his  perusal  because  they  lack  clean  balance sheets, and have more volatile
prices. Second, the typical equity market capitalization of a high yield company
is small by equity standards: generally no more than $300 million. These biases,
we  believe, are short- sighted. In regard to the leverage issue, something that
we  are  comfortable  with in investing for the Fund, we note that the increased
leverage  may  enhance  the  company' s return on equity if the company performs
well.  As  to  size,  given  the  use of leverage, the actual total value of the
enterprise (equity market capitalization plus debt) is generally larger than the
equity analyst realizes, and hence the company is not as small as it appears.

  More  often  than  not,  we expect to invest in a company that is private, and
just starting its growth phase. By the time it has matured and issued equity, we
may  know the company quite well, and fully understand its rosy future. It is at
that  time, however, that the company's high yield debt securities probably will
have  realized  most  of  their  total return. The Fund was introduced partly to
extend  our  ability  to  access  opportunities  in  the  high yield universe by
allowing  us  to  buy equity in companies that we know from our fundamental debt
analysis.

In general, we will prefer to buy a debt security (with its coupon) more often
than  an  equity  security.  We will buy an equity security of a high yield debt
issuer  when  we believe that there is significant return potential in excess of
the  alternative  high  yield  debt  instrument  of  the  same  company.  Equity
investments  are  in  general thought to be more risky than debt instruments; we
will have to have significantly more return potential in order to invest in such
an equity.

  In  short,  the  Fund  is  a total return player in the universe of high yield
issuers.  We  believe  this  formula, given the inefficiencies of the high yield
equity market, may be richly rewarding for the long-term diversified investor.

  Below  follows  a  short  interpretation  of  the  current economic situation,
composed  by Dreyfus's economists. We find this summary useful, but want to make
two  general  comments.  First,  the portfolio managers are analysts of specific
companies.  Because  the  economic  scenario is what it is, there is not a great
exposure to foreign investments and industrial cyclicals. But we will always buy
a specific investment if we believe it potentially can provide a handsome return
for the risk taken on, even if the larger picture might cast a shadow on such an
endeavor.  (Another way of saying this is that every investment makes sense at a
price.) Second, on balance, your Fund managers have a bearish perspective on the
equity  markets.  That' s  why we toil in the debt markets, where one invests in
legal obligations.

ECONOMIC REVIEW

So far in 1998, the main regions of the world have had very different economic
fundamentals.  The  U.S.  entered  the  year  with  a  strong  economy near full
employment, with unemployment only slightly above 4%. The tight labor market led
the  Federal  Reserve  Board (the "Fed") to contemplate a rise in interest rates
early  in  the year. The U.S. economy cooled enough over the months that the Fed
decided  to  stand pat. Evidence of economic cooling continued to accumulate and
worries  about  the world economy intensified. Financial stresses pushed the Fed
to  ease  credit  in  both  late  September and mid-October. After many years of
subpar  economic  growth,  continental  Europe  moved  into a sustained economic
expansion.   The  overall  European  economy  benefited  as  interest  rates  in
peripheral  countries such as Spain and Italy fell, approaching the lower levels
established  by  Germany,  on  the eve of currency unification. Unlike the U.S.,
Europe  has  substantial excess capacity of productive plant and labor. In Asia,
weak  economies  were  pervasive  as a result of the Asian financial crisis. The
Latin  American  economies  weakened as the financial stresses spread throughout
that region.

  A  main  influence  on  the  U.S.  economy this year was the foreign financial
crisis  and cooling of the world economy. The positive effects hit first. Actual
inflation  and  expected  inflation  dropped,  causing  a  decline  in long-term
Treasury bond yields and mortgage rates. This caused a boom in housing. The fall
in inflation helped the consumer sector as more of the growth in consumer income
was  left over the inflation to buy goods and services. Consumers benefited from
a  combination  of  good growth in income after inflation, a strong labor market
and past increases in the price of assets they owned.

  The  negative  effect of Asian weakness was felt in the industrial sector more
than  in  the consumer sector. Corporate profits weakened, especially in sectors
affected  by  the Asian crisis such as world-traded commodities (oil, metals and
paper)  and  exports.  One  result of this industrial weakness was to cool off a
U.S.    economy    that    had    been    growing    rapidly.

  The  major  change  in  the  economic  outlook  over  recent months has been a
downward  shift  in  expectations  for  world  economic  growth. A credit crunch
developed in emerging countries and former communist countries, sharply reducing
the   economic   outlook   for   Asia   and   Latin   America  as  well  as  for
commodity-exporting countries throughout the world. The effect on Europe and the
U.S. has been to lower expectations of profit growth and drive down bond yields

  Evidence  of  a  weaker  world  economy  accumulated as the financial stresses
continued.  A  worsened financial crisis occurred between the Russian default in
mid-August  and  the  fallout  from  the Long-Term Capital Management hedge fund
crisis  through  early October. However, proactive steps were taken to stabilize
the  Japanese  banks,  design  a  support  package  for Brazil and ease monetary
policy. The prospects for world economic weakness and monetary ease in the major
countries  will  be  powerfully influenced by whether foreign financial stresses
calm  down or intensify in the coming months. There appears to be a shift in the
priorities   of   key   policymakers   from   fighting  potential  inflation  to
restimulating future world economic growth.

MARKET ENVIRONMENT

  In  the  period  from  June 29, 1998 to October 31, 1998, we saw a significant
correction in the global markets that were bracketed by two events: the collapse
of  the  Russian financial system in mid-August, and the move by Alan Greenspan,
head  of  the  U.S.  Federal  Reserve, on October 8 to lower the Fed Funds rate,
signaling  the  Fed's intention to deal with the developing crisis of confidence
in  the  global  monetary  system.  The first event, perhaps in an unprecedented
fashion,  demonstrated  in a quite short period of time how linked all financial
markets  have become as we approach the Millennium. Hedge funds, the aggressive,
highly leveraged marginal players in many diverse high risk/high return markets,
as  an  asset  class  could  not sustain losses suffered in the Russian debt and
currency  markets  and  were  required to sell other holdings in other financial
markets. Such undisciplined selling begot a flight to quality, with repricing of
all  risk  in  all markets. The sole beneficiary of this market activity was the
U.S.  Treasury  market.  Markets  that  were  especially  hard hit were emerging
markets (both debt and equity), domestic small caps and domestic high yield.

