PREMIER CALIFORNIA MUNICIPAL BOND FUND
485BPOS, 1995-06-01
Previous: EASTCLIFF FUNDS INC, NSAR-A, 1995-06-01
Next: EXCEL REALTY TRUST INC, S-3/A, 1995-06-01



                                                            File No. 33-7498

                     SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                                  FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933                [X]

     Pre-Effective Amendment No.                                       [ ]
   

     Post-Effective Amendment No. 16                                   [X]
    

                                   and/or

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940        [X]
   

     Amendment No. 16                                                  [X]
    

                      (Check appropriate box or boxes.)

                   PREMIER CALIFORNIA MUNICIPAL BOND FUND
             (Exact Name of Registrant as Specified in Charter)

           c/o The Dreyfus Corporation
           200 Park Avenue, New York, New York     10166
           (Address of Principal Executive Offices)
(Zip Code)

     Registrant's Telephone Number, including Area Code: (212) 922-6000

                         Daniel C. Maclean III, Esq.
                               200 Park Avenue
                          New York, New York 10166
                   (Name and Address of Agent for Service)

It is proposed that this filing will become effective (check appropriate box)
   

    __X__ immediately upon filing pursuant to paragraph (b)

    
    ____ on (date) pursuant to paragraph (b)

    ____ 60 days after filing pursuant to paragraph (a) (i)
   
    ____ on    (date)     pursuant to paragraph (a) (i)
    
    ____ 75 days after filing pursuant to paragraph (a) (ii)

    ____ on (date) pursuant to paragraph (a) (ii) of Rule 485.

 If appropriate, check the following box:

         this post-effective amendment designates a new effective date for a
    ____ previously filed amendment.

     Registrant has registered an indefinite number of shares of beneficial
interest under the Securities Act of 1933 pursuant to Section 24(f) of the
Investment Company Act of 1940.  Registrant's Rule 24f-2 Notice for the fiscal
year ended January 31, 1995 was filed on March 23, 1995.

                    PREMIER CALIFORNIA MUNICIPAL BOND FUND
                Cross-Reference Sheet Pursuant to Rule 495(a)

Items in
Part A of
Form N-1A                     Caption                        Page

    1           Cover Page                                   Cover

    2           Synopsis                                        3

    3           Condensed Financial Information                 4

    4           General Description of Registrant            6, 35

    5           Management of the Fund                         18

    5(a)        Management's Discussion of Fund's Performance   *

    6           Capital Stock and Other Securities             35

    7           Purchase of Securities Being Offered           19

    8           Redemption or Repurchase                       26

    9           Pending Legal Proceedings                      *

Items in
Part B of
Form N-1A

    10          Cover Page                                   Cover

    11          Table of Contents                            Cover

    12          General Information and History              B-29

    13          Investment Objectives and Policies           B-2

    14          Management of the Fund                       B-10

    15          Control Persons and Principal                B-14
                Holders of Securities

    16          Investment Advisory and Other                B-14
                Services



NOTE:  * Omitted since answer is negative or inapplicable.

                   PREMIER CALIFORNIA MUNICIPAL BOND FUND
          Cross-Reference Sheet Pursuant to Rule 495(a) (continued)

Items in
Part B of
Form N-1A                        Caption                     Page

    17          Brokerage Allocation and Other Securities    B-26

    18          Capital Stock and Other Securities           B-29

    19          Purchase, Redemption and Pricing             B-16, B-19, B-24
                of Securities Being Offered
   

    20          Tax Status                                   B-24
    

    21          Underwriters                                 Cover, B-16

    22          Calculations of Performance Data             B-27

    23          Financial Statements                         B-52

Items in
Part C of
Form N-1A

    24          Financial Statements and Exhibits            C-1

    25          Persons Controlled by or Under               C-3
                Common Control with Registrant

    26          Number of Holders of Securities              C-3

    27          Indemnification                              C-3

    28          Business and Other Connections of            C-4
                Investment Adviser
   

    29          Principal Underwriters                       C-11
    
   

    30          Location of Accounts and Records             C-14
    
   

    31          Management Services                          C-14
    
   

    32          Undertakings                                 C-14
    



NOTE:  * Omitted since answer is negative or inapplicable.

- ---------------------------------------------------------------------------
PREMIER CALIFORNIA MUNICIPAL BOND FUND
(LION LOGO)
PROSPECTUS                                                        JUNE 1, 1995
- ---------------------------------------------------------------------------
                Premier California Municipal Bond Fund (the "Fund") is an
    open-end, diversified, management investment company, known as a mutual
     fund. Its goal is to maximize current income exempt
    from Federal and State of California personal income taxes to the extent
    consistent with the preservation of capital.
                By this Prospectus, Class A, Class B and Class C shares of
    the Fund are being offered. Class A shares are subject to a sales charge
    imposed at the time of purchase; Class B shares are subject to a
    contingent deferred sales charge imposed on redemptions made within five
    years of purchase; and Class C shares are subject to a contingent
    deferred sales charge imposed on redemptions made within one year of
    purchase. Other differences among the three Classes include the services
    offered to and the expenses borne by each Class and certain voting
    rights, as described herein. The Fund offers these alternatives to permit
    an investor to choose the method of purchasing shares that is most
    beneficial given the amount of the purchase, the length of time the
    investor expects to hold the shares and other circumstances.
                The Fund provides free redemption checks with respect to
    Class A, which you can use in amounts of $500 or more for cash or to pay
    bills. You continue to earn income on the amount of the check until it
    clears. You can purchase or redeem shares by telephone using the
    TELETRANSFER Privilege.
                The Dreyfus Corporation professionally manages the Fund's
    portfolio.
                This Prospectus sets forth concisely information about the
    Fund that you should know before investing. It should be read and
    retained for future reference.
   

                The Statement of Additional Information, dated June 1, 1995,
    which may be revised from time to time, provides a further discussion of
    certain areas in this Prospectus and other matters which may be of
    interest to some investors. It has been filed with the Securities and
    Exchange Commission and is incorporated herein by reference. For a free
    copy, write to the Fund at 144 Glenn Curtiss Boulevard, Uniondale, New
    York 11556-0144, or call 1-800-554-4611. When telephoning, ask for
    Operator 144.
    

                MUTUAL FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR
    GUARANTEED OR ENDORSED BY, ANY BANK, AND ARE NOT FEDERALLY INSURED BY THE
    FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY
    OTHER AGENCY. MUTUAL FUND SHARES INVOLVE CERTAIN INVESTMENT RISKS,
    INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
- ---------------------------------------------------------------------------
        THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
    SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR
    HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
    COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY
    REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
- ---------------------------------------------------------------------------
TABLE OF CONTENTS
                Fee Table..........................................         3
                Condensed Financial Information....................         4
                Alternative Purchase Methods.......................         5
                Description of the Fund............................         6
                Management of the Fund.............................        18
                How to Buy Fund Shares.............................        19
                Shareholder Services...............................        23
                How to Redeem Fund Shares..........................        26
                Distribution Plan and Shareholder Services Plan....        31
                Dividends, Distributions and Taxes.................        31
                Performance Information............................        34
                General Information................................        35
              Page 2
<TABLE>
<CAPTION>

FEE TABLE
                                                                         CLASS A     CLASS B       CLASS C
<S>                                                                       <C>       <C>           <C>

SHAREHOLDER TRANSACTION EXPENSES
         Maximum Sales Load Imposed on Purchases
           (as a percentage of offering price).........                   4.50%        none         none
         Maximum Deferred Sales Charge Imposed on Redemptions
         (as a percentage of the amount subject to charge)                none*       3.00%        1.00%
ANNUAL FUND OPERATING EXPENSES
         (as a percentage of average daily net assets)
         Management Fees...........................                        .55%        .55%         .55%
         12b-1 Fees................................                       none         .50%         .75%
         Other Expenses ...........................                        .37%        .39%         .37%
         Total Fund Operating Expenses.............                        .92%       1.44%        1.67%
   

EXAMPLE
         You would pay the following expenses on a $1,000 investment,
         assuming (1) 5% annual return and (2) except where noted, redemption
         at the end of each time period:                                 CLASS A     CLASS B       CLASS C
        1 Year......................................                      $ 54      $ 45/$15**    $27/$17**
        3 Years.....................................                      $ 73      $ 66/$46**    $53
        5 Years.....................................                      $ 94      $ 89/$79**    $91
        10 Years....................................                      $153      $ 145***      $199
    

         *    A contingent deferred sales charge of 1.00% may be assessed on
    certain redemptions of Class A shares purchased without an initial sales
    charge as part of an investment of $1 million or more.
         **  Assuming no redemption of shares.
         ***Ten-year figures assume conversion of Class B shares to Class A
    shares at the end of the sixth year following the date of purchase.
</TABLE>

- ---------------------------------------------------------------------------
                THE AMOUNTS LISTED IN THE EXAMPLE SHOULD NOT BE CONSIDERED AS
REPRESENTATIVE OF PAST OR FUTURE EXPENSES AND ACTUAL EXPENSES MAY BE GREATER
OR LESS THAN THOSE INDICATED. MOREOVER, WHILE THE EXAMPLE ASSUMES A 5% ANNUAL
RETURN, THE FUND'S ACTUAL PERFORMANCE WILL VARY AND MAY RESULT IN AN ACTUAL
PERFORMANCE WILL VARY AND MAY RESULT IN AN ACTUAL RETURN GREATER OR LESS THAN
5%.
- ---------------------------------------------------------------------------
   

                The purpose of the foregoing table is to assist you in
    understanding the various costs and expenses that investors will bear,
    directly or indirectly, the payment of which will reduce investors'
    return on an annual basis. Total Fund Operating Expenses are limited to
    the expense limitation provisions of the Management Agreement. Other
    Expenses for Class C are based on amounts for Class A for the Fund's last
    fiscal year. Long-term investors in Class B or Class C shares could pay
    more in 12b-1 fees than the economic equivalent of paying a front-end
    sales charge. The information in the foregoing table does not reflect any
    fee waivers or expense reimbursement arrangements that may be in effect.
    Certain Service Agents (as defined below) may charge their clients direct
    fees for effecting transactions in Fund shares; such fees are not
    reflected in the foregoing table. See "Management of the Fund," "How to
    Buy Fund Shares" and "Distribution Plan and Shareholder Services Plan."
    

                   Page 3
CONDENSED FINANCIAL INFORMATION
                The information in the following tables has been audited by
    Ernst & Young LLP, the Fund's independent auditors, whose report thereon
    appears in the Statement of Additional Information. Further financial
    data and related notes for Class A and Class B are included in the
    Statement of Additional Information, available upon request. No financial
    information is available for Class C shares, which had not been offered
    as of the date of this Prospectus.
        FINANCIAL HIGHLIGHTS
                Contained below is per share operating performance data for
    Class A and Class B shares of beneficial interest outstanding, total
    investment return, ratios to average net assets and other supplemental
    data for each year indicated. This information has been derived from the
    Fund's financial statements.
<TABLE>
<CAPTION>

                                                                    Class A Shares
                                        ------------------------------------------------------------------------
                                                                Year Ended January 31,
                                        -------------------------------------------------------------------------
                                          1987(1)    1988    1989    1990    1991    1992    1993    1994    1995
                                        ---------   -----   -----   -----   -----    -----  ------   -----   -----
<S>                                     <C>         <C>     <C>     <C>     <C>     <C>     <C>     <C>     <C>
PER SHARE DATA:
        Net asset value, beginning
         of year.....                    $12.50     $12.92  $11.82  $12.00  $12.02  $12.23  $12.58  $12.80  $13.64
                                         ------     ------  ------  ------  ------  ------  ------  -----   ------
        INVESTMENT OPERATIONS:
        Investment income-net....           .20        .84     .89     .89     .89     .82     .80     .77     .72
        Net realized and
         unrealized gain (loss)
         on investments......               .42      (1.10)    .18     .02     .21     .36     .39     .94    (.80)
                                         ------     ------  ------  ------  ------  ------  ------  -----   ------
         TOTAL FROM
         INVESTMENT OPERATIONS....          .62       (.26)   1.07     .91    1.10    1.18    1.19    1.71    (.08)
                                         ------     ------  ------  ------  ------  ------  ------  -----   ------
        DISTRIBUTIONS:
        Dividends from investment
         income-net.....                   (.20)     (.84)   (.89)   (.89)    (.89)   (.82)  (.80)   (.77)    (.72)
        Dividends from net realized
         gain on investments....            --         --      --      --      --     (.01)  (.17)   (.10)    (.60)
                                         ------     ------  ------  ------  ------  ------  ------  -----   ------
         TOTAL DISTRIBUTIONS......         (.20)     (.84)   (.89)   (.89)    (.89)   (.83)  (.97)   (.87)   (1.32)
                                         ------     ------  ------  ------  ------  ------  ------  -----   ------
        Net asset value,
         end of year......              $12.92     $11.82  $12.00  $12.02   $12.23  $12.58 $12.80  $13.64   $12.24
                                        ======     ======  ======  ======   ======  ====== ======  ======   ======
TOTAL INVESTMENT RETURN                 21.90%(2)  (1.61%)  9.52%    7.82%    9.45%  10.02%  9.78%  13.62%   (4.34%)
RATIOS/SUPPLEMENTAL DATA:
        Ratio of expenses to
         average net assets.....         --          --      --       --       .11%    .47%   .65%    .78%     .90%
        Ratio of net investment
         income to average net
         assets......                    5.60%(2)   7.22%  7.41%     7.20%    7.19%   6.62%  6.30%   5.71%    5.72%
        Decrease reflected in
         above expense ratios
         due to undertakings by
         The Dreyfus Corporation
         (limited to the expense
         limitation provision of the
         Management Agreement).....     1.50%(2)   1.50%   1.50%    1.26%      .91%   .48%    .28%    .15%    .02%
        Portfolio Turnover Rate...        --       2.77%  33.68%   28.64%     5.95% 10.29%  36.54%  26.69%  37.39%
        Net Asssets, end of year
        (000's omitted).......         $1,010    $2,713 $12,063  $58,714  $166,095  $218,703 $224,555  $245,435  $191,939
- ---------------
(1)From November 10, 1986 (commencement of operations) to January 31, 1987.
(2)Annualized.
</TABLE>

          Page 4
<TABLE>
<CAPTION>

                                                                               Class B Shares
                                                                       ---------------------------
                                                                          Year Ended January 31,
                                                                       ---------------------------
                                                                       1993(1)      1994       1995
                                                                       -------      ----       ----
<S>                                                                    <C>         <C>       <C>
PER SHARE DATA:
        Net asset value, beginning of year................             $12.69      $12.81    $13.64
                                                                       ------      ------    -------
        INVESTMENT OPERATIONS:
        Investment income-net.............................                .03         .69       .65
        Net realized and unrealized gain (loss) on investments.....       .12         .93      (.79)
                                                                       ------      ------    -------
         TOTAL FROM INVESTMENT OPERATIONS.................                .15        1.62      (.14)
                                                                       ------      ------    -------
        DISTRIBUTIONS:
        Dividends from investment income-net..............              (.03)        (.69)     (.65)
        Dividends from net realized gain on investments...               --          (.10)     (.60)
                                                                       ------      ------    -------
         TOTAL DISTRIBUTIONS..............................              (.03)        (.79)    (1.25)
                                                                       ------      ------    -------
        Net asset value, end of year......................            $12.81       $13.64    $12.25
                                                                      ======       ======    ======
TOTAL INVESTMENT RETURN...................................             25.98%(2)    12.91%    (4.77%)
RATIOS/SUPPLEMENTAL DATA:
        Ratio of expenses to average net assets...........              1.07%(2)     1.31%     1.42%
        Ratio of net investment income to average net assets            4.92%(2)     4.90%     5.17%
        Decrease reflected in above expense ratios due to undertakings
         by The Dreyfus Corporation (limited to the expense limitation
         provision of the Management Agreement)...........               .13%(2)      .13%      .02%
        Portfolio Turnover Rate...........................             36.54%       26.69%    37.39%
        Net Asssets, end of year
        (000's omitted)...................................              $325      $16,906    $18,981
- ------------------
(1)From January 15, 1993 (commencement of initial offering) to January 31, 1993.
(2)Annualized.
</TABLE>

            Further information about the Fund's performance is contained in
    its annual report, which may be obtained without charge by writing to the
    address or calling the number set forth on the cover page of this
    Prospectus.
ALTERNATIVE PURCHASE METHODS
                The Fund offers you three methods of purchasing Fund shares;
    you may choose the Class of shares that best suits your needs, given the
    amount of your purchase, the length of time you expect to hold your
    shares and any other relevant circumstances. Each Fund share represents
    an identical pro rata interest in the Fund's investment portfolio.
                Class A shares are sold at net asset value per share plus a
    maximum initial sales charge of 4.50% of the public offering price
    imposed at the time of purchase. The initial sales charge may be reduced
    or waived for certain purchases. See "How to Buy Fund Shares - Class A
    Shares." These shares are subject to an annual service fee at the rate of
    .25 of l% of the value of the average daily net assets of Class A. See
    "Distribution Plan and Shareholder Services Plan - Shareholder Services
    Plan."
                Class B shares are sold at net asset value per share with no
    initial sales charge at the time of purchase; as a result, the entire
    purchase price is immediately invested in the Fund. Class B shares are
    subject to a maximum 3% contingent deferred sales charge ("CDSC"), which
    is assessed only if you redeem Class B shares within the first five years
    of their purchase. See "How to Buy Fund Shares - Class B Shares" and "How
    to Redeem Fund Shares - Contingent Deferred Sales Charge - Class B
    Shares." These shares also are subject to an annual service fee at the
    rate of .25 of 1% of the value of the average daily net assets of Class
    B. In addition, Class B shares are subject to an annual distribution fee
    at the rate of .50 of l% of the value of the average daily net assets of
    Class B. See "Distribution Plan and Shareholder Services Plan." The
    distribution fee paid by Class B will cause such Class to have a higher
    expense ratio and to pay lower dividends than Class A. Approximately six
    years after the date of purchase, Class B shares automatically will
    convert to Class A shares, based on the relative net asset
             Page 5
    values for shares of each Class, and will no longer be subject to the
    distribution fee. Class B shares that have been acquired through the
    reinvestment of dividends and distributions will be converted on a pro
    rata basis together with other Class B shares, in the proportion that a
    shareholder's Class B shares converting to Class A shares bears to the
    total Class B shares not acquired through the reinvestment of dividends
    and distributions.
   

                Class C shares are sold at net asset value per share with no
    initial sales charge at the time of purchase; as result, the entire
    purchase price is immediately invested in the Fund. Class C shares are
    subject to a 1% CDSC, which is assessed only if you redeem Class C shares
    within one year of purchase. See "How to Buy Fund Shares - Class C
    Shares" and "How to Redeem Fund Shares - Contingent Deferred Sales Charge
    - Class C Shares." These shares also are subject to an annual service fee
    at the rate of .25 of 1%, and an annual distribution fee at the rate of
    .75 of 1%, of the value of the average daily net assets of Class C. See
    "Distribution Plan and Shareholder Services Plan." The distribution fee
    paid by Class C will cause such Class to have a higher expense ratio and
    to pay lower dividends than Class A.
    

                The decision as to which Class of shares is more beneficial
    to you depends on the amount and the intended length of your investment.
    You should consider whether, during the anticipated life of your
    investment in the Fund, the accumulated distribution fee and CDSC, if
    any, on Class B or Class C shares would be less than the initial sales
    charge on Class A shares purchased at the same time, and to what extent,
    if any, such differential would be offset by the return of Class A.
    Additionally, investors qualifying for reduced initial sales charges who
    expect to maintain their investment for an extended period of time might
    consider purchasing Class A shares because the accumulated continuing
    distribution fees on Class B or Class C shares may exceed the initial
    sales charge on Class A shares during the life of the investment.
    Finally, you should consider the effect of the CDSC period and any
    conversion rights of the Classes in the context of your own investment
    time frame. For example, while Class C shares have a shorter CDSC period
    than Class B shares, Class C shares do not have a conversion feature and,
    therefore, are subject to an ongoing distribution fee. Thus, Class B
    shares may be more attractive than Class C shares to investors with long
    term investment outlooks. Generally, Class A shares may be more
    appropriate for investors who invest $1,000,000 or more in Fund shares,
    and for investors who invest between $250,000 and $999,999 in Fund shares
    with long term investment outlooks. Class A shares will not be
    appropriate for investors who invest less than $50,000 in Fund shares.
DESCRIPTION OF THE FUND
        INVESTMENT OBJECTIVE
                The Fund's goal is to maximize current income exempt from
    Federal and State of California personal income taxes to the extent
    consistent with the preservation of capital. To accomplish this goal, the
    Fund invests primarily in the debt securities of the State of California,
    its political subdivisions, authorities and corporations, the interest
    from which is, in the opinion of bond counsel to the issuer, exempt from
    Federal and State of California personal income taxes (collectively,
    "California Municipal Obligations"). To the extent acceptable California
    Municipal Obligations are at any time unavailable for investment by the
    Fund, the Fund will invest, for temporary defensive purposes, primarily
    in other debt securities the interest from which is, in the opinion of
    bond counsel to the issuer, exempt from Federal, but not State of
    California, income tax. The Fund's investment objective cannot be changed
    without approval by the holders of a majority (as defined in the
    Investment Company Act of 1940) of the Fund's outstanding voting shares.
    There can be no assurance that the Fund's investment objective will be
    achieved.
            Page 6
        MUNICIPAL OBLIGATIONS
                Debt securities the interest from which is, in the opinion of
    bond counsel to the issuer, exempt from Federal income tax ("Municipal
    Obligations") generally include debt obligations issued to obtain funds
    for various public purposes as well as certain industrial development
    bonds issued by or on behalf of public authorities. Municipal Obligations
    are classified as general obligation bonds, revenue bonds and notes.
    General obligation bonds are secured by the issuer's pledge of its faith,
    credit and taxing power for the payment of principal and interest.
    Revenue bonds are payable from the revenue derived from a particular
    facility or class of facilities or, in some cases, from the proceeds of a
    special excise or other specific revenue source, but not from the general
    taxing power. Tax exempt industrial development bonds, in most cases, are
    revenue bonds that do not carry the pledge of the credit of the issuing
    municipality, but generally are guaranteed by the corporate entity on
    whose behalf they are issued. Notes are short-term instruments which are
    obligations of the issuing municipalities or agencies and are sold in
    anticipation of a bond sale, collection of taxes or receipt of other
    revenues. Municipal Obligations include municipal lease/purchase
    agreements which are similar to installment purchase contracts for
    property or equipment issued by municipalities. Municipal Obligations bear
    fixed, floating or variable rates of interest which are determined in some
    instances by formulas under which the Municipal Obligation's interest
    rate will change directly or inversely to changes in interest rates or an
    index, or multiples thereof, in many cases subject to a maximum and
    minimum. Certain Municipal Obligations are subject to redemption at a
    date earlier than their stated maturity pursuant to call options, which
    may be separated from the related Municipal Obligation and purchased and
    sold separately.
        MANAGEMENT POLICIES
                It is a fundamental policy of the Fund that it will invest at
    least 80% of the value of its net assets (except when maintaining a
    temporary defensive position) in Municipal Obligations. At least 65% of
    the value of the Fund's net assets (except when maintaining a temporary
    defensive position) will be invested in bonds, debentures and other debt
    instruments. At least 65% of the value of the Fund's net assets will be
    invested in California Municipal Obligations and the remainder may be
    invested in securities that are not California Municipal Obligations and
    therefore may be subject to California income tax. See "Risk Factors -
    Investing in California Municipal Obligations" below, and "Dividends,
    Distributions and Taxes."
                At least 70% of the value of the Fund's net assets must
    consist of Municipal Obligations which, in the case of bonds, are rated
    no lower than Baa by Moody's Investors Service, Inc. ("Moody's") or BBB
    by Standard & Poor's Corporation ("S&P") or Fitch Investors Service, Inc.
    ("Fitch"). The Fund may invest up to 30% of the value of its net assets
    in Municipal Obligations which, in the case of bonds, are rated lower
    than Baa by Moody's and BBB by S&P and Fitch and as low as the lowest
    rating assigned by Moody's, S&P or Fitch. The Fund may invest in
    short-term Municipal Obligations which are rated in the two highest
    rating categories by Moody's, S&P or Fitch. See "Appendix B" in the
    Statement of Additional Information. Municipal Obligations rated BBB by
    S&P or Fitch or Baa by Moody's are considered investment grade
    obligations; those rated BBB by S&P and Fitch are regarded as having an
    adequate capacity to pay principal and interest, while those rated Baa by
    Moody's are considered medium grade obligations which lack outstanding
    investment characteristics and have speculative characteristics.
    Investments rated Ba or lower by Moody's and BB or lower by S&P and Fitch
    ordinarily provide higher yields but involve greater risk because of
    their speculative characteristics. The Fund may invest in Municipal
    Obligations rated C by Moody's or D by S&P or Fitch, which is such rating
    organizations' lowest rating and indicates
              Page 7
    that the Municipal Obligation is in default and interest and/or repayment
    of principal is in arrears. See "Risk Factors - Lower Rated Bonds" below
    for a further discussion of certain risks. The Fund also may invest in
    securities which, while not rated, are determined by The Dreyfus
    Corporation to be of comparable quality to the rated securities in which
    the Fund may invest; for purposes of the 70% requirement described in
    this paragraph, such unrated securities shall be deemed to have the rating
    so determined. The Fund also may invest in Taxable Investments of the
    quality described below. Under normal market conditions, the weighted
    average maturity of the Fund's portfolio is expected to exceed ten years.
   

                In addition to usual investment practices, the Fund may use
    speculative investment techniques such as short-selling and lending its
    portfolio securities. The Fund also may purchase, hold or deal in futures
    contracts and options on futures contracts. Futures and options on
    futures transactions involve so-called "derivative securities." See
    "Investment Techniques" below.
    

                The Fund may invest more than 25% of the value of its total
    assets in Municipal Obligations which are related in such a way that an
    economic, business or political development or change affecting one such
    security also would affect the other securities; for example, securities
    the interest upon which is paid from revenues of similar types of
    projects. As a result, the Fund may be subject to greater risk as
    compared to a fund that does not follow this practice.
                From time to time, the Fund may invest more than 25% of the
    value of its total assets in industrial development bonds which, although
    issued by industrial development authorities, may be backed only by the
    assets and revenues of the non-governmental users. Interest on Municipal
    Obligations (including certain industrial development bonds) which are
    specified private activity bonds, as defined in the Internal Revenue Code
    of 1986, as amended (the "Code"), issued after August 7, 1986, while
    exempt from Federal income tax, is a preference item for the purpose of
    the alternative minimum tax. Where a regulated investment company
    receives such interest, a proportionate share of any exempt-interest
    dividend paid by the investment company may be treated as such a
    preference item to shareholders. The Fund may invest without limitation
    in such Municipal Obligations if The Dreyfus Corporation determines that
    their purchase is consistent with the Fund's investment objective. See
    "Risk Factors - Other Investment Considerations."
                The Fund may purchase floating and variable rate demand notes
    and bonds, which are tax exempt obligations ordinarily having stated
    maturities in excess of one year, but which permit the holder to demand
    payment of principal at any time or at specified intervals. Variable rate
    demand notes include master demand notes which are obligations that
    permit the Fund to invest fluctuating amounts, at varying rates of
    interest, pursuant to direct arrangements between the Fund, as lender,
    and the borrower. These obligations permit daily changes in the amount
    borrowed. As mutually agreed, the Fund may increase or decrease the
    amounts under these obligations or the borrower may repay the amount
    borrowed without penalty. Because these obligations are direct lending
    arrangements between the lender and borrower, it is not contemplated that
    such instruments generally will be traded, and there generally is no
    established secondary market for these obligations, although they are
    redeemable at face value, plus accrued interest. Accordingly, where these
    obligations are not secured by letters of credit or other credit support
    arrangements, the Fund's right to redeem is dependent on the ability of
    the borrower to pay principal and interest on demand. Each obligation
    purchased by the Fund will meet the quality criteria established for the
    purchase of Municipal Obligations. The Dreyfus Corporation, on behalf of
    the Fund, will consider
              Page 8
    on an ongoing basis the creditworthiness of the issuers of the floating
    and variable rate demand obligations in the Fund's portfolio.
                The Fund may purchase from financial institutions
    participation interests in Municipal Obligations (such as industrial
    development bonds and municipal lease/purchase agreements). A
    participation interest gives the Fund an undivided interest in the
    Municipal Obligation in the proportion that the Fund's participation
    interest bears to the total principal amount of the Municipal Obligation.
    These instruments may have fixed, floating or variable rates of interest.
    If the participation interest is unrated, it will be backed by an
    irrevocable letter of credit or guarantee of a bank that the Board of
    Trustees has determined meets the prescribed quality standards for banks
    set forth below, or the payment obligation otherwise will be
    collateralized  by U.S. Government securities. For certain participation
    interests, the Fund will have the right to demand payment, on not more
    than seven days' notice, for all or any part of the Fund's participation
    interest in the Municipal Obligation, plus accrued interest. As to these
    instruments, the Fund intends to exercise its right to demand payment
    only upon a default under the terms of the Municipal Obligation, as
    needed to provide liquidity to meet redemptions, or to maintain or
    improve the quality of its investment portfolio.
                The Fund may purchase tender option bonds. A tender option
    bond is a Municipal Obligation (generally held pursuant to a custodial
    arrangement) having a relatively long maturity and bearing interest at a
    fixed rate substantially higher than prevailing short-term tax exempt
    rates, that has been coupled with the agreement of a third party, such as
    a bank, broker-dealer or other financial institution, pursuant to which
    such institution grants the security holders the option, at periodic
    intervals, to tender their securities to the institution and receive the
    face value thereof. As consideration for providing the option, the
    financial institution receives periodic fees equal to the difference
    between the Municipal Obligation's fixed coupon rate and the rate, as
    determined by a remarketing or similar agent at or near the commencement
    of such period, that would cause the securities, coupled with the tender
    option, to trade at par on the date of such determination. Thus, after
    payment of this fee, the security holder effectively holds a demand
    obligation that bears interest at the prevailing short-term tax exempt
    rate. The Dreyfus Corporation, on behalf of the Fund, will consider on an
    ongoing basis the creditworthiness of the issuer of the underlying
    Municipal Obligation, of any custodian and of the third party provider of
    the tender option. In certain instances and for certain tender option
    bonds, the option may be terminable in the event of a default in payment
    of principal or interest on the underlying Municipal Obligations and for
    other reasons. The Fund will not invest more than 15% of the value of its
    net assets in illiquid securities, which could include tender option
    bonds as to which it cannot exercise the tender feature on not more than
    seven days' notice if there is no secondary market available for these
    obligations.
                The Fund may acquire "stand-by commitments" with respect to
    Municipal Obligations held in its portfolio. Under a stand-by commitment,
    the Fund obligates a broker, dealer or bank to repurchase, at the Fund's
    option, specified securities at a specified price and, in this respect,
    stand-by commitments are comparable to put options. The exercise of a
    stand-by commitment, therefore, is subject to the ability of the seller
    to make payment on demand. The Fund will acquire stand-by commitments
    solely to facilitate portfolio liquidity and does not intend to exercise
    its rights thereunder for trading purposes. The Fund may pay for stand-by
    commitments if such action is deemed necessary, thus increasing to a
    degree the cost of the underlying Municipal Obligation and similarly
    decreasing such security's yield to investors. The Fund also may acquire
    call options on specific Municipal Obligations. The Fund generally would
    purchase these call options to protect the Fund from the issuer of the
    related Municipal Obligation redeem-
                page 9
    ing, or other holder of the call option from calling away, the Municipal
    Obligation before maturity. The sale by the Fund of a call option that it
    owns on a specific Municipal Obligation could result in the receipt of
    taxable income by the Fund.
                The Fund may purchase custodial receipts representing the
    right to receive certain future principal and interest payments on
    Municipal Obligations which underlie the custodial receipts. A number of
    different arrangements are possible. In a typical custodial receipt
    arrangement, an issuer or a third party owner of Municipal Obligations
    deposits such obligations with a custodian in exchange for two classes of
    custodial receipts. The two classes have different characteristics, but,
    in each case, payments on the two classes are based on payments received
    on the underlying Municipal Obligations. One class has the
    characteristics of a typical auction rate security, where at specified
    intervals its interest rate is adjusted, and ownership changes, based on
    an auction mechanism. This class's interest rate generally is expected to
    be below the coupon rate of the underlying Municipal Obligations and
    generally is at a level comparable to that of a Municipal Obligation of
    similar quality and having a maturity equal to the period between
    interest rate adjustments. The second class bears interest at a rate that
    exceeds the interest rate typically borne by a security of comparable
    quality and maturity; this rate also is adjusted, but in this case
    inversely to changes in the rate of interest of the first class. If the
    interest rate on the first class exceeds the coupon rate of the
    underlying Municipal Obligations, its interest rate will exceed the rate
    paid on the second class. In no event will the aggregate interest paid
    with respect to the two classes exceed the interest paid by the
    underlying Municipal Obligations. The value of the second class and
    similar securities should be expected to fluctuate more than the value of
    a Municipal Obligation of comparable quality and maturity and their
    purchase by the Fund should increase the volatility of its net asset
    value and, thus, its price per share. These custodial receipts are sold
    in private placements. The Fund also may purchase directly from issuers,
    and not in a private placement, Municipal Obligations having
    characteristics similar to custodial receipts. These securities may be
    issued as part of a multi-class offering and the interest rate on certain
    classes may be subject to a cap or floor.
   

                The Fund may invest up to 15% of the value of its net assets
    in securities as to which a liquid trading market does not exist,
    provided such investments are consistent with the Fund's investment
    objective. Such securities may include securities that are not readily
    marketable, such as certain securities that are subject to legal or
    contractual restrictions on resale, and repurchase agreements providing
    for settlement in more than seven days after notice. As to these
    securities, the Fund is subject to a risk that should the Fund desire to
    sell them when a ready buyer is not available at a price the Fund deems
    representative of their value, the value of the Fund's net assets could
    be adversely affected.
    

                The Fund may invest in zero coupon securities which are debt
    securities issued or sold at a discount from their face value which do
    not entitle the holder to any periodic payment of interest prior to
    maturity or a specified redemption date (or cash payment date). The
    amount of the discount varies depending on the time remaining until
    maturity or cash payment date, prevailing interest rates, liquidity of
    the security and perceived credit quality of the issuer. Zero coupon
    securities also may take the form of debt securities that have been
    stripped of their unmatured interest coupons, the coupons themselves and
    receipts or certificates representing interests in such stripped debt
    obligations and coupons. The market prices of zero coupon securities
    generally are more volatile than the market prices of interest-bearing
    securities and are likely to respond to a greater degree to changes in
    interest rates than interest-bearing securities having similar maturities
    and credit qualities. The Fund may invest up to 5% of its assets in zero
    coupon bonds which are rated below investment grade. See "Risk Factors
              Page 10
     - Lower Rated Bonds" and "Other Investment Considerations" below, and
    "Investment Objective and Management Policies - Risk Factors - Lower
    Rated Bonds" and "Dividends, Distributions and Taxes" in the Statement of
    Additional Information.
                From time to time, on a temporary basis other than for
    temporary defensive purposes (but not to exceed 20% of the value of the
    Fund's net assets) or for temporary defensive purposes, the Fund may
    invest in taxable short-term investments ("Taxable Investments")
    consisting of: notes of issuers having, at the time of purchase, a
    quality rating within the two highest grades of Moody's, S&P or Fitch;
    obligations of the U.S. Government, its agencies or instrumentalities;
    commercial paper rated not lower than P-1 by Moody's, A-1 by S&P or F-1
    by Fitch; certificates of deposit of U.S. domestic banks, including
    foreign branches of domestic banks, with assets of one billion dollars or
    more; time deposits; bankers' acceptances and other short-term bank
    obligations; and repurchase agreements in respect of any of the
    foregoing. Dividends paid by the Fund that are attributable to income
    earned by the Fund from Taxable Investments will be taxable to investors.
    See "Dividends, Distributions and Taxes." Except for temporary defensive
    purposes, at no time will more than 20% of the value of the Fund's net
    assets be invested in Taxable Investments. When the Fund has adopted a
    temporary defensive position, including when acceptable California
    Municipal Obligations are unavailable for investment by the Fund, in
    excess of 35% of the Fund's net assets may be invested in securities that
    are not exempt from California personal income taxes. Under normal market
    conditions, the Fund anticipates that not more than 5% of the value of
    its total assets will be invested in any one category of Taxable
    Investments. Taxable Investments are more fully described in the
    Statement of Additional Information, to which reference hereby is made.
        INVESTMENT TECHNIQUES
                The Fund may employ, among others, the investment techniques
    described below. Use of certain of these techniques may give rise to
    taxable income.
        WHEN-ISSUED SECURITIES - New issues of Municipal Obligations usually
    are offered on a when-issued basis, which means that delivery and payment
    for such Municipal Obligations ordinarily take place within 45 days after
    the date of the commitment to purchase. The payment obligation and the
    interest rate that will be received on the Municipal Obligations are
    fixed at the time the Fund enters into the commitment. The Fund will make
    commitments to purchase such Municipal Obligations only with the
    intention of actually acquiring the securities, but the Fund may sell
    these securities before the settlement date if it is deemed advisable,
    although any gain realized on such sale would be taxable. The Fund will
    not accrue income in respect of a when-issued security prior to its
    stated delivery date. No additional when-issued commitments will be made
    if more than 20% of the value of the Fund's net assets would be so
    committed.
                Municipal Obligations purchased on a when-issued basis and
    the securities held in the Fund's portfolio are subject to changes in
    value (both generally changing in the same way, i.e., appreciating when
    interest rates decline and depreciating when interest rates rise) based
    upon the public's perception of the creditworthiness of the issuer and
    changes, real or anticipated, in the level of interest rates. Municipal
    Obligations purchased on a when-issued basis may expose the Fund to risk
    because they may experience such fluctuations prior to their actual
    delivery. Purchasing Municipal Obligations on a when-issued basis can
    involve the additional risk that the yield available in the market when
    the delivery takes place actually may be higher than that obtained in the
    transaction itself. A segregated account of the Fund consisting of cash,
    cash equivalents or U.S. Government securities or other high quality
    liquid debt securities at least equal
              Page 11
    at all times to the amount of the when-issued commitments will be
    established and maintained at the Fund's custodian bank. Purchasing
    Municipal Obligations on a when-issued basis when the Fund is fully or
    almost fully invested may result in greater potential fluctuation in the
    value of the Fund's net assets and its net asset value per share.
        FUTURES TRANSACTIONS - IN GENERAL - The Fund is not a commodity
    pool. However, as a substitute for a comparable market position in the
    underlying securities or for hedging purposes, the Fund may engage in
    futures and options on futures transactions, as described below.
                The Fund's commodities transactions must constitute bona fide
    hedging or other permissible transactions pursuant to regulations
    promulgated by the Commodity Futures Trading Commission. In addition, the
    Fund may not engage in such transactions if the sum of the amount of
    initial margin deposits and premiums paid for unexpired commodity
    options, other than for bona fide hedging transactions, would exceed 5%
    of the liquidation value of the Fund's assets, after taking into account
    unrealized profits and unrealized losses on such contracts it has entered
    into; provided, however, that in the case of an option that is
    in-the-money at the time of purchase, the in-the-money amount may be
    excluded in calculating the 5%. Pursuant to regulations and/or published
    positions of the Securities and Exchange Commission, the Fund may be
    required to segregate cash or high quality money market instruments in
    connection with its commodities transactions in an amount generally equal
    to the value of the underlying commodity. To the extent the Fund engages
    in the use of futures and options on futures for other than bona fide
    hedging purposes, the Fund may be subject to additional risk.
                Initially, when purchasing or selling futures contracts the
    Fund will be required to deposit with its custodian in the broker's name
    an amount of cash or cash equivalents up to approximately 10% of the
    contract amount. This amount is subject to change by the exchange or
    board of trade on which the contract is traded and members of such
    exchange or board of trade may impose their own higher requirements. This
    amount is known as "initial margin" and is in the nature of a performance
    bond or good faith deposit on the contract which is returned to the Fund
    upon termination of the futures position, assuming all contractual
    obligations have been satisfied. Subsequent payments, known as "variation
    margin," to and from the broker will be made daily as the price of the
    index or securities underlying the futures contract fluctuates, making
    the long and short positions in the futures contract more or less
    valuable, a process known as "marking-to-market." At any time prior to
    the expiration of a futures contract, the Fund may elect to close the
    position by taking an opposite position at the then prevailing price,
    which will operate to terminate the Fund's existing position in the
    contract.
                Although the Fund intends to purchase or sell futures
    contracts only if there is an active market for such contracts, no
    assurance can be given that a liquid market will exist for any particular
    contract at any particular time. Many futures exchanges and boards of
    trade limit the amount of fluctuation permitted in futures contract
    prices during a single trading day. Once the daily limit has been reached
    in a particular contract, no trades may be made that day at a price
    beyond the limit or trading may be suspended for specified periods during
    the trading day. Futures contract prices could move to the limit for
    several consecutive trading days with little or no trading, thereby
    preventing prompt liquidation of futures positions and potentially
    subjecting the Fund to substantial losses. If it is not possible or the
    Fund determines not to close a futures position in anticipation of
    adverse price movements, the Fund will be required to make daily cash
    payments of variation margin. In such circumstances, an increase in the
    value of the portion of the Fund's portfolio being hedged, if any, may
    offset partially or completely losses on the futures contract. However,
    no assurance can be given that the
            Page 12
    price of the securities being hedged will correlate with the price
    movements in a futures contract and thus provide an offset to losses on
    the futures contract.
                To the extent the Fund is engaging in a futures transaction
    as a hedging device,  because of the risk of an imperfect correlation
    between securities in the Fund's portfolio that are the subject of a
    hedging transaction and the futures contract used as a hedging device, it
    is possible that the hedge will not be fully effective if, for example,
    losses on the portfolio securities exceed gains on the futures contract
    or losses on the futures contract exceed gains on the portfolio
    securities. For futures contracts based on indices, the risk of imperfect
    correlation increases as the composition of the Fund's portfolio varies
    from the composition of the index. In an effort to compensate for the
    imperfect correlation of movements in the price of the securities being
    hedged and movements in the price of futures contracts, the Fund may buy
    or sell futures contracts in a greater or lesser dollar amount than the
    dollar amount of the securities being hedged if the historical volatility
    of the futures contract has been less or greater than that of the
    securities. Such "over hedging" or "under hedging" may adversely affect
    the Fund's net investment results if the market does not move as
    anticipated when the hedge is established.
                Successful use of futures by the Fund also is subject to The
    Dreyfus Corporation's ability to predict correctly movements in the
    direction of the market or interest rates. For example, if the Fund has
    hedged against the possibility of a decline in the market adversely
    affecting the value of securities held in its portfolio and market prices
    increase instead, the Fund will lose part or all of the benefit of the
    increased value of securities which it has hedged because it will have
    offsetting losses in its futures positions. Furthermore, if in such
    circumstances the Fund has insufficient cash, it may have to sell
    securities to meet daily variation margin requirements. The Fund may have
    to sell such securities at a time when it may be disadvantageous to do
    so.
                An option on a futures contract gives the purchaser the
    right, in return for the premium paid, to assume a position in a futures
    contract (a long position if the option is a call and a short position if
    the option is a put) at a specified exercise price at any time during the
    option exercise period. The writer of the option is required upon
    exercise to assume an offsetting futures position (a short position if
    the option is a call and a long position if the option is a put). Upon
    exercise of the option, the assumption of offsetting futures positions by
    the writer and holder of the option will be accompanied by delivery of
    the accumulated cash balance in the writer's futures margin account which
    represents the amount by which the market price of the futures contract,
    at exercise, exceeds, in the case of a call, or is less than, in the case
    of a put, the exercise price of the option on the futures contract.
                Call options sold by the Fund with respect to futures
    contracts will be covered by, among other things, entering into a long
    position in the same contract at a price no higher than the strike price
    of the call option, or by ownership of the instruments underlying, or
    instruments the prices of which are expected to move relatively
    consistently with the instruments underlying, the futures contract. Put
    options sold by the Fund with respect to futures contracts will be
    covered when, among other things, cash or liquid securities are placed in
    a segregated account to fulfill the obligation undertaken.
                The Fund may utilize municipal bond index futures to protect
    against changes in the market value of the Municipal Obligations in its
    portfolio or which it intends to acquire. Municipal bond index futures
    contracts are based on an index of long-term Municipal Obligations. The
    index assigns relative values to the Municipal Obligations included in
    the index, and fluctuates with changes in the market value of such
    Municipal Obligations. The contract is an agreement pursuant to which two
    parties agree to take or make delivery of an amount of cash based upon
    the difference between the value of the index at the close of the last
    trading day of the contract and the price at which the
             Page 13
    index contract was originally written. The acquisition or sale of a
    municipal bond index futures contract enables the Fund to protect its
    assets from fluctuations in rates on tax exempt securities without
    actually buying or selling such securities.
        INTEREST RATE FUTURES CONTRACTS AND OPTIONS ON INTEREST RATE FUTURES
    CONTRACTS - The Fund may purchase and sell interest rate futures
    contracts and options on interest rate futures contracts as a substitute
    for a comparable market position or to hedge against adverse movements in
    interest rates.
                To the extent the Fund has invested in interest rate futures
    contracts or options on interest rate futures contracts as a substitute
    for a comparable market position, the Fund will be subject to the
    investment risks of having purchased the securities underlying the
    contract.
                The Fund may purchase call options on interest rate futures
    contracts to hedge against a decline in interest rates and may purchase
    put options on interest rate futures contracts to hedge its portfolio
    securities against the risk of rising interest rates.
                The Fund may sell call options on interest rate futures
    contracts to partially hedge against declining prices of its portfolio
    securities. If the futures price at expiration of the option is below the
    exercise price, the Fund will retain the full amount of the option
    premium which provides a partial hedge against any decline that may have
    occurred in the Fund's portfolio holdings. The Fund may sell put options
    on interest rate futures contracts to hedge against increasing prices of
    the securities which are deliverable upon exercise of the futures
    contract. If the futures price at expiration of the option is higher than
    the exercise price, the Fund will retain the full amount of the option
    premium which provides a partial hedge against any increase in the price
    of securities which the Fund intends to purchase. If a put or call option
    sold by the Fund is exercised, the Fund will incur a loss which will be
    reduced by the amount of the premium it receives. Depending on the degree
    of correlation between changes in the value of its portfolio securities
    and changes in the value of its futures positions, the Fund's losses from
    existing options on futures may, to some extent, be reduced or increased
    by changes in the value of its portfolio securities.
                The Fund also may sell options on interest rate futures
    contracts as part of closing purchase transactions to terminate its
    options positions. No assurance can be given that such closing
    transactions can be effected or that there will be a correlation between
    price movements in the options on interest rate futures and price
    movements in the Fund's portfolio securities which are the subject of the
    hedge. In addition, the Fund's purchase of such options will be based
    upon predictions as to anticipated interest rate trends, which could
    prove to be inaccurate.
   

        SHORT-SELLING - The Fund may make short sales of securities, which
    are transactions in which the Fund sells a security it does not own in
    anticipation of a decline in the market value of that security. To
    complete such a transaction, the Fund must borrow the security to make
    delivery to the buyer. The Fund then is obligated to replace the security
    borrowed by purchasing it at the market price at the time of replacement.
    The Fund will incur a loss as a result of the short sale 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 will realize a
    gain if the security declines in price between those dates.
    

                No securities will be sold short if, after effect is given to
    any such short sale, the total market value of all securities sold short
    would exceed 25% of the value of the Fund's net assets. The Fund may not
    sell short the securities of any single issuer listed on a national
    securities exchange to the extent of more than 5% of the value of the
    Fund's net assets. The Fund may not sell short the securities of any
    class of an issuer to the extent, at the time of transaction, of more
    than 5% of the outstanding securities of that class.
                  Page 14
                In addition to the short sales discussed above, the Fund may
    make short sales "against the box," a transaction in which the Fund
    enters into a short sale of a security which the Fund owns. At no time
    will the Fund have more than 15% of the value of its net assets in
    deposits on short sales against the box.
        FUTURE DEVELOPMENTS - The Fund may take advantage of opportunities
    in the area of options and futures contracts and options on futures
    contracts and any other derivative investments which are not presently
    contemplated for use by the Fund or which are not currently available but
    which may be developed, to the extent such opportunities are both
    consistent with the Fund's investment objective and legally permissible
    for the Fund. Before entering into such transactions or making any such
    investment, the Fund will provide appropriate disclosure in its
    prospectus.
        LENDING PORTFOLIO SECURITIES - From time to time, the Fund may lend
    securities from its portfolio to brokers, dealers and other financial
    institutions needing to borrow securities to complete certain
    transactions. Such loans may not exceed 331/3 % of the value of the
    Fund's total assets. In connection with such loans, the Fund will receive
    collateral consisting of cash, U.S. Government securities or irrevocable
    letters of credit which will be maintained at all times in an amount
    equal to at least 100% of the current market value of the loaned
    securities. The Fund can increase its income through the investment of
    such collateral. However, such income generally would not be tax exempt.
    The Fund continues to be entitled to payments in amounts equal to the
    interest or other distributions payable on the loaned security and
    receives interest on the amount of the loan. Such loans will be
    terminable at any time upon specified notice. The Fund might experience
    risk of loss if the institution with which it has engaged in a portfolio
    loan transaction breaches its agreement with the Fund.
        BORROWING MONEY - As a fundamental policy, the Fund is permitted to
    borrow to the extent permitted under the Investment Company Act of 1940.
    However, the Fund currently intends to borrow money only for temporary or
    emergency (not leveraging) purposes, in an amount up to 15% of the value
    of the Fund's total assets (including the amount borrowed) valued at the
    lesser of cost or market, less liabilities (not including the amount
    borrowed) at the time the borrowing is made. While borrowings exceed 5%
    of the Fund's total assets, the Fund will not make any additional
    investments.
        CERTAIN FUNDAMENTAL POLICIES
                The Fund may (i) borrow money to the extent permitted under
    the Investment Company Act of 1940, which currently limits borrowing to
    no more than 331/3 % of the value of the Fund's total assets; and (ii)
    invest up to 25% of its assets in the securities of issuers in any single
    industry, provided that there is no such limitation on investments in
    Municipal Obligations, and, for temporary defensive purposes, obligations
    issued or guaranteed by the U.S. Government, its agencies or
    instrumentalities. This paragraph describes fundamental policies that
    cannot be changed without approval by the holders of a majority (as
    defined in the Investment Company Act of 1940) of the Fund's outstanding
    voting shares. See "Investment Objective and Management Policies -
    Investment Restrictions" in the Statement of Additional Information.
        CERTAIN ADDITIONAL NON-FUNDAMENTAL POLICIES
                The Fund may (i) pledge, hypothecate, mortgage or otherwise
    encumber its assets, but only to secure permitted borrowings; and (ii)
    invest up to 15% of the value of its net assets in repurchase agreements
    providing for settlement in more than seven days after notice and in
    other illiquid securities (which securities could include participation
    interests (including municipal lease/purchase agreements) that are not
    subject to the demand feature described above, and floating and variable
    rate demand obligations as to which the Fund cannot exercise the related
    demand feature described above and as
             Page 15
    to which there is no secondary market). See "Investment Objective and
    Management Policies - Investment Restrictions" in the Statement of
    Additional Information.
        RISK FACTORS
   

        INVESTING IN CALIFORNIA MUNICIPAL OBLIGATIONS - You should consider
    carefully the special risks inherent in the Fund's investment in
    California Municipal Obligations. These risks result from certain
    amendments to the California Constitution and other statutes that limit
    the taxing and spending authority of California governmental entities, as
    well as from the general financial condition of the State of California.
    From mid-1990 to late 1993, the State suffered a recession with the worst
    economic, fiscal and budget conditions since the 1930s. As a result, the
    State has experienced recurring budget deficits for four of the last five
    fiscal years ended 1991-92. The State had an operating surplus of
    approximately $109 million in 1992-93, and $836 million in 1993-94.
    However, at June 30, 1994, according to California Department of Finance,
    the State's Special Fund for Economic Uncertainties had an accumulated
    deficit, on a budget basis, of approximately $1.8 billion. A further
    consequence of the large budget imbalances has been that the State
    depleted its available cash resources and has had to use a series of
    external borrowings to meet its cash needs. To meet its cash flow needs
    in the 1994-95 fiscal year, the State issued, in July and August 1994,
    $4.0 billion of revenue anticipation warrants and $3.0 billion of revenue
    anticipation notes. As a result of the deterioration in the State's
    budget and cash situation between October 1991 and July 1994, the rating
    on the State's general obligation bonds was reduced by S&P from AAA to A,
    by Moody's from Aaa to A1 and by Fitch from AAA to A. These and other
    factors may have the effect of impairing the ability of the issuers of
    California Municipal Obligations to pay interest on, or repay the
    principal of, such California Municipal Obligations. You should obtain
    and review a copy of the Statement of Additional Information which more
    fully sets forth these and other risk factors.
    

        LOWER RATED BONDS - You should carefully consider the relative risks
    of investing in the higher yielding (and, therefore, higher risk) debt
    securities in which the Fund may invest up to 30% of the value of its net
    assets. These are bonds such as those rated Ba by Moody's or BB by S&P or
    Fitch or as low as the lowest rating assigned by Moody's, S&P or Fitch.
    They generally are not meant for short-term investing and may be subject
    to certain risks with respect to the issuing entity and to greater market
    fluctuations than certain lower yielding, higher rated fixed-income
    securities. Bonds rated Ba by Moody's are judged to have speculative
    elements; their future cannot be considered as well assured and often the
    protection of interest and principal payments may be very moderate. Bonds
    rated BB by S&P are regarded as having predominantly speculative
    characteristics and, while such obligations have less near-term
    vulnerability to default than other speculative grade debt, they face
    major ongoing uncertainties or exposure to adverse business, financial or
    economic conditions which could lead to inadequate capacity to meet
    timely interest and principal payments. Bonds rated BB by Fitch are
    considered speculative and the payment of principal and interest may be
    affected at any time by adverse economic changes. Bonds rated C by
    Moody's are regarded as having extremely poor prospects of ever attaining
    any real investment standing. Bonds rated D by S&P are in default and the
    payment of interest and/or repayment of principal is in arrears. Bonds
    rated DDD, DD or D by Fitch are in actual or imminent default, are
    extremely speculative and should be valued on the basis of their ultimate
    recovery value in liquidation or reorganization of the issuer; DDD
    represents the highest potential for recovery of such bonds; and D
    represents the lowest potential for recovery. Such bonds, though high
    yielding, are characterized by great risk. See "Appendix B" in the
    Statement of Additional Information for a general description of Moody's,
    S&P and
             Page 16
    Fitch ratings of Municipal Obligations. The ratings of Moody's,
    S&P and Fitch represent their opinions as to the quality of the Municipal
    Obligations which they undertake to rate. It should be emphasized,
    however, that ratings are relative and subjective and, although ratings
    may be useful in evaluating the safety of interest and principal
    payments, they do not evaluate the market value risk of these bonds.
    Therefore, although these ratings may be an initial criterion for
    selection of portfolio investments, The Dreyfus Corporation also will
    evaluate these securities and the ability of the issuers of such
    securities to pay interest and principal. The Fund's ability to achieve
    its investment objective may be more dependent on The Dreyfus
    Corporation's credit analysis than might be the case for a fund that
    invested in higher rated securities. Once the rating of a portfolio
    security has been changed, the Fund will consider all circumstances
    deemed relevant in determining whether to continue to hold the security.
                The market price and yield of bonds rated Ba or lower by
    Moody's and BB or lower by S&P and Fitch are more volatile than those of
    higher rated bonds. Factors adversely affecting the market price and
    yield of these securities will adversely affect the Fund's net asset
    value. In addition, the retail secondary market for these bonds may be
    less liquid than that of higher rated bonds; adverse market conditions
    could make it difficult at times for the Fund to sell certain securities
    or could result in lower prices than those used in calculating the Fund's
    net asset value.
                The Fund may invest up to 5% of the value of its net assets
    in zero coupon securities and pay-in-kind bonds (bonds which pay interest
    through the issuance of additional bonds) rated Ba or lower by Moody's
    and BB or lower by S&P and Fitch. These securities may be subject to
    greater fluctuations in value due to changes in interest rates than
    interest-bearing securities and thus may be considered more speculative
    than comparably rated interest-bearing securities. See "Other Investment
    Considerations" below, and "Investment Objective and Management Policies
    - Risk Factors - Lower Rated Bonds" and "Dividends, Distributions and
    Taxes" in the Statement of Additional Information.
        OTHER INVESTMENT CONSIDERATIONS - Even though interest-bearing
    securities are investments which promise a stable stream of income, the
    prices of such securities are inversely affected by changes in interest
    rates and, therefore, are subject to the risk of market price
    fluctuations. Certain securities that may be purchased by the Fund, such
    as those with interest rates that fluctuate directly or indirectly based
    on multiples of a stated index, are designed to be highly sensitive to
    changes in interest rates and can subject the holders thereof to extreme
    reductions of yield and possibly loss of principal. The values of
    fixed-income securities also may be affected by changes in the credit
    rating or financial condition of the issuing entities. The Fund's net
    asset value generally will not be stable and should fluctuate based upon
    changes in the value of the Fund's portfolio securities. Securities in
    which the Fund invests may earn a higher level of current income than
    certain shorter-term or higher quality securities which generally have
    greater liquidity, less market risk and less fluctuation in market value.
                Federal income tax law requires the holder of a zero coupon
    security or of certain pay-in-kind bonds to accrue income with respect to
    these securities prior to the receipt of cash payments. To maintain its
    qualification as a regulated investment company and avoid liability for
    Federal income taxes, the Fund may be required to distribute such income
    accrued with respect to these securities and may have to dispose of
    portfolio securities under disadvantageous circumstances in order to
    generate cash to satisfy these distribution requirements.
                Certain municipal lease/purchase obligations in which the
    Fund may invest may contain "non-appropriation" clauses which provide
    that the municipality has no obligation to make lease payments in future
    years unless money is appropriated for such purpose on a yearly basis.
    Although "non-appropriation" lease/purchase obligations are
            Page 17
    secured by the leased property, disposition of the leased property in the
    event of foreclosure might prove difficult. In evaluating the credit
    quality of a municipal lease/purchase obligation that is unrated, The
    Dreyfus Corporation will consider, on an ongoing basis, a number of
    factors including the likelihood that the issuing municipality will
    discontinue appropriating funding for the leased property.
                Certain provisions in the Code relating to the issuance of
    Municipal Obligations may reduce the volume of Municipal Obligations
    qualifying for Federal tax exemption. One effect of these provisions
    could be to increase the cost of the Municipal Obligations available for
    purchase by the Fund and thus reduce available yield. Shareholders should
    consult their tax advisers concerning the effect of these provisions on
    an investment in the Fund. Proposals that may restrict or eliminate the
    income tax exemption for interest on Municipal Obligations may be
    introduced in the future. If any such proposal were enacted that would
    reduce the availability of Municipal Obligations for investment by the
    Fund so as to adversely affect Fund shareholders, the Fund would
    reevaluate its investment objective and policies and submit possible
    changes in the Fund's structure to shareholders for their consideration.
    If legislation were enacted that would treat a type of Municipal
    Obligation as taxable, the Fund would treat such security as a
    permissible Taxable Investment within the applicable limits set forth
     herein.
                Investment decisions for the Fund are made independently from
    those of other investment companies advised by The Dreyfus Corporation.
    However, if such other investment companies are prepared to invest in, or
    desire to dispose of, Municipal Obligations or Taxable Investments at the
    same time as the Fund, available investments or opportunities for sales
    will be allocated equitably to each investment company. In some cases,
    this procedure may adversely affect the size of the position obtained for
    or disposed of by the Fund or the price paid or received by the Fund.
MANAGEMENT OF THE FUND
   

                The Dreyfus Corporation, located at 200 Park Avenue, New
    York, New York 10166, was formed in 1947 and serves as the Fund's
    investment adviser. The Dreyfus Corporation is a wholly-owned subsidiary
    of Mellon Bank Corporation ("Mellon"). As of April 30, 1995, The Dreyfus
    Corporation managed or administered approximately $74 billion in assets
    for more than 1.8 million investor accounts nationwide.
    

                The Dreyfus Corporation supervises and assists in the overall
    management of the Fund's affairs under a Management Agreement with the
    Fund, subject to the overall authority of the Fund's Board of Trustees in
    accordance with Massachusetts law. The Fund's primary portfolio manager
    is A. Paul Disdier. He has held that position since May 1988 and has been
    employed by The Dreyfus Corporation since February 1988. The Fund's other
    portfolio managers are identified in the Fund's Statement of Additional
    Information. The Dreyfus Corporation also provides research services for
    the Fund as well as for other Funds advised by The Dreyfus Corporation
    through a professional staff of portfolio managers and securities
    analysts.
   

                Mellon is a publicly owned multibank holding company
    incorporated under Pennsylvania law in 1971 and registered under the
    Federal Bank Holding Company Act of 1956, as amended. Mellon provides a
    comprehensive range of financial products and services in domestic and
    selected international markets. Mellon is among the twenty-five largest
    bank holding companies in the United States based on total assets.
    Mellon's principal wholly-owned subsidiaries are Mellon Bank, N.A.,
    Mellon Bank (DE) National Association, Mellon Bank (MD), The Boston
    Company, Inc., AFCOCredit Corporation and a number of companies known as
    Mellon Financial Services Corporations. Through its subsidiaries,
    including The Dreyfus Corporation, Mellon managed approximately $200
    billion in assets as of March 31, 1995, including approximately $72
    billion in mutual
           Page 18
    fund assets. As of March 31, 1995, Mellon, through various subsidiaries,
    provided non-investment services, such as custodial or administration
    services, for approximately $680 billion in assets, including
    approximately $67 billion in mutual fund assets.
    

                Under the terms of the Management Agreement, the Fund has
    agreed to pay The Dreyfus Corporation a monthly fee at the annual rate of
    .55 of 1% of the value of the Fund's average daily net assets. From time
    to time, The Dreyfus Corporation may waive receipt of its fees and/or
    voluntarily assume certain expenses of the Fund, which would have the
    effect of lowering the overall expense ratio of the Fund and increasing
    yield to investors at the time such amounts are waived or assumed, as the
    case may be. The Fund will not pay The Dreyfus Corporation at a later
    time for any amounts it may waive, nor will the Fund reimburse The
    Dreyfus Corporation for any amounts it may assume. For the fiscal year
    ended January 31, 1995, the Fund paid The Dreyfus Corporation a
    management fee at the effective annual rate of .53 of 1% of the value of
    the Fund's  average daily net assets pursuant to an undertaking in
    effect.
                The Dreyfus Corporation may pay the Fund's distributor for
    shareholder services from The Dreyfus Corporation's own assets, including
    past profits but not including the management fee paid by the Fund. The
    Fund's distributor may use part or all of such payments to pay Service
    Agents in respect of these services.
                The Fund's distributor is Premier Mutual Fund Services, Inc.
    (the "Distributor"), located at One Exchange Place, Boston, Massachusetts
    02109. The Distributor is a wholly-owned subsidiary of FDI Distribution
    Services, Inc., a provider of mutual fund administration services, which
    in turn is a wholly-owned subsidiary of FDI Holdings, Inc., the parent
    company of which is Boston Institutional Group, Inc.
                The Shareholder Services Group, Inc., a subsidiary of First
    Data Corporation, P.O. Box 9671, Providence, Rhode Island 02940-9671, is
    the Fund's Transfer and Dividend Disbursing Agent (the "Transfer Agent").
    The Bank of New York, 90 Washington Street, New York, New York 10286, is
    the Fund's Custodian.
HOW TO BUY FUND SHARES
        GENERAL
                Fund shares may be purchased only by clients of certain
    financial institutions (which may include banks), securities dealers
    ("Selected Dealers"), and other industry professionals (collectively,
    "Service Agents"), except that full-time or part-time employees of The
    Dreyfus Corporation or any of its affiliates or subsidiaries, directors
    of The Dreyfus Corporation, Board members of a fund advised by The
    Dreyfus Corporation, including members of the Fund's Board, or the spouse
    or minor child of any of the foregoing may purchase Class A shares
    directly through the Distributor. Subsequent purchases may be sent
    directly to the Transfer Agent or your Service Agent. Service Agents may
    receive different levels of compensation for selling different Classes of
    shares. Management understands that some Service Agents may impose
    certain conditions on their clients which are different from those
    described in this Prospectus, and, to the extent permitted by applicable
    regulatory authority, may charge their clients direct fees which would be
    in addition to any amounts which might be received under the Shareholder
    Services Plan. Each Service Agent has agreed to transmit to its clients a
    schedule of such fees. You should consult your Service Agent in this
    regard.
                When purchasing Fund shares, you must specify which Class is
    being purchased. Share certificates are issued only upon your written
    request. No certificates are issued for fractional shares. It is not
    recommended that the Fund be used as a vehicle for Keogh, IRA or other
    qualified retirement plans. The Fund reserves the right to reject any
    purchase order.
            Page 19
                The minimum initial investment is $1,000. Subsequent
    investments must be at least $100. The initial investment must be
    accompanied by the Fund's Account Application.
   

                You may purchase Fund shares by check or wire, or through the
    TELETRANSFER Privilege described below. Checks should be made payable to
    "Premier California Municipal Bond Fund." Payments to open new accounts
    which are mailed should be sent to Premier California Municipal Bond
    Fund, P.O. Box 9387, Providence, Rhode Island 02940-9387, together with
    your Account Application indicating which Class of shares is being
    purchased. For subsequent investments, your Fund account number should
    appear on the check and an investment slip should be enclosed and sent to
    Premier California Municipal Bond Fund, P.O. Box 105, Newark, New Jersey
    07101-0105. Neither initial nor subsequent investments should be made by
    third party check. Wire payments may be made if your bank account is in a
    commercial bank that is a member of the Federal Reserve System or any
    other bank having a correspondent bank in New York City. Immediately
    available funds may be transmitted by wire to The Bank of New York,
    DDA#8900119306/Premier California Municipal Bond Fund-Class A shares, or
    DDA#8900115025/Premier California Municipal Bond Fund-Class B shares, or
    DDA#8900251964/Premier California Municipal Bond Fund-Class C shares, as
    the case may be, for purchase of Fund shares in your name. The wire must
    include your Fund account number (for new accounts, your Taxpayer
    Identification Number ("TIN") should be included instead), account
    registration and dealer number, if applicable. If your initial purchase
    of Fund shares is by wire, please call 1-800-645-6561 after completing
    your wire payment to obtain your Fund account number. Please include your
    Fund account number on the Fund's Account Application and promptly mail
    the Account Application to the Fund, as no redemptions will be permitted
    until the Account Application is received. You may obtain further
    information about remitting funds in this manner from your bank. All
    payments should be made in U.S. dollars and, to avoid fees and delays,
    should be drawn only on U.S. banks. A charge will be imposed if any check
    used for investment in your account does not clear. The Fund makes
    available to certain large institutions the ability to issue purchase
    instructions through compatible computer facilities.
    

                Subsequent investments also may be made by electronic
    transfer of funds from an account maintained in a bank or other domestic
    financial institution that is an Automated Clearing House member. You
    must direct the institution to transmit immediately available funds
    through the Automated Clearing House to The Bank of New York with
    instructions to credit your Fund account. The instructions must specify
    your Fund account registration and your Fund account number PRECEDED BY
    THE DIGITS "1111."
                Fund shares are sold on a continuous basis. Net asset value
    per share is determined as of the close of trading on the floor of the
    New York Stock Exchange (currently 4:00 p.m., New York time), on each day
    the New York Stock Exchange is open for business. For purposes of
    determining net asset value, options and futures contracts will be valued
    15 minutes after the close of trading on the floor of the New York Stock
    Exchange. Net asset value per share of each Class is computed by dividing
    the value of the Fund's net assets represented by such Class (i.e., the
    value of its assets less liabilities) by the total number of shares of
    such Class outstanding. The Fund's investments are valued each business
    day by an independent pricing service approved by the Board of Trustees
    and are valued at fair value as determined by the pricing service. The
    pricing service's procedures are reviewed under the general supervision
    of the Board of Trustees. For further information regarding the methods
    employed in valuing Fund investments, see "Determination of Net Asset
    Value" in the Fund's Statement of Additional Information.
                Federal regulations require that you provide a certified TIN
    upon opening or reopening an account. See "Dividends, Distributions and
    Taxes" and the Fund's
             Page 20
    Account Application for further information concerning this requirement.
    Failure to furnish a certified TIN to the Fund could subject you to a
    $50 penalty imposed by the Internal Revenue Service (the "IRS").
                If an order is received by the Transfer Agent by the close of
    trading on the floor of the New York Stock Exchange (currently 4:00 p.m.,
    New York time) on any business day, Fund shares will be purchased at the
    public offering price determined as of the close of trading on the floor
    of the New York Stock Exchange on that day. Otherwise, Fund shares will
    be purchased at the public offering price determined as of the close of
    trading on the floor of the New York Stock Exchange on the next business
    day, except where shares are purchased through a dealer as provided
    below.
                Orders for the purchase of Fund shares received by dealers by
    the close of trading on the floor of the New York Stock Exchange on any
    business day and transmitted to the Distributor or its designee by the
    close of its business day (normally 5:15 p.m., New York time) will be
    based on the public offering price per share determined as of the close
    of trading on the floor of the New York Stock Exchange on that day.
    Otherwise, the orders will be based on the next determined public
    offering price. It is the dealers' responsibility to transmit orders so
    that they will be received by the Distributor or its designee before the
    close of its business day.
        CLASS A SHARES - The public offering price for Class A shares is the
    net asset value per share of that Class plus a sales load as shown below:
<TABLE>
<CAPTION>
   


                                                               Total Sales Load
                                                      --------------------------------
                                                         As a % of           As a % of         Dealers' Reallowance
                                                       offering price      net asset value        as a % of
        Amount of Transaction                            per share           per share           offering price
        ---------------------                         -------------      -------------        ---------------------
<S>                                                         <C>                <C>                    <C>
        Less than $50,000.........                          4.50               4.70                   4.25
        $50,000 to less than $100,000......                 4.00               4.20                   3.75
        $100,000 to less than $250,000.....                 3.00               3.10                   2.75
        $250,000 to less than $500,000.....                 2.50               2.60                   2.25
        $500,000 to less than $1,000,000...                 2.00               2.00                   1.75
        $1,000,000 or more........                           -0-               -0-                     -0-
    
</TABLE>
   

                A CDSC of 1% will be assessed at the time of redemption of
    Class A shares purchased without an initial sales
    charge as part of an investment of at least $1,000,000 and redeemed
    within two years after purchase. The terms contained in the section of
    the Fund's Prospectus entitled "How to Redeem Fund shares-Contingent
    Deferred Sales Charge" (other than the amount of the CDSC and time
    periods pertaining to Class B) are applicable to the Class A shares
    subject to a CDSC. Letter of Intent and Right of Accumulation apply to
    such purchases of Class A shares.
    

                Full-time employees of NASD member firms and full-time
    employees of other financial institutions which have entered into an
    agreement with the Distributor pertaining to the sale of Fund shares (or
    which otherwise have a brokerage-related or clearing arrangement with an
    NASD member firm or other financial institution with respect to sales of
    Fund shares) may purchase Class A shares for themselves directly or
    pursuant to an employee benefit plan or other program, or for their
    spouses or minor children, at net asset value, provided that they have
    furnished the Distributor with such information as it may request from
    time to time in order to verify eligibility for this privilege. This
    privilege also applies to full-time employees of financial institutions
    affiliated with NASD member firms whose full-time employees are eligible
    to purchase Class A shares at net asset value. In addition, Class A shares
    are offered at net asset value to full-time or part-time employees of The
    Dreyfus Corporation or any of its affiliates or subsidiaries, directors
    of The Dreyfus Corporation, Board members of a fund advised by The
    Dreyfus Corporation, including members of the Fund's Board, or the spouse
    or minor child of any of the foregoing.
        Page 21
                The dealer reallowance may be changed from time to time but
    will remain the same for all dealers. The Distributor, at its own
    expense, may provide additional promotional incentives to dealers that
    sell shares of funds advised by The Dreyfus Corporation which are sold
    with a sales load, such as the Fund. In some instances, these incentives
    may be offered only to certain dealers who have sold or may sell
    significant amounts of such shares. For the period from February 1, 1994
    through August 23, 1994, Dreyfus Service Corporation, a wholly-owned
    subsidiary of The Dreyfus Corporation and distributor of the Fund's
    shares until August 24, 1994, retained $17,596 from sales loads on Class
    A shares.
        CLASS B SHARES
                The public offering price for Class B shares is the net asset
    value per share of that Class. No initial sales charge is imposed at the
    time of purchase. A CDSC is imposed, however, on certain redemptions of
    Class B shares as described under "How to Redeem Fund Shares." The
    Distributor compensates certain Service Agents for selling Class B or
    Class C shares at the time of purchase from the Distributor's own assets.
    The proceeds of the CDSC and the distribution fee, in part, are used to
    defray these expenses. For the period February 1, 1994 through August 23,
    1994, $33,555 was retained by Dreyfus Service Corporation, as former
    distributor, from the CDSC on Class B shares.
        CLASS C SHARES
                The public offering price for Class C shares is the net asset
    value per share of that Class. No initial sales charge is imposed at the
    time of purchase. A CDSC, however, is imposed on redemptions of Class C
    shares made within the first year of purchase. See "Class B Shares" above
    and "How to Redeem Fund Shares."
        RIGHT OF ACCUMULATION - CLASS A SHARES
                Reduced sales loads apply to any purchase of Class A shares,
    shares of other funds in the Premier Family of Funds, shares of certain
    other funds advised by The Dreyfus Corporation which are sold with a
    sales load and shares of certain other funds acquired by a previous
    exchange of such shares (hereinafter referred to as "Eligible Funds"), by
    you and any related "purchaser" as defined in the Statement of Additional
    Information, where the aggregate investment, including such purchase, is
    $50,000 or more. If, for example, you have previously purchased and still
    hold Class A shares of the Fund, or of any other Eligible Fund or
    combination thereof, with an aggregate current market value of $40,000
    and subsequently purchase Class A shares of the Fund or an Eligible Fund
    having a current value of $20,000, the sales load applicable to the
    subsequent purchase would be reduced to 4% of the offering price. All
    present holdings of Eligible Funds may be combined to determine the
    current offering price of the aggregate investment in ascertaining the
    sales load applicable to each subsequent purchase.
                To qualify for reduced sales loads, at the time of a purchase
    you or your Service Agent must notify the Distributor if orders are made
    by wire, or the Transfer Agent if orders are made by mail. The reduced
    sales load is subject to confirmation of your holdings through a check of
    appropriate records.
        TELETRANSFER PRIVILEGE
                You may purchase Fund shares (minimum $500, maximum $150,000
    per day) by telephone if you have checked the appropriate box and
    supplied the necessary information on the Fund's Account Application or
    have filed a Shareholder Services Form with the Transfer Agent. The
    proceeds will be transferred between the bank account designated in one
    of these documents and your Fund account. Only such an account maintained
    in a domestic financial institution which is an Automated Clearing House
    member may be so designated. The Fund may modify or terminate this
    Privilege at any time or charge a service fee upon notice to
    shareholders. No such fee currently is contemplated.
              Page 22
                If you have selected the TELETRANSFER Privilege, you may
    request a TELETRANSFER purchase of Fund shares by telephoning
    1-800-221-4060 or, if you are calling from overseas, call 1-401-455-3306.
SHAREHOLDER SERVICES
                The services and privileges described under this heading may
    not be available to clients of certain Service Agents and some Service
    Agents may impose certain conditions on their clients which are different
    from those described in this Prospectus. You should consult your Service
    Agent in this regard.
        FUND EXCHANGES
   

                Clients of certain Service Agents may purchase, in exchange
    for Class A, Class B or Class C shares of the Fund, shares of the same
    Class in certain other funds managed or administered by The Dreyfus
    Corporation, to the extent such shares are offered for sale in your state
    of residence. These funds have different investment objectives which may
    be of interest to you. You also may exchange your Fund shares that are
    subject to a CDSC for shares of Dreyfus Worldwide Dollar Money Market
    Fund, Inc. The shares so purchased will be held in a special account
    created solely for this purpose ("Exchange Account"). Exchanges of shares
    from an Exchange Account only can be made into certain other funds
    managed or administered by The Dreyfus Corporation. No CDSC is charged
    when an investor exchanges into an Exchange Account; however, the
    applicable CDSC will be imposed when shares are redeemed from an Exchange
    Account or other applicable Fund account. Upon redemption, the applicable
    CDSC will be calculated without regard to the time such shares were held
    in an Exchange Account. See "How to Redeem Fund Shares." Redemption
    proceeds for Exchange Account shares are paid by Federal wire or check
    only. Exchange Account shares also are eligible for the Auto-Exchange
    Privilege, Dividend Sweep and the Automatic Withdrawal Plan. If you
    desire to use this service, you should consult your Service Agent or call
    1-800-645-6561 to determine if it is available and whether any conditions
    are imposed on its use.
    