Coincident, or as a separate part of this market activity, was the role of the
financial   intermediaries   during  this  process.  The  major  U.S.  financial
intermediaries  (whether  traditional  securities brokerage firms or the capital
market  operations  of  the  major money center commercial banks) are all highly
leveraged.  And  whether  they  have  adequate risk controls in place (rumors of
insolvency  about  one  securities  firm  and one money center during the period
implied  inadequate  controls; the continuing solvency of all such firms at this
time indicates that risk controls are now in place), the managements of all such
firms  essentially  issued  the same edict to all trading desks: rid yourself of
all  inventory.  In  other words, the liquidity of the risk/return asset classes
evaporated.

  We  have  mentioned  two ingredients of the general market correction -- hedge
fund  selling  and dealer illiquidity. A third must also be named. Mutual funds,
in  particular  high yield mutual funds, experienced net redemptions. The weekly
AMG  data  (AMG  tracks  inflows and outflows of mutual fund money) ran negative
throughout August and into September, and did not turn absolutely positive until
mid-October.  Thus, without dealers willing to take on new inventory, the prices
of  all  high  yield  instruments fell as the holders of the asset class, mutual
fund   portfolio   managers,  were  forced  to  sell  assets  to  meet  investor
redemptions.  (It  should  be  noted  that  the  Fund  did  not  experience  net
redemptions, so forced selling did not occur.)

  To  get  a measure of the magnitude of the repricing that occurred in the high
yield market, we will quote the Donaldson Lufkin Jenrette High Yield (HY) Index.
At  June  30,  the  HY  Index spread was 409 basis points over the relevant U.S.
Treasury  security;  on  October  31, it was 735 basis points (a spread not seen
since  the end of 1991). While this measures the absolute spread-widening in the
asset  class,  a  relative  measure (HY spread over reference Treasury/reference
Treasury  rate) indicated that on October 31 the high yield market was priced at
an all-time high since the early 1980s, when records were first kept.

  Fed  Chairman Greenspan's rate move in early October calmed many markets, most
notably  the  equity  markets of the U.S., which began a rally immediately after
his  action. The high yield marketplace, as of October 31, had lagged in its own
rebound,  although  the  financial press had begun to note the attractive spread
inherent  in  this  asset class. Since October 31 a recovery has begun, although
its duration and strength are not yet known.

  This  market discussion has been almost purely technical, explaining the inner
workings  of  the  market' s liquidity, which we feel accounts for a substantial
amount  of  the  market' s price action. It should be noted that bonds are legal
contracts,  and  if  held to maturity, a company is required to pay interest and
principal  as  the  contract requires (though they can fail, and not make timely
interest  and  principal payments, which is the risk high yield investors take).
Thus,  interim  price  fluctuations  (while  stomach-churning) do not affect the
company' s  contractual  obligations  (though they may affect actual payments to
bondholders  on  a periodic basis). It is default rates in the high yield market
that  should  dictate  a  widening of the spread. Default rates in 1998 have not
increased  so dramatically as to account for the spread widening. Indeed, market
observers  do  not  believe  that  even  a  severe recession would theoretically
trigger  sufficient defaults to account for the magnitude of the price fall that
occurred from June 29 to October 31, 1998.

PORTFOLIO OVERVIEW

  The  Fund' s  initial four-month return is highly unsatisfactory, and the Fund
underperformed  the Merrill Lynch High Yield Master II Index. That this happened
at  the  very  onset  of  the  Fund' s  life  is disconcerting, and no amount of
explanation  or  rationalization  should be construed as an attempt to hide that
sorry fact.

  A  portion  of  the  underperformance can be explained by the fact that, as of
October  31,  the  Fund had invested 33.9% of its portfolio in equities. But the
performance  of  the  Russell  2000,  which  measures  equities,  was  also less
satisfactory  than  the HY Index during this period, and thus the equity portion
was  in  some  respects  a  drag on relative performance to debt-only high yield
funds.  As  noted  in  the  introductory  remarks,  equities  are viewed as more
volatile  than  debt  instruments,  and  this  was apparent in the period we are
discussing.

In commenting on the Fund's performance, it should also be noted that industry
weighting  can be faulted. The fund had a slight overweighting in telecom issues
(both  on  the  debt  and  equity) , and  this  sector  has  been  a significant
underperformer in the high yield market of late.

  From  a portfolio perspective, perhaps the single comment worth making is that
as the market experienced its turmoil, your Fund's managers decided to leave the
capital  that  had  yet  to  be invested in cash. As of October 31, 18.5% of the
portfolio  was  in cash and equivalents. It has already been noted that the Fund
had  33.9% of its portfolio in equities. Additionally, about 46% of the Fund was
invested in pure yield instruments (both debt and preferred), while 15.7% of the
Fund was invested in convertible securities (again, debt and preferred).

  Apart  from  the  cash, the Fund's three largest initial investments (Echostar
Communications,  Paxson Communications, and Scandinavian Broadcasting System SA)
are  all  convertible securities. All three companies have high growth potential
and  are  innovative  deliverers  of  broadcasting  products. It seemed that the
ability  to  invest  in  securities  with some inherent yield attached, but with
potential equity upside, fulfilled the concept to which the Fund is dedicated.

  We  cannot  stress  enough  the  deep  disappointment with the results Dreyfus
Premier  High  Yield  Debt  Plus  Equity Fund has posted during its initial four
months.  We  will  strive to bring a more reassuring message when we address you
six months hence.

                               Very truly yours,


        [John V. Koerber signature]                 {Roger King signature]



        John V. Koerber                             Roger King

                              Portfolio Managers

November 16, 1998

New York, N.Y.

*Total  return  includes  reinvestment of dividends and any capital gains paid,
and  does  not  take  into consideration the maximum initial sales charge in the
case  of Class A and Class T shares, or the applicable contingent deferred sales
charge imposed on redemptions in the case of Class B and Class C shares.

**Annualized  distribution rate per share is based on dividends per share paid
from net investment income during the period, annualized, divided by the maximum
offering  price  per share in the case of Class A and Class T shares and the net
asset  value  per  share in the case of Class B and Class C shares at the end of
the period.