                To request an exchange, your Service Agent acting on your
    behalf must give exchange instructions to the Transfer Agent in writing
    or by telephone. Before any exchange, you must obtain and should review a
    copy of the current prospectus of the fund into which the exchange is
    being made. Prospectuses may be obtained by calling 1-800-645-6561.
    Except in the case of Personal Retirement Plans, the shares being
    exchanged must have a current value of at least $500; furthermore, when
    establishing a new account by exchange, the shares being exchanged must
    have a value of at least the minimum initial investment required for the
    fund into which the exchange is being made. The ability to issue exchange
    instructions by telephone is given to all Fund shareholders automatically,
    unless you check the applicable "NO" box on the Account Application,
    indicating that you specifically refuse this Privilege. The Telephone
    Exchange Privilege may be established for an existing account by written
    request, signed by all shareholders on the account, or by a separate
    signed Shareholder Services Form, also available by calling
    1-800-645-6561. If you have established the Telephone Exchange Privilege,
    you may telephone exchange instructions by calling 1-800-221-4060 or, if
    you are calling from overseas, call 1-401-455-3306. See "How to Redeem
    Fund Shares_Procedures." Upon an exchange into a new account, the
    following shareholder services and privileges, as applicable and where
    available, will be automatically carried over to the fund into which the
    exchange is made: Telephone Exchange Privilege, Check Redemption
    Privilege, TELETRANSFER Privilege and the dividend/capital gain
    distribution option (except for Dividend Sweep) selected by the investor.
                Shares will be exchanged at the next determined net asset
    value; however, a sales load may be charged with respect to exchanges of
    Class A shares into funds sold with a
           Page 23
    sales load. No CDSC will be imposed on Class B or Class C shares at the
    time of an exchange; however, Class B or Class C shares acquired through
    an exchange will be subject on redemption to the higher CDSC applicable
    to the exchanged or acquired shares. The CDSC applicable on redemption of
    the acquired Class B or Class C shares will be calculated from the date of
    the initial purchase of the Class B or Class C shares exchanged. If you
    are exchanging Class A shares into a fund that charges a sales load, you
    may qualify for share prices which do not include the sales load or which
    reflect a reduced sales load, if the shares of the fund from which you
    are exchanging were: (a) purchased with a sales load, (b) acquired by a
    previous exchange from shares purchased with a sales load, or (c) acquired
    through reinvestment of dividends or distributions paid with respect to
    the foregoing categories of shares. To qualify, at the time of your
    exchange your Service Agent must notify the Distributor. Any such
    qualification is subject to confirmation of your holdings through a check
    of appropriate records. See "Shareholder Services" in the Statement of
    Additional Information. No fees currently are charged shareholders
    directly in connection with exchanges, although the Fund reserves the
    right, upon not less than 60 days' written notice, to charge shareholders
    a nominal fee in accordance with rules promulgated by the Securities and
    Exchange Commission. The Fund reserves the right to reject any exchange
    request in whole or in part. The availability of Fund Exchanges may be
    modified or terminated at any time upon notice to shareholders.
                The exchange of shares of one fund for shares of another is
    treated for Federal income tax purposes as a sale of the shares given in
    exchange by the shareholder and, therefore, an exchanging shareholder may
    realize a taxable gain or loss.
        AUTO-EXCHANGE PRIVILEGE
                Auto-Exchange Privilege enables you to invest regularly (on a
    semi-monthly, monthly, quarterly or annual basis), in exchange for shares
    of the Fund, in shares of the same class of other funds in the Premier
    Family of Funds or certain other funds in the Dreyfus Family of Funds of
    which you are currently an investor. The amount you designate, which can
    be expressed either in terms of a specific dollar or share amount ($100
    minimum), will be exchanged automatically on the first and/or fifteenth
    of the month according to the schedule you have selected. Shares will be
    exchanged at the then-current net asset value; however, a sales load may
    be charged with respect to exchanges of Class A shares into funds sold
    with a sales charge. No CDSC will be imposed on Class B or Class C shares
    at the time of an exchange; however, Class B or Class C shares acquired
    through an exchange will be subject on redemption to the higher CDSC
    applicable to the exchanged or acquired shares. The CDSC applicable on
    redemption of the acquired Class B or Class C shares will be calculated
    from the date of the initial purchase of the Class B or Class C shares
    exchanged. See "Shareholder Services" in the Statement of Additional
    Information. The right to exercise this Privilege may be modified or
    cancelled by the Fund or the Transfer Agent. You may modify or cancel
    your exercise of this Privilege at any time by writing to Premier
    California Municipal Bond Fund, P.O. Box 6587, Providence, Rhode Island
    02940-6587. The Fund may charge a service fee for the use of this
    Privilege. No such fee currently is contemplated. The exchange of shares
    of one fund for shares of another is treated for Federal income tax
    purposes as a sale of the shares given in exchange by the shareholder
    and, therefore, an exchanging shareholder may realize a taxable gain or
    loss. For more information concerning this Privilege and the funds in the
    Premier Family of Funds or Dreyfus Family of Funds eligible to
    participate in this Privilege, or to obtain an Auto-Exchange
    Authorization Form, please call toll free 1-800-645-6561.
           Page 24
        AUTOMATIC ASSET BUILDER
                Automatic Asset Builder permits you to purchase Fund shares
    (minimum of $100 and maximum of $150,000 per transaction) at regular
    intervals selected by you. Fund shares are purchased by transferring
    funds from the bank account designated by you. At your option, the bank
    account designated by you will be debited in the specified amount, and
    Fund shares will be purchased, once a month, on either the first or
    fifteenth day, or twice a month, on both days. Only an account maintained
    at a domestic financial institution which is an Automated Clearing House
    member may be so designated. To establish an Automatic Asset Builder
    account, you must file an authorization form with the Transfer Agent. You
    may obtain the necessary authorization form by calling 1-800-645-6561.
    You may cancel your participation in this Privilege or change the amount
    of purchase at any time by mailing written notification to Premier
    California Municipal Bond Fund, P.O. Box 6587, Providence, Rhode Island
    02940-6587, and the notification will be effective three business days
    following receipt. The Fund may modify or terminate this Privilege at any
    time or charge a service fee. No such fee currently is contemplated.
        GOVERNMENT DIRECT DEPOSIT PRIVILEGE
                Government Direct Deposit Privilege enables you to purchase
    Fund shares (minimum of $100 and maximum of $50,000 per transaction) by
    having Federal salary, Social Security, or certain veterans', military or
    other payments from the Federal government automatically deposited into
    your Fund account. You may deposit as much of such payments as you elect.
    To enroll in Government Direct Deposit, you must file with the Transfer
    Agent a completed Direct Deposit Sign-Up Form for each type of payment
    that you desire to include in this Privilege. The appropriate form may be
    obtained from your Service Agent or by calling 1-800-645-6561. Death or
    legal incapacity will terminate your participation in this Privilege. You
    may elect at any time to terminate your participation by notifying in
    writing the appropriate Federal agency. Further, the Fund may terminate
    your participation upon 30 days' notice to you.
        DIVIDEND OPTIONS
                Dividend Sweep enables you to invest automatically dividends
    or dividends and capital gain distributions, if any, paid by the Fund in
    shares of the same Class of another fund in the Premier Family of Funds
    or the Dreyfus Family of Funds of which you are a shareholder. Shares of
    the other fund will be purchased at the then-current net asset value;
    however, a sales load may be charged with respect to investments in
    shares of a fund sold with a sales load. If you are investing in a fund
    that charges a sales load, you may qualify for share prices which do not
    include the sales load or which reflect a reduced sales load. If you are
    investing in a fund that charges a CDSC, the shares purchased will be
    subject on redemption to the CDSC, if any, applicable to the purchased
    shares. See "Shareholder Services" in the Statement of Additional
    Information. Dividend ACH permits you to transfer electronically
    dividends or dividends and capital gain distributions, if any, from the
    Fund to a designated bank account. Only an account maintained at a
    domestic financial institution which is an Automated Clearing House
    member may be so designated. Banks may charge a fee for this service.
                For more information concerning these privileges, or to
    request a Dividend Options Form, please call toll free 1-800-645-6561.
    You may cancel these privileges by mailing written notification to
    Premier California Municipal Bond Fund, P.O. Box 6587, Providence, Rhode
    Island 02940-6587. To select a new fund after cancellation, you must
    submit a new Dividend Options Form. Enrollment in or cancellation of these
    privileges is effective three business days following receipt. These
    privileges are available only for
            Page 25
    existing accounts and may not be used to open new accounts. Minimum
    subsequent investments do not apply for Dividend Sweep. The Fund may
    modify or terminate these privileges at any time or charge a service fee.
    No such fee currently is contemplated.
        AUTOMATIC WITHDRAWAL PLAN
                The Automatic Withdrawal Plan permits you to request
    withdrawal of a specified dollar amount (minimum of $50) on either a
    monthly or quarterly basis if you have a $5,000 minimum account. An
    application for the Automatic Withdrawal Plan can be obtained by calling
    1-800-645-6561. There is a service charge of 50cents for each withdrawal
    check. The Automatic Withdrawal Plan may be ended at any time by you, the
    Fund or the Transfer Agent. Shares for which certificates have been
    issued may not be redeemed through the Automatic Withdrawal Plan.
                Class B or Class C shares withdrawn pursuant to the Automatic
    Withdrawal Plan will be subject to any applicable CDSC. Purchases of
    additional Class A shares where the sales load is imposed concurrently
    with withdrawals of Class A shares generally are undesirable.
        LETTER OF INTENT - CLASS A SHARES
                By signing a Letter of Intent form, available from the
    Distributor, you become eligible for the reduced sales load applicable to
    the total number of Eligible Fund shares purchased in a 13-month period
    pursuant to the terms and conditions set forth in the Letter of Intent. A
    minimum initial purchase of $5,000 is required. To compute the applicable
    sales load, the offering price of shares you hold (on the date of
    submission of the Letter of Intent) in any Eligible Fund that may be used
    toward "Right of Accumulation" benefits described above may be used as a
    credit toward completion of the Letter of Intent. However, the reduced
    sales load will be applied only to new purchases.
                The Transfer Agent will hold in escrow 5% of the amount
    indicated in the Letter of Intent for payment of a higher sales load if
    you do not purchase the full amount indicated in the Letter of Intent.
    The escrow will be released when you fulfill the terms of the Letter of
    Intent by purchasing the specified amount. If your purchases qualify for
    a further sales load reduction, the sales load will be adjusted to
    reflect your total purchase at the end of 13 months. If total purchases
    are less than the amount specified, you will be requested to remit an
    amount equal to the difference between the sales load actually paid and
    the sales load applicable to the aggregate purchases actually made. If
    such remittance is not received within 20 days, the Transfer Agent, as
    attorney-in-fact pursuant to the terms of the Letter of Intent, will
    redeem an appropriate number of Class A shares held in escrow to realize
    the difference. Signing a Letter of Intent does not bind you to purchase,
    or the Fund to sell, the full amount indicated at the sales load in
    effect at the time of signing, but you must complete the intended
    purchase to obtain the reduced sales load. At the time you purchase Class
    A shares, you must indicate your intention to do so under a Letter of
    Intent. Purchases pursuant to a Letter of Intent will be made at the
    then-current net asset value plus the applicable sales load in effect at
    the time such Letter of Intent was executed.
HOW TO REDEEM FUND SHARES
        GENERAL
                You may request redemption of your shares at any time.
    Redemption requests should be transmitted to the Transfer Agent as
    described below. When a request is received in proper form, the Fund will
    redeem the shares at the next determined net asset value as described
    below. If you hold Fund shares of more than one Class, any request for
    redemption must specify the Class of shares being redeemed. If you fail
    to specify the Class of shares to be redeemed or if you own fewer shares
    of the Class than
          Page 26
    specified to be redeemed, the redemption request may be
    delayed until the Transfer Agent receives further instructions from you
    or your Service Agent.
                The Fund imposes no charges (other than any applicable CDSC)
    when shares are redeemed. Service Agents may charge a nominal fee for
    effecting redemptions of Fund shares. Any certificates representing Fund
    shares being redeemed must be submitted with the redemption request. The
    value of the shares redeemed may be more or less than their original
    cost, depending on the Fund's then-current net asset value.
                The Fund ordinarily will make payment for all shares redeemed
    within seven days after receipt by the Transfer Agent of a redemption
    request in proper form, except as provided by the rules of the Securities
    and Exchange Commission. HOWEVER, IF YOU HAVE PURCHASED FUND SHARES BY
    CHECK, BY THE TELETRANSFER PRIVILEGE OR THROUGH AUTOMATIC ASSET BUILDER
    AND SUBSEQUENTLY SUBMIT A WRITTEN REQUEST TO THE TRANSFER AGENT, THE
    REDEMPTION PROCEEDS WILL BE TRANSMITTED TO YOU PROMPTLY UPON BANK
    CLEARANCE OF YOUR PURCHASE CHECK, TELETRANSFER PURCHASE OR AUTOMATIC ASSET
    BUILDER ORDER, WHICH MAY TAKE UP TO EIGHT BUSINESS DAYS OR MORE. IN
    ADDITION, THE FUND WILL NOT HONOR REDEMPTION CHECKS UNDER THE CHECK
    REDEMPTION PRIVILEGE, AND WILL REJECT REQUESTS TO REDEEM SHARES PURSUANT
    TO THE TELETRANSFER PRIVILEGE, FOR A PERIOD OF EIGHT BUSINESS DAYS AFTER
    RECEIPT BY THE TRANSFER AGENT OF THE PURCHASE CHECK, THE TELETRANSFER
    PURCHASE OR THE AUTOMATIC ASSET BUILDER ORDER AGAINST WHICH SUCH
    REDEMPTION IS REQUESTED. THESE PROCEDURES WILL NOT APPLY IF YOUR SHARES
    WERE PURCHASED BY WIRE PAYMENT, OR IF YOU OTHERWISE HAVE A SUFFICIENT
    COLLECTED BALANCE IN YOUR ACCOUNT TO COVER THE REDEMPTION REQUEST. PRIOR
    TO THE TIME ANY REDEMPTION IS EFFECTIVE, DIVIDENDS ON SUCH SHARES WILL
    ACCRUE AND BE PAYABLE, AND YOU WILL BE ENTITLED TO EXERCISE ALL OTHER
    RIGHTS OF BENEFICIAL OWNERSHIP. Fund shares will not be redeemed until
    the Transfer Agent has received your Account Application.
                The Fund reserves the right to redeem your account at its
    option upon not less than 30 days' written notice if your account's net
    asset value is $500 or less and remains so during the notice period.
        CONTINGENT DEFERRED SALES CHARGE
        CLASS B SHARES - A CDSC payable to the Distributor is imposed on any
    redemption of Class B shares which reduces the current net asset value of
    your Class B shares to an amount which is lower than the dollar amount of
    all payments by you for the purchase of Class B shares of the Fund held
    by you at the time of redemption. No CDSC will be imposed to the extent
    that the net asset value of the Class B shares redeemed does not exceed
    (i) the current net asset value of Class B shares acquired through
    reinvestment of dividends or capital gain distributions, plus (ii)
    increases in the net asset value of your Class B shares above the dollar
    amount of all your payments for the purchase of Class B shares of the
    Fund held by you at the time of redemption.
                If the aggregate value of the Class B shares redeemed has
    declined below their original cost as a result of the Fund's performance,
    a CDSC may be applied to the then-current net asset value rather than the
    purchase price.
                In circumstances where the CDSC is imposed, the amount of the
    charge will depend on the number of years from the time you purchased the
    Class B shares until the time of redemption of such shares. Solely for
    purposes of determining the number of years from the time of any payment
    for the purchase of Class B shares, all payments during a month will be
    aggregated and deemed to have been made on the first day of the month.
            Page 27
<TABLE>
<CAPTION>

    The following table sets forth the rates of the CDSC:
        Year Since                                                     CDSC as a % of Amount
        Purchase Payment                                               Invested or Redemption
        Was Made                                                             Proceeds
        ---------                                                     ------------------------
<S>                                                                          <C>         <C>
        First....................................................            3.00
        Second...................................................            3.00
        Third....................................................            2.00
        Fourth...................................................            2.00
        Fifth....................................................            1.00
        Sixth....................................................            0.00
</TABLE>

                In determining whether a CDSC is applicable to a redemption,
    the calculation will be made in a manner that results in the lowest
    possible rate. It will be assumed that the redemption is made first of
    amounts representing shares acquired pursuant to the reinvestment of
    dividends and distributions; then of amounts representing the increase in
    net asset value of Class B shares above the total amount of payments for
    the purchase of Class B shares made during the preceding five years; then
    of amounts representing the cost of shares purchased five years prior to
    the redemption; and finally, of amounts representing the cost of shares
    held for the longest period of time within the applicable five-year
    period.
                For example, assume an investor purchased 100 shares at $10
    per share for a cost of $1,000. Subsequently, the shareholder acquired
    five additional shares through dividend reinvestment. During the second
    year after the purchase the investor decided to redeem $500 of his or her
    investment. Assuming at the time of the redemption the net asset value
    has appreciated to $12 per share, the value of the investor's shares
    would be $1,260 (105 shares at $12 per share). The CDSC would not be
    applied to the value of the reinvested dividend shares and the amount
    which represents appreciation ($260). Therefore, $240 of the $500
    redemption proceeds ($500 minus $260) would be charged at a rate of 3%
    (the applicable rate in the second year after purchase) for a total CDSC
    of $7.20.
   

        CLASS C SHARES - A CDSC of 1.00% payable to the Distributor is
    imposed on any redemption of Class C shares within one year of the date
    of purchase. The basis for calculating the payment of any such CDSC will
    be the method used in calculating the CDSC for Class B shares. See
    "Contingent Deferred Sales Charge _ Class B Shares" above.
    
   

        WAIVER OF CDSC - The CDSC will be waived in connection with (a)
    redemptions made within one year after the death or disability, as
    defined in Section 72(m)(7) of the Code, of the shareholder, (b)
    redemptions by employees participating in qualified or non-qualified
    employee benefit plans or other programs where (i) the employers or
    affiliated employers maintaining such plans or programs have a minimum of
    250 employees eligible for participation in such plans or programs, or
    (ii) such plan's or program's aggregate investment in the Dreyfus Family
    of Funds or certain other products made available by the Distributor
    exceeds one million dollars, (c) redemptions as a result of a combination
    of any investment company with the Fund by merger, acquisition of assets
    or otherwise, and (d) a distribution following retirement under a
    tax-deferred retirement plan or upon attaining age 70 1/2 in the case of
    an IRA or Keogh plan or custodial account pursuant to Section 403(b) of
    the Code. If the Fund's Trustees determine to discontinue the waiver of
    the CDSC, the disclosure in the Fund's prospectus will be appropriately
    revised. Any Fund shares subject to a CDSC which were purchased prior to
    the termination of such waiver will have the CDSC waived as provided in
    the Fund's prospectus at the time of the purchase of such shares.
    

                To qualify for a waiver of the CDSC, at the time of
    redemption you must notify the Transfer Agent or your Service Agent must
    notify the Distributor. Any such qualification is subject to confirmation
    of your entitlement.
           Page 28
        PROCEDURES
                You may redeem Fund shares by using the regular redemption
    procedure through the Transfer Agent, the Check Redemption Privilege with
    respect to Class A shares only, the TELETRANSFER Privilege or, if you are
    a client of a Selected Dealer, through the Selected Dealer. If you have
    given your Service Agent authority to instruct the Transfer Agent to
    redeem shares and to credit the proceeds of such redemptions to a
    designated account at your Service Agent, you may redeem shares only in
    this manner and in accordance with the regular redemption procedure
    described below. If you wish to use the other redemption methods
    described below, you must arrange with your Service Agent for delivery of
    the required application(s) to the Transfer Agent. Other redemption
    procedures may be in effect for clients of certain Service Agents. The
    Fund makes available to certain large institutions the ability to issue
    redemption instructions through compatible computer facilities.
                Your redemption request may direct that the redemption
    proceeds be used to purchase shares of other funds advised or
    administered by The Dreyfus Corporation that are not available through
    the Exchange Privilege. The applicable CDSC will be charged upon the
    redemption of Class B or Class C shares. Your redemption proceeds will be
    invested in shares of the other fund on the next business day. Before you
    make such a request, you must obtain and should review a copy of the
    current prospectus of the fund being purchased. Prospectuses may be
    obtained by calling 1-800-645-6561. The prospectus will contain
    information concerning minimum investment requirements and other
    conditions that may apply to your purchase.
                You may redeem Fund shares by telephone if you have checked
    the appropriate box on the Fund's Account Application or have filed a
    Shareholder Services Form with the Transfer Agent. If you select the
    TELETRANSFER redemption privilege or telephone exchange privilege (which
    is granted automatically unless you refuse it), you authorize the Transfer
    Agent to act on telephone instructions from any person representing
    himself or herself to be you, or a representative of your Service Agent,
    and reasonably believed by the Transfer Agent to be genuine. The Fund
    will require the Transfer Agent to employ reasonable procedures, such as
    requiring a form of personal identification, to confirm that instructions
    are genuine and, if it does not follow such procedures, the Fund or the
    Transfer Agent may be liable for any losses due to unauthorized or
    fraudulent instructions. Neither the Fund nor the Transfer Agent will be
    liable for following telephone instructions reasonably believed to be
    genuine.
                During times of drastic economic or market conditions, you
    may experience difficulty in contacting the Transfer Agent by telephone
    to request a TELETRANSFER redemption or an exchange of Fund shares. In
    such cases, you should consider using the other redemption procedures
    described herein. Use of these other redemption procedures may result in
    your redemption request being processed at a later time than it would
    have been if TELETRANSFER redemption had been used. During the delay, the
    Fund's net asset value may fluctuate.
        REGULAR REDEMPTION - Under the regular redemption procedure, you may
    redeem shares by written request mailed to Premier California Municipal
    Bond Fund, P.O. Box 6527, Providence, Rhode Island 02940-6527. Written
    redemption requests must specify the Class of shares being redeemed.
    Redemption requests must be signed by each shareholder, including each
    owner of a joint account, and each signature must be guaranteed. The
    Transfer Agent has adopted standards and procedures pursuant to which
    signature-guarantees in proper form generally will be accepted from
    domestic banks, brokers, dealers, credit unions, national securities
    exchanges, registered securities associations, clearing agencies and
    savings associations, as well as from participants in the New York Stock
    Exchange Medallion Signature Program, the Securities Transfer
             Page 29
    Agents Medallion Program ("STAMP") and the Stock Exchanges Medallion
    Program. If you have any questions with respect to signature-guarantees,
    please contact your Service Agent or call the telephone number listed on
    the cover of this Prospectus.
                Redemption proceeds of at least $1,000 will be wired to any
    member bank of the Federal Reserve System in accordance with a written
    signature-guaranteed request.
        CHECK REDEMPTION PRIVILEGE - CLASS A SHARES - If you hold Class A
    shares, you may request on the Account Application, Shareholder Services
    Form or by later written request that the Fund provide Redemption Checks
    drawn on the Fund's account. Redemption Checks may be made payable to the
    order of any person in the amount of $500 or more. Potential fluctuations
    in the net asset value of Class A shares should be considered in
    determining the amount of the check. Redemption Checks should not be used
    to close your account. Redemption Checks are free, but the Transfer Agent
    will impose a fee for stopping payment of a Redemption Check upon your
    request or if the Transfer Agent cannot honor the Redemption Check due to
    insufficient funds or other valid reason. You should date your Redemption
    Checks with the current date when you write them. Please do not postdate
    your Redemption Checks. If you do, the Transfer Agent will honor, upon
    presentment, even if presented before the date of the check, all
    postdated Redemption Checks which are dated within six months of
    presentment for payment, if they are otherwise in good order. Class A
    shares for which certificates have been issued may not be redeemed by
    Redemption Check. This Privilege may be modified or terminated at any
    time by the Fund or the Transfer Agent upon notice to holders of Class A
    shares.
        TELETRANSFER PRIVILEGE - You may redeem Fund shares (minimum $500
    per day) by telephone if you have checked the appropriate box and
    supplied the necessary information on the Fund's Account Application or
    have filed a Shareholder Services Form with the Transfer Agent. The
    proceeds will be transferred between your Fund account and the bank
    account designated in one of these documents. Only such an account
    maintained in a domestic financial institution which is an Automated
    Clearing House member may be so designated. Redemption proceeds will be
    on deposit in your account at an Automated Clearing House member bank
    ordinarily two days after receipt of the redemption request or, at your
    request, paid by check (maximum $150,000 per day) and mailed to your
    address. Holders of jointly registered Fund or bank accounts may redeem
    through the TELETRANSFER Privilege for transfer to their bank account not
    more than $250,000 within any 30-day period. The Fund reserves the right
    to refuse any request made by telephone, including requests made shortly
    after a change of address, and may limit the amount involved or the
    number of such requests. The Fund may modify or terminate this Privilege
    at any time or charge a service fee upon notice to shareholders. No such
    fee currently is contemplated.
                If you have selected the TELETRANSFER Privilege, you may
    request a TELETRANSFER redemption of Fund shares by telephoning
    1-800-221-4060 or, if you are calling from overseas, call 1-401-455-3306.
    Shares issued in certificate form are not eligible for this Privilege.
        REDEMPTION THROUGH A SELECTED DEALER - If you are a customer of a
    Selected Dealer, you may make redemption requests to your Selected
    Dealer. If the Selected Dealer transmits the redemption request so that
    it is received by the Transfer Agent prior to the close of trading on the
    floor of the New York Stock Exchange (currently 4:00 p.m., New York
    time), the redemption request will be effective on that day. If a
    redemption request is received by the Transfer Agent after the close of
    trading on the floor of the New York Stock Exchange, the redemption
    request will be effective on the next business day. It is the
    responsibility of the Selected Dealer to transmit a request so that it is
    received in a
             Page 30
    timely manner. The proceeds of the redemption are credited
    to your account with the Selected Dealer. See "How to Buy Fund Shares"
    for a discussion of additional conditions or fees that may be imposed
    upon redemption.
                In addition, the Distributor or its designee will accept
    orders from Selected Dealers with which the Distributor has sales
    agreements for the repurchase of shares held by shareholders. Repurchase
    orders received by dealers by the close of trading on the floor of the
    New York Stock Exchange on any business day and transmitted to the
    Distributor or its designee prior to the close of its business day
    (normally 5:15 p.m., New York time) are effected at the price determined
    as of the close of trading on the floor of the New York Stock Exchange on
    that day. Otherwise, the shares will be redeemed at the next determined
    net asset value. It is the responsibility of the Selected Dealer to
    transmit orders on a timely basis. The Selected Dealer may charge the
    shareholder a fee for executing the order. This repurchase arrangement is
    discretionary and may be withdrawn at any time.
        REINVESTMENT PRIVILEGE - CLASS A SHARES
                Upon written request, you may reinvest up to the number of
    Class A shares you have redeemed, within 30 days of redemption, at the
    then-prevailing net asset value without a sales load, or reinstate your
    account for the purpose of exercising the Exchange Privilege. The
    Reinvestment Privilege may be exercised only once.
DISTRIBUTION PLAN AND SHAREHOLDER SERVICES PLAN
                Class A, Class B and Class C shares are subject to a
    Shareholder Services Plan and Class B and Class C shares only are subject
    to a Distribution Plan.
        DISTRIBUTION PLAN
                Under the Distribution Plan, adopted pursuant to Rule 12b-1
    under the Investment Company Act of 1940, the Fund pays the Distributor
    for distributing the Fund's Class B and Class C shares at an annual rate
    of .50 of 1% of the value of the average daily net assets of Class B and
    .75 of 1% of the value of the average daily net assets of Class C.
        SHAREHOLDER SERVICES PLAN
   

                Under the Shareholder Services Plan, the Fund pays the
    Distributor for the provision of certain services to the holders of Class
    A, Class B and Class C shares a fee at the annual rate of .25 of 1% of
    the value of the average daily net assets of each such Class. 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. Under the Shareholder Services Plan,
    the Distributor may make payments to Service Agents in respect of these
    services. The Distributor determines the amounts to be paid to Service
    Agents. Each Service Agent is required to disclose to its clients any
    compensation payable to it by the Fund pursuant to the Shareholder
    Services Plan and any other compensation payable by their clients in
    connection with the investment of their assets in Class A, Class B or
    Class C shares.
    

DIVIDENDS, DISTRIBUTIONS AND TAXES
                The Fund ordinarily declares dividends from its net
    investment income on each day the New York Stock Exchange is open for
    business. Fund shares begin earning income dividends on the day
    immediately available funds ("Federal Funds" (monies of member banks
    within the Federal Reserve System which are held on deposit at a Federal
    Reserve Bank) ) are received by the Transfer Agent in written or
    telegraphic form. If a purchase order is not accompanied by remittance in
    Federal Funds, there may be a delay between the time the purchase order
    becomes effective and the time the shares purchased start earning
    dividends. If your payment is not made in Federal Funds, it
             Page 31
    must be converted into Federal Funds. This usually occurs within one
    business day of receipt of a bank wire and within two business days of
    receipt of a check drawn on a member bank of the Federal Reserve System.
    Checks drawn on banks which are not members of the Federal Reserve System
    may take considerably longer to convert into Federal Funds.
                Dividends usually are paid on the last calendar day of each
    month and are automatically reinvested in additional shares of the same
    Class from which they were paid at net asset value without a sales load
    or, at your option, paid in cash. The Fund's earnings for Saturdays,
    Sundays and holidays are declared as dividends on the preceding business
    day. If you redeem all shares in your account at any time during the
    month, all dividends to which you are entitled will be paid to you along
    with the proceeds of the redemption. Distributions from net realized
    securities gains, if any, generally are declared and paid once a year,
    but the Fund may make distributions on a more frequent basis to comply
    with the distribution requirements of the Code, in all events in a manner
    consistent with the provisions of the Investment Company Act of 1940. The
    Fund will not make distributions from net realized securities gains
    unless capital loss carryovers, if any, have been utilized or have
    expired. You may choose whether to receive distributions in cash or to
    reinvest in additional Fund shares of the same Class from which they were
    paid at net asset value without a sales load. All expenses are accrued
    daily and deducted before declaration of dividends to investors.
    Dividends paid by each Class will be calculated at the same time and in
    the same manner and will be of the same amount, except that the expenses
    attributable solely to a particular Class will be borne exclusively by
    that Class. Class B and Class C shares will receive lower per share
    dividends than Class A shares because of the higher expenses borne by the
    relevant Class. See "Fee Table."
                Except for dividends from Taxable Investments, the Fund
    anticipates that substantially all dividends paid by the Fund will not be
    subject to Federal income tax or California personal income taxes. To the
    extent that you are obligated to pay state or local taxes outside of the
    State of California, dividends earned by an investment in the Fund may
    represent taxable income. Dividends and distributions derived from
    Taxable Investments and from income or gain derived from securities
    transactions and from the use of certain of the investment techniques
    described under "Description of the Fund _ Investment Techniques" will be
    subject to Federal income tax. Dividends derived from Taxable
    Investments, together with distributions from any net realized short-term
    securities gains and all or a portion of any gains realized from the sale
    or other dispostion of certain market discount bonds, paid by the Fund
    are subject to Federal income tax as ordinary income whether or not
    reinvested. No dividend paid by the Fund will qualify for the dividends
    received deduction allowable to certain U.S. corporations. Distributions
    from net realized long-term securities gains of the Fund generally are
    subject to Federal income tax as long-term capital gains if you are a
    citizen or resident of the United States. The Code provides that the net
    capital gain of an individual generally will not be subject to Federal
    income tax at a rate in excess of 28%. Under the Code, interest on
    indebtedness incurred or continued to purchase or carry Fund shares which
    is deemed to relate to exempt-interest dividends is not deductible.
                The Code provides for the "carryover" of some or all of the
    sales load imposed on Class A shares if you exchange your Class A shares
    for shares of another fund advised or administered by The Dreyfus
    Corporation within 91 days of purchase and such other fund reduces or
    eliminates its otherwise applicable sales load for the purpose of the
    exchange. In this case, the amount of the sales load charge for Class A
    shares, up to the amount of the reduction of the sales load charge on the
    exchange, is not included in the
           Page 32
    basis of your Class A shares for purposes of computing gain or loss on the
    exchange, and instead is added to the basis of the fund shares received on
    the exchange.
                Although all or a substantial portion of the dividends paid
    by the Fund may be excluded by shareholders of the Fund from their gross
    income for Federal income tax purposes, the Fund may purchase specified
    private activity bonds, the interest from which may be (i) a preference
    item for purposes of the alternative minimum tax, (ii) a component of the
    "adjusted current earnings" preference item for purposes of the corporate
    alternative minimum tax as well as a component in computing the corporate
    environmental tax or (iii) a factor in determining the extent to which a
    shareholder's Social Security benefits are taxable. If the Fund purchases
    such securities, the portion of the Fund's dividends related thereto will
    not necessarily be tax exempt to an investor who is subject to the
    alternative minimum tax and/or tax on Social Security benefits and may
    cause an investor to be subject to such taxes.
                Notice as to the tax status of your dividends and
    distributions will be mailed to you annually. You also will receive
    periodic summaries of your account which will include information as to
    dividends and distributions from securities gains, if any, paid during
    the year. These statements set forth the dollar amount of income exempt
    from Federal tax and the dollar amount, if any, subject to Federal tax.
    These dollar amounts will vary depending on the size and length of time
    of your investment in the Fund. If the Fund pays dividends derived from
    taxable income, it intends to designate as taxable the same percentage of
    the day's dividends as the actual taxable income earned on that day bears
    to total income earned on that day. Thus, the percentage of the dividend
    designated as taxable, if any, may vary from day to day.
                Federal regulations generally require the Fund to withhold
    ("backup withholding") and remit to the U.S. Treasury 31% of taxable
    dividends, distributions from net realized securities gains and the
    proceeds of any redemption, regardless of the extent to which gain or
    loss may be realized, paid to a shareholder if such shareholder fails to
    certify either that the TIN furnished in connection with opening an
    account is correct or that such shareholder has not received notice from
    the IRS of being subject to backup withholding as a result of a failure
    to properly report taxable dividend or interest income on a Federal
    income tax return. Furthermore, the IRS may notify the Fund to institute
    backup withholding if the IRS determines a shareholder's TIN is incorrect
    or if a shareholder has failed to properly report taxable dividend and
    interest income on a Federal income tax return.
                A TIN is either the Social Security number or employer
    identification number of the record owner of the account. Any tax
    withheld as a result of backup withholding does not constitute an
    additional tax imposed on the record owner of the account, and may be
    claimed as a credit on the record owner's Federal income tax return.
                Management of the Fund believes that the Fund has qualified
    for the fiscal year ended January 31, 1995 as a "regulated investment
    company" under the Code. The Fund intends to continue to so qualify if
    such qualification is in the best interests of its shareholders. Such
    qualification relieves the Fund of any liability for Federal income taxes
    to the extent its earnings are distributed in accordance with applicable
    provisions of the Code. In addition, the Fund is subject to a
    non-deductible 4% excise tax, measured with respect to certain
    undistributed amounts of taxable investment income and capital gains, if
    any.
                You should consult your tax adviser regarding specific
    questions as to Federal, state or local taxes.
              Page 33
PERFORMANCE INFORMATION
                For purposes of advertising, performance for each Class of
    shares may be calculated on several bases, including current yield, tax
    equivalent yield, average annual total return and/or total return. These
    total return figures reflect changes in the price of the shares and
    assume that any income dividends and/or capital gains distributions made
    by the Fund during the measuring period were reinvested in shares of the
    same Class. Class A total return figures include the maximum initial
    sales charge and Class B and Class C total return figures include any
    applicable CDSC. These figures also take into account any applicable
    service and distribution fees. As a result, at any given time, the
    performance of Class B and Class C should be expected to be lower than
    that of Class A. Performance for each Class will be calculated
    separately.
                Current yield refers to the Fund's annualized net investment
    income per share over a 30-day period, expressed as a percentage of the
    maximum offering price per share in the case of Class A or the net asset
    value per share in the case of Class B or Class C at the end of the
    period. For purposes of calculating current yield, the amount of net
    investment income per share during that 30-day period, computed in
    accordance with regulatory requirements, is compounded by assuming that
    it is reinvested at a constant rate over a six-month period. An identical
    result is then assumed to have occurred during a second six-month period
    which, when added to the result for the first six months, provides an
    "annualized" yield for an entire one-year period. Calculations of the
    Fund's current yield may reflect absorbed expenses pursuant to any
    undertaking that may be in effect. See "Management of the Fund."
                Tax equivalent yield is calculated by determining the pre-tax
    yield which, after being taxed at a stated rate, would be equivalent to a
    stated current yield calculated as described above.
                Average annual total return is calculated pursuant to a
    standardized formula which assumes that an investment in the Fund was
    purchased with an initial payment of $1,000 and that the investment was
    redeemed at the end of a stated period of time, after giving effect to
    the reinvestment of dividends and distributions during the period. The
    return is expressed as a percentage rate which, if applied on a
    compounded annual basis, would result in the redeemable value of the
    investment at the end of the period. Advertisements of the Fund's
    performance will include the Fund's average annual total return for Class
    A, Class B and Class C for one, five and ten year periods, or for shorter
    periods depending upon the length of time during which the Fund has
    operated. Computations of average annual total return for periods of less
    than one year represent an annualization of the Class's actual total
    return for the applicable period.
                Total return is computed on a per share basis and assumes the
    reinvestment of dividends and distributions. Total return generally is
    expressed as a percentage rate which is calculated by combining the
    income and principal changes for a specified period and dividing by the
    maximum offering price per share in the case of Class A or the net asset
    value per share in the case of Class B or Class C at the beginning of the
    period. Advertisements may include the percentage rate of total return or
    may include the value of a hypothetical investment at the end of the
    period which assumes the application of the percentage rate of total
    return. Total return may also be calculated by using the net asset value
    per share at the beginning of the period instead of the maximum offering
    price per share at the beginning of the period for Class A shares or
    without giving effect to any applicable CDSC at the end of the period for
    Class B or Class C shares. Calculations based on the net asset value per
    share do not reflect the deduction of the applicable sales charge which,
    if reflected, would reduce the performance quoted.
             Page 34
                Performance will vary from time to time and past results are
    not necessarily representative of future results. Investors should
    remember that performance is a function of portfolio management in
    selecting the type and quality of portfolio securities and is affected by
    operating expenses. Performance information, such as that described
    above, may not provide a basis for comparison with other investments or
    other investment companies using a different method of calculating
    performance.
                Comparative performance information may be used from time to
    time in advertising or marketing the Fund's shares, including data from
    Lipper Analytical Services, Inc., Moody's Bond Survey Bond Index, Lehman
    Brothers Municipal Bond Index, Morningstar, Inc. and other industry
    publications.
GENERAL INFORMATION
                The Fund was organized as an unincorporated business trust
    under the laws of the Commonwealth of Massachusetts pursuant to an
    Agreement and Declaration of Trust (the "Trust Agreement") dated July 24,
    1985, and commenced operations on November 10, 1986. On July 2, 1990, the
    Fund's name was changed from Premier California Tax Exempt Bond Fund to
    Premier California Municipal Bond Fund. The Fund is authorized to issue
    an unlimited number of shares of beneficial interest, par value $.001 per
    share. The Fund's shares are classified into three classes _ Class A,
    Class B and Class C . Each share has one vote and shareholders will vote
    in the aggregate and not by class except as otherwise required by law or
    when class voting is permitted by the Board of Trustees. However, only
    holders of Class B or Class C shares, as the case may be, will be
    entitled to vote on matters submitted to shareholders pertaining to the
    Distribution Plan.
   
    

                Under Massachusetts law, shareholders could, under certain
    circumstances, be held personally liable for the obligations of the Fund.
    However, the Trust Agreement disclaims shareholder liability for acts or
    obligations of the Fund and requires that notice of such disclaimer be
    given in each agreement, obligation or instrument entered into or
    executed by the Fund or a Trustee. The Trust Agreement provides for
    indemnification from the Fund's property for all losses and expenses of
    any shareholder held personally liable for the obligations of the Fund.
    Thus, the risk of a shareholder incurring financial loss on account of
    shareholder liability is limited to circumstances in which the Fund
    itself would be unable to meet its obligations, a possibility which
    management believes is remote. Upon payment of any liability incurred by
    the Fund, the shareholder paying such liability will be entitled to
    reimbursement from the general assets of the Fund. The Trustees intend to
    conduct the operations of the Fund in such a way so as to avoid, as far
    as possible, ultimate liability of the shareholders for liabilities of
    the Fund. As discussed under "Management of the Fund" in the Statement of
    Additional Information, the Fund ordinarily will not hold shareholder
    meetings; however, shareholders under certain circumstances may have the
    right to call a meeting of shareholders for the purpose of voting to
    remove Trustees.
                The Transfer Agent maintains a record of your ownership and
    sends you confirmations and statements of account.
                Shareholder inquiries may be made to your Service Agent or by
    writing to the Fund at 144 Glenn Curtiss Boulevard, Uniondale, New York
    11556-0144.
                NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO
    MAKE ANY REPRESENTATIONS OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS
    AND IN THE FUND'S OFFICIAL SALES LITERATURE IN CONNECTION WITH THE OFFER
    OF THE FUND'S SHARES, AND, IF GIVEN OR MADE, SUCH OTHER INFORMATION OR
    REPRESENTATIONS MUST NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY THE
    FUND. THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER IN ANY STATE IN WHICH,
    OR TO ANY PERSON TO WHOM, SUCH OFFERING MAY NOT LAWFULLY BE MADE.
           Page 35

                PCCp17060195





                PREMIER CALIFORNIA MUNICIPAL BOND FUND
                 CLASS A, CLASS B AND CLASS C SHARES
                 STATEMENT OF ADDITIONAL INFORMATION
                             JUNE 1, 1995


         This Statement of Additional Information, which is not a prospectus,
supplements and should be read in conjunction with the current Prospectus of
Premier California Municipal Bond Fund (the "Fund"), dated June 1, 1995, as
it may be revised from time to time.  To obtain a copy of the Fund's
Prospectus, please write to the Fund at 144 Glenn Curtiss Boulevard,
Uniondale, New York 11556-0144.

         The Dreyfus Corporation (the "Manager") serves as the Fund's
investment adviser.

         Premier Mutual Fund Services, Inc. (the "Distributor") is the
distributor of the Fund's shares.


                              TABLE OF CONTENTS

   

                                                               Page

Investment Objective and Management Policies . . . . . . . . . B-2
Management of the Fund . . . . . . . . . . . . . . . . . . . . B-10
Management Agreement . . . . . . . . . . . . . . . . . . . . . B-14
Purchase of Fund Shares. . . . . . . . . . . . . . . . . . . . B-16
Distribution Plan and Shareholder Services Plan. . . . . . . . B-18
Redemption of Fund Shares. . . . . . . . . . . . . . . . . . . B-19
Shareholder Services . . . . . . . . . . . . . . . . . . . . . B-21
Determination of Net Asset Value . . . . . . . . . . . . . . . B-24
Dividends, Distributions and Taxes . . . . . . . . . . . . . . B-24
Portfolio Transactions . . . . . . . . . . . . . . . . . . . . B-26
Performance Information. . . . . . . . . . . . . . . . . . . . B-27
Information About the Fund . . . . . . . . . . . . . . . . . . B-29
Custodian, Transfer and Dividend Disbursing Agent,
    Counsel and Independent Auditors . . . . . . . . . . . . . B-29
Appendix A . . . . . . . . . . . . . . . . . . . . . . . . . . B-31
Appendix B . . . . . . . . . . . . . . . . . . . . . . . . . . B-43
Financial Statements . . . . . . . . . . . . . . . . . . . . . B-52
Report of Independent Auditors . . . . . . . . . . . . . . . . B-63
    



                     INVESTMENT OBJECTIVE AND MANAGEMENT POLICIES

         The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Description
of the Fund."

         The average distribution of investments (at value) in Municipal
Obligations by ratings for the fiscal year ended January 31, 1995, computed
on a monthly basis, was as follows:

Fitch                      Moody's                   Standard
Investors                  Investors                 & Poor's
Service, Inc.              Service, Inc.             Corporation     Percentage
("Fitch")      or          ("Moody's")        or     ("S&P")         Value


AAA                        Aaa                        AAA              18.9%
AA                         Aa                         AA               14.9
A                          A                          A                39.3
BBB                        Baa                        BBB              10.8
D                          D                          D                  .5
F-1+\F-1                   VMIG1\MIG1,                SP-1+, SP-1,      1.8
                           P-1                        A1+\A1
Not Rated                  Not Rated                  Not Rated        13.8
                                                                       ----
                                                                      100.0%
                                                                      ======

________________________
* Included under the Not Rated category are securities comprising 13.8% of the
  Fund's market value which, while not rated, have been determined by the
  Manager to be of comparable quality to securities in the following rating
  category:  AAA/Aaa (2.8%), A/A (1.3%), Baa/BBB (9.5%) and CC/Ca (.2%).

          Municipal Obligations.  The term "Municipal Obligations" generally
includes debt obligations issued to obtain funds for various public
purposes, including the construction of a wide range of public facilities
such as airports, bridges, highways, housing, hospitals, mass
transportation, schools, streets and water and sewer works.  Other public
purposes for which Municipal Obligations may be issued include refunding
outstanding obligations, obtaining funds for general operating expenses and
lending such funds to other public institutions and facilities.  In
addition, certain types of industrial development bonds are issued by or on
behalf of public authorities to obtain funds to provide for the
construction, equipment, repair or improvement of privately operated
housing facilities, sports facilities, convention or trade show facilities,
airport, mass transit, industrial, port or parking facilities, air or water
pollution control facilities and certain local facilities for water supply,
gas, electricity or sewage or solid waste disposal; the interest paid on
such obligations may be exempt from Federal income tax, although current
tax laws place substantial limitations on the size of such issues.  Such
obligations are considered to be Municipal Obligations if the interest paid
thereon qualifies as exempt from Federal income tax in the opinion of bond
counsel to the issuer.  There are, of course, variations in the security of
Municipal Obligations, both within a particular classification and between
classifications.

         Floating and variable rate demand notes and bonds are tax exempt
obligations ordinarily having stated maturities in excess of one year, but
which permit the holder to demand payment of principal at any time or at
specified intervals.  The issuer of such obligations ordinarily has a
corresponding right, after a given period, to prepay in its discretion the
outstanding principal amount of the obligations plus accrued interest upon
a specified number of days' notice to the holders thereof.  The interest
rate on a floating rate demand obligation is based on a known lending rate,
such as a bank's prime rate, and is adjusted automatically each time such
rate is adjusted.  The interest rate on a variable rate demand obligation
is adjusted automatically at specified intervals.

        For the purpose of diversification under the Investment Company Act of
1940, as amended (the "Act"), the identification of the issuer of Municipal
Obligations depends on the terms and conditions of the security.  When the
assets and revenues of an agency, authority, instrumentality or other
political subdivision are separate from those of the government creating
the subdivision and the security is backed only by the assets and revenues
of the subdivision, such subdivision would be deemed to be the sole issuer.
Similarly, in the case of an industrial development bond, if that bond is
backed only by the assets and revenues of the non-governmental user, then
such non-governmental user would be deemed to be the sole issuer.  If,
however, in either case, the creating government or some other entity
guarantees a security, such a guaranty would be considered a separate
security and will be treated as an issue of such government or other
entity.

         Municipal lease obligations or installment purchase contract
obligations (collectively, "lease obligations") have special risks not
ordinarily associated with Municipal Obligations.  Although lease
obligations do not constitute general obligations of the municipality for
which the municipality's taxing power is pledged, a lease obligation
ordinarily is backed by the municipality's covenant to budget for,
appropriate and make the payments due under the lease obligation.  However,
certain lease obligations contain "non-appropriation" clauses which provide
that the municipality has no obligation to make lease or installment
purchase payments in future years unless money is appropriated for such
purpose on a yearly basis.  Although "non-appropriation" lease obligations
are secured by the leased property, disposition of the property in the
event of foreclosure might prove difficult.  The staff of the Securities
and Exchange Commission currently considers certain lease obligations to be
illiquid.  Determination as to the liquidity of such securities is made in
accordance with guidelines established by the Fund's Board.  Pursuant to
such guidelines, the Board has directed the Manager to monitor carefully
the Fund's investment in such securities with particular regard to (1) the
frequency of trades and quotes for the lease obligation; (2) the number of
dealers willing to purchase or sell the lease obligation and the number of
other potential buyers; (3) the willingness of dealers to undertake to make
a market in the lease obligation; (4) the nature of the marketplace trades
including the time needed to dispose of the lease obligation, the method of
soliciting offers and the mechanics of transfer; and
(5) such other factors concerning the trading market for the lease
obligation as the Manager may deem relevant.  In addition, in evaluating
the liquidity and credit quality of a lease obligation that is unrated, the
Fund's Board has directed the Manager to consider (a) whether the lease can
be cancelled; (b) what assurance there is that the assets represented by
the lease can be sold; (c) the strength of the lessee's general credit
(e.g., its debt, administrative, economic, and financial characteristics);
(d) the likelihood that the municipality will discontinue appropriating
funding for the leased property because the property is no longer deemed
essential to the operations of the municipality (e.g., the potential for an
"event of nonappropriation"); (e) the legal recourse in the event of
failure to appropriate; and (f) such other factors concerning credit
quality as the Manager may deem relevant.  The Fund will not invest more
than 15% of the value of its net assets in lease obligations that are
illiquid and in other illiquid securities.  See "Investment Restriction No.
6" below.

         The Fund will purchase tender option bonds only when it is satisfied
that the custodial and tender option arrangements, including the fee
payment arrangements, will not adversely affect the tax exempt status of
the underlying Municipal Obligations and that payment of any tender fees
will not have the effect of creating taxable income for the Fund.  Based on
the tender option bond agreement, the Fund expects to be able to value the
tender option bond at par; however, the value of the instrument will be
monitored to assure that it is valued at fair value.

         The yields on Municipal Obligations are dependent on a variety of
factors, including general economic and monetary conditions, money market
factors, conditions in the Municipal Obligations market, size of a
particular offering, maturity of the obligation, and rating of the issue.
The imposition of the Fund's management fee, as well as other operating
expenses, including fees paid under the Fund's Shareholder Services Plan
with respect to Class A, Class B and Class C shares and the Distribution
Plan with respect to Class B and Class C shares, will have the effect of
reducing the yield to investors.

         Ratings of Municipal Obligations.  Subsequent to its purchase by the
Fund, an issue of rated Municipal Obligations may cease to be rated or its
rating may be reduced below the minimum required for purchase by the Fund.
Neither event will require the sale of such Municipal Obligations by the
Fund, but the Manager will consider such event in determining whether the
Fund should continue to hold the Municipal Obligations.  To the extent that
the ratings given by Moody's, S&P or Fitch for Municipal Obligations may
change as a result of changes in such organizations or their rating
systems, the Fund will attempt to use comparable ratings as standards for
its investments in accordance with the investment policies contained in the
Fund's Prospectus and this Statement of Additional Information.  The
ratings of Moody's, S&P and Fitch represent their opinions as to the
quality of the Municipal Obligations which they undertake to rate.  It
should be emphasized, however, that ratings are relative and subjective and
are not absolute standards of quality.  Although these ratings may be an
initial criterion for selection of portfolio investments, the Manager also
will evaluate these securities.

         Futures Contracts and Options on Futures Contracts.  Upon exercise of
an option on a futures contract, the writer of the option delivers to the
holder of the option the futures position and the accumulated balance in
the writer's futures margin account, which represents the amount by which
the market price of the futures contract exceeds, in the case of a call, or
is less than, in the case of a put, the exercise price of the option on the
futures contract.  The potential loss related to the purchase of options on
futures contracts is limited to the premium paid for the option (plus
transaction costs).  Because the value of the option is fixed at the time
of sale, there are no daily cash payments to reflect changes in the value
of the underlying contract; however, the value of the option does change
daily and that change would be reflected in the net asset value of the
Fund.

         Lending Portfolio Securities.  To a limited extent, the Fund may lend
its portfolio securities to brokers, dealers and other financial
institutions, provided it receives cash collateral which at all times is
maintained in an amount equal to at least 100% of the current market value
of the securities loaned.  By lending its portfolio securities, the Fund
can increase its income through the investment of the cash collateral.  For
purposes of this policy, the Fund considers collateral consisting of U.S.
Government securities or irrevocable letters of credit issued by banks
whose securities meet the standards for investment by the Fund to be the
equivalent of cash.  From time to time, the Fund may return to the borrower
or a third party which is unaffiliated with the Fund, and which is acting
as a "placing broker," a part of the interest earned from the investment of
collateral received for securities loaned.

         The Securities and Exchange Commission currently requires that the
following conditions must be met whenever portfolio securities are loaned:
(1) the Fund must receive at least 100% cash collateral from the borrower;
(2) the borrower must increase such collateral whenever the market value of
the securities rises above the level of such collateral; (3) the Fund must
be able to terminate the loan at any time; (4) the Fund must receive
reasonable interest on the loan, as well as any interest or other
distributions payable on the loaned securities, and any increase in market
value; and (5) the Fund may pay only reasonable custodian fees in
connection with the loan.  These conditions may be subject to future
modification.

         Taxable Investments.  Securities issued or guaranteed by the U.S.
Government or its agencies or instrumentalities include U.S. Treasury
securities, which differ in their interest rates, maturities and times of
issuance.  Some obligations issued or guaranteed by U.S. Government
agencies and instrumentalities, for example, Government National Mortgage
Association pass-through certificates, are supported by the full faith and
credit of the U.S. Treasury; others, such as those of the Federal Home Loan
Banks, by the right of the issuer to borrow from the U.S. Treasury; others,
such as those issued by the Federal National Mortgage Association, by
discretionary authority of the U.S. Government to purchase certain
obligations of the agency or instrumentality; and others, such as those
issued by the Student Loan Marketing Association, only by the credit of the
agency or instrumentality.  These securities bear fixed, floating or
variable rates of interest.  Principal and interest may fluctuate based on
generally recognized reference rates or the relationship of rates.  While
the U.S. Government provides financial support to such U.S. Government -
sponsored agencies or instrumentalities, no assurance can be given that it
will always do so, since it is not so obligated by law.  The Fund will
invest in such securities only when it is satisfied that the credit risk
with respect to the issuer is minimal.

         Short-Selling.  The Fund may engage in short-selling.  Until the Fund
replaces a borrowed security in connection with a short sale, the Fund will
(a) maintain daily a segregated account, containing cash or U.S. Government
securities, at such a level that
(i) the amount deposited in the account plus the amount deposited with the
broker as collateral will equal the current value of the securities sold
short and (ii) the amount deposited in the segregated account plus the
amount deposited with the broker as collateral will not be less than the
market value of the security at the time it was sold short; or (b)
otherwise cover its short position.

         Illiquid Securities.  If a substantial market of qualified
institutional buyers develops pursuant to Rule 144A under the Securities
Act of 1933, as amended, for certain restricted securities held by the
Fund, the Fund intends to treat such securities as liquid securities in
accordance with procedures approved by the Fund's Board of Trustees.
Because it is not possible to predict with assurance how the market for
restricted securities pursuant to Rule 144A will develop, the Fund's Board
of Trustees has directed the Manager to monitor carefully the Fund's
investments in such securities with particular regard to trading activity,
availability of reliable price information and other relevant information.
To the extent that, for a period of time, qualified institutional buyers
cease purchasing restricted securities pursuant to Rule 144A, the Fund's
investing in such securities may have the effect of increasing the level of
illiquidity in its portfolio during such period.

         Commercial paper consists of short-term, unsecured promissory notes
issued to finance short-term credit needs.

         Certificates of deposit are negotiable certificates representing the
obligation of a bank to repay funds deposited with it for a specified
period of time.

         Time deposits are non-negotiable deposits maintained in a banking
institution for a specified period of time at a stated interest rate.
Investments in time deposits generally are limited to London branches of
domestic banks that have total assets in excess of one billion dollars.
Time deposits which may be held by the Fund will not benefit from insurance
from the Bank Insurance Fund or the Savings Association Insurance Fund
administered by the Federal Deposit Insurance Corporation.

         Bankers' acceptances are credit instruments evidencing the obligation
of a bank to pay a draft drawn on it by a customer.  These instruments
reflect the obligation both of the bank and of the drawer to pay the face
amount of the instrument upon maturity.  Other short-term bank obligations
may include uninsured, direct obligations bearing fixed, floating and
variable rates of interest.

         Repurchase agreements involve the acquisition by the Fund of an
underlying debt instrument, subject to an obligation of the seller to
repurchase, and the Fund to resell, the instrument at a fixed price,
usually not more than one week after its purchase.  The Fund's custodian or
subcustodian will have custody of, and will hold in a segregated account,
securities acquired by the Fund under a repurchase agreement.  Repurchase
agreements are considered by the staff of the Securities and Exchange
Commission to be loans by the Fund.  In an attempt to reduce the risk of
incurring a loss on a repurchase agreement, the Fund will enter into
repurchase agreements only with domestic banks with total assets in excess
of one billion dollars or primary government securities dealers reporting
to the Federal Reserve Bank of New York, with respect to securities of the
type in which the Fund may invest, and will require that additional
securities be deposited with it if the value of the securities purchased
should decrease below resale price.  The Manager will monitor on an ongoing
basis the value of the collateral to assure that it always equals or
exceeds the repurchase price.  Certain costs may be incurred by the Fund in
connection with the sale of the securities if the seller does not
repurchase them in accordance with the repurchase agreement.  In addition,
if bankruptcy proceedings are commenced with respect to the seller of the
securities, realization on the securities by the Fund may be delayed or
limited.  The Fund will consider on an ongoing basis the creditworthiness
of the institutions with which it enters into repurchase agreements.

Risk Factors
   


          Investing in California Municipal Obligations.  Investors should
consider carefully the special risks inherent in the Fund's investment in
California Municipal Obligations.  These risks result from certain
amendments to the California Constitution and other statutes that limit the
taxing and spending authority of California governmental entities, as well
as from the general financial condition of the State of California.  From
mid-1990 to late 1993, the State suffered a recession with the worst
economic, fiscal and budget conditions since the 1930s.  As a result, the
State has experienced recurring budget deficits for four of the last five
fiscal years ending with 1991-92.  The State had an operating surplus of
approximately $109 million in 1992-93 and $836 million in 1993-94.
However, at June 30, 1994, according to California's Department of Finance,
the State's Special Fund for Economic Uncertainties had an accumulated
deficit, on a budget basis, of approximately $1.8 billion.  A further
consequence of the large budget imbalances has been that the State depleted
its available cash resources and has had to use a series of external
borrowings to meet its cash needs.  To meet its cash flow in the 1994-95
fiscal year, the State issued, in July and August 1994, $4.0 billion of
revenue anticipation warrants and $3.0 billion of revenue anticipation
notes.  As a result of the deterioration in the State's budget and cash
situation between October 1991 and July 1994, the rating on the State's
general obligation bonds was reduced by S&P from AAA to A, by Moody's from
Aaa to A1, and by Fitch from AAA to A.  These and other factors may have
the effect of impairing the ability of the issuers of California Municipal
Obligations to pay interest on, or repay principal of, such California
Municipal Obligations.  Investors should review Appendix A which more fully
sets forth these and other risk factors relating to investing in California
Municipal Obligations.
    


          Lower Rated Bonds.  The Fund is permitted to invest in securities
rated below Baa by Moody's and below BBB by S&P and Fitch.  Such bonds,
though higher yielding, are characterized by risk.  See "Description of the
Fund--Risk Factors--Lower Rated Bonds" in the Prospectus for a discussion
of certain risks and "Appendix B" for a general description of Moody's, S&P
and Fitch ratings of Municipal Obligations.  Although ratings may be useful
in evaluating the safety of interest and principal payments, they do not
evaluate the market value risk of these bonds.  The Fund will rely on the
Manager's judgment, analysis and experience in evaluating the
creditworthiness of an issuer.  In this evaluation, the Manager will take
into consideration, among other things, the issuer's financial resources,
its sensitivity to economic conditions and trends, the quality of the
issuer's management and regulatory matters.  It also is possible that a
rating agency might not timely change the rating on a particular issue to
reflect subsequent events.  As stated above, once the rating of a bond in
the Fund's portfolio has been changed, the Manager will consider all
circumstances deemed relevant in determining whether the Fund should
continue to hold the bond.

          Investors should be aware that the market values of many of these
bonds tend to be more sensitive to economic conditions than are higher
rated securities.  These bonds generally are considered by Moody's, S&P and
Fitch to be predominantly speculative with respect to capacity to pay
interest and repay principal in accordance with the terms of the obligation
and generally will involve more credit risk than securities in the higher
rating categories.

          Because there is no established retail secondary market for many of
these securities, the Fund anticipates that such securities could be sold
only to a limited number of dealers or institutional investors.  To the
extent a secondary trading market for these bonds does exist, it generally
is not as liquid as the secondary market for higher rated securities.  The
lack of a liquid secondary market may have an adverse impact on market
price and yield and the Fund's ability to dispose of particular issues when
necessary to meet the Fund's liquidity needs or in response to a specific
economic event such as a deterioration in the creditworthiness of the
issuer.  The lack of a liquid secondary market for certain securities also
may make it more difficult for the Fund to obtain accurate market
quotations for purposes of valuing the Fund's portfolio and calculating its
net asset value.  Adverse publicity and investor perceptions, whether or
not based on fundamental analysis, may decrease the values and liquidity of
these securities.  In such cases, judgment may play a greater role in
valuation because less reliable objective data may be available.

          These bonds may be particularly susceptible to economic downturns.
It is likely that any economic recession could disrupt severely the market for
such securities and may have an adverse impact on the value of such
securities.  In addition, it is likely that any such economic downturn
could adversely affect the ability of the issuers of such securities to
repay principal and pay interest thereon and increase the incidence of
default for such securities.

          The Fund may acquire these bonds during an initial offering.  Such
securities may involve special risks because they are new issues.  The Fund
has no arrangement with any persons concerning the acquisition of such
securities, and the Manager will review carefully the credit and other
characteristics pertinent to such new issues.

          Lower rated zero coupon securities and pay-in-kind bonds, in which
the Fund may invest up to 5% of its net assets, involve special considerations.
The credit risk factors pertaining to lower rated securities also apply to
lower rated zero coupon bonds and pay-in-kind bonds.  Such zero coupon,
pay-in-kind or delayed interest bonds carry an additional risk in that,
unlike bonds which pay interest throughout the period to maturity, the Fund
will realize no cash until the cash payment date unless a portion of such
securities are sold and, if the issuer defaults, the Fund may obtain no
return at all on its investment.  See "Dividends, Distributions and Taxes."
   


         Investment Restrictions.  The Fund has adopted investment restrictions
numbered 1 through 10 as fundamental policies.  These restrictions cannot
be changed without approval by the holders of a majority (as defined in the
Act) of the Fund's outstanding voting shares.  Investment restrictions
numbered 11 and 12 are not fundamental policies and may be changed by vote
of a majority of the Trustees at any time.  The Fund may not:
    

       1.     Purchase securities other than Municipal Obligations and Taxable
Investments as those terms are defined above and in the Prospectus and
those arising out of transactions in futures and options.

       2.     Borrow money, except to the extent permitted under the Act (which
currently limits borrowing to no more than 33-1/3% of the value of the
Fund's total assets).  Transactions in futures and options and the entry
into short sales transactions do not involve any borrowing for purposes of
this restriction.
   
    
   

       3.     Purchase securities on margin, but the Fund may make margin
deposits in connection with transactions in futures, including those
related to indices, and options on futures or indices.
    
   

       4.     Underwrite the securities of other issuers, except that the Fund
may bid separately or as part of a group for the purchase of Municipal
Obligations directly from an issuer for its own portfolio to take advantage
of the lower purchase price available, and except to the extent the Fund
may be deemed an underwriter under the Securities Act of 1933, as amended,
by virtue of disposing of portfolio securities.
    
   
    
   

       5.     Purchase or sell real estate, real estate investment trust
securities, commodities or commodity contracts, or oil and gas interests,
but this shall not prevent the Fund from investing in Municipal Obligations
secured by real estate or interests therein, or prevent the Fund from
purchasing and selling futures contracts, including those related to
indices, and options on futures contracts or indices.
    
   

       6.     Make loans to others except through the purchase of qualified
debt obligations and the entry into repurchase agreements referred to above
and in the Fund's Prospectus; however, the Fund may lend its portfolio
securities in an amount not to exceed 33-1/3% of the value of its total
assets.  Any loans of portfolio securities will be made according to
guidelines established by the Securities and Exchange Commission and the
Fund's Trustees.
    
   

       7.     Invest more than 15% of its assets in the obligations of any one
bank for temporary defensive purposes, or invest more than 5% of its assets
in the obligations of any other issuer, except that up to 25% of the value
of the Fund's total assets may be invested, and securities issued or
guaranteed by the U.S. Government or its agencies or instrumentalities may
be purchased, without regard to any such limitations.  Notwithstanding the
foregoing, to the extent required by the rules of the Securities and
Exchange Commission, the Fund will not invest more than 5% of its assets in
the obligations of any one bank, except that up to 25% of the value of the
Fund's total assets may be invested without regard to such limitation.
    
   

       8.     Invest more than 25% of its total assets in the securities of
issuers in any single industry; provided that there shall be no such
limitation on the purchase of Municipal Obligations and, for temporary
defensive purposes, obligations issued or guaranteed by the U.S.
Government, its agencies or instrumentalities.
    
   

       9.     Invest in companies for the purpose of exercising control.
    
   

      10.     Invest in securities of other investment companies, except as
they may be acquired as part of a merger, consolidation or acquisition of
assets.
    
   

      11.     Pledge, mortgage, hypothecate or otherwise encumber its assets,
except to the extent necessary to secure permitted borrowings.  The deposit
of assets in escrow in connection with the writing of covered put and call
options and the purchase of securities on a when-issued or delayed-delivery
basis and collateral arrangements with respect to initial or variation
margin for futures contracts and options on futures contracts or indices
will not be deemed to be pledges of the Fund's assets.
    
   

      12.     Enter into repurchase agreements providing for settlement in more
than seven days after notice or purchase securities which are illiquid
(which securities could include participation interests that are not
subject to the demand feature described in the Fund's Prospectus and
floating and variable rate demand obligations as to which no secondary
market exists and the Fund cannot exercise the demand feature described in
the Fund's Prospectus on less than seven days' notice), if, in the
aggregate, more than 15% of the value of its net assets would be so
invested.
    
   

          For purposes of Investment Restriction No. 8, industrial development
bonds, where the payment of principal and interest is the ultimate
responsibility of companies within the same industry, are grouped together
as an "industry."
    

          If a percentage restriction is adhered to at the time of investment, a
later increase in percentage resulting from a change in values or assets
will not constitute a violation of such restriction.

          The Fund may make commitments more restrictive than the restrictions
listed above so as to permit the sale of Fund shares in certain states.
Should the Fund determine that a commitment is no longer in the best
interests of the Fund and its shareholders, the Fund reserves the right to
revoke the commitment by terminating the sale of Fund shares in the state
involved.

                            MANAGEMENT OF THE FUND

          Trustees and officers of the Fund, together with information as to
their principal business occupations during at least the last five years,
are shown below.  Each Trustee who is deemed to be an "interested person"
of the Fund (as defined in the Act) is indicated by an asterisk.



Trustees of the Fund

CLIFFORD L. ALEXANDER, JR., Trustee.  President of Alexander & Associates,
         Inc., a management consulting firm.  From 1977 to 1981, Mr. Alexander
         served as Secretary of the Army and Chairman of the Board of the
         Panama Canal Company, and from 1975 to 1977 he was a member of the
         Washington, D.C. law firm of Verner, Liipfert, Bernhard, McPherson
         and Alexander.  He is a director of American Home Products
         Corporation, The Dun & Bradstreet Corporation, MCI Communications
         Corporation, Mutual of America Life Insurance Company and Equitable
         Resources, a producer and distributor of natural gas and crude
         petroleum. Mr. Alexander is also a Board member of 17 other funds in
         the Dreyfus Family of Funds.  He is 61 years old and his address is
         400 C Street, N.E., Washington, D.C. 20002.

PEGGY C. DAVIS, Trustee.  Shad Professor of Law, New York University School
         of Law. Professor Davis has been a member of the New York University
         law faculty since 1983.  Prior to that time, she served for three
         years as a judge in the courts of New York State; was engaged for
         eight years in the practice of law, working in both corporate and
         non-profit sectors; and served for two years as a criminal justice
         administrator in the government of the City of New York.  She writes
         and teaches in the fields of evidence, constitutional theory, family
         law, social sciences and the law, legal process and professional
         methodology and training.  Professor Davis is also a Board member of
         15 other funds in the Dreyfus Family of Funds.  She is 52 years old
         and her address is c/o New York University School of Law, 249
         Sullivan Street, New York, New York 10011.
   

*JOSEPH S. DiMARTINO, Chairman of the Board.  Since January 1995, Chairman
         of the Board of various funds in the Dreyfus Family of Funds.  For
         more than five years prior thereto, he was President, a director and,
         until August 1994, Chief Operating Officer of the Manager and
         Executive Vice President and a director of Dreyfus Service
         Corporation, a wholly-owned subsidiary of the Manager and, until
         August 24, 1994, the Fund's distributor.  From August 1994 to
         December 31, 1994, he was a director of Mellon Bank Corporation.  He
         is Chairman of the Board of Noel Group, Inc., a director of the
         Muscular Dystrophy Association, a trustee of Bucknell University, and
         a director of HealthPlan Services Corporation, Belding Heminway,
         Inc., and Curtis Industries, Inc.  Mr. DiMartino is also a Board
         member of 92 other funds in the Dreyfus Family of Funds.  He is 51
         years old and his address is 200 Park Avenue, New York, New York
         10166.
    

ERNEST KAFKA, Trustee.  A physician engaged in private practice
         specializing in the psychoanalysis of adults and adolescents.  Since
         1981, he has served as an Instructor at the New York Psychoanalytic
         Institute and, prior thereto, held other teaching positions.  For
         more than the past five years, Dr. Kafka has held numerous
         administrative positions and has published many articles on subjects
         in the field of psychoanalysis.  Dr. Kafka is also a Board member of
         15 other funds in the Dreyfus Family of Funds.  He is 62 years old
         and his address is 23 East 92nd Street, New York, New York 10128.

SAUL B. KLAMAN, Trustee.  Chairman and Chief Executive Officer of SBK
         Associates, which provides research and consulting services to
         financial institutions.  Dr. Klaman was President of the National
         Association of Mutual Savings Banks until November 1983, President of
         the National Council of Savings Institutions until June 1985, Vice
         Chairman of Golembe Associates and BEI Golembe, Inc. until 1989 and
         Chairman Emeritus of BEI Golembe, Inc. until November 1992.  He also
         served as an Economist to the Board of Governors of the Federal
         Reserve System and on several Presidential Commissions and has held
         numerous consulting and advisory positions in the fields of economics
         and housing finance.  Dr. Klaman is also a Board member of 15 other
         funds in the Dreyfus Family of Funds.  He is 75 years old and his
         address is 431-B Dedham Street, The Gables, Newton Center,
         Massachusetts 02159.
   

NATHAN LEVENTHAL, Trustee.  President of Lincoln Center for the Performing
         Arts, Inc.  Mr. Leventhal was Deputy Mayor for Operations of New York
         City from September 1979 to March 1984 and Commissioner of the
         Department of Housing Preservation and Development of New York City
         from February 1978 to September 1979.  Mr. Leventhal was an associate
         and then a member of the New York law firm of Poletti Freidin
         Prashker Feldman and Gartner from 1974 to 1978.  He was Commissioner
         of Rent and Housing Maintenance for New York City from 1972 to 1973.
         Mr. Leventhal serves as Chairman of Citizens Union, an organization
         which strives to reform and modernize city and state governments.
         Mr. Leventhal is also a Board member of 15 other funds in the Dreyfus
         Family of Funds.  He is 52 years old and his address is 70 Lincoln
         Center Plaza, New York, New York 10023-6583.
    

         For so long as the Fund's plans described in the section captioned
"Distribution Plan and Shareholder Services Plan" remain in effect, the
Trustees of the Fund who are not "interested persons" of the Fund, as
defined in the Act, will be selected and nominated by the Trustees who are
not "interested persons" of the Fund.

         Each Trustee, except Mr. DiMartino, was elected at a meeting of
shareholders held on August 3, 1994.  There ordinarily will be no further
meetings of shareholders for the purpose of electing Trustees unless and
until such time as less than a majority of the Trustees holding office have
been elected by shareholders, at which time the Trustees then in office
will call a shareholders' meeting for the election of Trustees.  Under the
Act, shareholders of record of not less than two-thirds of the outstanding
shares of the Fund may remove a Trustee through a declaration in writing or
by vote cast in person or by proxy at a meeting called for that purpose.
The Trustees are required to call a meeting of shareholders for the purpose
of voting upon the question of removal of any such Trustee when requested
in writing to do so by the shareholders of record of not less than 10% of
the Fund's outstanding shares.

         The Fund typically pays its Trustees an annual retainer and a per
meeting fee and reimburses them for their expenses.  The Chairman of the
Board receives an additional 25% of such compensation.   The aggregate
amount of compensation paid to each Trustee by the Fund for the fiscal year
ended January 31, 1995, and by all other funds in the Dreyfus Family of
Funds for which such person is a Board member for the year ended December
31, 1994, were as follows:
<TABLE>
<CAPTION>
   




                                                                                                                    (5)
                                                             (3)                                                   Total
                                  (2)                     Pension or                    (4)                   Compensation from
         (1)                   Aggregate              Retirement Benefits          Estimated Annual              Fund and Fund
    Name of Board           Compensation from         Accrued as Part of             Benefits Upon              Complex Paid to
      Member                       Fund*               Fund's Expenses                Retirement                 Board Member
<S>                                 <C>                        <C>                        <C>                    <C>

Clifford L. Alexander, Jr           $4,134                     none                       none                   $73,210

Peggy C. Davis                      $4,134                     none                       none                   $61,751

Joseph S. DiMartino                 $5,625**                   none                       none                 $445,000***

Ernest Kafka                        $4,134                     none                       none                   $61,001

Saul B. Klaman                      $4,134                     none                       none                   $61,751

Nathan Leventhal                    $4,134                     none                       none                   $61,751


*  Amount does not include reimbursed expenses for attending Board meetings, which amounted to $221 for all
    Trustees as a group.
** Estimated amount for the current fiscal year ending January 31, 1996.
*** Estimated amount for the year ending December 31, 1995.
    
</TABLE>


Officers of the Fund

MARIE E. CONNOLLY, President and Treasurer.  President and Chief Operating
    Officer of the Distributor and an officer of other investment companies
    advised or administered by the Manager.  From December 1991 to July
    1994, she was President and Chief Compliance Officer of Funds
    Distributor, Inc., a wholly-owned subsidiary of The Boston Company, Inc.
    Prior to December 1991, she served as Vice President and Controller, and
    later as Senior Vice President, of The Boston Company Advisors.  She is
    37 years old.

JOHN E. PELLETIER, Vice President and Secretary.  Senior Vice President and
    General Counsel of the Distributor and an officer of other investment
    companies advised or administered by the Manager.  From February 1992 to
    July 1994, he served as Counsel for The Boston Company Advisors, Inc.
    From August 1990 to February 1992, he was employed as an Associate at
    Ropes & Gray, and prior to August 1990, he was employed as an Associate
    at Sidley & Austin.  He is 30 years old.

ERIC B. FISCHMAN, Vice President and Assistant Secretary.  Associate
    General Counsel of the Distributor and an officer of other investment
    companies advised or administered by the Manager.  From September 1992
    to August 1994, he was an attorney with the Board of Governors of the
    Federal Reserve System.  He is 30 years old.

FREDERICK C. DEY, Vice President and Assistant Treasurer.  Senior Vice
    President of the Distributor and an officer of other investment
    companies advised or administered by the Manager.  From 1988 to August
    1994, he was Manager of the High Performance Fabric Division of Springs
    Industries Inc.  He is 33 years old.

JOSEPH S. TOWER, III, Assistant Treasurer.  Senior Vice President,
    Treasurer and Chief Financial Officer of the Distributor and an officer
    of other investment companies advised or administered by the Manager.
    From July 1988 to August 1994, he was employed by The Boston Company,
    Inc. where he held various management positions in the Corporate Finance
    and Treasury areas.  He is 32 years old.

JOHN J. PYBURN, Assistant Treasurer.  Vice President of the Distributor and
    an officer of other investment companies advised or administered by the
    Manager.  From 1984 to July 1994, he was Assistant Vice President in the
    Mutual Fund Accounting Department of the Manager.  He is 59 years old.

PAUL FURCINITO, Assistant Secretary.  Assistant Vice President of the
    Distributor and an officer of other investment companies advised or
    administered by the Manager.  From January 1992 to July 1994, he was a
    Senior Legal Product Manager, and, from January 1990 to January 1992, a
    mutual fund accountant, for The Boston Company Advisors, Inc.  He is 28
    years old.

RUTH D. LEIBERT, Assistant Secretary.  Assistant Vice President of the
    Distributor and an officer of other investment companies advised or
    administered by the Manager.  From March 1992 to July 1994, she was a
    Compliance Officer for The Managers Funds, a registered investment
    company.  From March 1990 until September 1991, she was Development
    Director of The Rockland Center for the Arts.  She is 50 years old.

    The address of each officer of the Fund is 200 Park Avenue, New York,
New York 10166.
   

    Trustees and officers of the Fund, as a group, owned less than 1% of the
Fund's shares of beneficial interest outstanding on May 25, 1995.
    
   

    As of May 25, 1995, the following persons owned 5% or more of the
outstanding shares of beneficial interest of the Fund:  Class A shares:
Merrill Lynch Pierce Fenner & Smith Inc. Trade House A/C, 4800 Deer Lake
Drive E Fl 3, Jacksonville, Florida 32246-6484 - 11.4%;  Class B shares:
Merrill Lynch FDS, 4800 Deer Lake Drive E, Jacksonville, Florida 32246-6484
- - 9.3%.
    


                         MANAGEMENT AGREEMENT

    The following information supplements and should be read in conjunction
with the section in the Fund's Prospectus entitled "Management of the
Fund."

    The Manager provides management services pursuant to the Management
Agreement (the "Agreement") dated August 24, 1994 with the Fund, which is
subject to annual approval by (i) the Fund's Board of Trustees or (ii) vote
of a majority (as defined in the Act) of the outstanding voting securities
of the Fund, provided that in either event the continuance also is approved
by a majority of the Trustees who are not "interested persons" (as defined
in the Act) of the Fund or the Manager, by vote cast in person at a meeting
called for the purpose of voting on such approval.  The Agreement was
approved by shareholders on August 3, 1994 and was last approved by the
Fund's Board of Trustees, including a majority of the Trustees who are not
"interested persons" of any party to the Agreement, at a meeting held on
July 20, 1994.  The Agreement is terminable without penalty, on 60 days'
notice, by the Fund's Board of Trustees or by vote of the holders of a
majority of the Fund's shares, or, on not less than 90 days' notice, by the
Manager.  The Agreement will terminate automatically in the event of its
assignment (as defined in the Act).
   

    The following persons are officers and/or directors of the Manager:
Howard Stein, Chairman of the Board and Chief Executive Officer; W. Keith
Smith, Vice Chairman of the Board; Robert E. Riley, President, Chief
Operating Officer and a director; Lawrence S. Kash, Vice Chairman-
Distribution and a director; Philip L. Toia, Vice Chairman-Operations and
Administration; Paul H. Snyder, Vice President-Finance and Chief Financial
Officer; Daniel C. Maclean, Vice President and General Counsel; Barbara E.
Casey, Vice President-Dreyfus Retirement Services; Diane M. Coffey, Vice
President-Corporate Communications; Elie M. Genadry, Vice President-
Institutional Sales; Henry D. Gottmann, Vice President-Retail Sales and
Service; William F. Glavin, Jr., Vice President-Product Management; Andrew
S. Wasser, Vice President-Information Services; Mark N. Jacobs, Vice
President-Legal and Secretary; Jeffrey N. Nachman, Vice President-Mutual
Fund Accounting; Katherine C. Wickham, Vice President-Human Resources;
Maurice Bendrihem, Controller; Elvira Oslapas, Assistant Secretary; and
Mandell L. Berman, Frank V. Cahouet, Alvin E. Friedman, Lawrence M. Greene,
Julian M. Smerling and David B. Truman, directors.
    

    The Manager manages the Fund's portfolio of investments in accordance
with the stated policies of the Fund, subject to the approval of the Fund's
Board of Trustees.  The Manager is responsible for investment decisions,
and provides the Fund with portfolio managers who are authorized by the
Board of Trustees to execute purchases and sales of securities.  The Fund's
portfolio managers are Joseph P. Darcy, A. Paul Disdier, Karen M. Hand,
Stephen C. Kris, Richard J. Moynihan, Jill C. Shaffro, L. Lawrence
Troutman, Samuel J. Weinstock and Monica S. Wieboldt.  The Manager also
maintains a research department with a professional staff of portfolio
managers and securities analysts who provide research services for the Fund
as well as for other funds advised by the Manager.  All purchases and sales
are reported for the Trustees' review at the meeting subsequent to such
transactions.

    All expenses incurred in the operation of the Fund are borne by the
Fund, except to the extent specifically assumed by the Manager.  The
expenses borne by the Fund include: taxes, interest, brokerage fees and
commissions, if any, fees of Trustees who are not officers, directors,
employees or holders of 5% or more of the outstanding voting securities of
the Manager, Securities and Exchange Commission fees, state Blue Sky
qualification fees, advisory fees, charges of custodians, transfer and
dividend disbursing agents' fees, certain insurance premiums, industry
association fees, outside auditing and legal expenses, costs of independent
pricing services, costs of maintaining the Fund's existence, costs
attributable to investor services (including, without limitation, telephone
and personnel expenses), costs of shareholders' reports and meetings, and
any extraordinary expenses.  Class A, Class B and Class C shares are
subject to an annual service fee for ongoing personal services relating to
shareholder accounts and services related to the maintenance of shareholder
accounts.  In addition, each of Class B and Class C shares are subject to
an annual distribution fee for distributing the relevant Class of shares
pursuant to a distribution plan adopted in accordance with Rule 12b-1 under
the Act.  See "Distribution Plan and Shareholder Services Plan."

    The Manager maintains office facilities on behalf of the Fund and
furnishes statistical and research data, clerical help, accounting, data
processing, bookkeeping and internal auditing and certain other required
services to the Fund.  The Manager also may make such advertising and
promotional expenditures, using its own resources, as it from time to time
deems appropriate.

    As compensation for the Manager's services to the Fund, the Fund has
agreed to pay the Manager a monthly management fee at the annual rate of
 .55 of 1% of the value of the Fund's average daily net assets.  The
management fee payable for the fiscal years ended January 31, 1993, 1994
and 1995 amounted to $1,209,756, $1,365,438 and $1,264,646, respectively,
which fees were reduced by $610,731, $362,893 and $51,429, respectively,
pursuant to undertakings in effect, resulting in net fees paid to the
Manager of $599,025 in fiscal 1993, $1,002,545 in fiscal 1994 and
$1,213,217 in fiscal 1995.