<TABLE>
DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS

                                                                                                  Principal

Bonds and Notes--47.6%                                                                              Amount            Value
- -------------------------------------------------------                                           ___________       ___________
<S>                                                                                               <C>               <C>
                Broadcasting--4.6%  Scandinavian Broadcasting System,

                                        Conv. Sub. Deb., 7%, 2004  . . . . . . . . . . . .        $...400,000       $   390,000

                                                                                                                    ___________

          Building Materials--5.5%  FWT,

                                        Sr. Sub. Notes, 9.875%, 2007 . . . . . . . . . . .            300,000           176,250

                                    ICF Kaiser International,

                                        Sr. Sub. Notes, 13%, 2003  . . . . . . . . . . . .            710,000           294,650

                                                                                                                    ___________

                                                                                                                        470,900

                                                                                                                    ___________

                    Consumer--5.2%  Carson,

                                        Gtd. Sr. Sub. Notes, Ser. B, 10.375%, 2007 . . . .            500,000           202,500

                                    E & S Holdings,

                                        Sr. Sub. Notes, Ser. B, 10.375%, 2006  . . . . . .            239,000           123,085

                                    Syratech,

                                        Sr. Notes, 11%, 2007 . . . . . . . . . . . . . . .            150,000           117,750

                                                                                                                    ___________

                                                                                                                        443,335

                                                                                                                    ___________

                      Energy--1.9%  Petsec Energy,

                                        Sr. Sub. Notes, 9.50%, 2007  . . . . . . . . . . .            200,000           161,000

                                                                                                                    ___________

               Entertainment--4.5%  Discovery Zone,

                                        Sr. Secured Notes, 13.50%, 2002 (Units)  . . . . .            125,000 (a)       125,625

                                    Livent,

                                        Sr. Notes, 9.375%, 2004  . . . . . . . . . . . . .            400,000           262,000

                                                                                                                    ___________

                                                                                                                        387,625

                                                                                                                    ___________

                   Financial--3.5%  Penncorp Financial,

                                        Sr. Sub. Notes, 9.25%, 2003  . . . . . . . . . . .            500,000           300,000

                                                                                                                    ___________

             Forest Products--3.0%  Maxxam Group Holdings,

                                        Sr. Secured Notes, 12%, 2003 . . . . . . . . . . .            250,000           253,750

                                                                                                                    ___________

                      Gaming--2.3%  Trump Castle Funding,

                                        First Mortgage Bond, 11.75%, 2003  . . . . . . . .            250,000           196,250

                                                                                                                    ___________

                  Restaurants--.8%  Planet Hollywood,

                                        Sr. Sub. Notes, 12%, 2005  . . . . . . . . . . . .            150,000            71,250

                                                                                                                    ___________

                      Retail--1.5%  J. Crew Group,

                                        Sr. Discount Notes, Ser. B, Zero Coupon, 2002  . .            350,000 (b)       129,500

                                                                                                                    ___________

                       Steel--2.2%  Recycling Industries,

                                        Sr. Sub. Notes, 13%, 2005  . . . . . . . . . . . .            200,000           191,500

                                                                                                                    ___________

          Telecommunications--5.6%  Phonetel Technologies,

                                        Gtd. Sr. Notes, 12%, 2006  . . . . . . . . . . . .            500,000           130,000

                                    Poland Telecom Finance,

                                        Gtd. Sr. Notes, 14%, 2007 (Units)  . . . . . . . .            250,000 (a)       246,250

                                    USN Communications,

                                        Sr. Discount Notes, Ser. B, Zero Coupon, 2000  . .            247,000 (b)       100,035

                                                                                                                    ___________

                                                                                                                        476,285

                                                                                                                    ___________

DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)

                                                                                                  Principal

Bonds and Notes (continued)                                                                         Amount            Value
- -------------------------------------------------------                                           ___________       ___________

                    Textiles--2.3%  Sassco Fashions,

                                        Notes, 12.75%, 2004  . . . . . . . . . . . . . . .        $...200,000       $   198,000

                                                                                                                    ___________

              Transportation--1.6%  ValuJet,

                                        Sr. Notes, 10.25%, 2001  . . . . . . . . . . . . .            200,000           139,000

                                                                                                                    ___________

     Wireless Communications--3.1%  Comunicacion Celular,

                                        Sr. Discount Notes, Zero Coupon, 2000  . . . . . .            250,000 (b)       164,375

                                    Globalstar/Capital,

                                        Sr. Notes, 10.75%, 2004  . . . . . . . . . . . . .            150,000            98,250

                                                                                                                    ___________

                                                                                                                        262,625

                                                                                                                    ___________

                                    TOTAL BONDS AND NOTES

                                        (cost $5,025,836)  . . . . . . . . . . . . . . . .                           $4,071,020

                                                                                                                    ___________


Equity-Related Securities--33.9%                                                                    Shares
- -------------------------------------------------------------------------------------------       ___________

Common Stocks--17.4%

          Building Materials--1.9%  Associated Materials . . . . . . . . . . . . . . . . .             15,000 (d)   $   165,000

                                                                                                                    ___________

                     Casinos--1.0%  Players International. . . . . . . . . . . . . . . . .             20,000 (d)        86,250

                                                                                                                    ___________

                    Consumer--2.7%  Coinmach Laundry . . . . . . . . . . . . . . . . . . .             16,000 (d)       161,000

                                    Shop at Home . . . . . . . . . . . . . . . . . . . . .             30,000 (d)        73,125

                                                                                                                    ___________

                                                                                                                        234,125

                                                                                                                    ___________

          Employment Services--.9%  Employee Solutions . . . . . . . . . . . . . . . . . .             40,000 (d)        80,000

                                                                                                                    ___________

                      Energy--2.0%  Tokheim. . . . . . . . . . . . . . . . . . . . . . . .             20,000 (d)           175,000

                                                                                                                    ___________

                Entertainment--.8%  Isle of Capri Casinos. . . . . . . . . . . . . . . . .             25,000 (d)            65,625

                                                                                                                    ___________

                      Metals--1.6%  Recycling Industries . . . . . . . . . . . . . . . . .             32,000 (d)        60,000

                                    Republic Group . . . . . . . . . . . . . . . . . . . .              5,000            74,063

                                                                                                                    ___________

                                                                                                                        134,063

                                                                                                                    ___________

                  Technology--2.3%  The Learning Company . . . . . . . . . . . . . . . . .              7,500 (d)       193,594