    The Manager has agreed that if in any fiscal year the aggregate expenses
of the Fund, exclusive of taxes, brokerage fees, interest on borrowings and
(with the prior written consent of the necessary state securities
commissions) extraordinary expenses, but including the management fee,
exceed the expense limitation of any state having jurisdiction over the
Fund, the Fund may deduct from the payment to be made to the Manager under
the Agreement, or the Manager will bear, such excess expense to the extent
required by state law.  Such deduction or payment, if any, will be
estimated daily, and reconciled and effected or paid, as the case may be,
on a monthly basis.

    The aggregate of the fees payable to the Manager is not subject to
reduction as the value of the Fund's net assets increases.

                          PURCHASE OF FUND SHARES

    The following information supplements and should be read in conjunction
with the section in the Fund's Prospectus entitled "How to Buy Fund
Shares."

    The Distributor.  The Distributor serves as the Fund's distributor
pursuant to an agreement dated August 24, 1994.  The Distributor also acts
as distributor for the other funds in the Premier Family of Funds, for the
funds in the Dreyfus Family of Funds and for certain other investment
companies.

    Using Federal Funds.  The Shareholders Services Group, Inc., the Fund's
transfer and dividend disbursing agent (the "Transfer Agent"), or the Fund
may attempt to notify the investor upon receipt of checks drawn on banks
that are not members of the Federal Reserve System as to the possible delay
in conversion into Federal Funds and may attempt to arrange for a better
means of transmitting the money.  If the investor is a customer of a
securities dealer ("Selected Dealer") and his order to purchase Fund shares
is paid for other than in Federal Funds, the Selected Dealer, acting on
behalf of its customer, will complete the conversion into, or itself
advance, Federal Funds generally on the business day following receipt of
the customer's order.  The order is effective only when so converted and
received by the Transfer Agent.  An order for the purchase of Fund shares
placed by an investor with sufficient Federal Funds or a cash balance in
his brokerage account with a Selected Dealer will become effective on the
day that the order, including Federal Funds, is received by the Transfer
Agent.

    Sales Loads--Class A.  The scale of sales loads applies to purchases of
Class A shares made by any "purchaser," which term includes an individual
and/or spouse purchasing securities for his, her or their own account or
for the account of any minor children, or a trustee or other fiduciary
purchasing securities for a single trust estate or a single fiduciary
account (including a pension, profit-sharing or other employee benefit
trust created pursuant to a plan qualified under Section 401 of the
Internal Revenue Code of 1986, as amended (the "Code"), although more than
one beneficiary is involved; or a group of accounts established by or on
behalf of the employees of an employer or affiliated employers pursuant to
an employee benefit plan or other program (including accounts established
pursuant to Sections 403(b), 408(k) and 457 of the Code); or an organized
group which has been in existence for more than six months, provided that
it is not organized for the purpose of buying redeemable securities of a
registered investment company and provided that the purchases are made
through a central administration or a single dealer, or by other means
which result in economy of sales effort or expense.

    Offering Prices.  Based upon the Fund's net asset value at the close of
business on January 31, 1995, the maximum offering price of the Fund's
Class A and Class B shares would have been as follows.  Class C shares were
not offered as of January 31, 1995.

Class A Shares:

  NET ASSET VALUE per share . . . . . . . . . . . . . . . . . . . . . $ 12.24
  Sales load for individual sales of shares aggregating less
    than $50,000 - 4.5 percent of offering price
    (approximately 4.7 percent of net asset value per share)          $   .58

  Offering Price to Public . . . . . . . . . . . . . . . . . . . . . .$ 12.82
Class B Shares:

  NET ASSET VALUE, redemption price and offering
             price to public* . . . . . . . . . . . . . . . . . . . . $ 12.25
______________________________
*  Class B shares are subject to a contingent deferred sales charge on
   certain redemptions, see "How to Redeem Fund Shares" in the Fund's
   Prospectus.

         TeleTransfer Privilege.  TeleTransfer purchase orders may be made
between the hours of 8:00 a.m. and 4:00 p.m., New York time, on any
business day that the Transfer Agent and the New York Stock Exchange are
open.  Such purchases will be credited to the shareholder's Fund account on
the next bank business day.  To qualify to use the TeleTransfer Privilege,
the initial payment for purchase of Fund shares must be drawn on, and
redemption proceeds paid to, the same bank and account as are designated on
the Account Application or Shareholder Services Form on file.  If the
proceeds of a particular redemption are to be wired to an account at any
other bank, the request must be in writing and signature-guaranteed.  See
"Redemption of Fund Shares--TeleTransfer Privilege."

         Reopening an Account.  An investor may reopen an account with a
minimum investment of $100 without filing a new Account Application during
the calendar year the account is closed or during the following calendar
year, provided the information on the old Account Application is still
applicable.


               DISTRIBUTION PLAN AND SHAREHOLDER SERVICES PLAN

         The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled
"Distribution Plan and Shareholder Services Plan."

         Class A, Class B and Class C shares are subject to a Shareholder
Services Plan and Class B and Class C shares only are subject to a
Distribution Plan.

         Distribution Plan.  Rule l2b-1 (the "Rule") adopted by the Securities
and Exchange Commission under the Act provides, among other things, that an
investment company may bear expenses of distributing its shares only
pursuant to a plan adopted in accordance with the Rule.  The Fund's Board
of Trustees has adopted such a plan (the "Distribution Plan") with respect
to Class B and Class C shares of the Fund pursuant to which the Fund pays
the Distributor for distributing the relevant Class of shares.  The Fund's
Board of Trustees believes that there is a reasonable likelihood that the
Distribution Plan will benefit the Fund and holders of the relevant Class
of shares.  In some states, certain financial institutions effecting
transactions in Fund shares may be required to register as dealers pursuant
to state law.
   


         A quarterly report of the amounts expended under the Distribution
Plan, and the purposes for which such expenditures were incurred, must be
made to the Trustees for their review.  In addition, the Distribution Plan
provides that it may not be amended to increase materially the costs which
holders of the relevant Class of shares may bear for distribution pursuant
to the Distribution Plan without the approval of the holders of the
affected Class of shares and that other material amendments of the
Distribution Plan must be approved by the Board of Trustees, and by the
Trustees who are not "interested persons" (as defined in the Act) of the
Fund or the Manager and have no direct or indirect financial interest in
the operation of the Distribution Plan, by vote cast in person at a meeting
called for the purpose of considering such amendments.  The Distribution
Plan is subject to annual approval by such vote of the Trustees cast in
person at a meeting called for the purpose of voting on the Distribution
Plan.  The Distribution Plan was last approved by the Fund's Board of
Trustees, including a majority of the Trustees who are not "interested
persons," at a meeting held on April 12, 1995.  As to the relevant Class of
shares, the Distribution Plan is terminable at any time by vote of a
majority of the Trustees who are not "interested persons" and have no
direct or indirect financial interest in the operation of the Distribution
Plan or by vote of holders of a majority of such Class of shares.
    


         For the period from February 1, 1994 through August 23, 1994, the Fund
paid Dreyfus Service Corporation, as former distributor, $52,773 with
respect to Class B under the Distribution Plan.  For the period from August
24, 1994 through January 31, 1995, the Fund paid the Distributor $42,473
with respect to Class B under the Distribution Plan.  There were no
payments made under the Distribution Plan with respect to Class C during
the fiscal year ended January 31, 1995, as Class C shares had not yet been
offered.

         Shareholder Services Plan.  The Fund has adopted a Shareholder
Services Plan, pursuant to which the Fund pays the Distributor for the
provision of certain services to the holders of Class A, Class B and Class
C shares.  Under the Shareholder Services Plan, the Distributor may make
payments to certain Selected Dealers, financial institutions and other
financial industry professionals (collectively, "Service Agents") in
respect of these services.
   

         A quarterly report of the amounts expended under the Shareholder
Services Plan, and the purposes for which such expenditures were incurred,
must be made to the Trustees for their review.  In addition, the
Shareholder Services Plan provides that it may not be amended without
approval of the Board of Trustees, and by the Trustees who are not
"interested persons" (as defined in the Act) of the Fund and who have no
direct or indirect financial interest in the operation of the Shareholder
Services Plan or in any agreements entered into in connection with the
Shareholder Services Plan, by vote cast in person at a meeting called for
the purpose of considering such amendments.  The Shareholder Services Plan
is subject to annual approval by such vote cast in person at a meeting
called for the purpose of voting on the Shareholder Services Plan.  The
Shareholder Services Plan was so approved on April 12, 1995.  As to each
Class of shares, the Shareholder Services Plan is terminable at any time by
vote of a majority of the Trustees who are not "interested persons" and who
have no direct or indirect financial interest in the operation of the
Shareholder Services Plan or in any agreements entered into in connection
with the Shareholder Services Plan.
    

         For the period from February 1, 1994 through August 23, 1994, the Fund
paid Dreyfus Service Corporation, as former distributor, $309,651 with
respect to Class A, and $26,386 with respect to Class B, under the
Shareholder Services Plan.  For the period from August 24, 1994 through
January 31, 1995, the Fund paid the Distributor $217,565 with respect to
Class A, and $21,237 with respect to Class B, under the Shareholder
Services Plan.  There were no payments made under the Shareholder Services
Plan with respect to Class C during the fiscal year ended January 31, 1995,
as Class C shares had not yet been offered.


                        REDEMPTION OF FUND SHARES

         The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "How to
Redeem Fund Shares."

         Check Redemption Privilege - Class A.  An investor may indicate on the
Account Application, Shareholder Services Form or by later written request
that the Fund provide Redemption Checks ("Checks") drawn on the Fund's
account.  Checks will be sent only to the registered owner(s) of the
account and only to the address of record.  The Account Application or
later written request must be manually signed by the registered owner(s).
Checks may be made payable to the order of any person in an amount of $500
or more.  When a Check is presented to the Transfer Agent for payment, the
Transfer Agent, as the investor's agent, will cause the Fund to redeem a
sufficient number of full and fractional Class A shares in the investor's
account to cover the amount of the Check.  Dividends are earned until the
Check clears.  After clearance, a copy of the Check will be returned to the
investor.  Investors generally will be subject to the same rules and
regulations that apply to checking accounts, although election of this
Privilege creates only a shareholder-transfer agent relationship with the
Transfer Agent.

         If the amount of the Check is greater than the value of the shares in
an investor's account, the Check will be returned marked insufficient
funds.  Checks should not be used to close an account.

         TeleTransfer Privilege.  Investors should be aware that if they have
selected the TeleTransfer Privilege, any request for a TeleTransfer
transaction will be effected through the Automated Clearing House ("ACH")
system unless more prompt transmittal specifically is requested.
Redemption proceeds will be on deposit in the investor's account at an ACH
member bank ordinarily two business days after receipt of the redemption
request.  See "Purchase of Fund Shares--TeleTransfer Privilege."

         Share Certificates; Signatures.  Any certificates representing Fund
shares to be redeemed must be submitted with the redemption request.
Written redemption requests must be signed by each shareholder, including
each owner of a joint account, and each signature must be guaranteed.
Signatures on endorsed certificates submitted for redemption also must be
guaranteed.  The Transfer Agent has adopted standards and procedures
pursuant to which signature-guarantees in proper form generally will be
accepted from domestic banks, brokers, dealers, credit unions, national
securities exchanges, registered securities associations, clearing agencies
and savings associations, as well as from participants in the New York
Stock Exchange Medallion Signature Program, the Securities Transfer Agents
Medallion Program ("STAMP") and the Stock Exchanges Medallion Program.
Guarantees must be signed by an authorized signatory of the guarantor and
"Signature-Guaranteed" must appear with the signature.  The Transfer Agent
may request additional documentation from corporations, executors,
administrators, trustees or guardians and may accept other suitable
verification arrangements from foreign investors, such as consular
verification.

         Redemption Commitment.  The Fund has committed itself to pay in cash
all redemption requests by any shareholder of record, limited in amount
during any 90-day period to the lesser of $250,000 or 1% of the value of
the Fund's net assets at the beginning of such period.  Such commitment is
irrevocable without the prior approval of the Securities and Exchange
Commission.  In the case of requests for redemption in excess of such
amount, the Board of Trustees reserves the right to make payments in whole
or in part in securities or other assets in case of an emergency or any
time a cash distribution would impair the liquidity of the Fund to the
detriment of the existing shareholders.  In such event, the securities
would be valued in the same manner as the Fund's portfolio is valued.  If
the recipient sold such securities, brokerage charges would be incurred.

         Suspension of Redemptions.  The right of redemption may be suspended
or the date of payment postponed (a) during any period when the New York
Stock Exchange is closed (other than customary weekend and holiday
closings), (b) when trading in the markets the Fund ordinarily utilizes is
restricted, or when an emergency exists as determined by the Securities and
Exchange Commission so that disposal of the Fund's investments or
determination of its net asset value is not reasonably practicable, or (c)
for such other periods as the Securities and Exchange Commission by order
may permit to protect the Fund's shareholders.


                           SHAREHOLDER SERVICES

         The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Shareholder
Services."

         Fund Exchanges.  Class A, Class B and Class C shares of the Fund may
be exchanged for shares of the respective Class of certain other funds
advised or administered by the Manager.  Shares of the same Class of such
funds purchased by exchange will be purchased on the basis of relative net
asset value per share as follows:


    A.   Class A shares of funds purchased without a sales load may be
         exchanged for Class A shares of other funds sold with a sales
         load, and the applicable sales load will be deducted.

    B.   Class A shares of funds purchased with or without a sales load
         may be exchanged without a sales load for Class A shares of other
         funds sold without a sales load.

    C.   Class A shares of funds purchased with a sales load, Class A shares
         of funds acquired by a previous exchange from Class A shares purchased
         with a sales load, and additional Class A shares acquired through
         reinvestment of dividends or distributions of any such funds
         (collectively referred to herein as "Purchased Shares") may be
         exchanged for Class A shares of other funds sold with a sales load
         (referred to herein as "Offered Shares"), provided that, if the sales
         load applicable to the Offered Shares exceeds the maximum sales load
         that could have been imposed in connection with the Purchased Shares
         (at the time the Purchased Shares were acquired), without giving
         effect to any reduced loads, the difference will be deducted.

    D.   Class B or Class C shares of any fund may be exchanged for the same
         Class of shares of other funds without a sales load.  Class B or Class
         C shares of any fund exchanged for the same Class of shares of another
         fund will be subject to the higher applicable contingent deferred
         sales charge ("CDSC") of the two exchanged funds and, for purposes of
         calculating CDSC rates and conversion periods, will be deemed to have
         been held since the date the Class B or Class C shares being exchanged
         were initially purchased.

    To accomplish an exchange under item C above, an investor's Service
Agent must notify the Transfer Agent of the investor's prior ownership of
such Class A shares and the investor's account number.

    To request an exchange, the investor's Service Agent acting on the
investor's behalf must give exchange instructions to the Transfer Agent in
writing or by telephone.  The ability to issue exchange instructions by
telephone is given to all shareholders automatically, unless the investor
checks the applicable "NO" box on the Account Application, indicating that
the investor specifically refuses this privilege.  By using the Telephone
Exchange Privilege, the investor authorizes the Transfer Agent to act on
telephonic exchange instructions from any person representing himself or
herself to be the investor or a representative of the investor's Service
Agent, and reasonably believed by the Transfer Agent to be genuine.
Telephone exchanges may be subject to limitations as to the amount involved
or the number of telephone exchanges permitted.  Shares issued in
certificate form are not eligible for telephone exchange.

    To establish a Personal Retirement Plan by exchange, shares of the fund
being exchanged must have a value of at least the minimum initial
investment being required for the shares of the same Class of the fund into
which the exchange is being made.  For Dreyfus-sponsored Keogh Plans, IRAs
and IRAs set up under a Simplified Employee Pension Plan ("SEP-IRAs") with
only one participant, the minimum initial investment is $750.  To exchange
shares held in Corporate Plans, 403(b)(7) Plans and SEP-IRAs with more than
one participant, the minimum initial investment is $100 if the plan has at
least $2,500 invested among shares of the same Class of the funds in the
Dreyfus Family of Funds.  To exchange shares held in Personal Retirement
Plans, the shares exchanged must have a current value of at least $100.

    Auto-Exchange Privilege.  The Auto-Exchange Privilege permits an
investor to purchase, in exchange for Class A, Class B or Class C shares of
the Fund, shares of the same Class of another fund in the Premier Family of
Funds or the Dreyfus Family of Funds.  This Privilege is available only for
existing accounts.  Shares will be exchanged on the basis of relative net
asset value as described above under "Fund Exchanges."  Enrollment in or
modification or cancellation of this Privilege is effective three business
days following notification by the investor.  An investor will be notified
if his account falls below the amount designated to be exchanged under this
Privilege.  In this case, an investor's account will fall to zero unless
additional investments are made in excess of the designated amount prior to
the next Auto-Exchange transaction.  Shares held under IRA and other
retirement plans are eligible for this Privilege.  Exchanges of IRA shares
may be made between IRA accounts and from regular accounts to IRA accounts,
but not from IRA accounts to regular accounts.  With respect to all other
retirement accounts, exchanges may be made only among those accounts.

    Fund Exchanges and the Auto-Exchange Privilege are available to
shareholders resident in any state in which shares of the fund being
acquired may legally be sold.  Shares may be exchanged only between
accounts having identical names and other identifying designations.

    Shareholder Services Forms and prospectuses of the other funds may be
obtained by calling 1-800-645-6561.  The Fund reserves the right to reject
any exchange request in whole or in part.  The Fund Exchanges service or
the Auto-Exchange Privilege may be modified or terminated at any time upon
notice to shareholders.

    Automatic Withdrawal Plan.  The Automatic Withdrawal Plan permits an
investor with a $5,000 minimum account to request withdrawal of a specified
dollar amount (minimum of $50) on either a monthly or quarterly basis.
Withdrawal payments are the proceeds from sales of Fund shares, not the
yield on the shares.  If withdrawal payments exceed reinvested dividends
and distributions, the investor's shares will be reduced and eventually may
be depleted.  There is a service charge of $.50 for each withdrawal check.
Automatic Withdrawal may be terminated at any time by the investor, the
Fund or the Transfer Agent.  Shares for which certificates have been issued
may not be redeemed through the Automatic Withdrawal Plan.  Class B or
Class C shares withdrawn pursuant to the Automatic Withdrawal Plan will be
subject to any applicable CDSC.

    Dividend Sweep.  Dividend Sweep allows investors to invest on the
payment date their dividends or dividends and capital gain distributions,
if any, from the Fund in shares of the same Class of another fund in the
Premier Family of Funds or the Dreyfus Family of Funds of which the
investor is a shareholder.  Shares of the same Class of other funds
purchased pursuant to this privilege will be purchased on the basis of
relative net asset value per share as follows:

    A.   Dividends and distributions paid with respect to Class A shares by
         a fund may be invested without imposition of a sales load in Class
         A shares of other funds that are offered without a sales load.

    B.   Dividends and distributions paid with respect to Class A shares by
         a fund which does not charge a sales load may be invested in Class
         A shares of other funds sold with a sales load, and the applicable
         sales load will be deducted.

    C.   Dividends and distributions paid with respect to Class A shares by
         a fund which charges a sales load may be invested in Class A shares of
         other funds sold with a sales load (referred to herein as "Offered
         Shares"), provided that, if the sales load applicable to the Offered
         Shares exceeds the maximum sales load charged by the fund from which
         dividends or distributions are being swept, without giving effect to
         any reduced loads, the difference will be deducted.

    D.   Dividends and distributions paid by a fund with respect to Class B
         or Class C shares may be invested without imposition of any applicable
         CDSC in the same Class of shares of other funds and the relevant Class
         of shares of such other funds will be subject on redemption to any
         applicable CDSC.

                     DETERMINATION OF NET ASSET VALUE

    The following information supplements and should be read in conjunction
with the section in the Fund's Prospectus entitled "How to Buy Fund
Shares."

    Valuation of Portfolio Securities.  The Fund's investments are valued
each business day by an independent pricing service (the "Service")
approved by the Board of Trustees.  When, in the judgment of the Service,
quoted bid prices for investments are readily available and are
representative of the bid side of the market, these investments 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 municipal bonds of
comparable quality, coupon, maturity and type; indications as to values
from dealers; and general market conditions.  The Service may employ
electronic data processing techniques and/or a matrix system to determine
valuations.  The Service's procedures are reviewed by the Fund's officers
under the general supervision of the Board of Trustees.  Expenses and fees,
including the management fee (reduced by the expense limitation, if any)
and fees pursuant to the Shareholder Services Plan, with respect to Class
A, Class B and Class C shares, and fees pursuant to the Distribution Plan,
with respect to Class B and Class C shares only, are accrued daily and are
taken into account for the purpose of determining the net asset value of
the relevant Class of shares.  Because of the difference in operating
expenses incurred by each Class, the per share net asset value of each
Class will differ.

    New York Stock Exchange Closings.  The holidays (as observed) on which
the New York Stock Exchange is closed currently are:  New Year's Day,
Presidents' Day, Good Friday, Memorial Day, Independence Day, Labor Day,
Thanksgiving and Christmas.


                    DIVIDENDS, DISTRIBUTIONS AND TAXES

    The following information supplements and should be read in conjunction
with the section in the Fund's Prospectus entitled "Dividends,
Distributions and Taxes."

    Management believes that the Fund qualified as a "regulated investment
company" under the Code for the fiscal year ended January 31, 1995, and the
Fund intends to continue to so qualify so long as such qualification is in
the best interests of its shareholders.  As a regulated investment company,
the Fund will pay no Federal income tax on net investment income and net
realized capital gains to the extent that such income and gains are
distributed to shareholders in accordance with applicable provisions of the
Code.  To qualify as a regulated investment company, the Fund must pay out
to its shareholders at least 90% of its net income (consisting of net
investment income from tax exempt obligations and taxable obligations, if
any, and net short-term capital gains), must derive less than 30% of its
annual gross income from gain on the sale of securities held for less than
three months, and must meet certain asset diversification and other
requirements.  Accordingly, the Fund may be restricted in the selling of
securities held for less than three months, and in the utilization of
certain of the investment techniques described in the Prospectus under
"Description of the Fund--Investment Techniques."  The Code, however,
allows the Fund to net certain offsetting positions making it easier for
the Fund to satisfy the 30% test.  The term "regulated investment company"
does not imply the supervision of management or investment practices or
policies by any government agency.

    If, at the close of each quarter of its taxable year, at least 50% of
the value of the Fund's total assets consists of Federal tax exempt
obligations, then the Fund may designate and pay Federal exempt-interest
dividends from interest earned on all such tax exempt obligations.  Such
exempt-interest dividends may be excluded by shareholders of the Fund from
their gross income for Federal income tax purposes.

    If, at the close of each quarter of its taxable year, at least 50% of
the value of the Fund's total assets consists of obligations which, when
held by an individual, the interest therefrom is exempt from California
personal income tax, and if the Fund qualifies as a management company
under the California Revenue and Taxation Code, then the Fund will be
qualified to pay dividends to its shareholders that are exempt from
California personal income tax (but not from California franchise tax)
("California exempt-interest dividends").  However, the total amount of
California exempt-interest dividends paid by the Fund to a non-corporate
shareholder with respect to any taxable year cannot exceed such
shareholder's pro-rata share of interest received by the Fund during such
year that is exempt from California taxation less any expenses and
expenditures deemed to have been paid from such interest.

    For shareholders subject to the California personal income tax, exempt-
interest dividends derived from California Municipal Obligations will not
be subject to the California personal income tax.  Distributions from net
realized short-term capital gains to California resident shareholders will
be subject to the California personal income tax as ordinary income.
Distributions from net realized long-term capital gains may constitute
long-term capital gains for individual California resident shareholders.
Unlike under Federal tax law, the Fund's shareholders will not be subject
to California personal income tax, or receive a credit for California taxes
paid by the Fund, on undistributed capital gains.  In addition, California
tax law does not consider any portion of the exempt-interest dividends paid
an item of tax preference for the purposes of computing the California
alternative minimum tax.

    Any dividend or distribution paid shortly after an investor's purchase
may have the effect of reducing the net asset value of his shares below the
cost of his investment.  Such a distribution would be a return on the
investment in an economic sense although taxable as stated in "Dividends,
Distributions and Taxes" in the Prospectus.  In addition, the Code provides
that if a shareholder has not held his Fund shares for more than six months
(or such shorter period as the Internal Revenue Service may prescribe by
regulation) and has received an exempt-interest dividend with respect to
such shares, any loss incurred on the sale of such shares will be
disallowed to the extent of the exempt-interest dividend received.

    Ordinarily, gains and losses realized from portfolio transactions will
be treated as capital gain or loss.  However, all or a portion of any gains
realized from the sale or other disposition of certain market discount
bonds will be treated as ordinary income under Section 1276 of the Code.
In addition, all or a portion of the gain realized from engaging in
"conversion transactions" may be treated as ordinary income under Section
1258 of the Code.  "Conversion transactions" are defined to include certain
forward, futures, options and "straddle" transactions marketed or sold to
produce capital gains, or transactions described in Treasury regulations to
be issued in the future.

    Under Section 1256 of the Code, gain or loss the Fund realizes from
certain financial futures and options transactions will be treated as 60%
long-term capital gain or loss and 40% short-term capital gain or loss.
Gain or loss will arise upon exercise or lapse of such futures and options
as well as from closing transactions.  In addition, such futures and
options remaining unexercised at the end of the Fund's taxable year will be
treated as sold for their then fair market value, resulting in additional
gain or loss to the Fund characterized in the manner described above.

    Offsetting positions held by the Fund involving financial futures and
options transactions may be considered, for tax purposes, to constitute
"straddles."  "Straddles" are defined to include "offsetting positions" in
actively traded personal property.  The tax treatment of "straddles" is
governed by Sections 1092 and 1258 of the Code, which, in certain
circumstances, overrides or modifies the provisions of Section 1256.  As
such, all or a portion of any short- or long-term capital gain from certain
"straddle" and/or conversion transactions may be recharacterized to
ordinary income.

    If the Fund were treated as entering into "straddles" by reason of its
engaging in certain futures or options transactions, such "straddles" would
be characterized as "mixed straddles" if the futures or options
transactions comprising a part of such "straddles" were governed by Section
1256 of the Code.  The Fund may make one or more elections with respect to
"mixed straddles."  Depending on which election is made, if any, the
results to the Fund may differ.  If no election is made to the extent the
"straddle" rules apply to positions established by the Fund, losses
realized by the Fund will be deferred to the extent of unrealized gain in
the offsetting position.  Moreover, as a result of the "straddle" and the
conversion transaction rules, short-term capital losses on "straddle"
positions may be recharacterized as long-term capital losses, and long-term
capital gains may be treated as short-term capital gains or ordinary
income.

    Investment by the Fund in securities issued at a discount or providing
for deferred interest or for payment of interest in the form of additional
obligations could, under special tax rules, affect the amount, timing and
character of distributions to shareholders.   For example, the Fund could
be required to take into account annually a portion of the discount (or
deemed discount) at which such securities were issued and to distribute
such portion in order to maintain its qualification as a regulated
investment company.  In such case, the Fund may have to dispose of
securities which it might otherwise have continued to hold in order to
generate cash to satisfy these distribution requirements.


                               PORTFOLIO TRANSACTIONS

    Portfolio securities ordinarily are purchased from and sold to parties
acting as either principal or agent.  Newly-issued securities ordinarily
are purchased directly from the issuer or from an underwriter; other
purchases and sales usually are placed with those dealers from which it
appears that the best price or execution will be obtained.  Usually no
brokerage commissions, as such, are paid by the Fund for such purchases and
sales, although the price paid usually includes an undisclosed compensation
to the dealer acting as agent.  The prices paid to underwriters of
newly-issued securities usually include a concession paid by the issuer to
the underwriter, and purchases of after-market securities from dealers
ordinarily are executed at a price between the bid and asked price.  No
brokerage commissions have been paid by the Fund to date.

    Transactions are allocated to various dealers by the Fund's portfolio
managers in their best judgment.  The primary consideration is prompt and
effective execution of orders at the most favorable price.  Subject to that
primary consideration, dealers may be selected for research, statistical or
other services to enable the Manager to supplement its own research and
analysis with the views and information of other securities firms.

    Research services furnished by brokers through which the Fund effects
securities transactions may be used by the Manager in advising other funds
it advises and, conversely, research services furnished to the Manager by
brokers in connection with other funds the Manager advises may be used by
the Manager in advising the Fund.  Although it is not possible to place a
dollar value on these services, it is the opinion of the Manager that the
receipt and study of such services should not reduce the overall expenses
of its research department.

    The Fund's portfolio turnover rate for the fiscal years ended January
31, 1994 and 1995 was 26.69% and 37.39%, respectively.  The Fund
anticipates that its annual portfolio turnover rate will not be a limiting
factor when the Fund deems it desirable to sell or purchase securities.
Therefore, depending upon market conditions, the Fund's annual portfolio
turnover rate may exceed 100% in particular years.


                          PERFORMANCE INFORMATION

    The following information supplements and should be read in conjunction
with the section in the Fund's Prospectus entitled "Performance
Information."

    Class C shares had not been offered as of the date of the financials
and, therefore, no performance data is provided for Class C.

    Current yield for the 30-day period ended January 31, 1995 for Class A
was 5.35% and for Class B was 5.07%.  Current yield is computed pursuant to
a formula which operates as follows:  The amount of the Fund's expenses
accrued for the 30-day period (net of reimbursements) is subtracted from
the amount of the dividends and interest earned (computed in accordance
with regulatory requirements) by the Fund during the period.  That result
is then divided by the product of:  (a) the average daily number of shares
outstanding during the period that were entitled to receive dividends, and
(b) the maximum offering price per share in the case of Class A or the net
asset value per share in the case of Class B or Class C on the last day of
the period less any undistributed earned income per share reasonably
expected to be declared as a dividend shortly thereafter.  The quotient is
then added to 1, and that sum is raised to the 6th power, after which 1 is
subtracted.  The current yield is then arrived at by multiplying the result
by 2.

    Based upon a combined 1995 Federal and State of California personal
income tax rate of 46.24%, the tax equivalent yield for the 30-day period
ended January 31, 1995 for Class A was 9.95% and for Class B was 9.43%.
Tax equivalent yield is computed by dividing that portion of the current
yield (calculated as described above) which is tax exempt by 1 minus a
stated tax rate and adding the quotient to that portion, if any, of the
yield of the Fund that is not tax exempt.

    The tax equivalent yield noted above represents the application of the
highest Federal and State of California marginal personal income tax rates
presently in effect.  For Federal personal income tax purposes, a 39.60%
rate has been used.  For California personal income tax purposes, an 11.00%
tax rate has been used.  The tax equivalent yield figure, however, does not
reflect the potential effect of any local (including, but not limited to,
county, district or city) taxes, including applicable surcharges.  In
addition, there may be pending legislation which could affect such stated
tax rates or yields.  Each investor should consult its tax adviser, and
consider its own factual circumstances and applicable tax laws, in order to
ascertain the relevant tax equivalent yield.
   

    The average annual total return for the 1, 5 and 8.227 year periods
ended January 31, 1995 for Class A was -8.63%, 6.53% and 6.46%,
respectively.  The average annual total return for the 1 and 2.047 year
periods ended January 31, 1995 for Class B was -7.46% and 3.31%,
respectively.  Average annual total return is calculated by determining the
ending redeemable value of an investment purchased at net asset value
(maximum offering price in the case of Class A) per share with a
hypothetical $1,000 payment made at the beginning of the period (assuming
the reinvestment of dividends and distributions), dividing by the amount of
the initial investment, taking the "n"th root of the quotient (where "n" is
the number of years in the period) and subtracting 1 from the result.  A
Class's average total return figures calculated in accordance with such
formula assume that in the case of Class A the maximum sales load had been
deducted from the hypothetical initial investment at the time of purchase
or in the case of Class B or Class C the maximum applicable CDSC has been
paid upon redemption at the end of the period.
    
   

    The total return for Class A for the period November 10, 1986
(commencement of operations) to January 31, 1995 was 67.36%.  Based on net
asset value per share, the total return for Class A was 75.26% for this
period.  The total return for Class B for the period January 15, 1993
(commencement of initial offering of Class B shares) through January 31,
1995 was 6.89%.  Without giving effect to the applicable CDSC, the total
return for Class B was 8.82% for this period.  Total return is calculated
by subtracting the amount of the Fund's net asset value (maximum offering
price in the case of Class A) per share at the beginning of a stated period
from the net asset value per share at the end of the period (after giving
effect to the reinvestment of dividends and distributions during the period
and any applicable CDSC), and dividing the result by the net asset value
(maximum offering price in the case of Class A) per share at the beginning
of the period.  Total return also may be calculated based on the net asset
value per share at the beginning of the period instead of the maximum
offering price per share at the beginning of the period for Class A shares
or without giving effect to any applicable CDSC at the end of the period
for Class B or Class C shares.  In such cases, the calculation would not
reflect the deduction of the sales load with respect to Class A shares or
any applicable CDSC with respect to Class B or Class C shares, which, if
reflected, would reduce the performance quoted.
    

    From time to time, the Fund may use hypothetical tax equivalent yields
or charts in its advertising.  These hypothetical yields or charts will be
used for illustrative purposes only and are not indicative of the Fund's
past or future performance.

    From time to time, advertising materials for the Fund may refer to or
discuss then-current or past economic conditions, developments and/or
events, including those relating to or arising from actual or proposed tax
legislation.  From time to time, advertising materials for the Fund may
also refer to statistical or other information concerning trends relating
to investment companies, as compiled by industry associations such as the
Investment Company Institute.  From time to time, advertising materials for
the Fund also may refer to Morningstar ratings and related analysis
supporting such ratings.


                          INFORMATION ABOUT THE FUND

    The following information supplements and should be read in conjunction
with the section in the Fund's Prospectus entitled "General Information."

    Each Fund share has one vote and, when issued and paid for in accordance
with the terms of the offering, is fully paid and non-assessable.  Shares
have no preemptive or subscription rights and are freely transferable.

    The Fund sends annual and semi-annual financial statements to all its
shareholders.
   

    On August 3, 1994, the Fund's shareholders approved a proposal to
change, among other things, certain of the Fund's fundamental policies and
investment restrictions to (i) increase the amount the Fund may borrow and
(ii) increase the amount of the Fund's assets that it may pledge to secure
such borrowings and make such policy non-fundamental.
    

    The Manager's legislative efforts led to the 1976 Congressional
Amendment to the Code permitting an incorporated mutual fund to pass
through tax exempt income to its shareholders.  The Manager offered to the
public the first incorporated tax exempt fund and currently manages or
administers over $25 billion in tax exempt assets.


               CUSTODIAN, TRANSFER AND DIVIDEND DISBURSING AGENT,
                     COUNSEL AND INDEPENDENT AUDITORS

    The Bank of New York, 90 Washington Street, New York, New York 10286, is
the Fund's custodian.  The Shareholder Services Group, Inc., a subsidiary
of First Data Corporation, P.O. Box 9671, Providence, Rhode Island
02940-9671, is the Fund's transfer and dividend disbursing agent.  Neither
The Bank of New York nor The Shareholder Services Group, Inc. has any part
in determining the investment policies of the Fund or which securities are
to be purchased or sold by the Fund.

    Stroock & Stroock & Lavan, 7 Hanover Square, New York, New York
10004-2696, as counsel for the Fund, has rendered its opinion as to certain
legal matters regarding the due authorization and valid issuance of the
shares of beneficial interest being sold pursuant to the Fund's Prospectus.

    Ernst & Young LLP, 787 Seventh Avenue, New York, New York 10019,
independent auditors, have been selected as auditors of the Fund.

                                  APPENDIX A

                          RISK FACTORS - INVESTING
                  IN CALIFORNIA MUNICIPAL OBLIGATIONS

    Certain California (the "State") constitutional amendments, legislative
measures, executive orders, civil actions and voter initiatives, as well as
the general financial condition of the State, could adversely affect the
ability of issuers of California Municipal Obligations to pay interest and
principal on such obligations.  The following information constitutes only
a brief summary, does not purport to be a complete description, and is
based on information drawn from official statements relating to securities
offerings of the State of California (the "State") and various local
agencies, available as of the date of this Statement of Additional
Information.  While the Fund has not independently verified such
information, it has no reason to believe that such information is not
correct in all material respects.
   

    Recent Developments.  From mid-1990 to late 1993, the State suffered a
recession with the worst economic, fiscal and budget conditions since the
1930s.  Construction, manufacturing (especially aerospace), exports and
financial services, among others, were all severely affected.  Job losses
were the worst of any post-war recession.  Unemployment reached 10.1% in
January 1994, but fell sharply to 7.7% in October and November 1994.
According to the State's Department of Finance, recovery from the recession
in California began in 1994.
    
   

    The recession seriously affected State tax revenues, which basically
mirror economic conditions.  It also caused increased expenditures for
health and welfare programs.  The State has also been facing a structural
imbalance in its budget with the largest programs supported by the General
Fund (K-12 schools and community colleges, health and welfare, and
corrections) growing at rates higher than the growth rates for the
principal revenue sources of the State General Fund.  As a result, the
State experienced recurring budget deficits in the late 1980s and early
1990s.  The State Controller reported that expenditures exceeded revenues
for four of the five fiscal years ending with 1991-92.  The State had an
operating surplus of approximately $109 million in 1992-93 and $836 million
in 1993-94.  However, at June 30, 1994, according to the Department of
Finance, the State's Special Fund for Economic Uncertainties ("SFEU") still
had a deficit, on a budget basis, of approximately $1.8 billion.
    
   

    The accumulated budget deficits over the past several years, together
with expenditures for school funding which have not been reflected in the
budget, and reduction of available internal borrowable funds, have combined
to significantly deplete the State's cash resources to pay its ongoing
expenses.  In order to meet its cash needs, the State has had to rely for
several years on a series of external borrowings, including borrowings past
the end of a fiscal year.  Such borrowings are expected to continue in
future fiscal years.  To meet its cash flow needs in the 1994-95 fiscal
year the State issued, in July and August 1994, $4.0 billion of revenue
anticipation warrants which mature on April 25, 1996, and $3.0 billion of
revenue anticipation notes maturing on June 28, 1995.
    
   
    

    As a result of the deterioration in the State's budget and cash
situation, the rating agencies reduced the State's credit ratings.  Between
October 1991 and July 1994 the rating on the State's general obligation
bonds was reduced by S&P from "AAA" to "A," by Moody's from "Aaa" to "A1"
and by Fitch from "AAA" to "A."
   

    The 1994-94 Fiscal Year Budget (as updated in the January 10, 1995
Governor's Budget) is projected to have $42.4 billion of General Fund
revenues and transfers and $41.7 billion of budgeted expenditures.  In
addition, the 1994-95 Budget Act anticipates deferring retirement of about
$1 billion of the accumulated budget deficit to the 1995-96 fiscal year
when it is intended to be fully retired by June 30, 1996.
    
   

    The Governor's Budget for 1995-96 proposes General Fund revenues and
transfers of $42.5 billion and expenditures of $41.7 billion, which would
leave a balance of approximately $92 million in the budget reserve, the
SFEU, at June 30, 1996 after repayment of the accumulated budget deficits.
The Budget proposal is based on a number of assumptions, including receipt
of $830 million from the Federal government to offset costs of undocumented
and refugee immigrants.
    
   

    On December 6, 1994, Orange County, California (the "County"), together
with its pooled investment funds (the "Funds") filed for protection under
Chapter 9 of the Federal Bankruptcy Code, after reports that the Funds had
suffered significant market losses in their investments, causing a
liquidity crisis for the Funds and the County.  More than 180 other public
entities,  most of which, but not all, are located in the County, were also
depositors in the Funds.  As of mid-January, 1995, following a
restructuring of most of the Funds' assets to increase their liquidity and
reduce their exposure to interest rate increases, the County estimated the
Funds' loss at about $1.69 billion, or about 23% of their initial deposits
of approximately $7.5 billion.  Many of the entities which deposited moneys
in the Funds, including the County, are facing cash flow difficulties
because of the bankruptcy filing and may be required to reduce programs or
capital projects.  This may also effect their ability to meet their
outstanding obligations.
    
   

    The State has no existing obligation with respect to any outstanding
obligations or securities of the County or any of the other participating
entities.  However, in the event the County is unable to maintain county
administered State programs because of insufficient resources, it may be
necessary for the state to intervene, but the State cannot presently
predict what, if any, action may occur.
    

    On January 17, 1994, an earthquake of the magnitude of an estimated 6.8
on the Richter Scale struck Los Angeles causing significant damage to
public and private structures and facilities.  Although some individuals
and businesses suffered losses totaling in the billions of dollars, the
overall effect of the earthquake on the regional and State economy is not
expected to be serious.

    State Finances.  State moneys are segregated into the General Fund and
approximately 600 Special Funds.  The General Fund consists of the revenues
received into the State Treasury and earnings from State investments, which
are not required by law to be credited to any other fund.  The General Fund
is the principal operating fund for the majority of governmental activities
and is the depository of most major State revenue sources.

    The SFEU is funded with General Fund revenues and was established to
protect the State from unforeseen reduced levels of revenues and/or
unanticipated expenditure increases.  Amounts in the SFEU may be
transferred by the Controller as necessary to meet cash needs of the
General Fund.  The Controller is required to return moneys so transferred
without payment of interest as soon as there are sufficient moneys in the
General Fund.  For budgeting and accounting purposes, any appropriation
made from the SFEU is deemed an appropriation from the General Fund.  For
year-end reporting purposes, the Controller is required to add the balance
in the SFEU to the balance in the General Fund so as to show the total
monies then available for General Fund purposes.

    Inter-fund borrowing has been used for many years to meet temporary
imbalances of receipts and disbursements in the General Fund.  As of June
30, 1994, the General Fund had outstanding loans in the aggregate principal
amount of $5.2 billion, which consisted of $4.0 billion of internal loans
to the General Fund from the SFEU and other Special Funds and $1.2 billion
of external loans represented by the 1994 revenue anticipation warrants.

    Articles XIIIA and XIIIB to the State Constitution and Other Revenue Law
Changes.  Prior to 1977, revenues of the State government experienced
significant growth primarily as a result of inflation and continuous
expansion of the tax base of the State.  In 1978, State voters approved an
amendment to the State Constitution known as Proposition 13, which added
Article XIIIA to the State Constitution, reducing ad valorem local property
taxes by more than 50%.  In addition, Article XIIIA provides that
additional taxes may be levied by cities, counties and special districts
only upon approval of not less than a two-thirds vote of the "qualified
electors" of such district, and requires not less than a two-thirds vote of
each of the two houses of the State Legislature to enact any changes in
State taxes for the purpose of increasing revenues, whether by increased
rate or changes in methods of computation.

    Primarily as a result of the reductions in local property tax revenues
received by local governments following the passage of Proposition 13, the
Legislature undertook to provide assistance to such governments by
substantially increasing expenditures from the General Fund for that
purpose beginning in the 1978-79 fiscal year.  In recent years, in addition
to such increased expenditures, the indexing of personal income tax rates
(to adjust such rates for the effects of inflation), the elimination of
certain inheritance and gift taxes and the increase of exemption levels for
certain other such taxes had a moderating impact on the growth in State
revenues.  In addition, the State has increased expenditures by providing a
variety of tax credits, including renters' and senior citizens' credits and
energy credits.

    The State is subject to an annual "appropriations limit" imposed by
Article XIIIB of the State Constitution adopted in 1979.  Article XIIIB
prohibits the State from spending "appropriations subject to limitation" in
excess of the appropriations limit imposed.  "Appropriations subject to
limitations" are authorizations to spend "proceeds of taxes," which consist
of tax revenues, and certain other funds, including proceeds from
regulatory licenses, user charges or other fees to the extent that such
proceeds exceed "the cost reasonably borne by such entity in providing the
regulation, product or service."  One of the exclusions from these
limitations is "debt service" (defined as "appropriations required to pay
the cost of interest and redemption charges, including the funding of any
reserve or sinking fund required in connection therewith, on indebtedness
existing or legally authorized as of January 1, 1979 or on bonded
indebtedness thereafter approved" by the voters).  In addition,
appropriations required to comply with mandates of courts or the Federal
government and, pursuant to Proposition 111 enacted in June 1990,
appropriations for qualified capital outlay projects and appropriations of
revenues derived from any increase in gasoline taxes and motor vehicle
weight fees above January 1, 1990 levels are not included as appropriations
subject to limitation.  In addition, a number of recent initiatives were
structured or proposed to create new tax revenues dedicated to certain
specific uses, with such new taxes expressly exempted from the Article
XIIIB limits (e.g., increased cigarette and tobacco taxes enacted by
Proposition 99 in 1988).  The appropriations limit also may be exceeded in
cases of emergency.  However, unless the emergency arises from civil
disturbance or natural disaster declared by the Governor, and the
appropriations are approved by two-thirds of the Legislature, the
appropriations limit for the next three years must be reduced by the amount
of the excess.

    The State's appropriations limit in each year is based on the limit for
the prior year, adjusted annually for changes in California per capita
personal income and changes in population, and adjusted, when applicable,
for any transfer of financial responsibility of providing services to or
from another unit of government.  The measurement of change in population
is a blended average of statewide overall population growth, and change in
attendance at local school and community college ("K-14") districts.  As
amended by Proposition 111, the appropriations limit is tested over
consecutive two-year periods.  Any excess of the aggregate "proceeds of
taxes" received over such two-year periods above the combined
appropriations limits for those two years is divided equally between
transfers to K-14 districts and refunds to taxpayers.

    As originally enacted in 1979, the State's appropriations limit was
based on its 1978-79 fiscal year authorizations to expend proceeds of taxes
and was adjusted annually to reflect changes in cost of living and
population (using different definitions, which were modified by Proposition
111).  Commencing with the 1991-92 fiscal year, the State's appropriations
limit is adjusted annually based on the actual 1986-87 limit, and as if
Proposition 111 had been in effect.  The State Legislature has enacted
legislation to implement Article XIIIB which defines certain terms used in
Article XIIIB and sets forth the methods for determining the State's
appropriations limit.  Government Code Section 7912 requires an estimate of
the State's appropriations limit to be included in the Governor's Budget,
and thereafter to be subject to the budget process and established in the
Budget Act.
   

    For the 1990-91 fiscal year, the State appropriations limit was $32.7
billion, and appropriations subject to limitation were $7.51 billion under
the limit.  The limit for the 1991-92 fiscal year was $34.2 billion, and
appropriations subject to limitations were $3.8 billion under the limit.
The limit for the 1992-93 fiscal year was $35.01 billion, and the
appropriations subject to limitation were $7.53 billion under the limit.
The limit for the 1993-94 fiscal year was $36.60 billion, and the
appropriations subject to limitation were $6.55 billion under the limit.
The estimated limit for the 1994-95 fiscal year is $37.55 billion, and the
appropriations subject to limitations are estimated to be $6.05 billion
under the limit.
    

    In November 1988, State voters approved Proposition 98, which changed
State funding of public education below the university level and the
operation of the State's appropriations limit, primarily by guaranteeing K-
14 schools a minimum share of General Fund revenues.  Under Proposition 98
(as modified by Proposition 111, which was enacted in June 1990), K-14
schools are guaranteed the greater of (a) 40.3% of General Fund revenues
("Test 1"), (b) the amount appropriated to K-14 schools in the prior year,
adjusted for changes in the cost of living (measured as in Article XIIIB by
reference to California per capita personal income) and enrollment ("Test
2"), or (c) a third test, which would replace the second test in any year
when the percentage growth in per capita General Fund revenues from the
prior year plus .5% is less than the percentage growth in California per
capita personal income ("Test 3").  Under "Test 3," schools would receive
the amount appropriated in the prior year adjusted for changes in
enrollment and per capita General Fund revenues, plus an additional small
adjustment factor.  If "Test 3" is used in any year, the difference between
"Test 3" and "Test 2" would become a "credit" to schools which would be the
basis of payments in future years when per capita General Fund revenue
growth exceeds per capita personal income growth.

    Proposition 98 permits the Legislature by two-thirds vote of both
houses, with the Governor's concurrence, to suspend the K-14 schools'
minimum funding formula for a one-year period.  In the fall of 1989, the
Legislature and the Governor utilized this provision to avoid having 40.3%
of revenues generated by a special supplemental sales tax enacted for
earthquake relief go to K-14 schools.  Proposition 98 also contains
provisions transferring certain State tax revenues in excess of the Article
XIIIB limit to K-14 schools.

    The 1991-92 Budget Act, applying "Test 2" of Proposition 98,
appropriated approximately $18.4 billion for K-14 schools pursuant to
Proposition 98.  During the course of the fiscal year, revenues proved to
be substantially below expectations.  By the time the Governor's Budget was
introduced in January 1992, it became clear that per capita growth in
General Fund revenues for 1991-92 would be far smaller than the growth in
California per capita personal income and the Governor's Budget therefore
reflected a reduction in Proposition 98 funding in 1991-92 by applying
"Test 3" rather than "Test 2."

    In response to the changing revenue situation and to fully fund the
Proposition 98 guarantee in both the 1991-92 and 1992-93 fiscal years
without exceeding it, the Legislature enacted several bills as part of the
1992-93 budget package which responded to the fiscal crisis in education
funding.  Fiscal year 1991-92 Proposition 98 appropriations for K-14
schools were reduced by $1.083 billion.  In order to not adversely impact
cash received by school districts, however, a short-term loan was
appropriated from the non-Proposition 98 State General Fund.  The
Legislature then appropriated $16.6 billion to K-14 schools for 1992-93
(the minimum guaranteed by Proposition 98), but designated $1.083 billion
of this amount to "repay" the prior year loan, thereby reducing cash
outlays in 1992-93 by that amount.  In addition to reducing the 1991-92
fiscal year appropriations for K-14 schools by $1.083 billion and
converting the amount to a loan (the "inter-year adjustment"), Chapter 703,
Statutes of 1992 also made an adjustment to "Test 1," based on the
additional $1.2 billion of local property taxes that were shifted to
schools and community colleges.  The "Test 1" percentage changed from 40%
to 37%.  Additionally, Chapter 703 contained a provision that if an
appellate court should determine that the "Test 1" recalculation or the
inter-year adjustment is unconstitutional, unenforceable or invalid,
Proposition 98 would be suspended for the 1992-93 fiscal year, with the
result that K-14 schools would receive the amount intended by the 1992-93
Budget Act compromise.

    The State Controller stated in October 1992 that, because of a drafting
error in Chapter 703, he could not implement the $1.083 billion reduction
of the 1991-92 school funding appropriation, which was part of the inter-
year adjustment.  The Legislature untimely enacted corrective legislation
as part of the 1993-94 Budget package to implement the $1.083 billion
inter-year adjustment as originally intended.

    In the 1992-93 Budget Act, a new loan of $732 million was made to K-12
schools in order to maintain per-average daily attendance ("ADA") funding
at the same level as 1991-92, at $4,187.  An additional loan of $241
million was made to community college districts.  These loans are to be
repaid from future Proposition 98 entitlements.  (The teachers'
organization lawsuit discussed above also seeks to declare invalid the
provision making the $732 million a loan "repayable" from the future years'
Proposition 98 funds).  Including both State and local funds, and adjusting
for the loans and repayments, on a cash basis, total Proposition 98 K-12
funding in 1992-93 increased to $21.5 billion, 2.4% more than the amount in
1992-93 ($21.0 billion).

    Based on revised State tax revenues and estimated decreased reported
pupil enrollment, the 1993-94 Budget Act projected that the 1992-93
Proposition 98 Budget Act appropriations of $16.6 billion exceeded a
revised minimum guarantee by $313 million.  As a result, the 1993-94 Budget
Act reverted $25 million in 1992-93 appropriations to the General Fund.
Limiting the reversion to this amount ensures that per ADA funding for
general purposes will remain at the prior year level of $4,217 per pupil.
The 1993-94 Governor's Budget subsequently proposed deficiency funding of
$121 million for school apportionments and special education, increasing
funding per pupil in 1992-93 to $4,244.  The 1993-94 Budget Act also
designated $98 million in 1992-93 appropriations toward satisfying prior
years' guarantee levels, an obligation that resulted primarily from
updating State tax revenues for 1991-92, and designates $190 million as a
loan repayable from 1993-94 funding.

    The 1993-94 Budget Act projected the Proposition 98 minimum funding
level at $13.5 billion based on the "Test 3" calculation where the
guarantee is determined by the change in per capita growth in General Fund
revenues, which are projected to decrease on a year-over-year basis.  This
amount also takes into account increased property taxes transferred to
school districts from other local governments.
   

    Legislation accompanying the 1993-94 Budget Act (Chapter 66/93) provided
a new loan of $609 million to K-12 schools in order to maintain per ADA
funding at $4,217 and a loan of $178 million to community colleges.  These
loans have been combined with the K-14 1992-93 loans into one loan
totalling $1.760 billion.  Repayment of this loan would be from future
years' Proposition 98 entitlements, and would be conditioned on maintaining
current funding levels per pupil for K-12 schools and community colleges.
Chapter 66 also adjusted the "Test 1" percentage to 35% to reflect the
property tax shift among local government agencies.
    
   

    The 1994-95 Budget Act appropriated $14.4 billion of Proposition 98
funds for K14 schools based on Test 2.  This exceeds the minimum
Proposition 98 guarantee by $8 million to maintain K-12 funding per pupil
at $4,217.  Based upon updated State revenues, growth rates and inflation
factors, the 1994-95 Budget Act appropriated an additional $286 million
within Proposition 98 for the 1993-94 fiscal year, to reflect a need in
appropriations for school districts and county offices of education, as
well as an anticipated deficiency in special education fundings.  These and
other minor appropriation adjustments increase the 1993-94 Proposition 98
guarantee to $13.8 billion, which exceeds the minimum guarantee in that
year by $272 million and provides per pupil funding of $4,225.
    
   

    The 1995-96 Governor's Budget adjusts the 1993-94 minimum guarantee to
reflect changes in enrollment and inflation, and 1993-94 Proposition 98
appropriations are increased to $14.1 billion, primarily to reflect changes
in the statutory continuous appropriation for apportionments.  The revised
appropriations now exceed the minimum guarantee by $32 million.  This
appropriation level still provides per-pupil funding of $4,225.
    
   

    The 1994-95 Proposition 98 minimum guarantee has also been adjusted for
changes in factors described above, and is now calculated to be $14.9
billion.  Within the minimum guarantee, the dollars per pupil have been
maintained at the prior year's level; consequently, the 1994-95 minimum
guarantee now includes a loan repayment of $135 million, and the per-pupil
funding increases to $4,231.
    
   

    The 1995-96 Governor's Budget proposes to appropriate $15.9 billion of
Proposition 98 funds to K-14 to meet the guarantee level.  Included within
the guarantee is a loan repayment of $379 million for the combined
outstanding loans of $1.76 billion.  Funding per pupil is estimated to
increase by $61 over 1994-95 to $4,292.
    
   

    Sources of Tax Revenue.  The California personal income tax, which in
1993-94 contributed about 44% of General Fund revenues, is closely modeled
after the Federal income tax law.  It is imposed on net taxable income
(gross income less exclusions and deductions).  The tax is progressive with
rates ranging from 1% to 11%.  Personal, dependent, and other credits are
allowed against the gross tax liability.  In addition, taxpayers may be
subject to an alternative minimum tax ("AMT") which is much like the
Federal AMT.  This is designed to ensure that excessive use of tax
preferences does not reduce taxpayers' liabilities below some minimum
level.  Legislation enacted in July 1991 added two new marginal tax rates,
at 10% and 11%, effective for tax years 1991 through 1995.  After 1995, the
maximum personal income tax rate is scheduled to return to 9.3%, and the
AMT rate is scheduled to drop from 8.5% to 7%.
    

    The personal income tax is adjusted annually by the change in the
consumer price index to prevent taxpayers from being pushed into higher tax
brackets without a real increase in income.
   

    The sales tax is imposed upon retailers for the privilege of selling
tangible personal property in California.  Most retail sales and leases are
subject to the tax.  However, exemptions have been provided for certain
essentials such as food for home consumption, prescription drugs, gas,
electricity and water.  Sales tax accounted for about 35% of General Fund
revenue in 1993-94.  Bank and corporation tax revenues comprised about 12%
of General Fund revenue in 1993-94.  In 1989, Proposition 99 added a 25
cents per pack excise tax on cigarettes, and a new equivalent excise tax on
other tobacco products.  Legislation enacted in 1993 added an additional 2
cents per pack for the purpose of funding breast cancer research.
    
   

    General Financial Condition of the State.  In the years following
enactment of the federal Tax Reform Act of 1986, and conforming changes to
the State's tax laws, taxpayer behavior became must more difficult to
predict, and the State experienced a series of fiscal years in which
revenue came in significantly higher or lower than original estimates.  The
1989-90 fiscal year ended with revenues below estimates, so that the
State's budget reserve (the Special Fund for Economic Uncertainties or
"SFEU") was fully depleted by June 30, 1990.  This date essentially
coincided with the state of the current recession, and the State has
subsequently accumulated a budget deficit in the SFEU approaching 2.8
billion at its peak.  The State's budget problems in recent years have also
been caused by a structural imbalance which has been identified by the
current and previous Administrations.  The largest General Fund Programs --
K-14 education, health, welfare and corrections -- were increasing faster
than the revenue base, driven by the State's rapid population increases.
    
   

    Starting in the 1990-91 fiscal year, each budget required multibillion
dollar actions to bring projected revenues and expenditures into balance
and to close large "budget gaps" which were identified.  The Legislature
and Governor eventually agreed on significant cuts in program expenditures,
some transfers of program responsibilities and funding from the State to
local governments, revenue increases (particularly in the 1991-92 fiscal
year budget), and various one-time adjustments and accounting changes.
However, as the recession took hold and deepened after the summer of 1990,
revenues dropped sharply and expenditures for health and welfare programs
increased as job losses mounted, so that the State ended each of the 1990-
91 and 1991-92 fiscal years with an unanticipated deficit in the budget
reserve, the SFEU, as compared to projected positive balances.
    

    As a result of the revenue shortfalls accumulating for the previous two
fiscal years, the Controller in April 1992 indicated that cash resources
(including borrowing from Special Funds) would not be sufficient to meet
all General Fund obligations due on June 30 and July 1, 1992.  On June 25,
1992, the Controller issued $475 million of 1992 Revenue Anticipation
Warrants (the "1992 Warrants") in order to provide funds to cover all
necessary payments from the General Fund at the end of the 1991-92 fiscal
year and on July 1, 1992. The 1992 Warrants were paid on July 24, 1992.  In
addition to the 1992 Warrants the Controller reported that as of June 30,
1992, the General Fund had borrowed $1.336 billion from the SFEU and $4.699
billion from other Special Funds, using all but about $183 million of
borrowable cash resources.

    To balance the 1992-93 Governor's Budget, program reductions totalling
$4.365 billion and a revenue and transfer increase of $872 million were
proposed for the 1991-92 and 1992-93 fiscal years.  Economic performance in
the State continued to be sluggish after the 1992-93 Governor's Budget was
prepared.  By the time of the "May Revision", issued on May 20, 1992, the
Administration estimated that the 1992-93 Budget needed to address a gap of
about $7.9 billion, much of which was needed to repay the accumulated
budget deficits of the previous two years.
   
    
   

    The severity of the budget actions needed led to a long delay in
adopting the budget.  With the failure to enact a budget by July 1, 1992,
the State had no legal authority to pay many of its vendors until the
budget was passed.  Starting on July 1, 1992, the Controller was required
to issue "registered warrants" in lieu of normal warrants backed by cash to
pay many State obligations.  Available cash was used to pay
constitutionally mandated and priority obligations, such as debt service on
bonds and revenue anticipation warrants.  Between July 1 and September 4,
1992, the Controller issued an aggregate of approximately $3.8 billion of
registered warrants payable from the General Fund, all of which were called
for redemption by September 4, 1992 following enactment of the 1992-93
Budget Act and issuance by the State of $3.3 billion of interim notes.
    

    The Legislature enacted the 1992-93 Budget Bill on August 29, 1992, and
it was signed by the Governor on September 2, 1992.  The 1992-93 Budget Act
provides for expenditures of $57.4 billion and consists of General Fund
expenditures of $40.8 billion and Special Fund and Bond Fund expenditures
of $16.6 billion.  The Department of Finance estimates there will be a
balance in the SFEU of $28 million on June 30, 1993.
   

    The $7.9 billion budget gap was closed primarily through cuts in the
program expenditures (principally for health and welfare programs, aid to
schools and support for higher education), together with some increases in
revenues from accelerated collections and changes in tax laws to confirm to
federal law changes, and a variety of on-time inter-fund transfers and
deferrals.  The other major component of the budget compromise was a law
requiring local governments to transfer a total of $1.3 billion to K-12
school and community college districts, thereby reducing by that amount
General Fund support for those districts under Proposition 98.
    

    In May 1993, the Department of Finance projected that the General Fund
would end the fiscal year on June 30, 1993 with an accumulated budget
deficit of about $2.8 billion, and a negative fund balance of about $2.2
billion (the difference being certain reserves for encumbrances and school
funding costs).  As a result, the State issued $5 billion of revenue
anticipation notes and warrants.

    The Governor's 1993-94 Budget, introduced on January 8, 1993, proposed
General Fund expenditures of $37.3 billion, with projected revenues of
$39.9 billion.  It also proposed Special Fund expenditures of $12.4 billion
and Special Fund revenues of $12.1 billion.  The 1993-94 fiscal year
represents the third consecutive year the Governor and the Legislature were
faced with a very difficult budget environment, requiring revenue actions
and expenditure cuts totaling billions of dollars to produce a balanced
budget.  To balance the budget in the face of declining revenues, the
Governor proposed a series of revenue shifts from local government,
reliance on increased Federal aid and reductions in state spending.

    The "May Revision" of the Governor's Budget, released on May 20, 1993,
indicated that the revenue projections of the January Budget Proposal were
tracking well, with the full year 1992-93 about $80 million higher than the
January projection.  Personal income tax revenue was higher than projected,
sales tax was close to target, and bank and corporation taxes were lagging
behind projections.  The May Revision projected the State would have an
accumulated deficit of about $2.75 billion by June 30, 1993.  The Governor
proposed to eliminate this deficit over an 18-month period.  He also agreed
to retain the 0.5% sales tax scheduled to expire June 30 for a six-month
period, dedicated to local public safety purposes, with a November election
to determine a permanent extension.  Unlike previous years, the Governor's
Budget and May Revision did not calculate a "gap" to be closed, but rather
set forth revenue and expenditure forecasts and proposals designed to
produce a balanced budget.

    The 1993-94 Budget Act was signed by the Governor on June 30, 1993,
along with implementing legislation.  The Governor vetoed about $71 million
in spending.  With enactment of the Budget Act, the State carried out its
regular cash flow borrowing program for the fiscal year, which included the
issuance of approximately $2 billion of revenue anticipation notes that
matured on June 28, 1994.

    The 1993-94 Budget Act was predicated on General Fund revenues and
transfers estimated at $40.6 billion, about $700 million higher than the
January Governor's Budget, but still about $400 million below 1992-93 (and
the second consecutive year of actual decline).  The principal reasons for
declining revenues were the continued weak economy and the expiration (or
repeal) of three fiscal steps taken in 1991 -- a half cent temporary sales
tax, a deferral of operating loss carry forwards, and repeal by initiative
of a sales tax on candy and snack foods.

    The 1993-94 Budget Act also assumed Special Fund revenues of $11.9
billion, an increase of 2.9% over 1992-93.

    The 1993-94 Budget Act included General Fund expenditures of $38.5
billion (a 6.3% reduction from projected 1992-93 expenditures of $41.1
billion), in order to keep a balanced budget within the available revenues.
The Budget also included Special Fund expenditures of $12.1 billion, a 4.2%
increase.

    The 1993-94 Budget Act contained no General Fund tax/revenue increases
other than a two year suspension of the renters' tax credit.
   
    

    Administration reports during the course of the 1993-94 fiscal year
indicated that while economic recovery appeared to have started in the
second half of the fiscal year, recessionary conditions continued longer
than had been anticipated when the 1993-94 Budget Act was adopted.
Overall, revenues for the 1993-94 fiscal year were about $800 million lower
than original projections, and expenditures were about $780 million higher,
primarily because of higher health and welfare caseloads, lower property
taxes which require greater State support for K-14 education to make up to
shortfall, and lower than anticipated Federal government payments for
immigration-related costs. The reports in May and June 1994, indicated that
revenues in the second half of the 1993-94 fiscal year have been very close
to the projections made in the Governor's Budget of January 10, 1994, which
is consistent with a slow turn around in the economy.

    The Department of Finance's July 1994 Bulletin, which included final
June receipts, reported that June revenues were $114 million (2.5%) above
projection, with final end-of-year results at $377 million (about 1%) above
the May Revision projections.  Part of this result was due to the end-of-
year adjustments and reconciliations.  Personal income tax and sales tax
continued to track projections.  The largest factor in the higher than
anticipated revenues was from bank and corporation taxes, which were $140
million (18.4%) above projection in June.
   

    During the 1993-94 fiscal year, the State implemented the Deficit
Retirement Plan, which was part of the 1993-94 Budget Act, by issuing $1.2
billion of revenue anticipation warrants in February 1994 that matured
December 21, 1994. This borrowing reduced the cash deficit at the end of
the 1993-94 fiscal year.  Nevertheless, because of the $1.5 billion
variance from the original 1993-94 Budget Act assumptions, the General Fund
ended the fiscal year at June 30, 1994 carrying forward an accumulated
deficit of approximately $1.8 billion.
    

    Because of the revenue shortfall and the State's reduced internal
borrowable cash resources, in addition to the $1.2 billion of revenue
anticipation warrants issued as part of the Deficit Retirement Plan, the
State issued an additional $2.0 billion of revenue anticipation warrants
that matured July 26, 1994, which were needed to fund the State's
obligations and expenses through the end of the 1993-94 fiscal year.
   

    The 1994-95 fiscal year represented the fourth consecutive year the
Governor and Legislature were faced with a very difficult budget
environment to produce a balanced budget.  Many program cost and budgetary
adjustments have already been made in the last three years.  The Governor's
Budget Proposal, as updated in May and June 1994, recognized that the
accumulated deficit could not be repaid in one year, and proposed a two-
year solution.  The budget proposal set forth revenue and expenditure
forecasts and revenue and expenditure proposals which estimated operating
surpluses for the budget for both 1994-95 and 1995-96, and lead to the
elimination of the accumulated budget deficit, estimated at about $1.8
billion at June 30, 1994, by June 30, 1996.
    
   

    The 1994-95 Budget Act, signed by the Governor on July 8, 1994,
projected revenues and transfers of $41.9 billion, $2.1 billion higher than
revenues in 1993-94.  This reflected the Administration's forecast of an
improving economy.  Also included in this figure was the projected receipt
of about $360 million from the Federal government to reimburse the State's
cost of incarcerating undocumented immigrants, most of which eventually was
not received.
    
   

    The 1994-95 Budget Act projected Special Fund revenues of $12.1 billion,
a decrease of 2.4% from 1993-94 estimated revenues.
    
   

    The 1994-95 Budget Act projected General Fund expenditures of $40.9
billion, an increase of $1.6 billion over the 1993-94 fiscal year.  The
1994-95 Budget Act also projected Special Fund expenditures of $13.7
billion, a 5.4% increase over 1993-94 fiscal year estimated expenditures.
    
   

    The 1994-95 Budget Act contained no tax increases.  Under legislation
enacted for the 1993-94 Budget Act, the renters' tax credit was suspended
for two years (1993 and 1994).  A ballot proposition to permanently restore
the renters' tax credit after this year failed at the June 1994 election.
The Legislature enacted a further one-year suspension of the renters' tax
credit, for 1995, saving about $390 million in the 1995-96 fiscal year.
    
   

    The 1994-95 Budget Act assumed that the State would use a cash flow
borrowing program in 1994-95 which combines one-year notes and two-year
warrants, which have now been issued.  Issuance of the warrants allows the
State to defer repayment of approximately $1.0 billion of its accumulated
budget deficit into the 1995-96 fiscal year.  The Budget Adjustment Law
enacted along with the 1994-95 Budget Act is designed to ensure that the
warrants will be repaid in the 1995-96 fiscal year.
    
   

    The Department of Finance Bulletin for April 1995 reported that General
Fund revenues for March 1995 were $28 million, or 1.1 percent, below
forecast, and that year-to-date General Fund revenues were $110 million, or
0.4 percent, below forecast.
    
   

    Initial analysis of the Federal fiscal year 1995 budget by the
Department of finance indicates that about $98 million was appropriated for
California to offset costs of incarceration of undocumented and refugee
immigrants, less than the $356 million which was assumed in the State's
1994-95 Budget Act.
    
   

    For the first time in four years, the state enters the upcoming 1995-95
fiscal year with strengthening revenues based on an improving economy.  On
January 10, 1995, the Governor presented his 1995-96 Fiscal Year Budget
Proposal (the "Proposed Budget").  The Proposed Budget estimates General
Fund revenues and transfers of $42.5 billion (an increase of 0.2% over
1994-95).  This nominal increase from 1994-95 fiscal year reflects the
Governor's realignment proposal and the first year of his tax cut proposal.
Without these two proposals, General Fund revenues would be projected at
approximately $43.8 billion, or an increase of 3.3% over 1994-95.
Expenditures are estimated at $41.7 billion (essentially unchanged from
1994-95).  Special Fund revenues are estimated at $13.5 billion (10.7%
higher than 1994-95) and Special Fund expenditures are estimated at $13.8
billion (12.2% higher than 1994-95).  The Proposed Budget projects that the
General Fund will end the fiscal year at June 30, 1996 with a budget
surplus in SFEU of about $92 million, or less than 1% of General Fund
expenditures, and will have repaid all of the accumulated budget deficits.
    
   

    Recent Economic Trends.  Revised employment data indicate that
California's recession ended in 1993, and following a period of stability,
a solid recovery is now underway.  The State's unemployment rate fell
sharply last year, from 10.1% in January to 7.7% in October and November.
The gap between the national and California jobless rates narrowed from 3.4
percentage points at the beginning of 1994 to an average of 2 percentage
points in October and November.  The number of unemployed Californians fell
by nearly 400,000 during the year, while civilian employment increased more
than 300,000.
    
   

    Other indicators, including retail sales, homebuilding activity,
existing home sales and bank lending volume all confirm the State's
recovery.
    
   

    Personal income was severely affected by the Northridge Earthquake,
which reduced the first quarter 1994 figure by $22 billion at an annual
rate, reflecting the uninsured damage to residences and unincorporated
businesses.  As a result, personal income growth for all of 1994 was about
4.2%.  However, excluding the Northridge effects, growth would have been in
excess of 5%.  Personal income is expected to grow 6.6% for 1995.
    

                                  APPENDIX B


                 Description of S&P, Moody's & Fitch ratings:

S&P

Municipal Bond Ratings

    An S&P municipal bond rating is a current assessment of the
creditworthiness of an obligor with respect to a specific obligation.

    The ratings are based on current information furnished by the issuer or
obtained by S&P from other sources it considers reliable, and will include:
(1) likelihood of default-capacity and willingness of the obligor as to the
timely payment of interest and repayment of principal in accordance with
the terms of the obligation; (2) nature and provisions of the obligation;
and (3) protection afforded by, and relative position of, the obligation in
the event of bankruptcy, reorganization or other arrangement under the laws
of bankruptcy and other laws affecting creditors' rights.

                                    AAA

    Debt rated AAA has the highest rating assigned by S&P.  Capacity to pay
interest and repay principal is extremely strong.

                                     AA

    Debt rated AA has a very strong capacity to pay interest and repay
principal and differs from the highest rated issues only in a small degree.


                                      A

    Principal and interest payments on bonds in this category are regarded
as safe.  This rating describes the third strongest capacity for payment of
debt service.  It differs from the two higher ratings because:

    General Obligation Bonds -- There is some weakness in the local economic
base, in debt burden, in the balance between revenues and expenditures, or
in quality of management.  Under certain adverse circumstances, any one
such weakness might impair the ability of the issuer to meet debt
obligations at some future date.

    Revenue Bonds -- Debt service coverage is good, but not exceptional.
Stability of the pledged revenues could show some variations because of
increased competition or economic influences on revenues.  Basic security
provisions, while satisfactory, are less stringent.  Management performance
appears adequate.

                                       BBB

    Of the investment grade, this is the lowest.

    General Obligation Bonds -- Under certain adverse conditions, several of
the above factors could contribute to a lesser capacity for payment of debt
service.  The difference between "A" and "BBB" rating is that the latter
shows more than one fundamental weakness, or one very substantial
fundamental weakness, whereas the former shows only one deficiency among
the factors considered.

    Revenue Bonds -- Debt coverage is only fair.  Stability of the pledged
revenues could show substantial variations, with the revenue flow possibly
being subject to erosion over time.  Basic security provisions are no more
than adequate.  Management performance could be stronger.

                                BB, B, CCC, CC, C

    Debt rated BB, B, CCC, CC or C is regarded as having predominantly
speculative characteristics with respect to capacity to pay interest and
repay principal.  BB indicates the least degree of speculation and C the
highest degree of speculation.  While such debt will likely have some
quality and protective characteristics, these are outweighed by large
uncertainties or major risk exposures to adverse conditions.

                                       BB

    Debt rated BB has less near-term vulnerability to default than other
speculative grade debt.  However, it faces major ongoing uncertainties or
exposure to adverse business, financial or economic conditions which could
lead to inadequate capacity to meet timely interest and principal payment.

                                        B

    Debt rated B has a greater vulnerability to default but presently has
the capacity to meet interest payments and principal repayments.  Adverse
business, financial or economic conditions would likely impair capacity or
willingness to pay interest and repay principal.

                                       CCC

    Debt rated CCC has a current identifiable vulnerability to default, and
is dependent upon favorable business, financial and economic conditions to
meet timely payments of interest and repayment of principal.  In the event
of adverse business, financial or economic conditions, it is not likely to
have the capacity to pay interest and repay principal.

                                       CC

    The rating CC is typically applied to debt subordinated to senior debt
which is assigned an actual or implied CCC rating.


                                        C

    The rating C is typically applied to debt subordinated to senior debt
which is assigned an actual or implied CCC- debt rating.

                                        D

    Bonds rated D are in default, and payment of interest and/or repayment
of principal is in arrears.

    Plus (+) or minus (-):  The ratings from AA to CCC may be modified by
the addition of a plus or minus designation to show relative standing
within the major ratings categories.

Municipal Note Ratings

                                        SP-1

    The issuers of these municipal notes exhibit very strong or strong
capacity to pay principal and interest.  Those issues determined to possess
overwhelming safety characteristics are given a plus sign (+) designation.


                                        SP-2

    The issuers of these municipal notes exhibit satisfactory capacity to
pay principal and interest.

                                        SP-3

    The issuers of these municipal notes exhibit speculative capacity to pay
principal and interest.

Commercial Paper Ratings

    An S&P commercial paper rating is a current assessment of the likelihood
of timely payment of debt having an original maturity of no more than
365 days.  Issues assigned an A rating are regarded as having the greatest
capacity for timely payment.  Issues in this category are delineated with
the numbers 1, 2 and 3 to indicate the relative degree of safety.

                                         A-1

    This designation indicates that the degree of safety regarding timely
payment is either overwhelming or very strong. Those issues determined to
possess overwhelming safety characteristics are denoted with a plus sign
(+) designation.

                                          A-2

    Capacity for timely payment on issues with this designation is strong.
However, the relative degree of safety is not as high as for issues
designated A-1.

                                          A-3

    Issues carrying this designation have a satisfactory capacity for timely
payment.  They are, however, somewhat more vulnerable to the adverse
effects of changes in circumstances than obligations carrying the higher
designations.

Moody's

Municipal Bond Ratings

                                           Aaa

    Bonds which are rated Aaa are judged to be of the best quality.  They
carry the smallest degree of investment risk and are generally referred to
as "gilt edge."  Interest payments are protected by a large or by an
exceptionally stable margin and principal is secure.  While the various
protective elements are likely to change, such changes as can be visualized
are most unlikely to impair the fundamentally strong position of such
issues.

                                           Aa

    Bonds which are rated Aa are judged to be of high quality by all
standards.  Together with the Aaa group they comprise what generally are
known as high-grade bonds.  They are rated lower than the best bonds
because margins of protection may not be as large as in Aaa securities or
fluctuation of protective elements may be of greater amplitude or there may
be other elements present which make the long-term risks appear somewhat
larger than in Aaa securities.

                                            A

    Bonds which are rated A possess many favorable investment attributes and
are to be considered as upper medium-grade obligations.  Factors giving
security to principal and interest are considered adequate, but elements
may be present which suggest a susceptibility to impairment some time in
the future.

                                          Baa

    Bonds which are rated Baa are considered as medium- grade obligations,
i.e., they are neither highly protected nor poorly secured.  Interest
payments and principal security appear adequate for the present but certain
protective elements may be lacking or may be characteristically unreliable
over any great length of time.  Such bonds lack outstanding investment
characteristics and in fact have speculative characteristics as well.


                                           Ba

    Bonds which are rated Ba are judged to have speculative elements; their
future cannot be considered as well assured.  Often the protection of
interest and principal payments may be very moderate, and therefore not
well safeguarded during both good and bad times over the future.
Uncertainty of position characterizes bonds in this class.


                                           B

    Bonds which are rated B generally lack characteristics of the desirable
investment.  Assurance of interest and principal payments or of maintenance
of other terms of the contract over any long period of time may be small.

                                          Caa

    Bonds which are rated Caa are of poor standing.  Such issues may be in
default or there may be present elements of danger with respect to
principal or interest.

                                           Ca

    Bonds which are rated Ca present obligations which are speculative in a
high degree.  Such issues are often in default or have other marked
shortcomings.

                                            C

    Bonds which are rated C are the lowest rated class of bonds, and issues
so rated can be regarded as having extremely poor prospects of ever
attaining any real investment standing.

    Moody's applies the numerical modifiers 1, 2 and 3 to show relative
standing within the major rating categories, except in the Aaa category and
in categories below B.  The modifier 1 indicates a ranking for the security
in the higher end of a rating category; the modifier 2 indicates a
mid-range ranking; and the modifier 3 indicates a ranking in the lower end
of a rating category.

Municipal Note Ratings

    Moody's ratings for state and municipal notes and other short-term loans
are designated Moody's Investment Grade (MIG).  Such ratings recognize the
differences between short-term credit risk and long-term risk.  Factors
affecting the liquidity of the borrower and short-term cyclical elements
are critical in short-term ratings, while other factors of major importance
in bond risk, long-term secular trends for example, may be less important
over the short run.

    A short-term rating may also be assigned on an issue having a demand
feature.  Such ratings will be designated as VMIG or, if the demand feature
is not rated, as NR.  Short-term ratings on issues with demand features are
differentiated by the use of the VMIG symbol to reflect such
characteristics as payment upon periodic demand rather than fixed maturity
dates and payment relying on external liquidity.  Additionally, investors
should be alert to the fact that the source of payment may be limited to
the external liquidity with no or limited legal recourse to the issuer in
the event the demand is not met.

    Moody's short-term ratings are designated Moody's Investment Grade as
MIG 1 or VMIG 1 through MIG 4 or VMIG 4.  As the name implies, when Moody's
assigns a MIG or VMIG rating, all categories define an investment grade
situation.

                              MIG 1/VMIG 1

    This designation denotes best quality.  There is present strong
protection by established cash flows, superior liquidity support or
demonstrated broad-based access to the market for refinancing.

                              MIG 2/VMIG 2

    This designation denotes high quality.  Margins of protection are ample
although not so large as in the preceding group.

                              MIG 3/VMIG 3

    This designation denotes favorable quality.  All security elements are
accounted for but there is lacking the undeniable strength of the preceding
grades.  Liquidity and cash flow protection may be narrow and market access
for refinancing is likely to be less well established.

                              MIG 4/VMIG 4

    This designation denotes adequate quality.  Protection commonly regarded
as required of an investment security is present and, although not
distinctly or predominantly speculative, there is specific risk.