                                                                                                                    ___________

          Telecommunications--2.1%  MGC Communications . . . . . . . . . . . . . . . . . .             17,000 (d)       170,000

                                    USN Communications . . . . . . . . . . . . . . . . . .             15,000 (d)         7,031

                                                                                                                    ___________

                                                                                                                        177,031

                                                                                                                    ___________

     Wireless Communications--2.1%  Clearnet Communications. . . . . . . . . . . . . . . .             24,500 (d)       179,156

                                                                                                                    ___________

                                    Total Common Stocks  . . . . . . . . . . . . . . . . .                            1,489,844

                                                                                                                    ___________

Preferred Stocks--15.1%

   Broadcasting--2.3%  Spanish Broadcasting System,

                                        Cum., $142.50  . . . . . . . . . . . . . . . . . .                200           197,000
                                                                                                                    ___________
            Cable Television--5.9%  Echostar Communications,

                                        Ser. C, Cum. Conv., $3.375 . . . . . . . . . . . .              8,300           502,150
                                                                                                                    ___________

DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND
- -----------------------------------------------------------------------------

STATEMENT OF INVESTMENTS (CONTINUED)

Equity-Related Securities (continued)                                                                 Shares           Value
- -------------------------------------------------------                                            __________        __________

Preferred Stocks (continued)

  Entertainment--5.3%  Paxson Communications,

                                        Cum. Conv., $975 . . . . . . . . . . . . . . . . .                 45 (c)   $   450,000

                                                                                                                    ___________

          Telecommunications--1.6%  WinStar Communications,

                                        Cum., Ser. C, $142.50  . . . . . . . . . . . . . .                200           136,000

                                                                                                                    ___________

                                    Total Preferred Stocks . . . . . . . . . . . . . . . .                            1,285,150

                                                                                                                    ___________

Warrants--1.4%

             Aircraft & Aerospace;  America West Airlines. . . . . . . . . . . . . . . . .         20,000 (d)           120,000

                                                                                                                    ___________

                                    TOTAL EQUITY- RELATED SECURITIES

                                        (cost $3,776,867)  . . . . . . . . . . . . . . . .                           $2,894,994

                                                                                                                    ___________



                                                                                                    Principal

Short-Term Investments--14.0%                                                                        Amount             Value
- -------------------------------------------------------------------------------------------        __________         __________
         U.S. Government Agencies;  Federal Home Loan Banks

                                        Discount Notes, 5.40%, 11/2/1998

                                        (cost $1,191,821)  . . . . . . . . . . . . . . . .         $1,192,000        $1,191,821

                                                                                                                    ___________


TOTAL INVESTMENTS (cost $9,994,524). . . . . . . . . . . . . . . . . . . . . . . . . . . .              95.5%        $8,157,835

                                                                                                      _______       ___________


CASH AND RECEIVABLES (NET) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .               4.5%       $   388,569

                                                                                                      _______       ___________


NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             100.0%        $8,546,404

                                                                                                      _______       ___________

Notes to Statement of Investments:
- -----------------------------------------------------------------------------

(a)  With warrants to purchase common stock.

(b)  Zero coupon until year  shown at which time a stated coupon rate becomes
     effective.

(c)  Securities exempt from registration under Rule 144A of the Securities Act
     of 1933.  These securities may  be  resold  in  transactions  exempt  from
     registration, normally to qualified institutional buyers. At October 31,
     1998, these securities amounted to $450,000 or 5.3% of net assets.

(d)  Non-income producing.

                      SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>
DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND
- -----------------------------------------------------------------------------

STATEMENT OF ASSETS AND LIABILITIES                          OCTOBER 31, 1998

                                                                                                     Cost               Value
                                                                                                 ____________       ___________
<S>                                                                                              <C>               <C>
ASSETS:                          Investments in securities--See Statement of Investments . .     $  9,994,524      $  8,157,835

                                 Cash  . . . . . . . . . . . . . . . . . . . . . . . . . .                               22,954

                                 Receivable for investment securities sold . . . . . . . .                              367,723

                                 Dividends and interest receivable . . . . . . . . . . . .                              204,231

                                 Receivable for shares of Beneficial Interest subscribed . .                             44,003

                                 Prepaid expenses and other assets . . . . . . . . . . . .                               62,271

                                 Due from The Dreyfus Corporation  . . . . . . . . . . . .                               50,121

                                                                                                                   ____________

                                                                                                                      8,909,138

                                                                                                                   ____________

LIABILITIES:                     Due to Distributor  . . . . . . . . . . . . . . . . . . .                                4,527

                                 Payable for investment securities purchased . . . . . . .                              320,357

                                 Accrued expenses and other liabilities  . . . . . . . . .                               37,850

                                                                                                                   ____________

                                                                                                                        362,734

                                                                                                                   ____________

NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                         $  8,546,404

                                                                                                                   ____________


REPRESENTED BY:                  Paid-in capital . . . . . . . . . . . . . . . . . . . . .                          $10,369,312

                                 Accumulated undistributed investment income--net  . . . .                               67,201

                                 Accumulated net realized gain (loss) on investments . . .                              (53,420)

                                 Accumulated net unrealized appreciation (depreciation)
                                   on investments--Note 3  . . . . . . . . . . . . . . . .                           (1,836,689)

                                                                                                                  ____________

NET ASSETS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                         $  8,546,404

                                                                                                                  ____________
                                                    NET ASSET VALUE PER SHARE
                                      ________________________________________________________

                                                              Class A           Class B           Class C            Class T
                                                            ____________       ____________      ____________      ____________

Net Assets . . . . . . . . . . . . . . . . . . . .          $  3,364,125       $  3,502,823     $     844,319     $     835,137

Shares Outstanding . . . . . . . . . . . . . . . .               327,707            341,356            82,371            81,368

NET ASSET VALUE PER SHARE. . . . . . . . . . . . .                $10.27             $10.26            $10.25            $10.26
                                                                 _______            _______           _______           _______

                      SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>

DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND
- -----------------------------------------------------------------------------

STATEMENT OF OPERATIONS

FROM JUNE 29, 1998 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1998

INVESTMENT INCOME
<S>                                                                                              <C>               <C>
INCOME:                          Interest  . . . . . . . . . . . . . . . . . . . . . . . .       $    234,626

                                 Cash dividends  . . . . . . . . . . . . . . . . . . . . .             17,058

                                                                                                  ___________

                                        Total Income . . . . . . . . . . . . . . . . . . .                         $    251,684

EXPENSES:                        Management fee--Note 2(a) . . . . . . . . . . . . . . . .             23,351

                                 Legal fees  . . . . . . . . . . . . . . . . . . . . . . .             29,726

                                 Auditing fees . . . . . . . . . . . . . . . . . . . . . .             15,000

                                 Registration fees . . . . . . . . . . . . . . . . . . . .             13,787

                                 Distribution fees--Note 2(b)  . . . . . . . . . . . . . .             12,560

                                 Shareholder servicing costs--Note 2(c)  . . . . . . . . .              8,066

                                 Prospectus and shareholders' reports  . . . . . . . . . .              7,507

                                 Custodian fees--Note 2(c) . . . . . . . . . . . . . . . .              2,800

                                 Trustees' fees and expenses--Note 2(d)  . . . . . . . . .                197

                                 Miscellaneous . . . . . . . . . . . . . . . . . . . . . .                957

                                                                                                  ___________

                                        Total Expenses . . . . . . . . . . . . . . . . . .            113,951

                                 Less--expense reimbursement from the Manager due to
                                    undertaking--Note 2(a) . . . . . . . . . . . . . . . .            (70,257)

                                                                                                  ___________

                                        Net Expenses . . . . . . . . . . . . . . . . . . .                               43,694

                                                                                                                  ___________

INVESTMENT INCOME--NET . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .                              207,990

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS--Note 3:

                                 Net realized gain (loss) on investments . . . . . . . . .            (53,420)

                                 Net unrealized appreciation (depreciation)
                                    on investments . . . . . . . . . . . . . . . . . . . .         (1,836,689)

                                                                                                  ___________

NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS . . . . . . . . . . . . . . . . . .                           (1,890,109)

                                                                                                                    ___________

NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS. . . . . . . . . . . . . .                          $(1,682,119)

                                                                                                                    ___________


                      SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>

DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND
- -----------------------------------------------------------------------------

STATEMENT OF CHANGES IN NET ASSETS

FROM JUNE 29, 1998 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1998
<S>                                                                                            <C>              <C>
OPERATIONS:

  Investment income--net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      $     207,990

  Net realized gain (loss) on investments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            (53,420)

  Net unrealized appreciation (depreciation) on investments  . . . . . . . . . . . . . . . . . . . . . . .         (1,836,689)

                                                                                                                 ____________

       Net Increase (Decrease) in Net Assets Resulting from Operations . . . . . . . . . . . . . . . . . .         (1,682,119)

                                                                                                                 ____________

DIVIDENDS TO SHAREHOLDERS FROM:

 Investment income--net:

    Class A shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            (59,567)

    Class B shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            (52,961)

    Class C shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            (14,021)

    Class T shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .              (14,240)
                                                                                                                 ____________

         Total Dividends . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           (140,789)
                                                                                                                 ____________

BENEFICIAL INTEREST TRANSACTIONS:

 Net proceeds from shares sold:

    Class A shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          4,024,588

    Class B shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          4,180,616

    Class C shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          1,088,000

    Class T shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .          1,000,000

  Dividends reinvested:

    Class A shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             59,567

    Class B shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             52,961

    Class C shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             13,840

    Class T shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .             14,240

  Cost of shares redeemed:

    Class C shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .            (64,500)
                                                                                                                 ____________

       Increase (Decrease) in Net Assets from Beneficial Interest Transactions . . . . . . . . . . . . . . . .     10,369,312
                                                                                                                 ____________

         Total Increase (Decrease) in Net Assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      8,546,404

NET ASSETS:

  Beginning of Period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .           ----

                                                                                                                 ____________

  End of Period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       $  8,546,404
                                                                                                                 ____________


UNDISTRIBUTED INVESTMENT INCOME--NET . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $       67,201
                                                                                                                 ____________

                      SEE NOTES TO FINANCIAL STATEMENTS.

DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND
- -----------------------------------------------------------------------------

STATEMENT OF CHANGES IN NET ASSETS (CONTINUED)

FROM JUNE 29, 1998 (COMMENCEMENT OF OPERATIONS) TO OCTOBER 31, 1998

CAPITAL SHARE TRANSACTIONS:

  Class A

  ________

   Shares sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      321,985

   Shares issued for dividends reinvested  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        5,722

                                                                                                                      _________

                                        Net Increase (Decrease) in Shares Outstanding  . . . . . . . . . . . . . .      327,707

                                                                                                                      _________


   Class B

   ________

   Shares sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      336,268

   Shares issued for dividends reinvested  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        5,088

                                                                                                                      _________

                                        Net Increase (Decrease) in Shares Outstanding  . . . . . . . . . . . . . .      341,356

                                                                                                                      _________


   Class C

   ________

   Shares sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       87,040

   Shares issued for dividends reinvested  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        1,331

   Shares redeemed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       (6,000)

                                                                                                                      _________

                                        Net Increase (Decrease) in Shares Outstanding  . . . . . . . . . . . . . .       82,371

                                                                                                                      _________


   Class T

   ________

   Shares sold . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       80,000

   Shares issued for dividends reinvested  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        1,368

                                                                                                                      _________

                                        Net Increase (Decrease) in Shares Outstanding  . . . . . . . . . . . . . .       81,368

                                                                                                                      _________


                      SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>

DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND
- -----------------------------------------------------------------------------

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  the  period  from  June  29,  1998
(commencement  of  operations)  to  October  31, 1998. This information has been
derived from the Fund's financial statements.


                                                              Class A Shares

                                                                _____________

PER SHARE DATA:
<S>                                                            <C>                                            <C>
   Net asset value, beginning of period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $12.50

                                                                                                              ______

   Investment Operations:

   Investment income--net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .       .27

   Net realized and unrealized gain (loss)
       on investments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     (2.31)

                                                                                                              ______

   Total from Investment Operations  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     (2.04)

                                                                                                              ______

   Distributions:

   Dividends from investment income--net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      (.19)

                                                                                                              ______

   Net asset value, end of period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $10.27

                                                                                                              ______


TOTAL INVESTMENT RETURN(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    (16.38%)(2)

RATIOS/SUPPLEMENTAL DATA:

   Ratio of expenses to average net assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      1.00%(3)

   Ratio of net investment income
       to average net assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .        7.07%(3)

   Decrease reflected in above expense ratio
       due to undertaking by the Manager . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      2.26%(3)

   Portfolio Turnover Rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     42.54%(2)

   Net Assets, end of period (000's Omitted) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $3,364
- -----------------------------

(1)  Exclusive of sales load.

(2)  Not annualized.

(3)  Annualized.


                      SEE NOTES TO FINANCIAL STATEMENTS.

DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND
- -----------------------------------------------------------------------------

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  the  period  from  June  29,  1998
(commencement  of  operations)  to  October  31, 1998. This information has been
derived from the Fund's financial statements.


                                                              Class B Shares

                                                                _____________

PER SHARE DATA:

   Net asset value, beginning of period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $12.50

                                                                                                             ______

   Investment Operations:

   Investment income--net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      .24

   Net realized and unrealized gain (loss)
       on investments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    (2.32)

                                                                                                             ______

   Total from Investment Operations  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    (2.08)

                                                                                                             ______

   Distributions:

   Dividends from investment income--net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     (.16)

                                                                                                             ______

   Net asset value, end of period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $10.26

                                                                                                             ______


TOTAL INVESTMENT RETURN(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   (16.64%)(2)

RATIOS/SUPPLEMENTAL DATA:

   Ratio of expenses to average net assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     1.75%(3)

   Ratio of net investment income
       to average net assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     6.32%(3)

   Decrease reflected in above expense ratio
       due to undertaking by the Manager . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     2.26%(3)

   Portfolio Turnover Rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    42.54%(2)

   Net Assets, end of period (000's Omitted) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $3,503
- -----------------------------

(1)  Exclusive of sales load.

(2)  Not annualized.

(3)  Annualized.

                      SEE NOTES TO FINANCIAL STATEMENTS.

DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND
- -----------------------------------------------------------------------------

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  the  period  from  June  29,  1998
(commencement  of  operations)  to  October  31, 1998. This information has been
derived from the Fund's financial statements.


                                                              Class C Shares

                                                                _____________

PER SHARE DATA:

   Net asset value, beginning of period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $12.50

                                                                                                             ______

   Investment Operations:

   Investment income--net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      .25

   Net realized and unrealized gain (loss)
       on investments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    (2.33)

                                                                                                             ______

   Total from Investment Operations  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    (2.08)

                                                                                                             ______

   Distributions:

   Dividends from investment income--net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     (.17)

                                                                                                             ______

   Net asset value, end of period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $10.25

                                                                                                             ______


TOTAL INVESTMENT RETURN(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   (16.64%)(2)

RATIOS/SUPPLEMENTAL DATA:

   Ratio of expenses to average net assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     1.75%(3)

   Ratio of net investment income
       to average net assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     6.29%(3)

   Decrease reflected in above expense ratio
       due to undertaking by the Manager . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     2.26%(3)

   Portfolio Turnover Rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    42.54%(2)

   Net Assets, end of period (000's Omitted) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     $844
- -----------------------------

(1)  Exclusive of sales load.

(2)  Not annualized.

(3)  Annualized.

                      SEE NOTES TO FINANCIAL STATEMENTS.

DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND
- -----------------------------------------------------------------------------

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  the  period  from  June  29,  1998
(commencement  of  operations)  to  October  31, 1998. This information has been
derived from the Fund's financial statements.


                                                              Class T Shares

                                                                _____________

PER SHARE DATA:

   Net asset value, beginning of period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $12.50

                                                                                                             ______

   Investment Operations:

   Investment income--net  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .      .26

   Net realized and unrealized gain (loss)
       on investments  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    (2.32)

                                                                                                             ______

   Total from Investment Operations  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    (2.06)

                                                                                                             ______

   Distributions:

   Dividends from investment income--net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .     (.18)

                                                                                                             ______

   Net asset value, end of period  . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   $10.26

                                                                                                             ______


TOTAL INVESTMENT RETURN(1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  (16.44%)(2)

RATIOS/SUPPLEMENTAL DATA:

   Ratio of expenses to average net assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    1.25%(3)

   Ratio of net investment income
       to average net assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    6.82%(3)

   Decrease reflected in above expense ratio
       due to undertaking by the Manager . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    2.26%(3)

   Portfolio Turnover Rate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   42.54%(2)

   Net Assets, end of period (000's Omitted) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .    $835
- -----------------------------

((1)  Exclusive of sales load.

(2)  Not annualized.

(3)  Annualized.

                      SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>

DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS

NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:

   Dreyfus  Premier  High Yield Debt Plus Equity Fund (the "Fund") is a separate
non-diversified series of Dreyfus Debt and Equity Funds (the "Company") which is
registered  under  the Investment Company Act of 1940, as amended (the "Act") as
an  open-end  management  investment  company  and  operates as a series company
currently  offering  six  series,  including  the  Fund.  The  Fund's investment
objective  is  to  maximize total return, consisting of capital appreciation and
current  income.  The  Dreyfus  Corporation (the "Manager") serves as the Fund's
investment  adviser.  The  Manager  is  a direct subsidiary of Mellon Bank, N.A.
("Mellon") which is a wholly-owned subsidiary of Mellon Bank Corporation.

   Premier  Mutual Fund Services, Inc. (the "Distributor") is the distributor of
the  Fund's shares. The Fund is authorized to issue an unlimited number of $.001
par  value  shares in the following classes of shares: Class A, Class B, Class C
and  Class  T  shares.  Class A and Class T shares are subject to a sales charge
imposed  at  the  time  of  purchase, Class B shares are subject to a contingent
deferred  sales charge ("CDSC") imposed on Class B share redemptions made within
six  years of purchase and Class C shares are subject to a CDSC imposed on Class
C  shares  redeemed  within  one year of purchase. Other differences between the
classes include the services offered to and the expenses borne by each class and
certain voting rights.

   On  August  5, 1998, the Company's Board of Trustees approved a change of the
Company' s  name from "Dreyfus Income Funds" to "Dreyfus Debt and Equity Funds".
This change became effective on August 13, 1998.

   As  of  October  31,  1998,  MBC  Investment Corp., an indirect subsidiary of
Mellon Bank Corporation, held the following shares of the Fund:

    Class A  .................. 325,687  Class C. ................ 81,331

    Class B  .................. .324,980  Class T ................ 81,368

The Company accounts separately for the assets, liabilities and operations of
each  fund.  Expenses  directly  attributable  to  each fund are charged to that
fund' s  operations;  expenses  which  are applicable to all funds are allocated
among them on a pro rata basis.

   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  in  securities (excluding short-term
investments,  other than U.S. Treasury Bills) are valued each business day by an
independent  pricing  service  (" Service" ) approved  by the Board of Trustees.
Investments   for  which  quoted  bid  prices  are  readily  available  and  are
representative  of the bid side of the market in the judgment of the Service are
valued  at  the  mean  between the quoted bid prices (as obtained by the Service
from  dealers in such securities) and asked prices (as calculated by the Service
based  upon its evaluation of the market for such securities). Other investments
(which  constitute  a  majority of the portfolio securities) are carried at fair
value as determined by the Service, based on methods which include consideration
of:  yields  or prices of securities of comparable quality, coupon, maturity and
type;  indications  as  to  values  from dealers; and general market conditions.
Securities  for  which  there are no such valuations are valued at fair value as
determined  in  good  faith  under  the  direction  of  the  Board  of Trustees.
Short-term  investments, excluding U.S. Treasury Bills, are carried at amortized
cost, which approximates value.

   (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. Dividend income is
recognized  on  the  ex-dividend  date  and  interest  income,  including, where
applicable,  amortization  of  discount  on  investments,  is  recognized on the
accrual  basis.  Under the terms of the custody agreement, the Fund received net
earnings  credits  of  $2,964  during the period ended October 31, 1998 based on
available cash balances left on deposit. Income earned under this arrangement is
included in interest income.

DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

   (C)  DIVIDENDS  TO  SHAREHOLDERS: It is the policy of the Fund to declare and
pay  dividends from investment income-net quarterly. Dividends from net realized
capital  gain, if any, 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 of 1986, as amended (the "Code"). To
the  extent  that  net  realized  capital  gain  can  be  offset by capital loss
carryovers, if any, 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  Code,  and to make distributions of taxable income sufficient to relieve it
from substantially all Federal income and excise taxes.

   The  Fund  has  an  unused  capital  loss  carryover of approximately $53,000
available  for  Federal  income  tax  purposes  to be applied against future net
securities  profits,  if  any,  realized  subsequent to October 31, 1998. If not
applied, the carryover expires in fiscal 2006.

NOTE 2--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:

   (A)  Pursuant  to a management agreement with the Manager, the management fee
is  computed  at the annual rate of .75 of 1% of the value of the Fund's average
daily  net  assets  and is payable monthly. The Manager had undertaken from June
29,  1998  through  October  31,  1998  to reduce the management fee paid by, or
reimburse  such  excess  expenses  of  the  Fund,  to the extent that the Fund's
aggregate   annual   expenses   (exclusive  of  taxes,  brokerage,  interest  on
borrowings,  commitment  fees,  Rule  12b-1  distribution  fees and expenses and
extraordinary  expenses)  exceeded  an  annual rate of 1.00% of the value of the
Fund' s  average  daily  net  assets.  The expense reimbursement pursuant to the
undertaking, amounted to $70,257 during the period ended October 31, 1998.

(B) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act,
Class  B and Class C shares pay the Distributor for distributing their shares at
an  annual  rate  of  .75  of 1% of the value of the average daily net assets of
Class B and Class C shares, and Class T shares pay the Distributor at the annual
rate  of  .25  of  1%  of  the  value of the average daily net assets of Class T
shares.  During  the period ended October 31, 1998, Class B, Class C and Class T
shares  were  charged  $9,368,  $2,425  and  $767, respectively, pursuant to the
Distribution Plan.

   (C)  Under the Shareholder Services Plan, Class A, Class B, Class C and Class
T shares each pay the Distributor at an annual rate of .25 of 1% of the value of
their  average  daily  net  assets  for  the  provision of certain services. The
services   provided  may  include  personal  services  relating  to  shareholder
accounts,  such  as  answering  shareholder  inquiries  regarding  the  Fund and
providing reports and other information, and services related to the maintenance
of  shareholder accounts. The Distributor may make payments to Service Agents (a
securities  dealer,  financial  institution  or  other industry professional) in
respect  of these services. The Distributor determines the amounts to be paid to
Service  Agents.  During  the  period  ended October 31, 1998, Class A, Class B,
Class  C  and  Class  T  shares  were  charged  $3,085,  $3,123,  $809 and $767,
respectively, pursuant to the Shareholder Services Plan.

The Fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of the
Manager,   under  a  transfer  agency  agreement  for  providing  personnel  and
facilities  to  perform transfer agency services for the Fund. During the period
ended October 31, 1998, the Fund was charged $99 pursuant to the transfer agency
agreement.

The Fund compensates Mellon under a custody agreement for providing custodial
services  for  the  Fund. During the period ended October 31, 1998, the Fund was
charged $2,800 pursuant to the custody agreement.

   (D)  Each  trustee  who  is  not an "affiliated person" as defined in the Act
receives  from the Company an annual fee of $2,500 and an attendance fee of $500
per  meeting.  The  Chairman  of  the  Board  receives an additional 25% of such
compensation.

DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND
- -----------------------------------------------------------------------------

NOTES TO FINANCIAL STATEMENTS (CONTINUED)

NOTE 3--SECURITIES TRANSACTIONS:

   The  aggregate  amount  of  purchases  and  sales  of  investment securities,
excluding  short-term  securities,  during  the  period  ended October 31, 1998,
amounted to $10,896,039 and $2,090,679, respectively.

   At  October  31, 1998, accumulated net unrealized depreciation on investments
was  $1,836,689,  consisting  of  $108,202  gross  unrealized  appreciation  and
$1,944,891 gross unrealized depreciation.

   At  October 31, 1998, 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).

DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND
- -----------------------------------------------------------------------------

REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS

SHAREHOLDERS AND BOARD OF TRUSTEES

DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND

   We  have  audited  the  accompanying  statement  of  assets  and liabilities,
including  the statement of investments, of Dreyfus Premier High Yield Debt Plus
Equity  Fund (one of the Funds constituting Dreyfus Debt and Equity Funds) as of
October  31,  1998,  and the related statements of operations and changes in net
assets  and financial highlights for the period from June 29, 1998 (commencement
of  operations)  to  October  31, 1998. 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 audit.

   We  conducted  our  audit  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 verification by
examination  of  securities  held  by  the  custodian as of October 31, 1998 and
confirmation  of  securities  not  held  by the custodian by correspondence with
others.  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  audit  provides  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  Premier  High  Yield Debt Plus Equity Fund at October 31, 1998, and the
results  of  its  operations,  the  changes  in its net assets and the financial
highlights  for the period from June 29, 1998 to October 31, 1998, in conformity
with generally accepted accounting principles.





New York, New York

December 17, 1998


DREYFUS PREMIER HIGH YIELD DEBT PLUS EQUITY FUND
- -----------------------------------------------------------------------------

IMPORTANT TAX INFORMATION (UNAUDITED)

   In  accordance  with Federal tax law, the Fund hereby designates 8.20% of the
ordinary  dividends  paid  during  the  fiscal  year  ended  October 31, 1998 as
qualifying  for  the  corporate  dividends received deduction. Shareholders will
receive  notification  in  January  1999  of  the  percentage  applicable to the
preparation of their 1998 income tax returns.


DREYFUS PREMIER HIGH YIELD

DEBT PLUS EQUITY FUND

200 Park Avenue

New York, NY 10166

MANAGER

The Dreyfus Corporation

200 Park Avenue

New York, NY 10166

CUSTODIAN

Mellon Bank, N.A.

One Mellon Bank Center

Pittsburgh, PA 15258

TRANSFER AGENT &

DIVIDEND DISBURSING AGENT

Dreyfus Transfer, Inc.

P.O. Box 9671

Providence, RI 02940












Printed in U.S.A.                                         046/246AR9810

                                 ANNUAL REPORT
- -------------------------------------------------------------------------------

                                DREYFUS PREMIER

                                  HIGH YIELD

                             DEBT PLUS EQUITY FUND
- -------------------------------------------------------------------------------

                               OCTOBER 31, 1998

                          [dreyfus lion logo reg.tm]








COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT
IN DREYFUS STRATEGIC INCOME FUND AND THE MERRILL LYNCH
DOMESTIC MASTER INDEX

EXHIBIT A:

             MERRILL LYN   DREYFUS
             DOMESTIC     STRATEGIC
 PERIOD      MASTER         INCOME
             INDEX *         FUND

10/31/88      10,000       10,000
10/31/89      11,167       11,344
10/31/90      11,878       11,494
10/31/91      13,746       13,671
10/31/92      15,142       15,399
10/31/93      16,962       18,160
10/31/94      16,348       16,809
10/31/95      18,931       19,762
10/31/96      20,013       21,199
10/31/97      21,812       23,731
10/31/98      23,886       24,619


* Source: Merrill Lynch, Pierce, Fenner and Smith Inc.



COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN DREYFUS
EQUITY DIVIDEND FUND WITH THE STANDARD AND POOR'S 500 COMPOSITE
STOCK PRICE INDEX AND THE WILSHIRE LARGE COMPANY VALUE INDEX


EXHIBIT A:

                  DREYFUS                     STANDARD & POOR'S
                   EQUITY      WILSHIRE         500 COMPOSITE
    PERIOD       DIVIDEND    LARGE COMPANY       STOCK PRICE
                   FUND      VALUE INDEX**         INDEX*

   12/29/95       10,000         10,000            10,000
   10/31/96       11,293         11,378            11,662
   10/31/97       14,607         14,628            15,406
   10/31/98       15,654         16,441            18,797


*Source: Lipper Analytical Services, Inc.
**Source: Wilshire Associates, Inc.



COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT
IN DREYFUS HIGH YIELD SECURITIES FUND AND THE
MERRILL LYNCH HIGH YIELD MASTER II INDEX

EXHIBIT A:

                      MERRILL LYNC   DREYFUS
                      HIGH YIELD    HIGH YIELD
    PERIOD            MASTER II     SECURITIES
                      INDEX *          FUND

   3/25/96             10,000        10,000
   10/31/96            10,651        11,522
   10/31/97            12,177        13,956
   10/31/98            12,167        11,685

* Source: Merrill Lynch, Pierce, Fenner and Smith Inc.



COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT
IN DREYFUS SHORT TERM HIGH YIELD FUND WITH THE MERRILL
LYNCH HIGH YIELD MASTER II INDEX AND THE DREYFUS
CUSTOMIZED LIMITED TERM HIGH YIELD INDEX

EXHIBIT A:
                                             DREYFUS
               DREYFUS    MERRILL LYNCH     CUSTOMIZED
              SHORT TERM    HIGH YIELD     LIMITED TERM
   PERIOD     HIGH YIELD    MASTER  II      HIGH YIELD
                 FUND        INDEX *         INDEX *

   8/16/96      10,000        10,000         10,000
  10/31/96      10,359        10,322         10,270
  10/31/97      11,745        11,800         11,411
  10/31/98      11,488        11,790         11,716

* Source: Merrill Lynch, Pierce, Fenner and Smith Inc.



COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN
DREYFUS REAL ESTATE MORTGAGE FUND WITH THE LEHMAN
BROTHERS AGGREGATE BOND INDEX AND THE STANDARD &
POOR'S REAL ESTATE INVESTMENT TRUST COMPOSITE INDEX

EXHIBIT A:
                                           STANDARD
                                           & POOR'S
                                         REAL ESTATE
            DREYFUS         LEHMAN        INVESTMENT
          REAL ESTATE      BROTHERS         TRUST
 PERIOD     MORTGAGE      AGGREGATE       COMPOSITE
              FUND       BOND INDEX*       INDEX**

9/30/97      10,000        10,000          10,000
10/31/97     10,152        10,145           9,723
1/31/98      10,635        10,427          10,010
4/30/98      10,885        10,509           9,672
7/31/98      11,153        10,722           8,821
10/31/98     10,540        11,092           8,198


*Source: Lehman Brothers
**Source: Standard & Poor's











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