Commercial Paper Ratings

    The rating Prime-1 (P-1) is the highest commercial paper rating assigned
by Moody's.  Issuers of P-1 paper must have a superior capacity for
repayment of short-term promissory obligations, and ordinarily will be
evidenced by leading market positions in well established industries, high
rates of return on funds employed, conservative capitalization structures
with moderate reliance on debt and ample asset protection, broad margins in
earnings coverage of fixed financial charges and high internal cash
generation, and well established access to a range of financial markets and
assured sources of alternate liquidity.

    Issuers (or related supporting institutions) rated Prime-2 (P-2) have a
strong capacity for repayment of short-term promissory obligations.  This
ordinarily will be evidenced by many of the characteristics cited above but
to a lesser degree.  Earnings trends and coverage ratios, while sound, will
be more subject to variation.  Capitalization characteristics, while still
appropriate, may be more affected by external conditions.  Ample alternate
liquidity is maintained.

    Issuers (or related supporting institutions) rated Prime-3 (P-3) have an
acceptable capacity for repayment of short-term promissory obligations.
The effect of industry characteristics and market composition may be more
pronounced.  Variability in earnings and profitability may result in
changes in the level of debt protection measurements and the requirements
for relatively high financial leverage.  Adequate alternate liquidity is
maintained.


Fitch

Municipal Bond Ratings

    The ratings represent Fitch's assessment of the issuer's ability to meet
the  obligations of a specific debt issue or class of debt.  The ratings
take into consideration special features of the issue, its relationship to
other obligations of the issuer, the current financial condition and
operative performance of the issuer and of any guarantor, as well as the
political and economic environment that might affect the issuer's future
financial strength and credit quality.

                                     AAA

    Bonds rated AAA are considered to be investment grade and of the highest
credit quality.  The obligor has an exceptionally strong ability to pay
interest and repay principal, which is unlikely to be affected by
reasonably foreseeable events.

                                     AA

    Bonds rated AA are considered to be investment grade and of very high
credit quality.  The obligor's ability to pay interest and repay principal
is very strong, although not quite as strong as bonds rated AAA.  Because
bonds rated in the AAA and AA categories are not significantly vulnerable
to foreseeable future developments, short-term debt of these issuers is
generally rated F-1+.

                                      A

    Bonds rated A are considered to be investment grade and of high credit
quality.  The obligor's ability to pay interest and repay principal is
considered to be strong, but may be more vulnerable to adverse changes in
economic conditions and circumstances than bonds with higher ratings.

                                      BBB

    Bonds rated BBB are considered to be investment grade and of
satisfactory credit quality.  The obligor's ability to pay interest and
repay principal is considered to be adequate.  Adverse changes in economic
conditions and circumstances, however, are more likely to have an adverse
impact on these bonds and, therefore, impair timely payment.  The
likelihood that the ratings of these bonds will fall below investment grade
is higher than for bonds with higher ratings.

                                       BB

    Bonds rated BB are considered speculative.  The obligor's ability to pay
interest and repay principal may be affected over time by adverse economic
changes.  However, business and financial alternatives can be identified
which could assist the obligor in satisfying its debt service requirements.

                                        B

    Bonds rated B are considered highly speculative.  While bonds in this
class are currently meeting debt service requirements, the probability of
continued timely payment of principal and interest reflects the obligor's
limited margin of safety and the need for reasonable business and economic
activity throughout the life of the issue.

                                       CCC

    Bonds rated CCC have certain identifiable characteristics, which, if not
remedied, may lead to default.  The ability to meet obligations requires an
advantageous business and economic environment.

                                        CC

    Bonds rated CC are minimally protected.  Default payment of interest
and/or principal seems probable over time.

                                        C

    Bonds rated C are in imminent default in payment of interest or
principal.

                                 DDD, DD and D

    Bonds rated DDD, DD and D are in actual or imminent default of interest
and/or principal payments.  Such bonds are extremely speculative and should
be valued on the basis of their ultimate recovery value in liquidation or
reorganization of the obligor.  DDD represents the highest potential for
recovery on these bonds and D represents the lowest potential for recovery.

    Plus (+) and minus (-) signs are used with a rating symbol to indicate
the relative position of a credit within the rating category.  Plus and
minus signs, however, are not used in the AAA category covering 12-36
months or the DDD, DD or D categories.

Short-Term Ratings

    Fitch's short-term ratings apply to debt obligations that are payable on
demand or have original maturities of up to three years, including
commercial paper, certificates of deposit, medium-term notes, and municipal
and investment notes.

    Although the credit analysis is similar to Fitch's bond rating analysis,
the short-term rating places greater emphasis than bond ratings on the
existence of liquidity necessary to meet the issuer's obligations in a
timely manner.

                                       F-1+

    Exceptionally Strong Credit Quality.  Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.

                                       F-1

    Very Strong Credit Quality.  Issues assigned this rating reflect an
assurance of timely payment only slightly less in degree than issues rated
F-1+.

                                        F-2

    Good Credit Quality.  Issues carrying this rating have a satisfactory
degree of assurance for timely payments, but the margin of safety is not as
great as the F-1+ and F-1 categories.

<TABLE>
<CAPTION>

PREMIER CALIFORNIA MUNICIPAL BOND FUND
COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN Premier California
Municipal Bond Fund, Class A Shares AND THE lehman brothers municipal bond
index
*Source: Lehman Brothers
Exhibit A
AVERAGE ANNUAL TOTAL RETURNS
                           CLASS A                                                     CLASS B
- ------------------------------------------------------------        -----------------------------------------------------------
                                                                                                          % Return Reflecting
                                                % Return                                                Applicable Contingent
                                               Reflecting                                % Return           Deferred Sales
                          % Return Without    Maximum Initial                            Assuming No           Charge Upon
PERIODS ENDED 1/31/95    Sales Charge       Sales Charge (4.5%)   PERIODS ENDED 1/31/95   Redemption          Redemption*
- --------------------      ------------       --------------       -------------------     ----------         ------------
<S>                           <C>             <C>              <C>                        <C>                  <C>
1 Year                        (4.34%)         (8.63%)          1 Year                     (4.77%)              (7.46%)
5 Years                        7.52            6.53            From Inception (1/15/93)     4.22                 3.31
From Inception (11/10/86)      7.06            6.46
</TABLE>
Past performance is not predictive of future performance. Share price and
investment return fluctuate and share price may be more or less than original
cost upon redemption.
The above graph compares a $10,000 investment made in Class A shares of
Premier California Municipal Bond Fund on 11/10/86 (Inception Date) to a
$10,000 investment made in the Lehman Brothers Municipal Bond Index on that
date. For comparative purposes the value of the Index on 10/31/86 is used as
the beginning value on 11/10/86. All dividends and capital gain distributions
are reinvested. Performance for Class B shares will vary from the results
shown above due to the difference in charges and expenses charged to that
class.
The Fund invests primarily in California municipal securities and its
performance takes into account the maximum initial sales charge on Class A
shares and all other applicable fees and expenses. Unlike the Fund, the
Lehman Brothers Municipal Bond Index is an unmanaged total return performance
benchmark for the long-term, investment grade municipal bond market,
calculated by using municipal bonds selected to be representative of the
market. 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 Condensed Financial
Information section of the Prospectus and elsewhere in this report.
* Maximum contingent deferred sales charge for Class B shares is 3% and is
reduced to 0% after five years.

<TABLE>
<CAPTION>

PREMIER CALIFORNIA MUNICIPAL BOND FUND
STATEMENT OF INVESTMENTS                                                                          JANUARY 31, 1995
                                                                                         PRINCIPAL
LONG-TERM MUNICIPAL INVESTMENTS--99.0%                                                      AMOUNT           VALUE
                                                                                        --------------    --------------
<S>                                                                                      <C>             <C>
CALIFORNIA--93.8%
Alameda, Special Tax (Community Facilities District Number 1) 7.75%, 9/1/2019            $    2,000,000  $    2,028,500
Anaheim Public Financing Authority, Tax Allocation Revenue
    (Redevelopment Project Alpha) 6.31%, 12/28/2018 (Insured; MBIA).........                  4,000,000       4,003,600
Antelope Valley Hospital District, Insured COP 7.30%, 1/1/2006..............                  2,400,000       2,492,256
Bakersfield, COP (Wastewater Treatment Plant 3 Project)
    8%, 1/1/2010 (Prerefunded 1/1/1998) (a).................................                   250,000          270,570
California:
    6.90%, 4/1/2005.........................................................                  2,000,000       2,149,480
    6.125%, 10/1/2011.......................................................                  2,875,000       2,864,305
California Department of Water Resources, Revenue (Central Valley Project)
    6.385%, 12/1/2026 (b)...................................................                  7,800,000       7,613,346
California Educational Facilities Authority, Revenue:
    (Refunding - Saint Mary's College) 5%, 10/1/2012........................                  4,000,000       3,297,880
    (Santa Clara University) 6.25%, 2/1/201.................................                  3,500,000       3,361,855
California Health Facilities Financing Authority, Revenue:
    (Eskaton Properties) 7.50%, 5/1/2020 (Insured; California Health
Facilities
      Construction Insurance) (Prerefunded 5/1/2000) (a)....................                  4,000,000       4,444,400
    (Health Dimensions) 7%, 5/1/2020........................................                  6,000,000       5,772,780
    (Kaiser Permanente)  5.60%, 5/1/2033....................................                  3,000,000       2,476,620
    (Saint Francis Memorial Hospital) 5.875%, 11/1/2023.....................                  4,500,000       3,842,010
California Housing Finance Agency, Home Mortgage Revenue:
    Zero Coupon, 8/1/2023...................................................                  6,570,000         728,810
    7.50%, 8/1/2029.........................................................                  1,135,000       1,167,200
    8%, 8/1/2029............................................................                    525,000         552,043
    7.60%, 8/1/2030.........................................................                  1,605,000       1,670,869
    7.70%, 8/1/2030.........................................................                  1,200,000       1,253,268
California Pollution Control Financing Authority:
    RRR (Waste Management, Inc.) 7.15%, 2/1/2011............................                  2,000,000       2,066,900
    SWDR (North County Recycling Center)
      6.75%, 7/1/2011 (LOC; Union Bank of Switzerland) (c)..................                  2,500,000       2,529,275
California Public Works Board, LR:
    (Department of Corrections - Madera State Prison) 6%, 6/1/2010..........                  3,000,000       2,912,010
    (Department of Corrections - Susanville State Prison)
      5.375%, 6/1/2018 (Insured; MBIA)......................................                  6,500,000       5,641,220
    (Secretary of State) 6.75%, 12/1/2012...................................                  2,375,000       2,400,175
    (University of California Projects):
      5.55%, 6/1/2010.......................................................                  4,000,000       3,623,400
      5.50%, 6/1/2019.......................................................                  3,000,000       2,548,260
California Statewide Communities Development Authority, COP, Revenue,
Refunding:
    (Pacific Homes) 5.90%, 4/1/2009.........................................                  4,340,000       4,206,068
    (Triad Healthcare) 6.25%, 8/1/2006......................................                  2,000,000       1,944,200
Central Valley Financing Authority, Cogeneration Project Revenue
    (Carson Ice - General Project) 6%, 7/1/2009.............................                  4,500,000       4,207,410
Compton, COP, Refunding 7.50%, 8/1/2015 (LOC; Mitsui Trust and Banking) (c).                  2,000,000       2,044,740


PREMIER CALIFORNIA MUNICIPAL BOND FUND
STATEMENT OF INVESTMENTS (CONTINUED)                                                            JANUARY 31, 1995
                                                                                          PRINCIPAL
LONG-TERM MUNICIPAL INVESTMENTS (CONTINUED)                                                 AMOUNT           VALUE
                                                                                        --------------    --------------
CALIFORNIA (CONTINUED)
Contra Costa County, Home Mortgage Revenue
    8.25%, 6/1/2021 (Collateralized; GNMA ).................................                $   350,000     $   429,782
Fontana Redevelopment Agency, Tax Allocation Revenue
    (North Fontana Redevelopment Project) 7.25%, 9/1/2020...................                  4,250,000       4,336,317
Glendora Public Finance Authority, Tax Allocation Revenue
    7.625%, 9/1/2010 (Prerefunded 9/1/1999) (a).............................                  1,815,000       2,004,559
Lake Elsinore Public Financing Authority, Local Agency Revenue:
    7.50%, 10/1/2010........................................................                  3,000,000       3,054,900
    8%, 10/1/2020...........................................................                  1,640,000       1,694,464
Los Angeles Convention and Exhibition Center Authority, COP, Revenue,
Refunding
    7.375%, 8/15/2018 (Prerefunded 8/15/1999) (a)...........................                   700,000          765,583
Los Angeles County Building Authority, Revenue, Refunding:
    5.60%, 5/1/2008.........................................................                  4,445,000       4,163,943
    5.625%, 5/1/2011........................................................                  5,250,000       4,777,867
Los Angeles Department of Water and Power, Electric Plant Revenue:
    4.75%, 11/15/2019.......................................................                  5,000,000       3,883,250
    5.30%, 2/15/2021........................................................                  2,000,000       1,685,140
    5.375%, 9/1/2023........................................................                  5,000,000       4,227,900
Los Angeles Harbor Department, Revenue 7.60%, 10/1/2018.....................                   750,000          839,092
Los Banos, COP 7.65%, 9/1/2019 (Prerefunded 9/1/1999) (a)...................                   500,000          552,725
Mount Shasta, HR, COP (Mercy Medical Center)
    7.25%, 7/1/2019 (Prerefunded 7/1/1999) (a)..............................                  1,885,000       2,050,861
Mountain View Shoreline Regional Park Community 5.75%, 8/1/2018.............                  4,605,000       3,853,510
Nevada County, COP (Western Nevada Co.- Solid Waste) 7.50%, 6/1/2021........                  2,200,000       2,100,384
Northern California Power Agency, Public Power Revenue:
    6.30%, 7/1/2018 (b).....................................................                  6,000,000       5,948,820
    (Refunding - Geothermal Project No. 3):
      7%, 7/1/2007..........................................................                  1,000,000       1,023,960
      5.85%, 7/1/2010.......................................................                  4,000,000       3,690,400
    (Refunding - Hydroelectric Project No. 1) 7.15%, 7/1/2024...............                  4,445,000       4,518,476
Oakdale Public Finance Authority, Revenue (Center City Redevelopment Project)
    7.90%, 7/1/2019.........................................................                  1,750,000       1,807,120
Orange County, Special Tax (Community Facilities District No. 87):
    7.75%, 8/15/2014........................................................                  2,375,000       2,208,750
    7.80%, 8/15/2015 (Prerefunded 8/15/2000) (a)............................                  2,000,000       2,259,440
Orange Cove, Irrigation District Revenue, COP (Rehabilitation Project)
    7.25%, 2/1/2012.........................................................                  3,000,000       3,032,550
Richmond Joint Powers Financing Authority, Revenue 7.25%, 5/15/2013.........                  1,500,000       1,536,330
Riverside County, SFMR 7.80%, 5/1/2021 (Collateralized; GNMA)...............                  1,250,000       1,465,563
Roseville, Special Tax (Community Facilities District No. 1) 7.70%, 9/1/2020                  2,000,000       2,028,660
Sacramento County, Special Tax (Community Facilities District No. 1):
    8.20%, 12/1/2010........................................................                  2,250,000       2,386,710
    8.25%, 12/1/2020........................................................                  2,000,000       2,098,160

PREMIER CALIFORNIA MUNICIPAL BOND FUND
STATEMENT OF INVESTMENTS (CONTINUED)                                                            JANUARY 31, 1995
                                                                                          PRINCIPAL
LONG-TERM MUNICIPAL INVESTMENTS (CONTINUED)                                                 AMOUNT           VALUE
                                                                                        --------------    --------------
CALIFORNIA (CONTINUED)
Sacramento Schools Insurance Authority, Revenue (Workers Compensation
Program)
    5.75%, 6/1/2003.........................................................             $    3,955,000   $   3,944,282
San Diego, IDR (San Diego Electric and Gas)
    5.90%, 6/1/2018.........................................................                  5,000,000       4,665,000
San Diego County Water Authority, Water Revenue, COP 5.607%, 4/23/2008......                  4,000,000       3,820,760
San Francisco City and County Public Utilities Commission, Water Revenue,
Refunding
    6%, 11/1/2015...........................................................                  2,000,000       1,933,060
San Jose Financing Authority, Revenue, Refunding (Convention Center Project)
    6.40%, 9/1/2022.........................................................                  4,000,000       3,874,040
San Marcos Public Facilities Authority, Revenue, Refunding
    (Public Improvement - Civic Center) 6.15%, 8/1/2013.....................                  2,320,000       2,081,782
Santa Monica, Wastewater Enterprise Revenue 4.75%, 1/1/2010 (Insured; AMBAC)                  2,895,000       2,446,275
Sequoia Hospital District, Revenue, Refunding:
    7.50%, 9/1/2008 (Prerefunded 9/1/1998) (a)..............................                   795,000          865,890
    7.60, 9/1/2014 (Prerefunded 9/1/1998) (a)...............................                   750,000          819,038
Simi Valley, Single Family Residential Mortgage Revenue 7.625%, 8/1/2022 (d)                  2,000,000       1,000,000
University of California, COP (UCLA Central Chiller/Cogeneration)
    7%, 11/1/2018 (Prerefunded 11/1/1999) (a)...............................                  3,340,000       3,615,684
Upland, HR, COP (San Antonio Community Hospital) 7.125%, 1/1/2011...........                  1,000,000       1,021,860
Vista, MFHR (Vista Hacienda Project) 6.95%, 4/1/2017........................                  3,000,000       3,052,410
Waterford Public Financing Authority, Revenue 8.20%, 9/15/2020..............                  3,505,000       3,597,918
U.S. RELATED--5.2%
Puerto Rico Electric Power Authority, Power Revenue, Refunding:
    7.125%, 7/1/1999........................................................                  3,500,000       3,809,050
    7.125%, 7/1/2014........................................................                  2,000,000       2,072,900
Virgin Islands Territory (Hugo Insurance Claims Fund Program) 7.75%, 10/1/2006.               1,770,000       1,869,014
Virgin Islands Water and Power Authority, Electric Systems Revenue 7.40%, 7/1/2011            3,000,000       3,080,820
                                                                                                           --------------
TOTAL LONG-TERM MUNICIPAL INVESTMENTS (cost $206,689,074)...................                               $206,108,449
                                                                                                           ============
</TABLE>
<TABLE>
<CAPTION>

SHORT-TERM MUNICIPAL INVESTMENTS--1.0%
California Pollution Control Financing Authority, SWDR, VRDN
    <S>                                                                             <C>                  <C>
    3.30%, (cost $2,000,000) (e)............................................        $    2,000,000       $  2,000,000
                                                                                                         ------------
TOTAL INVESTMENTS--100.0% (cost $208,689,074)...............................                             $208,108,449
                                                                                                         ============

</TABLE>
<TABLE>

SUMMARY OF ABBREVIATIONS
<S>           <C>                                                <C>      <C>
AMBAC         American Municipal Bond Assurance Corporation      MBIA     Municipal Bond Investors Assurance
COP           Certificate of Participation                       MFHR    Multi - Family Housing Revenue
GNMA          Government National Mortgage Association           RRR      Resources Recovery Revenue
HR            Hospital Revenue                                   SFMR    Single Family Mortgage Revenue
IDR           Industrial Development Revenue                     SWDR    Solid Waste Disposal Revenue
LOC           Letter of Credit                                   VRDN    Variable Rate Demand Note
LR            Lease Revenue
</TABLE>
<TABLE>
<CAPTION>

PREMIER CALIFORNIA MUNICIPAL BOND FUND
SUMMARY OF COMBINED RATINGS (UNAUDITED)
FITCH (F)              OR          MOODY'S             OR         STANDARD & POOR'S           PERCENTAGE OF VALUE
- ---------                          ---------                      --------------------    -----------------------
<S>                                <C>                            <C>                               <C>
AAA                                Aaa                            AAA                               18.9%
AA                                 Aa                             AA                                18.2
A                                  A                              A                                 36.4
BBB                                Baa                            BBB                               10.7
D                                  D                              D                                   .5
F1+ & F1                           MIG1,VMIG1 & P1                SP1 & A1                           1.0
Not Rated (g)                      Not Rated (g)                  Not Rated (g)                     14.3
                                                                                                  -------
                                                                                                  100.0%
                                                                                                  ======
</TABLE>
NOTES TO STATEMENT OF INVESTMENTS:
    (a)  Bonds which are prerefunded are collateralized by U.S. Government
    Securities which are held in escrow and are used to pay principal and
    interest on the municipal issue and to retire the bonds in full at the
    earliest refunding date.
    (b)  Security 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 January 31,
    1995, these securities amounted to $13,562,166 or 6.4% of net assets.
    (c)  Secured by letters of credit.
    (d)  Non-income producing security; interest payments in default.
    (e)  Security payable on demand. The interest rate, which is subject to
    change, is based upon bank prime rates of an index of market interest
    rates.
    (f)  Fitch currently provides creditworthiness information for a limited
    number of investments.
    (g)  Securities which, while not rated by Fitch, Moody's or Standard &
    Poor's have been determined by the Fund's Manager to be of comparable
    quality to those rated securities in which the Fund may invest.


See notes to financial statements.
<TABLE>
<CAPTION>
PREMIER CALIFORNIA MUNICIPAL BOND FUND
STATEMENT OF ASSETS AND LIABILITIES                                                                            JANUARY 31, 1995
<S>                                                                                                  <C>          <C>
ASSETS:
    Investments in securities, at value
      (cost $208,689,074)--see statement....................................                                      $208,108,449
    Cash....................................................................                                           238,093
    Receivable for investment securities sold...............................                                        12,841,148
    Interest receivable.....................................................                                         3,625,638
    Receivable for shares of Beneficial Interest subscribed.................                                            75,515
    Prepaid expenses........................................................                                            10,244
                                                                                                                --------------
                                                                                                                   224,899,087
LIABILITIES:
    Due to The Dreyfus Corporation..........................................                         $   97,428
    Due to Distributor......................................................                             52,264
    Payable for investment securities purchased.............................                         13,496,145
    Payable for shares of Beneficial Interest redeemed......................                            261,212
    Accrued expenses........................................................                             72,348     13,979,397
                                                                                                     ----------   ------------
NET ASSETS  ................................................................                                      $210,919,690
                                                                                                                  ============
REPRESENTED BY:
    Paid-in capital.........................................................                                      $210,682,786
    Accumulated undistributed net realized gain on investments..............                                           817,529
    Accumulated net unrealized (depreciation) on investments-Note 3(b)......                                          (580,625)
                                                                                                                 --------------
NET ASSETS at value.........................................................                                      $210,919,690
                                                                                                                  ============
Shares of Beneficial Interest outstanding:
    Class A Shares
      (unlimited number of $.001 par value shares authorized)...............                                        15,678,009
                                                                                                                  ============
    Class B Shares
      (unlimited number of $.001 par value shares authorized)...............                                         1,549,730
                                                                                                                  ============
NET ASSET VALUE per share:
    Class A Shares
      ($191,939,038 / 15,678,009 shares)....................................                                            $12.24
                                                                                                                       =======
    Class B Shares
      ($18,980,652 / 1,549,730 shares)......................................                                            $12.25
                                                                                                                       =======
</TABLE>


See notes to financial statements.

<TABLE>
<CAPTION>
PREMIER CALIFORNIA MUNICIPAL BOND FUND
STATEMENT OF OPERATIONS                                                                    YEAR ENDED JANUARY 31, 1995
<S>                                                                                           <C>                <C>
INVESTMENT INCOME:
    INTEREST INCOME.........................................................                                     $ 15,224,028
    EXPENSES:
      Management fee--Note 2(a).............................................                  $   1,264,646
      Shareholder servicing costs-Note 2(c).................................                        711,937
      Distribution fees (Class B Shares)-Note 2(b)..........................                         95,246
      Professional fees.....................................................                         41,348
      Prospectus and shareholders' reports..................................                         24,345
      Custodian fees........................................................                         24,113
      Trustees' fees and expenses-Note 2(d).................................                         20,846
      Registration fees.....................................................                         10,658
      Miscellaneous.........................................................                         30,358
                                                                                                -----------
                                                                                                  2,223,497
      Less-reduction in management fee due to
          undertakings-Note 2(a)............................................                         51,429
                                                                                             --------------
            TOTAL EXPENSES..................................................                                        2,172,068
                                                                                                                --------------
            INVESTMENT INCOME--NET..........................................                                       13,051,960
REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS:
    Net realized gain on investments--Note 3(a).............................                  $   1,747,587
    Net realized gain on financial futures-Note 3(a)........................                         11,431
                                                                                             --------------
          NET REALIZED GAIN.................................................                                        1,759,018
    Net unrealized (depreciation) on investments............................                                      (27,102,766)
                                                                                                                --------------
            NET REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS...............                                      (25,343,748)
                                                                                                                --------------
NET (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS......................                                     $(12,291,788)
                                                                                                                 =============
</TABLE>


See notes to financial statements.
<TABLE>
<CAPTION>
PREMIER CALIFORNIA MUNICIPAL BOND FUND
STATEMENT OF CHANGES IN NET ASSETS
                                                                                              YEAR ENDED JANUARY 31,
                                                                                         --------------------------------
                                                                                             1994             1995
                                                                                        --------------    --------------
<S>                                                                                     <C>                <C>
OPERATIONS:
    Investment income--net..................................................            $  14,116,597      $  13,051,960
    Net realized gain on investments........................................                1,865,591          1,759,018
    Net unrealized appreciation (depreciation) on investments for the year..               15,121,644        (27,102,766)
                                                                                        --------------    --------------
          NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS...               31,103,832        (12,291,788)
                                                                                        --------------    --------------
DIVIDENDS TO SHAREHOLDERS FROM:
    Investment income--net:
      Class A shares........................................................              (13,671,122)       (12,067,054)
      Class B shares........................................................                 (445,475)          (984,906)
    Net realized gain on investments:
      Class A shares........................................................               (1,751,692)        (1,316,480)
      Class B shares........................................................                 (106,093)          (128,731)
                                                                                        --------------    --------------
          TOTAL DIVIDENDS...................................................              (15,974,382)       (14,497,171)
                                                                                        --------------    --------------
BENEFICIAL INTEREST TRANSACTIONS:
    Net proceeds from shares sold:
      Class A shares........................................................               26,262,438         12,980,330
      Class B shares........................................................               17,148,970          6,515,990
    Dividends reinvested:
      Class A shares........................................................                7,074,547          6,079,502
      Class B shares........................................................                  366,127            709,931
    Cost of shares redeemed:
      Class A shares........................................................              (27,275,575)       (47,805,009)
      Class B shares........................................................               (1,244,937)        (3,113,197)
                                                                                        --------------    --------------
          INCREASE (DECREASE) IN NET ASSETS FROM
            BENEFICIAL INTEREST TRANSACTIONS................................               22,331,570        (24,632,453)
                                                                                        --------------    --------------
                TOTAL INCREASE (DECREASE) IN NET ASSETS.....................               37,461,020        (51,421,412)
NET ASSETS:
    Beginning of year.......................................................              224,880,082        262,341,102
                                                                                        --------------    --------------
    End of year.............................................................             $262,341,102       $210,919,690
                                                                                        ==============     =============
</TABLE>
<TABLE>
<CAPTION>


                                                                                   SHARES
                                                         ---------------------------------------------------------------------
                                                                   CLASS A                          CLASS B
                                                       --------------------------------       --------------------------------

                                                            YEAR ENDED JANUARY 31,                YEAR ENDED JANUARY 31,
                                                       --------------------------------       --------------------------------

                                                            1994             1995                 1994             1995
                                                       --------------   --------------        --------------    --------------
<S>                                                       <C>            <C>                     <C>               <C>
CAPITAL SHARE TRANSACTIONS:
    Shares sold............................               1,965,588      1,040,833               1,279,001         506,103
    Shares issued for dividends reinvested.                 526,710        489,182                  27,085          57,245
    Shares redeemed........................              (2,036,874)    (3,847,929)                (92,319)       (252,804)
                                                       --------------   --------------        --------------    --------------
          NET INCREASE (DECREASE) IN
            SHARES OUTSTANDING.............                 455,424     (2,317,914)              1,213,767         310,544
                                                       ===============  ============           =============     =============
</TABLE>

See notes to financial statements.

PREMIER CALIFORNIA MUNICIPAL BOND FUND
FINANCIAL HIGHLIGHTS

    Reference is made to page 4 of the Fund's Prospectus dated June 1, 1995.


PREMIER CALIFORNIA MUNICIPAL BOND FUND
NOTES TO FINANCIAL STATEMENTS
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:
    The Fund is registered under the Investment Company Act of 1940 ("Act")
as a diversified, open-end management investment company. Dreyfus Service
Corporation, until August 24, 1994, acted as the distributor of the Fund's
shares. Dreyfus Service Corporation is a wholly-owned subsidiary of The
Dreyfus Corporation ("Manager"). Effective August 24, 1994, the Manager
became a direct subsidiary of Mellon Bank, N.A.
    On August 24, 1994, Premier Mutual Fund Services, Inc. (the
"Distributor") was engaged as the Fund's distributor. The Distributor,
located at One Exchange Place, Boston, Massachusetts 02109, is a wholly-owned
subsidiary of Institutional Administration Services, Inc., a provider of
mutual fund administration services, the parent company of which is Boston
Institutional Group, Inc.
    The Fund offers both Class A and Class B shares. Class A shares are
subject to a sales charge imposed at the time of purchase and Class B shares
are subject to a contingent deferred sales charge imposed at the time of
redemption on redemptions made within five years of purchase. Other
differences between the two Classes include the services offered to and the
expenses borne by each Class and certain voting rights.
    (A) PORTFOLIO VALUATION: The Fund's investments (excluding options and
financial futures on municipal and U.S. treasury securities) 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
municipal securities of comparable quality, coupon, maturity and type;
indications as to values from dealers; and general market conditions. Options
and financial futures on municipal and U.S. treasury securities 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 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. Bid price is
used when no asked price is available.
    (B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Interest
income, adjusted for amortization of premiums and original issue discounts on
investments, is earned from settlement date and recognized on the accrual
basis. Securities purchased or sold on a when-issued or delayed-delivery
basis may be settled a month or more after the trade date.
    The Fund follows an investment policy of investing primarily in municipal
obligations of one state. Economic changes affecting the state and certain of
its public bodies and municipalities may affect the ability of issuers within
the state to pay interest on, or repay principal of, municipal obligations
held by the Fund.
    (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
PREMIER CALIFORNIA MUNICIPAL BOND FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
the distribution requirements of the Internal Revenue 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, which can distribute tax exempt
dividends, by complying with the applicable provisions of the Internal
Revenue Code, and to make distributions of income and net realized capital
gain sufficient to relieve it from substantially all Federal income and
excise taxes.
NOTE 2--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
    (A) Pursuant to a management agreement ("Agreement") with the Manager,
the management fee is computed at the annual rate of .55 of 1% of the average
daily value of the Fund's net assets and is payable monthly. The Agreement
provides for an expense reimbursement from the Manager should the Fund's
aggregate expenses, exclusive of taxes, brokerage, interest on borrowings and
extraordinary expenses, exceed the expense limitation of any state having
jurisdiction over the Fund for any full fiscal year. The most stringent state
expense limitation applicable to the Fund presently requires reimbursement of
expenses in any full fiscal year that such expenses (exclusive of
distribution expenses and certain expenses as described above) exceed 2 1/2%
of the first $30 million, 2% of the next $70 million and
1 1/2% of the excess over $100 million of the average value of the Fund's net
assets in accordance with California "blue sky" regulations. However, the
Manager had undertaken from February 1, 1994 through July 7, 1994, to reduce
the management fee paid by the Fund to the extent that the Fund's aggregate
expenses (excluding certain expenses as described above) exceeded specified
annual percentages of the Fund's average daily net assets. The reduction in
management fee, pursuant to the undertaking, amounted to $51,429 for the
year ended January 31, 1995.
    Dreyfus Service Corporation retained $17,596 during the year ended
January 31, 1995 from commissions earned on sales of the Fund's Class A
shares.
    Prior to August 24, 1994, Dreyfus Service Corporation retained $33,555
during the year ended January 31, 1995 from contingent deferred sales charges
imposed upon redemptions of the Fund's Class B shares.
    (B) On August 3, 1994, the Fund's shareholders approved a revised
Distribution Plan with respect to Class B shares only (the "Class B
Distribution Plan") pursuant to Rule 12b-1 under the Act. Pursuant to the
Class B Distribution Plan, effective August 24, 1994, the Fund pays the
Distributor for distributing the Fund's Class B shares at an annual rate of
 .50 of 1% of the value of the average daily net assets of Class B shares.
    Prior to August 24, 1994, the Distribution Plan ("prior Class B
Distribution Plan") provided that the Fund pay Dreyfus Service Corporation at
an annual rate of .50 of 1% of the value of the Fund's Class B shares average
daily net assets, for costs and expenses in connection with advertising,
marketing and distributing the Fund's Class B shares. Dreyfus Service
Corporation made payments to one or more Service Agents based on the value of
the Fund's Class B shares owned by clients of the Service Agent.
    During the year ended January 31, 1995, $42,473 was charged to the Fund
pursuant to the Class B Distribution Plan and $52,773 was charged to the Fund
pursuant to the prior Class B Distribution Plan.
    (C) Under the Shareholder Services Plan, the Fund pays the Distributor,
at an annual rate of .25 of 1 % of the value of the average daily net assets
of Class A and Class B shares for servicing shareholder
PREMIER CALIFORNIA MUNICIPAL BOND FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
accounts. 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 in respect of these services. The Distributor determines the
amounts to be paid to Service Agents. From February 1, 1994 through August
23, 1994, $309,651 and $26,386 were charged to Class A and Class B shares,
respectively, by Dreyfus Service Corporation. From August 24, 1994 through
January 31, 1995, $217,565 and $21,237 were charged to Class A and B shares,
respectively, by the Distributor pursuant to the Shareholder Services Plan.
    (D) Prior to August 24, 1994, certain officers and trustees of the Fund
were "affiliated persons," as defined in the Act, of the Manager and/or
Dreyfus Service Corporation. Each trustee who is not an "affiliated person"
receives an annual fee of $2,500 and an attendance fee of $500 per meeting.
Prior to April 20, 1994 the annual fee was $400 and the attendance fee
was $250 per meeting.
NOTE 3--SECURITIES TRANSACTIONS:
    (A) The aggregate amount of purchases and sales of investment securities
amounted to $171,195,785 and $197,790,045, respectively, for the year ended
January 31, 1995, and consisted entirely of long-term and short-term municipal
investments.  The Fund is engaged in trading financial future contracts.  The
Fund is exposed to market risk as a result of changes in the value of underlying
financial instruments. Investments in financial futures require the Fund to
"mark to market" on a daily basis, which reflects the change in the market
value of the contract at the close of each day's trading. Accordingly,
variation margin payments are made or received 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
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
At January 31, 1995, there were no financial futures contracts outstanding.
    (B) At January 31, 1995 accumulated net unrealized depreciation on
investments was $580,625, consisting of $4,975,986 gross unrealized
appreciation and $5,556,611 gross unrealized depreciation.
    At January 31, 1995 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).
PREMIER CALIFORNIA MUNICIPAL BOND FUND
REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
PREMIER CALIFORNIA MUNICIPAL BOND FUND
    We have audited the accompanying statement of assets and liabilities of
Premier California Municipal Bond Fund, including the statement of
investments, as of January 31, 1995, 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. Our procedures included confirmation of
securities owned as of January 31, 1995 by correspondence with the custodian
and brokers. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits provide
a reasonable basis for our opinion.
    In our opinion, the financial statements and financial highlights
referred to above present fairly, in all material respects, the financial
position of Premier California Municipal Bond Fund, at January 31, 1995, the
results of its operations for the year then ended, the changes in its net
assets for each of the two years in the period then ended, and the financial
highlights for each of the indicated years, in conformity with generally
accepted accounting principles.

                                         (Ernst & Young LLP Signature)
New York, New York
March 7, 1995


              PREMIER CALIFORNIA MUNICIPAL BOND FUND


                         PART C.  OTHER INFORMATION


Item 24.   Financial Statements and Exhibits - List

           (a)  Financial Statements:

                Included in Part A of the Registration Statement:

                     Condensed Financial Information -- Class A - For the
                     period from November 10, 1986 (commencement of
                     operations) to January 31, 1987 and for each of the
                     eight years ended January 31, 1995.

                     Class B - For the period from January 15, 1993
                     (commencement of initial offering) to January 31, 1993
                     and for each of the two years ended January 31, 1995.

                Included in Part B of the Registration Statement:

                     Statement of Investments -- January 31, 1995.

                     Statement of Assets and Liabilities --January 31, 1995.

                     Statement of Operations -- year ended January 31, 1995.

                     Statement of Changes in Net Assets -- for the years
                     ended January 31, 1994 and 1995.

                     Notes to Financial Statements.

                     Report of Ernst & Young LLP, Independent Auditors,
                     dated March 7, 1995.


All Schedule Nos. I through VII and other financial statement information,
for which provision is made in the applicable accounting regulations of the
Securities and Exchange Commission, are either omitted because they are not
required under the related instructions, they are inapplicable, or the
required information is presented in the financial statements or notes
which are included in Part B of the Registration Statement.

Item 24.   Financial Statements and Exhibits - List (continued)

   (b)     Exhibits:
   

   (1)     Registrant's Amended and Restated Agreement and Declaration of
           Trust are incorporated by Reference to Exhibit (1) of Post
           Effective Amendment No. 15 to the Registration Statement on Form
           N-1A, filed on March 30, 1995.
    

   (2)     Registrant's By-Laws are incorporated by reference to Exhibit (2)
           of Post-Effective Amendment No. 14 to the Registration Statement
           on Form N-1A, filed on May 19, 1994.
   

   (5)     Management Agreement is incorporated by Reference to Exhibit (5)
           of Post-Effective Amendment No. 15 to the Registration Statement
           on Form N-1A, filed on March 30, 1995.
    
   

   (6)(a)  Distribution Agreement is incorporated by Reference to Exhibit
           (6)(a) of Post-Effective Amendment No. 15 to the Registration
           Statement on Form N-1A, filed on March 30, 1995.
    
   

   (6)(b)  Forms of Service Agreements are incorporated by Reference to
           Exhibit (6)(b) of Post-Effective amendment No. 15 to the
           Registration Statement on Form N-1A, filed on March 30, 1995.
    
   

   (6)(c)  Forms of Distribution Plan Agreements are incorporated by
           Reference to Exhibit (6)(b) of Post-Effective amendment No. 15 to
           the Registration Statement on Form N-1A, filed on March 30, 1995.
           (8)(a)
    

   (8)(a)  Registrant's Custody Agreement is incorporated by reference to
           Exhibit (8)(a) of Post-Effective Amendment No. 5 to the
           Registration Statement on Form N-1A, filed on May 30, 1990.

   (8)(b)  Registrant's Sub-Custodial Agreements are incorporated by
           reference to Exhibit (8)(b) of Post-Effective Amendment No. 14 to
           the Registration Statement on Form N-1A, filed on May 19, 1994.
   

   (9)     Shareholder Services Plan.
    
   

   (10)    Opinion and consent of Registrant's counsel are incorporated by
           Reference to Exhibit (10) of Post-Effective Amendment No. 15 to
           the Registration Statement on Form N-1A, filed on March 30, 1995.
    

   (11)    Consent of Independent Auditors.
   

   (15)    Distribution Plan.
    

 Item 24.   Financial Statements and Exhibits - List (continued)

   (16)    Schedules of Computation of Performance Data are incorporated by
           reference to Exhibit (16) of Post-Effective Amendment No. 14 to
           the Registration Statement on Form N-1A, filed on May 19, 1994.
   

   (18)    Registrant's Rule 18f-3 Plan.
    


Other Exhibits:
   

           (a)   Powers-of-Attorney of Registrant's Trustees and officers
                 are incorporated by Reference to Other Exhibit (a) of
                 Post-Effective Amendment No. 15 to the Registration
                 Statement on Form N-1A, filed on March 30, 1995.
    
   

           (b)   The Certificate of Assistant Secretary is incorporated by
                 Reference to Other Exhibit (b) of Post-Effective Amendment
                 No. 15 to the Registration Statement on Form N-1A, filed
                 on March 30, 1995.
    


Item 25.   Persons Controlled by or under Common Control with Registrant

           Not Applicable


Item 26.   Number of Holders of Securities
   

              (1)               (2)

                          Number of Record
             Title of Class   Holders as of May 25, 1995

           Beneficial Interest
           (par value $.001)
           Class A                       3,773
           Class B                         589

    

Item 27.   Indemnification

           The Statement as to the general effect of any contract,
           arrangements or statute under which a trustee, officer,
           underwriter or affiliated person of the Registrant is indemnified
           is incorporated by reference to Item 27 of Part C of
           Pre-Effective Amendment No. 1 to the Registration Statement on
           Form N-1A, filed on September 10, 1986.
   

           Reference is also made to the Distribution Agreement attached as
           Exhibit (6)(a) of Post-Effective Amendment No. 15 to the
           Registration Statement on Form N-1A, filed on March 30, 1995.

    

Item 28.   Business and Other Connections of Investment Adviser

           Investment Adviser - The Dreyfus Corporation

           The Dreyfus Corporation ("Dreyfus") and subsidiary companies
           comprise a financial service organization whose business consists
           primarily of providing investment management services as the
           investment adviser and manager for sponsored investment companies
           registered under the Investment Company Act of 1940 and as an
           investment adviser to institutional and individual accounts.
           Dreyfus also serves as sub-investment adviser to and/or
           administrator of several investment companies.  Dreyfus Service
           Corporation, a wholly-owned subsidiary of Dreyfus, serves
           primarily as the registered broker-dealer of shares of investment
           companies sponsored by Dreyfus and of other investment companies
           for which Dreyfus acts as sub-investment adviser and/or
           administrator.  Dreyfus Management, Inc., another wholly-owned
           subsidiary, provides investment management services to various
           pension plans, institutions and individuals.

Item 28.  Business and Other Connections of Investment Adviser (continued)
________  ________________________________________________________________

          Officers and Directors of Investment Adviser
          ____________________________________________


Name and Position
with Dreyfus                  Other Businesses
_________________             ________________

MANDELL L. BERMAN             Real estate consultant and private investor
Director                           29100 Northwestern Highway, Suite 370
                                   Southfield, Michigan 48034;
                              Past Chairman of the Board of Trustees of
                              Skillman Foundation.
                              Member of The Board of Vintners Intl.

FRANK V. CAHOUET              Chairman of the Board, President and
Director                      Chief Executive Officer:
                                   Mellon Bank Corporation
                                   One Mellon Bank Center
                                   Pittsburgh, Pennsylvania 15258;
                                   Mellon Bank, N.A.
                                   One Mellon Bank Center
                                   Pittsburgh, Pennsylvania 15258
                              Director:
                                   Avery Dennison Corporation
                                   150 North Orange Grove Boulevard
                                   Pasadena, California 91103;
                                   Saint-Gobain Corporation
                                   750 East Swedesford Road
                                   Valley Forge, Pennsylvania 19482;
                                   Teledyne, Inc.
                                   1901 Avenue of the Stars
                                   Los Angeles, California 90067

ALVIN E. FRIEDMAN             Senior Adviser to Dillon, Read & Co. Inc.
Director                           535 Madison Avenue
                                   New York, New York 10022;
                                   Director and member of the Executive
                                   Committee of Avnet, Inc.**

LAWRENCE M. GREENE            Director:
Director                           Dreyfus America Fund

JULIAN M. SMERLING            None
Director

DAVID B. TRUMAN               Educational consultant;
Director                      Past President of the Russell Sage Foundation
                                   230 Park Avenue
                                   New York, New York 10017;
                              Past President of Mount Holyoke College
                                   South Hadley, Massachusetts 01075;

DAVID B. TRUMAN               Former Director:
(cont'd)                           Student Loan Marketing Association
                                   1055 Thomas Jefferson Street, N.W.
                                   Washington, D.C. 20006;
                              Former Trustee:
                                   College Retirement Equities Fund
                                   730 Third Avenue
                                   New York, New York 10017

HOWARD STEIN                  Chairman of the Board:
Chairman of the Board and          Dreyfus Acquisition Corporation*;
Chief Executive Officer            The Dreyfus Consumer Credit Corporation*;
                                   Dreyfus Management, Inc.*;
                                   Dreyfus Service Corporation*;
                              Chairman of the Board and Chief Executive
                              Officer:
                                   Major Trading Corporation*;
                              Director:
                                   Avnet, Inc.**;
                                   Dreyfus America Fund++++;
                                   The Dreyfus Fund International
                                   Limited+++++;
                                   World Balanced Fund+++;
                                   Dreyfus Partnership Management,
                                        Inc.*;
                                   Dreyfus Personal Management, Inc.*;
                                   Dreyfus Precious Metals, Inc.*;
                                   Dreyfus Service Organization, Inc.*;
                                   Seven Six Seven Agency, Inc.*;
                              Trustee:
                                   Corporate Property Investors
                                   New York, New York;

W. KEITH SMITH                Chairman and Chief Executive Officer:
Vice Chairman of the Board         The Boston Company
                                   One Boston Place
                                   Boston, Massachusetts 02108
                              Vice Chairman of the Board:
                                   Mellon Bank Corporation
                                   One Mellon Bank Center
                                   Pittsburgh, Pennsylvania 15258;
                                   Mellon Bank, N.A.
                                   One Mellon Bank Center
                                   Pittsburgh, Pennsylvania 15258
                              Director:
                                   Dentsply International, Inc.
                                   570 West College Avenue
                                   York, Pennsylvania 17405

ROBERT E. RILEY               Director:
President, Chief                   Dreyfus Service Corporation
Operating Officer,
and a Director


LAWRENCE S. KASH              Chairman, President and Chief
Vice Chairman-Distribution    Executive Officer:
and a Director                     The Boston Company Advisors, Inc.
                                   53 State Street
                                   Exchange Place
                                   Boston, Massachusetts 02109
                              Executive Vice President and Director:
                                   Dreyfus Service Organization, Inc.*;
                              Director:
                                   The Dreyfus Consumer Credit Corporation*;
                                   The Dreyfus Trust Company++'
                                   Dreyfus Service Corporation*;
                              President:
                                   The Boston Company
                                   One Boston Place
                                   Boston, Massachusetts  02108;
                                   Laurel Capital Advisors
                                   One Mellon Bank Center
                                   Pittsburgh, Pennsylvania 15258;
                                   Boston Group Holdings, Inc.
                              Executive Vice President
                                   Mellon Bank, N.A.
                                   One Mellon Bank Center
                                   Pittsburgh, Pennsylvania 15258;
                                   Boston Safe Deposit & Trust
                                   One Boston Place
                                   Boston, Massachusetts 02108

PHILIP L. TOIA                Chairman of the Board and Trust Investment
Vice Chairman-Operations      Officer:
and Administration                 The Dreyfus Trust Company+++;
                              Chairman of the Board and Chief Executive
                              Officer:
                                   Major Trading Corporation*;
                              Director:
                                   The Dreyfus Security Savings Bank F.S.B.+;
                                   Dreyfus Service Corporation*;
                                   Seven Six Seven Agency, Inc.*;
                              President and Director:
                                   Dreyfus Acquisition Corporation*;
                                   The Dreyfus Consumer Credit Corporation*;
                                   Dreyfus-Lincoln, Inc.*;
                                   Dreyfus Management, Inc.*;
                                   Dreyfus Personal Management, Inc.*;
                                   Dreyfus Partnership Management, Inc.+;
                                   Dreyfus Service Organization*;
                                   The Truepenny Corporation*;
                              Formerly, Senior Vice President:
                                   The Chase Manhattan Bank, N.A. and
                                   The Chase Manhattan Capital Markets
                                   Corporation
                                   One Chase Manhattan Plaza
                                   New York, New York 10081

PAUL H. SNYDER                Director:
Vice President-Finance             Pennsylvania Economy League
and Chief Financial                Philadelphia, Pennsylvania;
Officer                            Children's Crisis Treatment Center
                                   Philadelphia, Pennsylvania;
                                   Dreyfus Service Corporation*
                              Director and Vice President:
                                   Financial Executives Institute,
                                   Philadelphia Chapter
                                   Philadelphia, Pennsylvania

BARBARA E. CASEY              President:
Vice President-                    Dreyfus Retirement Services Division;
Dreyfus Retirement            Executive Vice President:
Services                           Boston Safe Deposit & Trust Co.
                                   One Boston Place
                                   Boston, Massachusetts 02108;

DIANE M. COFFEY               None
Vice President-
Corporate Communications

ELIE M. GENADRY               President:
Vice President-                    Institutional Services Division of Dreyfus
Institutional Sales                Service Corporation*;
                                   Broker-Dealer Division of Dreyfus Service
                                   Corporation*;
                                   Group Retirement Plans Division of Dreyfus
                                   Service Corporation;
                              Executive Vice President:
                                   Dreyfus Service Corporation*;
                                   Dreyfus Service Organization, Inc.*;
                              Vice President:
                                   The Dreyfus Trust Company++;

HENRY D. GOTTMANN             Executive Vice President:
Vice President-Retail              Dreyfus Service Corporation*;
Sales and Service             Vice President:
                                   Dreyfus Precious Metals*;

DANIEL C. MACLEAN             Director, Vice President and Secretary:
Vice President and General         Dreyfus Precious Metals, Inc.*;
Counsel                       Director and Vice President:
                                   The Dreyfus Consumer Credit Corporation*;
                              Director and Secretary:
                                   Dreyfus Partnership Management, Inc.*;
                                   Major Trading Corporation*;
                                   The Truepenny Corporation+;
                              Director:
                                   The Dreyfus Trust Company++;
                              Secretary:
                                   Seven Six Seven Agency, Inc.*;

JEFFREY N. NACHMAN            None
Vice President-Mutual Fund
Accounting

WILLIAM F. GLAVIN, JR.        Senior Vice President:
Vice President-Product             The Boston Company Advisors, Inc.
Management                         53 State Street
                                   Exchange Place
                                   Boston, Massachusetts 02109

KATHERINE C. WICKHAM          Formerly, Assistant Commissioner:
Vice President-               Department of Parks and Recreation of the
Human Resources                    City of New York
                                   830 Fifth Avenue
                                   New York, New York 10022

MARK N. JACOBS                Vice President, Secretary and Director:
Vice President-Fund                Lion Management, Inc.*;
Legal and Compliance,         Secretary:
and Secretary                      The Dreyfus Consumer Credit Corporation*;
                                   Dreyfus Management, Inc.*;
                              Assistant Secretary:
                                   Dreyfus Service Organization, Inc.*;
                                   Major Trading Corporation*;
                                   The Truepenny Corporation*

ANDREW S. WASSER              Vice President:
Vice President-Information         Mellon Bank Corporation
Services                           One Mellon Bank Center
                                   Pittsburgh, Pennsylvania 15258

MAURICE BENDRIHEM             Treasurer:
Controller                         Dreyfus Partnership Management, Inc.*;
                                   Dreyfus Service Organization, Inc.*;
                                   Seven Six Seven Agency, Inc.*;
                                   The Truepenny Corporation*;
                              Controller:
                                   Dreyfus Acquisition Corporation*;
                                   The Dreyfus Trust Company++;
                                   The Dreyfus Consumer Credit Corporation*;
                              Assistant Treasurer:
                                   Dreyfus Precious Metals*
                              Formerly, Vice President-Financial Planning,
                              Administration and Tax:
                                   Showtime/The Movie Channel, Inc.
                                   1633 Broadway
                                   New York, New York 10019



______________________________________

*       The address of the business so indicated is 200 Park Avenue, New
        York, New York 10166.
**      The address of the business so indicated is 80 Cutter Mill Road,
        Great Neck, New York 11021.
***     The address of the business so indicated is 45 Broadway, New York,
        New York 10006.
****    The address of the business so indicated is Five Triad Center, Salt
        Lake City, Utah 84180.
+       The address of the business so indicated is Atrium Building, 80 Route
        4 East, Paramus, New Jersey 07652.
++      The address of the business so indicated is 144 Glenn Curtiss
        Boulevard, Uniondale, New York 11556-0144.
+++     The address of the business so indicated is One Rockefeller Plaza,
        New York, New York 10020.
++++    The address of the business so indicated is 2 Boulevard Royal,
        Luxembourg.
+++++   The address of the business so indicated is Nassau, Bahama Islands.

Item 29.  Principal Underwriters
________  ______________________

     (a)  Other investment companies for which Registrant's principal
underwriter (exclusive distributor) acts as principal underwriter or
exclusive distributor:

           1)  Comstock Partners Strategy Fund, Inc.
           2)  Dreyfus A Bonds Plus, Inc.
           3)  Dreyfus Appreciation Fund, Inc.
           4)  Dreyfus Asset Allocation Fund, Inc.
           5)  Dreyfus Balanced Fund, Inc.
           6)  Dreyfus BASIC Money Market Fund, Inc.
           7)  Dreyfus BASIC Municipal Fund, Inc.
           8)  Dreyfus BASIC U.S. Government Money Market Fund
           9)  Dreyfus California Intermediate Municipal Bond Fund
          10)  Dreyfus California Tax Exempt Bond Fund, Inc.
          11)  Dreyfus California Tax Exempt Money Market Fund
          12)  Dreyfus Capital Value Fund, Inc.
          13)  Dreyfus Cash Management
          14)  Dreyfus Cash Management Plus, Inc.
          15)  Dreyfus Connecticut Intermediate Municipal Bond Fund
          16)  Dreyfus Connecticut Municipal Money Market Fund, Inc.
          17)  The Dreyfus Convertible Securities Fund, Inc.
          18)  Dreyfus Edison Electric Index Fund, Inc.
          19)  Dreyfus Florida Intermediate Municipal Bond Fund
          20)  Dreyfus Florida Municipal Money Market Fund
          21)  Dreyfus Focus Funds, Inc.
          22)  The Dreyfus Fund Incorporated
          23)  Dreyfus Global Bond Fund, Inc.
          24)  Dreyfus Global Growth, L.P. (A Strategic Fund)
          25)  Dreyfus Global Investing, Inc.
          26)  Dreyfus GNMA Fund, Inc.
          27)  Dreyfus Government Cash Management
          28)  Dreyfus Growth and Income Fund, Inc.
          29)  Dreyfus Growth Opportunity Fund, Inc.
          30)  Dreyfus Institutional Money Market Fund
          31)  Dreyfus Institutional Short Term Treasury Fund
          32)  Dreyfus Insured Municipal Bond Fund, Inc.
          33)  Dreyfus Intermediate Municipal Bond Fund, Inc.
          34)  Dreyfus International Equity Fund, Inc.
          35)  Dreyfus Investors GNMA Fund
          36)  The Dreyfus/Laurel Funds, Inc.
          37)  The Dreyfus/Laurel Funds Trust
          38)  The Dreyfus/Laurel Tax-Free Municipal Funds
          39)  The Dreyfus/Laurel Investment Series
          40)  The Dreyfus Leverage Fund, Inc.
          41)  Dreyfus Life and Annuity Index Fund, Inc.
          42)  Dreyfus Liquid Assets, Inc.
          43)  Dreyfus Massachusetts Intermediate Municipal Bond Fund
          44)  Dreyfus Massachusetts Municipal Money Market Fund
          45)  Dreyfus Massachusetts Tax Exempt Bond Fund
          46)  Dreyfus Michigan Municipal Money Market Fund, Inc.
          47)  Dreyfus Money Market Instruments, Inc.
          48)  Dreyfus Municipal Bond Fund, Inc.
          49)  Dreyfus Municipal Cash Management Plus
          50)  Dreyfus Municipal Money Market Fund, Inc.
          51)  Dreyfus New Jersey Intermediate Municipal Bond Fund
          52)  Dreyfus New Jersey Municipal Bond Fund, Inc.
          53)  Dreyfus New Jersey Municipal Money Market Fund, Inc.
          54)  Dreyfus New Leaders Fund, Inc.
          55)  Dreyfus New York Insured Tax Exempt Bond Fund
          56)  Dreyfus New York Municipal Cash Management
          57)  Dreyfus New York Tax Exempt Bond Fund, Inc.
          58)  Dreyfus New York Tax Exempt Intermediate Bond Fund
          59)  Dreyfus New York Tax Exempt Money Market Fund
          60)  Dreyfus Ohio Municipal Money Market Fund, Inc.
          61)  Dreyfus 100% U.S. Treasury Intermediate Term Fund
          62)  Dreyfus 100% U.S. Treasury Long Term Fund
          63)  Dreyfus 100% U.S. Treasury Money Market Fund
          64)  Dreyfus 100% U.S. Treasury Short Term Fund
          65)  Dreyfus Pennsylvania Intermediate Municipal Bond Fund
          66)  Dreyfus Pennsylvania Municipal Money Market Fund
          67)  Dreyfus Short-Intermediate Government Fund
          68)  Dreyfus Short-Intermediate Municipal Bond Fund
          69)  Dreyfus Short-Term Income Fund, Inc.
          70)  The Dreyfus Socially Responsible Growth Fund, Inc.
          71)  Dreyfus Strategic Growth, L.P.
          72)  Dreyfus Strategic Income
          73)  Dreyfus Strategic Investing
          74)  Dreyfus Tax Exempt Cash Management
          75)  Dreyfus Treasury Cash Management
          76)  Dreyfus Treasury Prime Cash Management
          77)  Dreyfus Variable Investment Fund
          78)  Dreyfus-Wilshire Target Funds, Inc.
          79)  Dreyfus Worldwide Dollar Money Market Fund, Inc.
          80)  General California Municipal Bond Fund, Inc.
          81)  General California Municipal Money Market Fund
          82)  General Government Securities Money Market Fund, Inc.
          83)  General Money Market Fund, Inc.
          84)  General Municipal Bond Fund, Inc.
          85)  General Municipal Money Market Fund, Inc.
          86)  General New York Municipal Bond Fund, Inc.
          87)  General New York Municipal Money Market Fund
          88)  Pacifica Funds Trust -
                    Pacific American Money Market Portfolio
                    Pacific American U.S. Treasury Portfolio
          89)  Peoples Index Fund, Inc.
          90)  Peoples S&P MidCap Index Fund, Inc.
          91)  Premier Insured Municipal Bond Fund
          92)  Premier California Municipal Bond Fund
          93)  Premier GNMA Fund
          94)  Premier Growth Fund, Inc.
          95)  Premier Municipal Bond Fund
          96)  Premier New York Municipal Bond Fund
          97)  Premier State Municipal Bond Fund


(b)
                                                             Positions and
Name and principal        Positions and offices with         offices with
business address          the Distributor                    Registrant
__________________        ___________________________        _____________

Marie E. Connolly+        Director, President, Chief         President and
                          Operating Officer and Compliance   Treasurer
                          Officer

Joseph F. Tower, III+     Senior Vice President, Treasurer   Assistant
                          and Chief Financial Officer        Treasurer

John E. Pelletier+        Senior Vice President, General     Vice President
                          Counsel, Secretary and Clerk       and Secretary

Frederick C. Dey++        Senior Vice President              Vice President
                                                             and Assistant
                                                             Treasurer

Eric B. Fischman++        Vice President and Associate       Vice President
                          General Counsel                    and Assistant
                                                             Secretary

Lynn H. Johnson+          Vice President                     None

Ruth D. Leibert++         Assistant Vice President           Assistant
                                                             Secretary

Paul D. Furcinito++       Assistant Vice President           Assistant
                                                             Secretary

Paul Prescott+            Assistant Vice President           None

Leslie M. Gaynor+         Assistant Treasurer                None

Mary Nelson+              Assistant Treasurer                None

John J. Pyburn++          Assistant Treasurer                Assistant
                                                             Treasurer

Jean M. O'Leary+          Assistant Secretary and            None
                          Assistant Clerk

John W. Gomez+            Director                           None

William J. Nutt+          Director                           None




________________________________
 +  Principal business address is One Exchange Place, Boston, Massachusetts
    02109.
++  Principal business address is 200 Park Avenue, New York, New York 10166.
 Item 30.   Location of Accounts and Records
           ________________________________

           1.  The Shareholder Services Group, Inc.,
               a subsidiary of First Data Corporation
               P.O. Box 9671
               Providence, Rhode Island 02940-9671

           2.  The Bank of New York
               90 Washington Street
               New York, New York 10286

           3.  The Dreyfus Corporation
               200 Park Avenue
               New York, New York 10166

Item 31.   Management Services
_______    ___________________

           Not Applicable

Item 32.   Undertakings
________   ____________
   

  (1)      To call a meeting of shareholders for the purpose of voting upon
           the question of removal of a trustee or trustees when requested
           in writing to do so by the holders of at least 10% of the
           Registrant's outstanding shares of beneficial interest and in
           connection with such meeting to comply with the provisions of
           Section 16(c) of the Investment Company Act of 1940 relating to
           shareholder communications.
    

  (2)      To furnish each person to whom a prospectus is delivered with a
           copy of the Fund's latest Annual Report to Shareholders, upon
           request and without charge.



                                 SIGNATURES

     Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all of
the requirements for effectiveness of this Amendment to the Registration
Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has
duly caused this Amendment to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of New York,
and State of New York on the 1st day of June, 1995.

                   PREMIER CALIFORNIA MUNICIPAL BOND FUND

                    BY:  /s/Marie E. Connolly*
                         _______________________
                         MARIE E. CONNOLLY, PRESIDENT

     Pursuant to the requirements of the Securities Act of 1933, this
Amendment to the Registration Statement has been signed below by the following
persons in the capacities and on the date indicated.

         Signatures                        Title                      Date

___________________________     ______________________________    ___________


/s/Marie E. Connolly         * President (Principal Executive      06/01/95
______________________________ Officer, and Principal Financial
Marie E. Connolly              and Accounting Officer)

/s/Clifford L. Alexander, Jr.* Trustee                             06/01/95
______________________________
Clifford L. Alexander, Jr.

/s/Peggy C. Davis            * Trustee                             06/01/95
______________________________
Peggy C. Davis

/s/Joseph S. DiMartino       * Trustee                             06/01/95
______________________________
Joseph S. DiMartino

/s/Ernest Kafka              * Trustee                             06/01/95
______________________________
Ernest Kafka

/s/Saul B. Klaman            * Trustee                             06/01/95
______________________________
Saul B. Klaman

/s/Nathan Leventhal          * Trustee                             06/01/95
______________________________
Nathan Leventhal

*BY: __________________________
     Eric B. Fischman,
     Attorney-in-Fact



                                INDEX OF EXHIBITS



ITEM                                                       PAGE


(9)       Shareholder Services Plan

(11)      Consent of Independent Auditors

(15)      Distribution Plan

(18)      Rule 18f-3 Plan






             PREMIER CALIFORNIA MUNICIPAL BOND FUND

                    SHAREHOLDER SERVICES PLAN


          Introduction:  It has been proposed that the above-
captioned investment company (the "Fund") adopt a Shareholder
Services Plan under which the Fund would pay the Fund's
distributor (the "Distributor") for providing services to (a)
shareholders of each series of the Fund or class of Fund shares
set forth on Exhibit A hereto, as such Exhibit may be revised
from time to time, or (b) if no series or classes are set forth
on such Exhibit, shareholders of the Fund.  The Distributor would
be permitted to pay certain financial institutions, securities
dealers and other industry professionals (collectively, "Service
Agents") in respect of these services.  The Plan is not to be
adopted pursuant to Rule 12b-1 under the Investment Company Act
of 1940, as amended (the "Act"), and the fee under the Plan is
intended to be a "service fee" as defined in Article III, Section
26, of the NASD Rules of Fair Practice.
          The Fund's Board, in considering whether the Fund
should implement a written plan, has requested and evaluated such
information as it deemed necessary to an informed determination
as to whether a written plan should be implemented and has
considered such pertinent factors as it deemed necessary to form
the basis for a decision to use Fund assets for such purposes.
          In voting to approve the implementation of such a plan,
the Board has concluded, in the exercise of its reasonable
business judgment and in light of applicable fiduciary duties,
that there is a reasonable likelihood that the plan set forth
below will benefit the Fund and its shareholders.
          The Plan:  The material aspects of this Plan are as
follows:
          1.   The Fund shall pay to the Distributor a fee at the
annual rate set forth on Exhibit A in respect of the provision of
personal services to shareholders and/or the maintenance of
shareholder accounts.  The Distributor shall determine the
amounts to be paid to Service Agents and the basis on which such
payments will be made.  Payments to a Service Agent are subject
to compliance by the Service Agent with the terms of any related
Plan agreement between the Service Agent and the Distributor.
          2.   For the purpose of determining the fees payable
under this Plan, the value of the net assets of the Fund or the
net assets attributable to each series or class of Fund shares
identified on Exhibit A, as applicable, shall be computed in the
manner specified in the Fund's charter documents for the
computation of net asset value.
          3.   The Board shall be provided, at least quarterly,
with a written report of all amounts expended pursuant to this
Plan.  The report shall state the purpose for which the amounts
were expended.
          4.   This Plan will become effective immediately upon
approval by a majority of the Board members, including a majority
of the Board members who are not "interested persons" (as defined
in the Act) of the Fund and have no direct or indirect financial
interest in the operation of this Plan or in any agreements
entered into in connection with this Plan, pursuant to a vote
cast in person at a meeting called for the purpose of voting on
the approval of this Plan.
          5.   This Plan shall continue for a period of one year
from its effective date, unless earlier terminated in accordance
with its terms, and thereafter shall continue automatically for
successive annual periods, provided such continuance is approved
at least annually in the manner provided in paragraph 4 hereof.
          6.   This Plan may be amended at any time by the Board,
provided that any material amendments of the terms of this Plan
shall become effective only upon approval as provided in
paragraph 4 hereof.
          7.   This Plan is terminable without penalty at any
time by vote of a majority of the Board members who are not
"interested persons" (as defined in the Act) of the Fund and have
no direct or indirect financial interest in the operation of this
Plan or in any agreements entered into in connection with this
Plan.
          8.   The obligations hereunder and under any related
Plan agreement shall only be binding upon the assets and property
of the Fund or the affected series or class, as the case may be,
and shall not be binding upon any Board member, officer or
shareholder of the Fund individually.

Dated:         January 15, 1993
As Revised:    April 12, 1995

                             EXHIBIT A

                                   Fee as a percentage of
     Name of Class                 average daily net assets


        Class A                              .25
        Class B                              .25
        Class C                              .25















                    CONSENT OF INDEPENDENT AUDITORS


We consent to the reference to our firm under the captions "Condensed
Financial Information" and "Custodian, Transfer and Dividend Disbursing
Agent, Counsel and Independent Auditors" and to the use of our report
dated March 7, 1995, in this Registration Statement (Form N-1A 33-7498)
of Premier California Municipal Bond Fund.




                                               ERNST & YOUNG LLP


New York, New York
May 30, 1995





             PREMIER CALIFORNIA MUNICIPAL BOND FUND

                        DISTRIBUTION PLAN


         Introduction:  It has been proposed that the above-
captioned investment company (the "Fund") adopt a Distribution
Plan (the "Plan") in accordance with Rule 12b-1, promulgated
under the Investment Company Act of 1940, as amended (the
"Act").  The Plan would pertain to each class set forth on
Exhibit A hereto, as such Exhibit may be revised from time to
time (each, a "Class").  Under the Plan, the Fund would pay the
Fund's distributor (the "Distributor") for distributing shares
of each Class.  If this proposal is to be implemented, the Act
and said Rule 12b-1 require that a written plan describing all
material aspects of the proposed financing be adopted by the
Fund.
         The Fund's Board, in considering whether the Fund
should implement a written plan, has requested and evaluated
such information as it deemed necessary to an informed
determination as to whether a written plan should be implemented
and has considered such pertinent factors as it deemed necessary
to form the basis for a decision to use assets attributable to
each Class for such purposes.
         In voting to approve the implementation of such a plan,
the Board members have concluded, in the exercise of their
reasonable business judgment and in light of their respective
fiduciary duties, that there is a reasonable likelihood that the
plan set forth below will benefit the Fund and shareholders of
each Class.
         The Plan:  The material aspects of this Plan are as
follows:
         1.   The Fund shall pay to the Distributor for
distribution a fee in respect of each Class at the annual rate
set forth on Exhibit A.
         2.   For the purposes of determining the fees payable
under this Plan, the value of the Fund's net assets attributable
to each Class shall be computed in the manner specified in the
Fund's charter documents as then in effect for the computation
of the value of the Fund's net assets attributable to such
Class.
         3.   The Fund's Board shall be provided, at least
quarterly, with a written report of all amounts expended
pursuant to this Plan.  The report shall state the purpose for
which the amounts were expended.
         4.   As to each Class, this Plan will become effective
upon approval by (a) holders of a majority of the outstanding
shares of such Class, and (b) a majority of the Board members,
including a majority of the Board members who are not
"interested persons" (as defined in the Act) of the Fund and
have no direct or indirect financial interest in the operation
of this Plan or in any agreements entered into in connection
with this Plan, pursuant to a vote cast in person at a meeting
called for the purpose of voting on the approval of this Plan.
         5.   This Plan shall continue for a period of one year
from its effective date, unless earlier terminated in accordance
with its terms, and thereafter shall continue automatically for
successive annual periods, provided such continuance is approved
at least annually in the manner provided in paragraph 4(b)
hereof.
         6.   As to each Class, this Plan may be amended at any
time by the Fund's Board, provided that (a) any amendment to
increase materially the costs which such Class may bear pursuant
to this Plan shall be effective only upon approval by a vote of
the holders of a majority of the outstanding shares of such
Class, and (b) any material amendments of the terms of this Plan
shall become effective only upon approval as provided in
paragraph 4(b) hereof.
         7.   As to each Class, this Plan is terminable without
penalty at any time by (a) vote of a majority of the Board
members who are not "interested persons" (as defined in the Act)
of the Fund and have no direct or indirect financial interest in
the operation of this Plan or in any agreements entered into in
connection with this Plan, or (b) vote of the holders of a
majority of the outstanding shares of such Class.
         8.   The obligations hereunder and under any related
Plan agreement shall only be binding upon the assets and
property of the Fund and shall not be binding upon any Board
member, officer or shareholder of the Fund individually.

Dated:    May 26, 1994
Revised:  April 12, 1995
                             EXHIBIT A


                                       Fee as a Percentage of
Name of Class                          Average Daily Net Assets


Class B                                     .50 of 1%
Class C                                     .75 of 1%





                   THE DREYFUS FAMILY OF FUNDS
             (Premier Family of Fixed-Income Funds)

                         Rule 18f-3 Plan

          Rule 18f-3 under the Investment Company Act of 1940,
as amended (the "1940 Act"), requires that the Board of an
investment company desiring to offer multiple classes pursuant
to said Rule adopt a plan setting forth the separate arrangement
and expense allocation of each class, and any related conversion
features or exchange privileges.
          The Board, including a majority of the non-interested
Board members, of each of the investment companies, or series
thereof, listed on Schedule A attached hereto (each, a "Fund")
which desires to offer multiple classes has determined that the
following plan is in the best interests of each class
individually and the Fund as a whole:
          1.   Class Designation:  Fund shares shall be divided
into Class A, Class B and Class C.
          2.   Differences in Services:  The services offered to
shareholders of each Class shall be substantially the same,
except that Right of Accumulation, Letter of Intent,
Reinvestment Privilege and Checkwriting services shall be
available only to holders of Class A shares.
          3.   Differences in Distribution Arrangements:  Class
A shares shall be offered with a front-end sales charge, as such
term is defined in Article III, Section 26(b), of the Rules of
Fair Practice of the National Association of Securities Dealers,
Inc., and a deferred sales charge (a "CDSC"), as such term is
defined in said Section 26(b), may be assessed on certain
redemptions of Class A shares purchased without an initial sales
charge as part of an investment of $1 million or more.  The
amount of the sales charge and the amount of and provisions
relating to the CDSC pertaining to the Class A shares are set
forth on Schedule B hereto.
          Class B shares shall not be subject to a front-end
sales charge, but shall be subject to a CDSC and shall be
charged an annual distribution fee under a Distribution Plan
adopted pursuant to Rule 12b-1 under the 1940 Act.  The amount
of and provisions relating to the CDSC, and the amount of the
fees under the Distribution Plan pertaining to the Class B
shares, are set forth on Schedule C hereto.
          Class C shares shall not be subject to a front-end
sales charge, but shall be subject to a CDSC and shall be
charged an annual distribution fee under a Distribution Plan
adopted pursuant to Rule 12b-1 under the 1940 Act.  The amount
of and provisions relating to the CDSC, and the amount of the
fees under the Distribution Plan pertaining to the Class C
shares, are set forth on Schedule D hereto.
          Each Class of shares shall be subject to an annual
service fee at the rate of .25% of the value of the average
daily net assets of such Class pursuant to a Shareholder
Services Plan.
          4.   Expense Allocation.   The following expenses
shall be allocated, to the extent practicable, on a Class-by-
Class basis:  (a) fees under the Distribution Plan and
Shareholder Services Plan; (b) printing and postage expenses
related to preparing and distributing materials, such as
shareholder reports, prospectuses and proxies, to current
shareholders of a specific Class; (c) Securities and Exchange
Commission and Blue Sky registration fees incurred by a specific
Class; (d) the expense of administrative personnel and services
as required to support the shareholders of a specific Class; (e)
litigation or other legal expenses relating solely to a specific
Class; (f) transfer agent fees identified by the Fund's transfer
agent as being attributable to a specific Class; and (g) Board
members' fees incurred as a result of issues relating to a
specific Class.
          5.   Conversion Features.  Class B shares shall
automatically convert to Class A shares after a specified period
of time after the date of purchase, based on the relative net
asset value of each such Class without the imposition of any
sales charge, fee or other charge, as set forth on Schedule E
hereto.  No other Class shall be subject to any automatic
conversion feature.
          6.   Exchange Privileges.  Shares of a Class shall be
exchangeable only for (a) shares of the same Class of other
investment companies managed or administered by The Dreyfus
Corporation and (b) shares of certain other investment companies
specified from time to time.
Dated:  April 12, 1995
                            SCHEDULE A


          Premier California Municipal Bond Fund
          Premier GNMA Fund
          Premier Insured Municipal Bond Fund
          Premier Municipal Bond Fund
          Premier New York Municipal Bond Fund
          Premier State Municipal Bond Fund


                            SCHEDULE B



Front-End Sales Charge--Class A Shares--The public offering
price for Class A shares shall be the net asset value per share
of that Class plus a sales load as shown below:

                                      Total Sales Load
                                    ______________________

                                    As a % of    As a % of
                                    offering     net asset
                                    price per    value per
Amount of Transaction               share        share
                                    __________   __________

Less than $50,000. . . . . . . . . . 4.50         4.70

$50,000 to less than $100,000 . . . .4.00         4.20

$100,000 to less than $250,000 . . . 3.00         3.10

$250,000 to less than $500,000 . . . 2.50         2.60

$500,000 to less than $1,000,000 . . 2.00         2.00

$1,000,000 or more                    -0-          -0-

Contingent Deferred Sales Charge--Class A Shares--A CDSC of 1%
shall be assessed at the time of redemption of Class A shares
purchased without an initial sales charge as part of an
investment of at least $1,000,000 and redeemed within two years
after purchase.  The terms contained in Schedule C pertaining to
the CDSC assessed on redemptions of Class B shares (other than
the amount of the CDSC and its time periods), including the
provisions for waiving the CDSC, shall be applicable to the
Class A shares subject to a CDSC.  Letter of Intent and Right of
Accumulation shall apply to such purchases of Class A shares.

                            SCHEDULE C

Contingent Deferred Sales Charge--Class B Shares--A CDSC payable
to the Fund's Distributor shall be imposed on any redemption of
Class B shares which reduces the current net asset value of such
Class B shares to an amount which is lower than the dollar
amount of all payments by the redeeming shareholder for the
purchase of Class B shares of the Fund held by such shareholder
at the time of redemption.  No CDSC shall be imposed to the
extent that the net asset value of the Class B shares redeemed
does not exceed (i) the current net asset value of Class B
shares acquired through reinvestment of dividends or capital
gain distributions, plus (ii) increases in the net asset value
of the shareholder's Class B shares above the dollar amount of
all payments for the purchase of Class B shares of the Fund held
by such shareholder at the time of redemption.

          If the aggregate value of the Class B shares redeemed
has declined below their original cost as a result of the Fund's
performance, a CDSC may be applied to the then-current net asset
value rather than the purchase price.

          In circumstances where the CDSC is imposed, the amount
of the charge shall depend on the number of years from the time
the shareholder purchased the Class B shares until the time of
redemption of such shares.  Solely for purposes of determining
the number of years from the time of any payment for the
purchase of Class B shares, all payments during a month shall be
aggregated and deemed to have been made on the first day of the
month.  The following table sets forth the rates of the CDSC:

                                    CDSC as a % of
Year Since                          Amount Invested
Purchase Payment                    or Redemption
Was Made                               Proceeds
________________                   _________________

First. . . . . . . . . . . . . .        3.00
Second . . . . . . . . . . . . .        3.00
Third  . . . . . . . . . . . . .        2.00
Fourth . . . . . . . . . . . . .        2.00
Fifth  . . . . . . . . . . . . .        1.00
Sixth  . . . . . . . . . . . . .        0.00

          In determining whether a CDSC is applicable to a
redemption, the calculation shall be made in a manner that
results in the lowest possible rate.  Therefore, it shall be
assumed that the redemption is made first of amounts
representing shares acquired pursuant to the reinvestment of
dividends and distributions; then of amounts representing the
increase in net asset value of Class B shares above the total
amount of payments for the purchase of Class B shares made
during the preceding five years; then of amounts representing
the cost of shares purchased five years prior to the redemption;
and finally, of amounts representing the cost of shares held for
the longest period of time within the applicable five-year
period.

Waiver of CDSC--The CDSC shall be waived in connection with (a)
redemptions made within one year after the death or disability,
as defined in Section 72(m)(7) of the Internal Revenue Code of
1986, as amended (the "Code"), of the shareholder,
(b) redemptions by employees participating in qualified or non-
qualified employee benefit plans or other programs where (i) the
employers or affiliated employers maintaining such plans or
programs have a minimum of 250 employees eligible for
participation in such plans or programs, or (ii) such plan's or
program's aggregate investment in the Dreyfus Family of Funds or
certain other products made available by the Fund's Distributor
exceeds one million dollars, (c) redemptions as a result of a
combination of any investment company with the Fund by merger,
acquisition of assets or otherwise, and (d) a distribution
following retirement under a tax-deferred retirement plan or
upon attaining age 70-1/2 in the case of an IRA or Keogh plan or
custodial account pursuant to Section 403(b) of the Code.  Any
Fund shares subject to a CDSC which were purchased prior to the
termination of such waiver shall have the CDSC waived as
provided in the Fund's prospectus at the time of the purchase of
such shares.

Amount of Distribution Plan Fees--Class B Shares--.50 of 1% of
the value of the average daily net assets of Class B.

                          SCHEDULE D


Contingent Deferred Sales Charge--Class C Shares--A CDSC of
1.00% payable to the Fund's Distributor shall be imposed on any
redemption of Class C shares within one year of the date of
purchase.  The basis for calculating the payment of any such
CDSC shall be the method used in calculating the CDSC for Class
B shares.  In addition, the provisions for waiving the CDSC
shall be those set forth for Class B shares.

Amount of Distribution Plan Fees--Class C Shares--.75 of 1% of
the value of the average daily net assets of Class C.


                          SCHEDULE E

Conversion of Class B Shares--Approximately six years after the
date of purchase, Class B shares automatically shall convert to
Class A shares, based on the relative net asset values for
shares of each such Class, and shall no longer be subject to the
distribution fee.  At that time, Class B shares that have been
acquired through the reinvestment of dividends and distributions
("Dividend Shares") shall be converted in the proportion that a
shareholder's Class B shares (other than Dividend Shares)
converting to Class A shares bears to the total Class B shares
then held by the shareholder which were not acquired through the
reinvestment of dividends and distributions.














© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission