DREYFUS GENERAL NEW YORK MUNICIPAL MONEY MARKET FUND
497, 1995-04-04
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PROSPECTUS                                                     MARCH 31, 1995
                GENERAL NEW YORK MUNICIPAL MONEY MARKET FUND
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        GENERAL NEW YORK MUNICIPAL MONEY MARKET FUND (THE "FUND") IS AN
OPEN-END, NON-DIVERSIFIED, MANAGEMENT INVESTMENT COMPANY, KNOWN AS A MONEY
MARKET MUTUAL FUND. ITS GOAL IS TO MAXIMIZE CURRENT INCOME EXEMPT FROM
FEDERAL, NEW YORK STATE AND NEW YORK CITY INCOME TAXES TO THE EXTENT
CONSISTENT WITH THE PRESERVATION OF CAPITAL AND THE MAINTENANCE OF LIQUIDITY.
        YOU CAN INVEST, REINVEST OR REDEEM SHARES AT ANY TIME WITHOUT CHARGE
OR PENALTY IMPOSED BY THE FUND. THE FUND PROVIDES FREE REDEMPTION CHECKS,
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 DREYFUS TELETRANSFER.
        THE DREYFUS CORPORATION PROFESSIONALLY MANAGES THE FUND'S PORTFOLIO.
        AN INVESTMENT IN THE FUND IS NEITHER INSURED NOR GUARANTEED BY THE
U.S. GOVERNMENT. THERE CAN BE NO ASSURANCE THAT THE FUND WILL BE ABLE TO
MAINTAIN A STABLE NET ASSET VALUE OF $1.00 PER SHARE.
                                 --------------
        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 MARCH 31, 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
1-800-645-6561. WHEN TELEPHONING, ASK FOR OPERATOR 666.
                                 --------------
        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.
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                                      TABLE OF CONTENTS
                                                                     PAGE
         ANNUAL FUND OPERATING EXPENSES....................            3
         CONDENSED FINANCIAL INFORMATION...................            3
         YIELD INFORMATION.................................            4
         DESCRIPTION OF THE FUND...........................            4
         MANAGEMENT OF THE FUND............................            10
         HOW TO BUY FUND SHARES............................            11
         SHAREHOLDER SERVICES..............................            13
         HOW TO REDEEM FUND SHARES.........................            16
         SHAREHOLDER SERVICES PLAN.........................            19
         DIVIDENDS, DISTRIBUTIONS AND TAXES................            19
         GENERAL INFORMATION...............................            20
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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.
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                                  Page 2
<TABLE>
<CAPTION>

ANNUAL FUND OPERATING EXPENSES
(as a percentage of average daily net assets)
    <S>                                                                                                       <C>
    Management Fees ............................................................................              .50%
    Other Expenses..............................................................................              .16%
    Total Fund Operating Expenses...............................................................              .66%
</TABLE>

<TABLE>
<CAPTION>

EXAMPLE:                                         1 YEAR         3 YEARS       5 YEARS         10 YEARS
    <S>                                            <C>            <C>            <C>            <C>
    You would pay the following
    expenses on a $1,000 investment, assuming
    (1) 5% annual return and (2) redemption at
    the end of each time period:                   $7             $21            $37            $82

</TABLE>
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          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 RETURN GREATER OR LESS THAN 5%.
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        The purpose of the foregoing table is to assist you in understanding
the various costs and expenses borne by the Fund, and therefore indirectly by
investors, the payment of which will reduce investors' return on an annual
basis. The information in the foregoing table does not reflect any fee
waivers or expense reimbursement arrangements that may be in effect. You can
purchase Fund shares without charge directly from the Fund's distributor; you
may be charged a nominal fee if you effect transactions in Fund shares
through a securities dealer, bank or other financial institution. See
"Management of the Fund" and "Shareholder Services Plan."
    

CONDENSED FINANCIAL INFORMATION
        The information in the following table 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 are included in the Statement of Additional Information, available upon
request.
FINANCIAL HIGHLIGHTS
        Contained below is per share operating performance data for a share
of beneficial interest outstanding, total investment return, ratios to
average net assets and other supplemental data for each year indicated. This
information has been derived from the Fund's financial statements.
<TABLE>
<CAPTION>



                                                                       YEAR ENDED NOVEMBER 30,
                                                     ---------------------------------------------------------------------------
                                                      1987(1)    1988     1989     1990      1991      1992      1993      1994
                                                     -------   -------  -------  -------   -------   -------   -------   -------
<S>                                                  <C>       <C>      <C>      <C>       <C>       <C>       <C>       <C>
PER SHARE DATA:
  Net asset value, beginning of year                 $1.0000   $ .9972  $ .9989  $ .9991   $ .9999   $ .9999   $1.0000   $1.0000
                                                     -------   -------  -------  -------   -------   -------   -------   -------
  INVESTMENT OPERATIONS:
  Investment income-net.............                   .0419     .0426    .0523    .0561     .0436     .0275     .0198     .0232
  Net realized and unrealized gain (loss)
  on investments....................                  (.0028)    .0017    .0002    .0008     ---       .0001     ---      (.0001)
                                                     -------   -------  -------  -------   -------   -------   -------   -------
  TOTAL FROM INVESTMENT OPERATIONS..                   .0391     .0443    .0525    .0569     .0436     .0276     .0198     .0231
                                                     -------   -------  -------  -------   -------   -------   -------   -------
  DISTRIBUTIONS:
  Dividends from investment income-net                (.0419)   (.0426)  (.0523)  (.0561)   (.0436)   (.0275)   (.0198)   (.0232)
                                                     -------   -------  -------  -------   -------   -------   -------   -------
  Net asset value, end of year......                 $ .9972   $ .9989  $ .9991  $ .9999   $ .9999   $1.0000   $1.0000  $  .9999
                                                     =======   =======  =======  =======   =======   =======   =======  ========
TOTAL INVESTMENT RETURN.............                  4.28%(2)  4.34%    5.36%    5.76%     4.45%     2.78%     2.00%     2.34%
RATIOS/SUPPLEMENTAL DATA:
  Ratio of expenses to average net assets              .11%      .50%     .75%     ---       .09%      .25%      .32%      .34%
  Ratio of net investment income
  to average net assets.............                  4.28%     4.22%    5.97%    5.58%     4.44%     2.99%     1.98%     2.33%
  Decrease reflected in above expense ratios due to
  undertakings by The Dreyfus Corporation              .73%      .27%     .15%     .66%      .55%      .38%      .35%      .32%
  Net Assets, end of year (000's Omitted)            $54,782   $62,140  $49,335  500,947  $586,933  $630,899  $612,441  $689,918
- ------------------------
(1) From December 2, 1986 (commencement of operations) to November 30, 1987.
(2) Annualized.
</TABLE>

                                  Page 3
YIELD INFORMATION
        From time to time, the Fund advertises its yield and effective yield.
Both yield figures are based on historical earnings and are not intended to
indicate future performance. It can be expected that these yields will
fluctuate substantially. The yield of the Fund refers to the income generated
by an investment in the Fund over a seven-day period (which period will be
stated in the advertisement). This income is then annualized. That is, the
amount of income generated by the investment during that week is assumed to
be generated each week over a 52-week period and is shown as a percentage of
the investment. The effective yield is calculated similarly, but, when
annualized, the income earned by an investment in the Fund is assumed to be
reinvested. The effective yield will be slightly higher than the yield
because of the compounding effect of this assumed reinvestment. The Fund's
yield and effective 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
yield or effective yield calculated as described above.
        Yield information is useful in reviewing the Fund's performance, but
because yields will fluctuate, under certain conditions such information may
not provide a basis for comparison with domestic bank deposits, other
investments which pay a fixed yield for a stated period of time, or other
investment companies which may use a different method of computing yield.
        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., Bank Rate Monitortrademark, N. Palm Beach, Fla.
33408, IBC/Donoghue's Money Fund Report, Morningstar, Inc. and other industry
publications.
DESCRIPTION OF THE FUND
INVESTMENT OBJECTIVE -- The Fund's goal is to maximize current income exempt
from Federal, New York State and New York City income taxes to the extent
consistent with the preservation of capital and the maintenance of liquidity.
To accomplish this goal, the Fund invests primarily in debt securities of the
State of New York, its political subdivisions, authorities and corporations,
the interest from which is, in the opinion of bond counsel to the issuer,
exempt from Federal, New York State and New York City income taxes (collective
ly, "New York Municipal Obligations"). To the extent acceptable New York
Municipal Obligations are at any time unavailable for investment by the Fund,
the Fund will invest temporarily in other debt securities the interest from
which is, in the opinion of bond counsel to the issuer, exempt from Federal,
but not New York State and New York City, 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. Securities in which the Fund will invest may not earn as
high a level of current income as long-term or lower quality securities which
generally have less liquidity, greater market risk and more fluctuation in
market value.
   

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 generally
do not carry
                                  Page 4
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.
    

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. Under normal
circumstances, at least 65% of the value of the Fund's net assets will be
invested in New York Municipal Obligations and the remainder may be invested
in securities that are not New York Municipal Obligations and therefore may
be subject to New York State and New York City income taxes. See "Risk
Factors_Investing in New York Municipal Obligations" below, and "Dividends,
Distributions and Taxes."
        The Fund seeks to maintain a net asset value of $1.00 per share for
purchases and redemptions. To do so, the Fund uses the amortized cost method
of valuing its securities pursuant to Rule 2a-7 under the Investment Company
Act of 1940, certain requirements of which are summarized as follows. In
accordance with Rule 2a-7, the Fund will maintain a dollar-weighted average
portfolio maturity of 90 days or less, purchase only instruments having
remaining maturities of 13 months or less and invest only in U.S. dollar
denominated securities determined in accordance with procedures established
by the Board of Trustees to present minimal credit risks and which are rated
in one of the two highest rating categories for debt obligations by at least
two nationally recognized statistical rating organizations (or one rating
organization if the instrument was rated only by one such organization) or,
if unrated, are of comparable quality as determined in accordance with
procedures established by the Board of Trustees. The nationally recognized
statistical rating organizations currently rating investments of the type the
Fund may purchase are Moody's Investors Service, Inc. ("Moody's"), Standard &
Poor's Corporation ("S&P") and Fitch Investors Service, Inc. ("Fitch") and
their rating criteria are described in Appendix B to the Fund's Statement of
Additional Information. For further information regarding the amortized cost
method of valuing securities, see "Determination of Net Asset Value" in the
Fund's Statement of Additional Information. There can be no assurance that
the Fund will be able to maintain a stable net asset value of $1.00 per
share.
   

        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 purposes 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.
                                  Page 5
   

        The Fund may purchase floating and variable rate demand notes and
bonds, which are tax exempt obligations ordinarily having stated maturities
in excess of 13 months, but which permit the holder to demand payment of
principal at any time or at specified intervals not exceeding 13 months, in
each case upon not more than 30 days' notice. 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 amounts borrowed. As mutually agreed between the
parties, the Fund may increase or decrease the amounts under these
obligations, and the borrower may repay up to the full amount of the
obligation without penalty. Because these obligations are direct lending
arrangements between the lender and borrower, it is not contemplated that
such instruments will generally be traded, and generally there 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 on an ongoing basis the creditworthiness of the issuers of the
floating and variable rate demand obligations in the Fund's portfolio. The
Fund will not invest more than 10% of the value of its net assets in floating
or variable rate demand obligations as to which the Fund cannot exercise the
demand feature on not more than seven days' notice if there is no secondary
market available for these obligations, and in other illiquid securities.
    

        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, with remaining maturities of 13 months or less. If the
participation interest is unrated, or has been given a rating below that
which otherwise is permissible for purchase by the Fund, 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 will not invest more than 10% of the value of its net
assets in participation interests that do not have this demand feature, and
in other illiquid securities.
        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
                                  Page 6
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 10% of
the value of its net assets in securities that are illiquid, 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 may invest up to 10% 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.
        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-2
by Moody's, A-2 by S&P or F-2 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. If the Fund purchases Taxable
Investments, it will value them using the amortized cost method and comply
with the provisions of Rule 2a-7 relating to purchases of taxable
instruments. When the Fund has adopted a temporary defensive position,
including when acceptable New York 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 New York State and New York
City 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.
                                  Page 7
CERTAIN FUNDAMENTAL POLICIES -- The Fund may (i) borrow money from banks, but
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; and (ii) invest up to 25% of its total assets in the securities
of issuers in any industry, provided that there is no such limitation on
investments in Municipal Obligations and, for temporary defensive purposes,
in securities issued by domestic banks and 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 the
extent necessary to secure permitted borrowings; and (ii) invest up to 10% 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. See
"Investment Objective and Management Policies--Investment Restrictions" in
the Statement of Additional Information.
RISK FACTORS
INVESTING IN NEW YORK MUNICIPAL OBLIGATIONS -- You should consider carefully
the special risks inherent in investing in New York Municipal Obligations.
These risks result from the financial condition of New York State, certain of
its public bodies and municipalities, and New York City. Beginning in early
1975, New York State, New York City and other State entities faced serious
financial difficulties which jeopardized the credit standing and impaired the
borrowing abilities of such entities and contributed to high interest rates
on, and lower market prices for, debt obligations issued by them. A
recurrence of such financial difficulties or a failure of certain financial
recovery programs could result in defaults or declines in the market values
of various New York Municipal Obligations in which the Fund may invest. If
there should be a default or other financial crisis relating to New York
State, New York City, a State or City agency, or a State municipality, the
market value and marketability of outstanding New York Municipal Obligations
in a Fund's portfolio and the interest income to the Fund could be adversely
affected. Moreover, the significant slowdown in the New York regional economy
in the early 1990s added substantial uncertainty to estimates of the State's
tax revenues, which, in part, caused the State to overestimate its General
Fund tax receipts in the 1992 fiscal year by $575 million. The 1992 fiscal
year was the fourth consecutive year in which the State incurred a cash-basis
operating deficit in the General Fund and issued deficit notes. The State's
1993 and 1994 fiscal years, however, were characterized by national and
regional economies that performed better than projected. After reflecting a
1993 year-end deposit to the State's refund reserve account of $671 million,
reported 1993 General Fund receipts were $45 million higher than originally
projected in April 1992. The State completed the 1994 fiscal year with an
operating surplus in the General Fund of $914 million. In September 1994,
however, the State projected a General Fund operating deficit of $690 million
for the 1995 fiscal year. There can be no assurance that New York will not
face substantial potential budget gaps in future years. In 1990, S&P and
Moody's lowered their ratings of the State's general obligation debt from AA-
to A and from A1 to A, respectively, and short-term notes, from SP-1+ to SP-1
and from MIG-l to MIG-2, respectively. In January 1992, Moody's lowered from
A to Baal the ratings on certain appropriation-backed debt of New York State
and its agencies. New York State's general obligation, State guaranteed and
New York State Local Government Assistance Corporation bonds continue to be
rated A by
                                  Page 8
Moody's. In addition, in January 1992, S&P lowered from A to A-
the ratings of New York State general obligation bonds and stated that it
continued to assess the ratings outlook as negative. S&P also lowered its
ratings of various agency debt, state moral obligations, contractual
obligations, lease purchase obligations and State guarantees. In February
1991, Moody's lowered its rating on New York City's general obligation bonds
from A to Baal. The rating changes reflected the rating agencies' concerns
about the financial condition of New York State and City, the heavy debt load
of the State and City, and economic uncertainties in the region. You should
obtain and review a copy of the Statement of Additional Information which
more fully sets forth these and other risk factors.
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. The value of
fixed-income securities also may be affected by changes in the credit rating
or financial condition of the issuing entities.
        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 securi
ties, 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 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.
        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 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
                                  Page 9
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.  The Fund's classification as a "non-diversified"
investment company means that the proportion of the Fund's assets that may be
invested in the securities of a single issuer is not limited by the Investment
Company Act of 1940. A "diversified" investment company is required by the
Investment Company Act of 1940 generally to invest, with respect to 75% of its
total assets, not more than 5% of such assets in the securities of a single
issuer.  However, the Fund intends to conduct its operations so as to qualify
as a "regulated investment company" for purposes of the Code, which requires
that, at the end of each quarter of its taxable year, (i) at least 50% of the
market value of the Fund's total assets be invested in cash, U.S. Government
securities, the securities of other regulated investment companies and other
securities, with such other securities of any one issuer limited for the
purposes of this calculation to an amount not greater than 5% of the value of
the Fund's total assets, and (ii) not more than 25% of the value of its total
assets be invested in the securities of any one issuer (other than U.S.
Government securities or the securities of other regulated investment
companies). Since a relatively high percentage of the Fund's assets may be
invested in the obligations of a limited number of issuers, the Fund's
portfolio securities may be more susceptible to any single economic, political
or regulatory occurrence than the portfolio securities of a diversified
investment company.
        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, N.A.,
which is a wholly-owned subsidiary of Mellon Bank Corporation ("Mellon"). As
of February 28, 1995, The Dreyfus Corporation managed or administered
approximately $72 billion in assets for more than $1.9 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.
   

        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., AFCO Credit Corporation and a
number of companies known as Mellon Financial Services Corporations. Through
its subsidiaries, including The
                                  Page 10
Dreyfus Corporation, Mellon managed more than $193 billion in assets as of
December 31, 1994, including approximately $70 billion in mutual fund assets.
As of December 31, 1994, Mellon, through various subsidiaries, provided non-
investment services, such as custodial or administration services, for
approximately $654 billion in assets, including approximately $74 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 .50 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 November 30, 1994, the Fund paid The
Dreyfus Corporation a management fee at the effective annual rate of .18 of
1% of the value of the Fund's average daily net assets pursuant to various
undertakings in effect.
   

        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
   

        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 securities
dealers or others in respect of these services.
    

        You can purchase Fund shares without a sales charge if you purchase
them directly from the Distributor. You can also purchase Fund shares through
certain financial institutions (which may include banks), securities dealers
and other industry professionals, such as investment advisers, accountants
and estate planning firms (collectively, "Service Agents"), that have entered
into service agreements with the Distributor. You may be charged a nominal
fee if you effect transactions in Fund shares through a Service Agent. 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 plans. The Fund reserves the
right to reject any purchase order.
        The minimum initial investment is $2,500, or $1,000 if you are a
client of a securities dealer, bank or other financial institution which has
made an aggregate minimum initial purchase for its customers of $2,500.
Subsequent investments must be at least $100. The initial investment must be
accompanied by the Fund's Account Application. For 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 ad
vised by The Dreyfus Corporation, including members of the Fund's Board, or
the spouse or minor child of any of the foregoing, the minimum initial
investment is $1,000. For full-time or part-time employees of The Dreyfus
Corporation or any of its affiliates or subsidiaries who elect to have a
portion of their pay directly deposited into their Fund account, the minimum
initial investment is $50. The Fund reserves the right to vary further the
initial and subsequent investment minimum requirements at any time.
                                  Page 11
        You may purchase Fund shares by check or wire, or through the Dreyfus
TELETRANSFER Privilege described below. Checks should be made payable to "The
Dreyfus Family of Funds." Payments to open new accounts which are mailed
should be sent to The Dreyfus Family of Funds, P.O. Box 9387, Providence,
Rhode Island 02940-9387, together with your Account Application. For
subsequent investments, your Fund account number should appear on the check
and an investment slip should be enclosed and sent to The Dreyfus Family of
Funds, P.O. Box 105, Newark, New Jersey 07101-0105. Neither initial nor subseq
uent investments should be made by third party check. Purchase orders may be
delivered in person only to a Dreyfus Financial Center. THESE ORDERS WILL BE
FORWARDED TO THE FUND AND WILL BE PROCESSED ONLY UPON RECEIPT THEREBY. For
the location of the nearest Dreyfus Financial Center, please call one of the
telephone numbers listed under "General Information."
        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 #8900052171/General New York
Municipal Money Market Fund, 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 at the net asset value per
share next determined after an order in proper form and 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. If you do not
remit Federal Funds, your payment 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.
Prior to receipt of Federal Funds, your money will not be invested.
        The Fund's net asset value per share is determined as of 12:00 Noon,
New York time, on each day the New York Stock Exchange is open for business.
Net asset value per share is computed by dividing the value of the Fund's net
assets (i.e., the value of its assets less liabilities) by the total number
of shares outstanding. See "Determination of Net Asset Value" in the Fund's
Statement of Additional Information.
        If your payments are received in or converted into Federal Funds by
12:00 Noon, New York time, on a business day, you will receive the dividend
declared that day. If your payments are received in or converted into Federal
Funds after 12:00 Noon, New York time, you will begin to accrue dividends on
the following business day.
                                  Page 12
        Qualified institutions may telephone orders for purchase of Fund
shares. These orders will become effective at the price determined at 12:00
Noon, New York time, and the shares purchased will receive the dividend on
Fund shares declared on that day if the telephone order is placed by 12:00
Noon, New York time, and Federal Funds are received by 4:00 p.m., New York
time, on that day.
        Federal regulations require that you provide a certified TIN upon
opening or reopening an account. See "Dividends, Distributions and Taxes" and
the Fund's 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").
DREYFUS 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 a bank 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.
        If you have selected the Dreyfus TELETRANSFER Privilege, you may
request a Dreyfus 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. In addition, use of the privileges noted below may require that the
proper forms and information be filed with and processed by the Transfer
Agent.
   

FUND EXCHANGES -- You may purchase, in exchange for shares of the Fund,
shares of 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. If you desire to use this service, please call
1-800-645-6561 to determine if it is available and whether any conditions are
imposed on its use.
    
   
        To request an exchange, you 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 appropriate "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
                                  Page 13
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, Wire Redemption Privilege, Telephone Redemption
Privilege, Dreyfus STELETRANSFER Privilege, and the dividend/capital gain
distribution option (except for Dreyfus 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 into funds
sold with a sales load. If you are exchanging 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 you must notify the Transfer Agent. 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.
DREYFUS AUTO-EXCHANGE PRIVILEGE -- Dreyfus 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 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 into funds sold with a
sales load. 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 The Dreyfus Family of
Funds, P.O. Box 9671, Providence, Rhode Island 02940-9671. 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 Dreyfus Family of Funds eligible to
participate in this Privilege, or to obtain a Dreyfus Auto-Exchange
Authorization Form, please call toll free 1-800-645-6561.
DREYFUS-AUTOMATIC ASSET BUILDER -- Dreyfus-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 a Dreyfus-AUTOMATIC Asset Builder
account, you must file an authorization form with the Transfer Agent. You may
obtain the necessary authorization
                                  Page 14
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 The Dreyfus Family of Funds, P.O. Box 9671, Providence, Rhode
Island 02940-9671, 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.
DREYFUS GOVERNMENT DIRECT DEPOSIT PRIVILEGE -- Dreyfus 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 Dreyfus 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 the
Privilege. The appropriate form may be obtained 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 notify
ing in writing the appropriate Federal agency. Further, the Fund may
terminate your participation upon 30 days' notice to you.
DREYFUS DIVIDEND OPTIONS -- Dreyfus Dividend Sweep enables you to invest
automatically dividends or dividends and capital gain distributions, if any,
paid by the Fund in shares of another fund in 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 price
s which do not include the sales load or which reflect a reduced sales load.
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 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 The Dreyfus Family of
Funds, P.O. Box 9671, Providence, Rhode Island 02940-9671. 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 existing
accounts and may not be used to open new accounts. Minimum subsequent
investments do not apply for Dreyfus Dividend Sweep. The Fund may modify or
terminate these privileges at any time or charge a service fee. No such fee
currently is contemplated.
DREYFUS PAYROLL SAVINGS PLAN -- Dreyfus Payroll Savings Plan permits you to
purchase Fund shares (minimum of $100 per transaction) automatically on a
regular basis. Depending upon your employer's direct deposit program, you may
have part or all of your paycheck transferred to your existing Dreyfus
account electronically through the Automated Clearing House system at each
pay period. To establish a Dreyfus Payroll Savings Plan account, you must
file an authorization form with your employer's payroll department. Your
employer must complete the reverse side of the form and return it to The
Dreyfus Family of Funds, P.O. Box 9671, Providence, Rhode Island 02940-9671.
You may obtain the necessary authorization form by calling 1-800-645-6561.
You may change the amount of purchase or cancel the authorization only by
written notification to your employer. It is the sole responsibility of your
employer, not the Distributor, The Dreyfus Corporation, the Fund, the
Transfer Agent or any other person, to arrange for transactions under the
Dreyfus Payroll Savings Plan. The Fund may modify or terminate this Privilege
at any time or charge a service fee. No such fee currently is contemplated.
                                  Page 15
QUARTERLY DISTRIBUTION PLAN -- The Quarterly Distribution Plan permits you to
receive quarterly payments from the Fund consisting of proceeds from the
redemption of shares purchased for your account through the automatic
reinvestment of dividends declared on your account during the preceding
calendar quarter. You may open a Quarterly Distribution Plan by submitting a
request to the Transfer Agent. The Plan may be ended at any time by you, the
Fund or the Transfer Agent. Shares for which certificates have been issued
must be presented before redemption under the Plan.
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.
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.
   

        The Fund imposes no charges when shares are redeemed. Securities
dealers, banks and other financial institutions 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 upon 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 DREYFUS
TELETRANSFER PRIVILEGE OR THROUGH DREYFUS-AUTOMATIC ASSET BUILDER AND
SUBSEQUENTLY SUBMIT A WRITTEN REDEMPTION REQUEST TO THE TRANSFER AGENT, YOUR
REDEMPTION WILL BE EFFECTIVE AND THE REDEMPTION PROCEEDS WILL BE TRANSMITTED
TO YOU PROMPTLY UPON BANK CLEARANCE OF YOUR PURCHASE CHECK, DREYFUS
TELETRANSFER PURCHASE OR DREYFUS-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 BY WIRE OR TELEPHONE OR PURSUANT TO THE DREYFUS
TELETRANSFER PRIVILEGE, FOR A PERIOD OF EIGHT BUSINESS DAYS AFTER RECEIPT BY
THE TRANSFER AGENT OF THE PURCHASE CHECK, DREYFUS TELETRANSFER PURCHASE OR
THE DREYFUS-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.
PROCEDURES -- You may redeem shares by using the regular redemption procedure
through the Transfer Agent, the Check Redemption Privilege, the Wire
Redemption Privilege, the Telephone Redemption Privilege or through the
Dreyfus TELETRANSFER Privilege. The Fund makes available to
                                  Page 16
certain large institutions the ability to issue redemption instructions
through compatible computer facilities.
        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 a telephone 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, 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 redemption or 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 telephone redemption had
been used.
REGULAR REDEMPTION -- Under the regular redemption procedure, you may redeem
your shares by written request mailed to The Dreyfus Family of Funds, P.O.
Box 9671, Providence, Rhode Island 02940-9671. Redemption requests may be
delivered in person only to a Dreyfus Financial Center. THESE REQUESTS WILL
BE FORWARDED TO THE FUND AND WILL BE PROCESSED ONLY UPON RECEIPT THEREBY. For
the location of the nearest Dreyfus Financial Center, please call one of the
telephone numbers listed under "General Information." 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 Agents Medallion Program ("STAMP"), and the Stock Exchanges
Medallion Program. If you have any questions with respect to
signature-guarantees, please call one of the telephone numbers listed under
"General Information."
        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 -- 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. 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. 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 shareholders.
                                  Page 17
WIRE REDEMPTION PRIVILEGE -- You may request by wire or telephone that
redemption proceeds (minimum $1,000) be wired to your account at a bank which
is a member of the Federal Reserve System, or a correspondent bank if your
bank is not a member. To establish the Wire Redemption Privilege, you must
check the appropriate box and supply the necessary information on the Fund's
Account Application or file a Shareholder Services Form with the Transfer
Agent. You may direct that redemption proceeds be paid by check (maximum
$150,000 per day) made out to the owners of record and mailed to your
address. Redemption proceeds of less than $1,000 will be paid automatically
by check. Holders of jointly registered Fund or bank accounts may have
redemption proceeds of not more than $250,000 wired within any 30-day period.
You may telephone redemption requests by calling 1-800-221-4060 or, if you
are calling from overseas, call 1-401-455-3306. The Fund reserves the right
to refuse any redemption request, including requests made shortly after a
change of address, and may limit the amount involved or the number of such
requests. This Privilege may be modified or terminated at any time by the
Transfer Agent or the Fund. The Fund's Statement of Additional Information
sets forth instructions for transmitting redemption requests by wire. Shares
for which certificates have been issued are not eligible for this Privilege.
TELEPHONE REDEMPTION PRIVILEGE -- You may redeem Fund shares (maximum
$150,000 per day) 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. The redemption proceeds will be paid by check and mailed to
your address. You may telephone redemption instructions by calling
1-800-221-4060 or, if you are calling from overseas, call 1-401-455-3306. 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 telephone redemption requests. This Privilege may
be modified or terminated at any time by the Transfer Agent or the Fund.
Shares for which certificates have been issued are not eligible for this
Privilege.
DREYFUS 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 Dreyfus 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 Dreyfus TELETRANSFER Privilege, you may
request a Dreyfus 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 12:00 Noon, New York time, on a business day, the
proceeds of the redemption ordinarily will be transmitted in Federal Funds on
the same day
                                  Page 18
and the shares will not receive the dividend declared on that
day. If a redemption request is received by the Transfer Agent after 12:00
Noon, New York time, the shares will receive the dividend declared on that
day and the proceeds of redemption ordinarily will be transmitted in Federal
Funds on the next business day. It is the responsibility of the Selected
Dealer to transmit a request so that it is received in a timely manner. The
proceeds of the redemption are credited to your account with the Selected
Dealer.
SHAREHOLDER SERVICES PLAN
        The Fund has adopted a Shareholder Services Plan pursuant to which
the Fund reimburses Dreyfus Service Corporation, a wholly-owned subsidiary of
The Dreyfus Corporation, an amount not to exceed an annual rate of .25 of 1%
of the value of the Fund's average daily net assets for certain allocated
expenses of providing personal services and/or maintaining shareholder
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.
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. Dividends
usually are paid on the last calendar day of each month and are automatically
reinvested in additional Fund shares at net asset value 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 at net asset value. All expenses are
accrued daily and deducted before declaration of dividends to investors.
        Except for dividends from Taxable Investments, the Fund anticipates
that substantially all dividends paid by the Fund will not be subject to
Federal, New York State and New York City personal income taxes. To the
extent that you are obligated to pay state or local taxes outside of New York
State and New York City, dividends earned by an investment in the Fund may
represent taxable income. 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 disposition
of certain market discount bonds, paid by the Fund are subject to Federal
income tax as ordinary income whether received in cash or 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 taxable as long-term
capital gains for Federal income tax purposes 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.
        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
                                  Page 19
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 dividend 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 and
distributions from net realized securities gains of the Fund 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 in
terest 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 November 30, 1994 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 tax to the extent its earnings are
distributed in accordance with applicable provisions of the Code. 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.
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 September 19, 1986, and
commenced operations on December 2, 1986. On January 29, 1990, the Fund's
name was changed from General New York Tax Exempt Money Market Fund to
General New York Municipal Money Market Fund. The Fund is authorized to issue
an unlimited number of shares of beneficial interest, par value $.001 per
share. Each share has one vote.
        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 from
banks for temporary or emergency purposes, (ii) increase the amount of the
                                  Page 20
Fund's assets that it may pledge to secure such borrowings and make such
policy non-fundamental and (iii) make the Fund's policy regarding investments
in illiquid securities non-fundamental.
        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
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,
or by calling toll free 1-800-645-6561. In New York City, call
1-718-895-1206, on Long Island call 794-5452.
        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 21


General New York
Municipal
Money Market
Fund
PROSPECTUS

Registration Mark

Copy Rights 1995 Dreyfus Service Corporation
                                        574P12033195



                  GENERAL NEW YORK MUNICIPAL MONEY MARKET FUND
                                     PART B
                      (STATEMENT OF ADDITIONAL INFORMATION)
                                 MARCH 31, 1995



     This Statement of Additional Information, which is not a prospectus,
supplements and should be read in conjunction with the current Prospectus
of General New York Municipal Money Market Fund (the "Fund"), dated March
31, 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, or call the following numbers:

     Call Toll Free 1-800-645-6561
     In New York City -- Call 1-718-895-1206
     On Long Island -- Call 794-5452

     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-8
Management Agreement . . . . . . . . . . . . . . . . . . . . .   B-12
Purchase of Fund Shares. . . . . . . . . . . . . . . . . . . .   B-14
Shareholder Services Plan. . . . . . . . . . . . . . . . . . .   B-14
Redemption of Fund Shares. . . . . . . . . . . . . . . . . . .   B-15
Shareholder Services . . . . . . . . . . . . . . . . . . . . .   B-17
Determination of Net Asset Value . . . . . . . . . . . . . . .   B-20
Dividends, Distributions and Taxes . . . . . . . . . . . . . .   B-20
Yield Information. . . . . . . . . . . . . . . . . . . . . . .   B-21
Portfolio Transactions . . . . . . . . . . . . . . . . . . . .   B-22
Information About the Fund . . . . . . . . . . . . . . . . . .   B-23
Custodian, Transfer and Dividend Disbursing Agent,
     Counsel and Independent Auditors. . . . . . . . . . . . .   B-23
Appendix A . . . . . . . . . . . . . . . . . . . . . . . . . .   B-24
Appendix B . . . . . . . . . . . . . . . . . . . . . . . . . .   B-37
Financial Statements . . . . . . . . . . . . . . . . . . . . .   B-41
Report of Independent Auditors . . . . . . . . . . . . . . . .   B-50
    



                  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."

     Portfolio Securities. The average distribution of investments (at
value) in Municipal Obligations by ratings for the fiscal year ended
November 30, 1994, computed on a monthly basis, was as follows:

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

  F-1+/F-1             VMIG1/MIG1,               SP-1+/SP-1,
                       P-1                       A-1+/A-1              92.1%
  AAA/AA               Aaa/Aa                    AAA/AA                 2.5
  Not Rated            Not Rated                 Not Rated              5.4
                                                                      -----
                                                                      100.0%
                                                                      =====

     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 13 months, but
which permit the holder to demand payment of principal at any time, or at
specified intervals not exceeding 13 months, in each case upon not more
than 30 days' notice.  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.


     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, will have the effect of reducing the yield to investors.

     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 Fund will seek to minimize
these risks by investing only in those lease obligations that (1) are rated
in one of the two highest categories for debt obligations by at least two
nationally recognized statistical rating organizations (or one rating
organization if the lease obligation was rated only by one such
organization) or (2) if unrated, are purchased principally from the issuer
or domestic banks or other responsible third parties, in each case only if
the seller shall have entered into an agreement with the Fund providing
that the seller or other responsible third party will either remarket or
repurchase the lease obligation within a short period after demand by the
Fund.  The staff of the Securities and Exchange Commission currently
considers certain lease obligations to be illiquid.  Accordingly, not more
than 10% of the value of the Fund's net assets will be invested in lease
obligations that are illiquid and in other securities that are not readily
marketable.  See "Investment Restriction No. 6" below.

     The Fund will not purchase tender option bonds unless (a) the demand
feature applicable thereto is exercisable by the Fund within 13 months of
the date of such purchase upon no more than 30 days' notice and thereafter
is exercisable by the Fund no less frequently than annually upon no more
than 30 days' notice and (b) at the time of such purchase, the Manager
reasonably expects (i) based upon its assessment of current and historical
interest rate trends, that prevailing short-term tax exempt rates will not
exceed the stated interest rate on the underlying Municipal Obligations at
the time of the next tender fee adjustment and (ii) that the circumstances
which might entitle the grantor of a tender option to terminate the tender
option would not occur prior to the time of the next tender opportunity.
At the time of each tender opportunity, the Fund will exercise the tender
option with respect to any tender option bonds unless the Manager
reasonably expects, (x) based upon its assessment of current and historical
interest rate trends, that prevailing short-term tax exempt rates will not
exceed the stated interest rate on the underlying Municipal Obligations at
the time of the next tender fee adjustment, and (y) that the circumstances
which might entitle the grantor of a tender option to terminate the tender
option would not occur prior to the time of the next tender opportunity.
The Fund will exercise the tender feature with respect to tender option
bonds, or otherwise dispose of its tender option bonds, prior to the time
the tender option is scheduled to expire pursuant to the terms of the
agreement under which the tender option is granted.  The Fund otherwise
will comply with the provisions of Rule 2a-7 in connection with the
purchase of tender option bonds, including, without limitation, the
requisite determination by the Board of Trustees that the tender option
bonds in question meet the quality standards described in Rule 2a-7, which,
in the case of a tender option bond subject to a conditional demand
feature, would include a determination that the security has received both
the required short-term and long-term quality rating or is determined to be
of comparable quality.  In the event of a default of the Municipal
Obligation underlying a tender option bond, or the termination of the
tender option agreement, the Fund would look to the maturity date of the
underlying security for purposes of compliance with Rule 2a-7 and, if its
remaining maturity was greater than thirteen months, the Fund would sell
the security as soon as would be practical.  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.

     Ratings of Municipal Obligations.  If, subsequent to its purchase by
the Fund, (a) an issue of rated Municipal Obligations ceases to be rated in
the highest rating category by at least two rating organizations (or one
rating organization if the instrument was rated by only one such
organization) or the Fund's Board determines that it is no longer of
comparable quality or (b) the Manager becomes aware that any portfolio
security not so highly rated or any unrated security has been given a
rating by any rating organization below the rating organization's second
highest rating category, the Fund's Board will reassess promptly whether
such security presents minimal credit risk and will cause the Fund to take
such action as it determines is in the best interest of the Fund and its
shareholders; provided that the reassessment required by clause (b) is not
required if the portfolio security is disposed of or matures within five
business days of the Manager becoming aware of the new rating and the
Fund's Board is subsequently notified of the Manager's actions.

     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
stated investment policies contained in the Fund's Prospectus and this
Statement of Additional Information.  The ratings of Moody's, S&P or 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
and the credit worthiness of the issuers of such securities.

     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 of these 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 the Fund's portfolio during such period.

     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.  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.

     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 (in no event longer than seven
days) 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 or
variable interest rates.

     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
sub-custodian 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 repur-
chase 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 New York Municipal Obligations.  Each
investor should consider carefully the special risks inherent in the
investment in New York Municipal Obligations by each Fund.  These risks
result from the financial condition of New York State and certain of its
public bodies and municipalities, including New York City.  Beginning in
early 1975, New York State, New York City and other State entities faced
serious financial difficulties which jeopardized the credit standing and
impaired the borrowing abilities of such entities and contributed to high
interest rates on, and lower market prices for, debt obligations issued by
them.  A recurrence of such financial difficulties or a failure of certain
financial recovery programs could result in defaults or declines in the
market values of various New York Municipal Obligations in which the Fund
may invest.  If there should be a default or other financial crisis
relating to New York State, New York City, a State or City agency, or a
State municipality, the market value and marketability of outstanding New
York Municipal Obligations in the Fund's portfolio and the interest income
to the Fund could be adversely affected.  Moreover, the significant
slowdown in the New York regional economy in the early 1990s added
substantial uncertainty to estimates of the State's tax revenues, which, in
part, caused the State to overestimate its General Fund tax receipts in the
1992 fiscal year by $575 million.  The 1992 fiscal year was the fourth
consecutive year in which the State incurred a cash-basis operating deficit
in the General Fund and issued deficit notes.  The State's 1993 and 1994
fiscal years, however, were characterized by national and regional
economies that performed better than projected.  After reflecting a 1993
year-end deposit to the State's refund reserve account of $671 million,
reported 1993 General Fund receipts were $45 million higher than originally
projected in April 1992.  The State completed the 1994 fiscal year with an
operating surplus in the General Fund of $914 million. In September 1994,
however, the State projected a General Fund operating deficit of $690
million for the 1995 fiscal year.  There can be no assurance that New York
will not face substantial potential budget gaps in future years.  In 1990,
S&P and Moody's lowered their ratings of the State's general obligation
debt from AA- to A and from A1 to A, respectively, and short-term notes
from SP-1+ to SP-1 and from MIG-1 to MIG-2, respectively.  In January 1992,
Moody's lowered from A to Baa1 the ratings on certain appropriation-backed
debt of New York State and its agencies.  New York State's general
obligation, State guaranteed and New York State Local Government Assistance
Corporation bonds continue to be rated A by Moody's.  In addition, in
January 1992, S&P lowered from A to A- the ratings of New York State
general obligation bonds and stated that it continues to assess the ratings
outlook as negative.  S&P also lowered its ratings of various agency debt,
state moral obligations, contractual obligations, lease purchase
obligations and state guarantees.  In February 1991, Moody's lowered its
rating on New York City's general obligation bonds from A to Baa1.  The
rating changes reflected the rating agencies' concerns about the financial
condition of New York State and City, the heavy debt load of the State and
City, and economic uncertainties in the region.  Investors should review
"Appendix A" which more fully sets forth these and other risk factors.
   

     Investment Restrictions.  The Fund has adopted the following
investment restrictions, except as otherwise noted, as fundamental
policies.  Fundamental policies cannot be changed without approval by the
holders of a majority (as defined in the Investment Company Act of 1940, as
amended (the "Act")) of the Fund's outstanding voting shares.  Investment
restrictions numbered 3 and 6 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.

     2.    Borrow money, except from banks 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) based on 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 value of the
Fund's total assets, the Fund will not make any additional investments.

     3.    Pledge, hypothecate, mortgage or otherwise encumber its assets,
except to the extent necessary to secure permitted borrowings.

     4.    Sell securities short or purchase securities on margin.

     5.    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.

     6.    Enter into repurchase agreements providing for settlement in more
than seven days after notice or purchase securities which are illiquid, if,
in the aggregate, more than 10% of the value of the Fund's net assets would
be so invested.

     7.    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.

     8.    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.

     9.    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, securities issued by domestic banks and obligations
issued or guaranteed by the U.S. Government, its agencies or
instrumentalities.

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

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

     For purposes of Investment Restriction No. 9, 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 or decrease 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
interest 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 Corp., The Dun
     & Bradstreet Corporation, Equitable Resources, Inc., a producer and
     distributor of natural gas and crude petroleum, MCI Communications
     Corporation and Mutual of America Life Insurance Company.  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.  Pr. 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 10012.
   

*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 24, 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 24, 1994 to
     December 31, 1994, he was a director of Mellon Bank Corporation.  Mr.
     DiMartino is also a director and former Treasurer of The Muscular
     Dystrophy Association; a trustee of Bucknell University; and a
     director of the Noel Group, Inc.  Mr. DiMartino is also a Board member
     of 69 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 10028.

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 as 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, which strives to
     reform and modernize City and State government.  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 plan described in the section captioned
"Shareholder Services Plan" remains 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.
   

     The Trustees were elected at a meeting of shareholders held on August
3, 1994.  Ordinarily, no further meetings of shareholders will be held 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 that 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 November 30, 1994, 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) Total
                                                 (3) Pension or                                     Compensation from
                           (2) Aggregate         Retirement Benefits      (4) Estimated Annual        Fund and Fund
(1) Name of Board          Compensation from     Accrued as Part of           Benefits Upon         Complex Paid to
        Member             Fund1                 Fund's Expenses              Retirement              Board Member

<S>                             <C>                   <C>                         <C>                  <C>
Clifford L. Alexander, Jr.      3750                  none                        none                  73,210

Peggy C. Davis                  3750                  none                        none                  61,751

Joseph S. DiMartino2            3688                  none                        none                 445,000

Ernest Kafka                    3750                  none                        none                  61,001

Saul B. Klaman                  3750                  none                        none                  61,751

Nathan Leventhal                3750                  none                        none                  61,751
__________________________________________
1    Amount does not include reimbursed expenses for attending Board
meetings, which amounted to $220 for all Trustees as a group.

2    Estimated amounts for the current fiscal year ending November 30,
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, Inc.  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.
    
   

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.
    
   

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.
    
   

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 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 and, prior thereto, was
     employed as a Research Assistant for the Bureau of National Affairs.
     She is 50 years old.
    


     Trustees and officers of the Fund, as a group, owned less than 1% of
the Fund's shares of beneficial interest outstanding on January 16,
1995.


                              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") with the Fund dated August 24, 1994, 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 at a meeting held 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 September 28, 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; 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; 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; 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 without limitation: 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, costs of preparing and printing prospectuses and statements of
additional information for regulatory purposes and for distribution to
existing shareholders, and any extraordinary expenses.
    
   
     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
service 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, the Fund has agreed to pay
the Manager a monthly management fee at the annual rate of .50 of 1% of the
value of the Fund's average daily net assets.  For the fiscal years ended
November 30, 1992, 1993 and 1994, the management fees payable amounted to
$2,962,454, $2,951,496 and $3,303,984, respectively, which amounts were
reduced by $2,248,982, $2,066,047 and $2,147,114, respectively, pursuant to
undertakings in effect, resulting in net fees paid to the Manager of
$713,472 in fiscal 1992, $885,449 in fiscal 1993 and $1,156,870 in fiscal
1994.

     The Manager has agreed that if in any fiscal year the aggregate
expenses of the Fund, exclusive of taxes, brokerage, interest on borrowings
and (with the prior written consent of the necessary state securities
commissions) extraordinary expenses, but including the management fee,
exceed 1 1/2% of the value of the Fund's average net assets for the fiscal
year, the Fund may deduct from the payment to be made to the Manager under
the Agreement, or the Manager will bear, such excess expense.  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.  No such
deduction or payment was required for the fiscal year ended November 30,
1994.

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

     In addition, under a service plan adopted by the Fund pursuant to Rule
12b-1 under the Act, which was terminated effective June 1, 1994, the Fund
bore the costs of preparing, printing and distributing prospectuses.  For
the period December 1, 1993 through May 31, 1994, $8,666 was charged to the
Fund under such Plan.
    



                             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 Dreyfus Family of Funds and for
certain other investment companies.

     Using Federal Funds.  The Shareholder 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
Selected Dealer (as defined below) 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 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.

     Dreyfus TeleTransfer Privilege.  Dreyfus 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 Dreyfus
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-Dreyfus
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.


                            SHAREHOLDER SERVICES PLAN

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

     The Fund has adopted a Shareholder Services Plan pursuant to which the
Fund reimburses Dreyfus Service Corporation, a wholly-owned subsidiary of
the Manager, for certain allocated expenses of providing personal services
and/or maintaining shareholder 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.

     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 material amendments of the
Shareholder Services 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 and have no direct or indirect financial interest in the operation
of 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 of the Trustees cast in
person at a meeting called for the purpose of voting on the Shareholder
Services Plan.  The Shareholder Services 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
Shareholder Services Plan.

     During the fiscal year ended November 30, 1994, the Fund was charged
an aggregate of $481,482 pursuant to the Shareholder Services Plan.


                            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.  An investor may indicate on the Account
Application 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 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.

     Wire Redemption Privilege.  By using this Privilege, an investor
authorizes the Transfer Agent to act on wire or telephone redemption
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.  Ordinarily, the
Fund will initiate payment for shares redeemed pursuant to this Privilege
on the same business day if the Transfer Agent receives the redemption
request in proper form prior to 12:00 Noon, New York time, on such day;
otherwise the Fund will initiate payment on the next business day.
Redemption proceeds will be transferred by Federal Reserve wire only to the
commercial bank account specified by the investor on the Account
Application or Shareholder Services Form.  Redemption proceeds, if wired,
must be in the amount of $1,000 or more and will be wired to the investor's
account at the bank of record designated in the investor's file at the
Transfer Agent, if the investor's bank is a member of the Federal Reserve
System, or to a correspondent bank if the investor's bank is not a member.
Fees ordinarily are imposed by such bank and usually are borne by the
investor.  Immediate notification by the correspondent bank to the
investor's bank is necessary to avoid a delay in crediting the funds to the
investor's bank account.

     Investors with access to telegraphic equipment may wire redemption
requests to the Transfer Agent by employing the following transmittal code
which may be used for domestic or overseas transmissions:

                                                Transfer Agent's
                Transmittal Code                Answer Back Sign

                       144295                   144295 TSSG PREP

     Investors who do not have direct access to telegraphic equipment may
have the wire transmitted by contacting a TRT Cables operator at
1-800-654-7171, toll free.  Investors should advise the operator that the
above transmittal code must be used and should also inform the operator of
the Transfer Agent's answer back sign.

     To change the commercial bank or account designated to receive wire
redemption proceeds, a written request must be sent to the Transfer Agent.
This request must be signed by each shareholder, with each signature
guaranteed as described below under "Share Certificates; Signatures."

     Dreyfus TeleTransfer Privilege.  Investors should be aware that if
they have selected Dreyfus TeleTransfer Privilege, any request for a
Dreyfus 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-Dreyfus 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 holder 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.  For more information with respect to signature-guarantees,
please call one of the telephone numbers listed on the cover.

     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 shareholder.  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.  Shares of other funds purchased by exchange will be
purchased on the basis of relative net asset value per share as follows:


     A.    Exchanges for shares of funds that are offered without a sales
           load will be made without a sales load.

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

     C.    Shares of funds purchased with a sales load may be exchanged
           without a sales load for shares of other funds sold without a
           sales load.

     D.    Shares of funds purchased with a sales load, shares of funds
           acquired by a previous exchange from shares purchased with a
           sales load, and additional shares acquired through reinvestment
           of dividends or distributions of any such funds (collectively
           referred to herein as "Purchased Shares") may be exchanged for
           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.

     To accomplish an exchange under item D above, shareholders must notify
the Transfer Agent of their prior ownership of fund shares and their
account number.

     To request an exchange, an investor or an 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 Fund shareholders automatically,
unless the investor checks the appropriate "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 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 required for 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
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.

     Dreyfus Auto-Exchange Privilege.  Dreyfus Auto-Exchange privilege
permits an investor to purchase, in exchange for shares of the Fund, shares
of another fund in 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 Dreyfus 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
Dreyfus Auto-Exchange Privilege may be modified or terminated at any time
upon notice to shareholders.

     Dreyfus Dividend Sweep.  Dreyfus 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 another fund in the
Dreyfus Family of Funds of which the investor is a shareholder.  Shares 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 by a fund may be invested
           without imposition of a sales load in shares of other funds that
           are offered without a sales load.

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

     C.    Dividends and distributions paid by a fund which charges a sales
           load may be invested in 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 may be invested in
           shares of other funds that impose a contingent deferred sales
           charge ("CDSC") and the applicable CDSC, if any, will be imposed
           upon redemption of such shares.

     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.


                        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."

     Amortized Cost Pricing.  The valuation of the Fund's portfolio
securities is based upon their amortized cost, which does not take into
account unrealized capital gains or losses.  This involves valuing an
instrument at its cost and thereafter assuming a constant amortization to
maturity of any discount or premium, regardless of the impact of
fluctuating interest rates on the market value of the instrument.  While
this method provides certainty in valuation, it may result in periods
during which value, as determined by amortized cost, is higher or lower
than the price the Fund would receive if it sold the instrument.

     The Board of Trustees has established, as a particular responsibility
within the overall duty of care owed to the Fund's investors, procedures
reasonably designed to stabilize the Fund's price per share as computed for
the purpose of sales and redemptions at $1.00.  Such procedures include
review of the Fund's portfolio holdings by the Board of Trustees, at such
intervals as it deems appropriate, to determine whether the Fund's net
asset value calculated by using available market quotations or market
equivalents deviates from $1.00 per share based on amortized cost.  Market
quotations and market equivalents used in such review are obtained from an
independent pricing service (the "Service") approved by the Board of
Trustees.  The Service values the Fund's investments based on methods which
include consideration of:  yields or prices of municipal bonds of
comparable quality, coupon, maturity and type; indications of values from
dealers; and general market conditions.  The Service also may employ
electronic data processing techniques and/or a matrix system to determine
valuations.

     The extent of any deviation between the Fund's net asset value based
upon available market quotations or market equivalents and $1.00 per share
based on amortized cost will be examined by the Board of Trustees.  If such
deviation exceeds 1/2 of 1%, the Board of Trustees promptly will consider
what action, if any, will be initiated.  In the event the Board of Trustees
determines that a deviation exists which may result in material dilution or
other unfair results to investors or existing  shareholders, it has agreed
to take such corrective action as it regards as necessary and appropriate,
including:  selling portfolio instruments prior to maturity to realize
capital gains or losses or to shorten average portfolio maturity;
withholding dividends or paying distributions from capital or capital
gains; redeeming shares in kind; or establishing a net asset value per
share by using available market quotations or market equivalents.

     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."

     Ordinarily, gains and losses realized from portfolio transactions will
be treated as capital gain or loss.  However, all or a portion of any gain
realized from the sale or other disposition of certain market discount
bonds will be treated as ordinary income under Section 1276 of the Internal
Revenue Code of 1986, as amended.


                                YIELD INFORMATION

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

     For the seven-day period ended November 30, 1994, the Fund's yield was
3.04% and effective yield was 3.09%.  These yields reflect the waiver of
the portion of the management fee, without which the Fund's seven-day yield
and effective yield for the period ended November 30, 1994 would have been
2.90% and 2.94%, respectively.  See "Management of the Fund" in the
Prospectus.  Yield is computed in accordance with a standardized method
which involves determining the net change in the value of a hypothetical
pre-existing Fund account having a balance of one share at the beginning of
a seven calendar day period for which yield is to be quoted, dividing the
net change by the value of the account at the beginning of the period to
obtain the base period return, and annualizing the results (i.e.,
multiplying the base period return by 365/7).  The net change in the value
of the account reflects the value of additional shares purchased with
dividends declared on the original share and any such additional shares and
fees that may be charged to shareholder accounts, in proportion to the
length of the base period and the Fund's average account size, but does not
include realized gains and losses or unrealized appreciation and
depreciation.  Effective yield is computed by adding 1 to the base period
return (calculated as described above), raising that sum to a power equal
to 365 divided by 7, and subtracting 1 from the result.

     Based upon a combined 1994 Federal, New York State and New York City
effective tax rate of 47.05%, and a yield of 3.04% for the seven-day period
ended November 30, 1994, after giving effect to the Federal deduction for
New York City taxes, the Fund's tax equivalent yield for this period was
5.74%.  Without the waiver of a portion of management fee then in effect,
the Fund's seven-day tax equivalent for the period ended November 30, 1994
would have been 5.48%.  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, New York State and New York City marginal personal income
tax rates in effect.  For Federal income tax purposes, a 39.60% tax rate
has been used.  For New York State and New York City personal income tax
purposes, a 7.85% tax rate has been used.  The tax equivalent figure,
however, does not include the potential effect of any local (including, but
not limited to, county, district or city (aside from taxes imposed upon
residents of the City of New York)) taxes, if any, 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 all factual circumstances and applicable tax
laws, in order to ascertain the relevant tax equivalent yield.

     Yields will fluctuate and are not necessarily representative of future
results.  Each investor should remember that yield is a function of the
type and quality of the instruments in the portfolio, portfolio maturity
and operating expenses.  An investor's principal in the Fund is not
guaranteed.  See "Determination of Net Asset Value" for a discussion of the
manner in which the Fund's price per share is determined.

     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 not as representative 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.


                             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 whom 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.




                           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.  Fund shares are of one class and have equal rights as to
dividends and in liquidation.  Shares have no pre-emptive, subscription or
conversion rights and are freely transferable.

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

               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 NEW YORK MUNICIPAL OBLIGATIONS


     The financial condition of New York State (the "State") and certain of
its public bodies (the "Agencies") and municipalities, particularly New York
City (the "City"), could affect the market values and marketability of New
York Municipal Obligations which may be held by the Fund.  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, the City and the
Municipal Assistance Corporation for the City of New York ("MAC") 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.

     A national recession commenced in mid-1990.  The downturn continued
through the remainder of the 1990-91 fiscal year, and was followed by a
period of weak economic growth during the remainder of the 1991 calendar
year.  For the calendar year 1992, the national economy continued to
recover, although at a rate below all post-war recoveries.  The recession
was more severe in the State than in other parts of the nation, owing to a
significant retrenchment in the financial services industry, cutbacks in
defense spending, and an overbuilt real estate market.  The State economy
remained in recession until 1993, when employment growth resumed.  Since
early 1993, the State has gained approximately 100,000 jobs. The State's
economic forecast calls for employment to increase in 1994 and 1995.
Employment growth will moderate in 1995 when the pace of national economic
growth is projected to slacken and entire industries adjust to changing
markets and the State's economy absorbs the full impact of these
developments.  Personal income is estimated to increase by 5.3% in 1994, and
a more moderate rate in 1995.

     The State's budget for the 1994-95 fiscal year was enacted by the
Legislature on June 7, 1994, more than two months after the start of the
fiscal year.  Prior to adoption of the budget, the Legislature enacted
appropriations for disbursements considered to be necessary for State
operations and other purposes, including all necessary appropriations for
debt service.  The State Financial Plan for 1994-95 fiscal year was
formulated on June 16, 1994 and is based on the State's budget as enacted by
the Legislature and signed into law by the Governor.

     The State Financial Plan is based upon forecasts of national and State
economic activity.  Economic forecasts have frequently failed to predict
accurately the timing and magnitude of changes in the national and the State
economies.  Many uncertainties exist in forecasts of both the national and
State economies, including consumer attitudes toward spending, Federal
financial and monetary policies, the availability of credit and the
condition of the world economy, which could have an adverse effect on the
State.  There can be no assurance that the State economy will not experience
worse-than-predicted results in the 1994-95 fiscal year, with corresponding
material and adverse effects on the State's projections of receipts and
disbursements.

     The State issued its first update to the GAAP-basis Financial Plan for
the State's 1994-95 fiscal year on September 1, 1994.  In the September
GAAP-basis update, the Division of the Budget projected a General Fund
Operating deficit of $690 million.  The prior projection of the 1994-95
GAAP-basis State Financial Plan, issued in February 1994 as part of the
1994-95 Executive Budget (the "February 1994 Projection"), projected an
operating surplus in the General Fund of $7 million.

     In the February 1994 projection, General Fund operating results over
the 1993-94 and 1994-95 fiscal year projection period were anticipated to
reduce the accumulated deficit by $256 million.  The impact of the reported
results for the State's 1993-94 fiscal year and the revised projection on
the accumulated deficit is substantially the same.  Combining the $914
million operating surplus for the State's 1993-94 fiscal year with the
projected $690 million operating deficit for the 1994-95 fiscal year results
in an anticipated $224 million reduction in the accumulated deficit.

     Total revenues in the General Fund are projected at $32.825 billion,
consisting of $30.783 billion in tax revenues and $2.042 billion in
miscellaneous revenue.  Personal income tax revenue is projected to reach
$17.712 billion, or nearly 58% of total tax revenue.  User taxes and fees
are projected to total $6.561 billion, or nearly 21% of total taxes.
Business taxes are projected at $5.442 billion, or 18%, while revenue from
other taxes is projected at $1.068 billion or 3% of total tax revenue.
Total expenditures in the General Fund are projected at $33.633 billion,
including $23.778 billion for grants to local governments, $8.033 billion
for State operations, $1.807 billion for general State charges, and $15
million for debt service.  Compared to the projections made in February,
expenditures for grants to local governments are substantially increased,
while expenditures for state operations are reduced.

     There can be no assurance that the State will not face substantial
potential budget gaps in future years resulting from a significant disparity
between tax revenues projected from a lower recurring receipts base and the
spending required to maintain State programs at current levels.  To address
any potential budgetary imbalance, the State may need to take significant
actions to align recurring receipts and disbursements in future fiscal
years.

     On June 6, 1990, Moody's changed its ratings on all the State's
outstanding general obligation bonds from A1 to A.  On March 26, 1990 and
January 13, 1992, S&P changed its ratings on all of the State's outstanding
general obligation bonds from AA- to A and from A to A-, respectively.
Ratings reflect only the respective views of such organizations, and their
concerns about the financial condition of New York State and City, the debt
load of the State and City and any economic uncertainties about the region.
There is no assurance that a particular rating will continue for any given
period of time or that any such rating will not be revised downward or
withdrawn entirely if, in the judgment of the agency originally establishing
the rating, circumstances so warrant.

     (1)  The State, Agencies and Other Municipalities.  During the mid-
1970s, some of the Agencies and municipalities (in particular, the City)
faced extraordinary financial difficulties, which affected the State's own
financial condition.  These events, including a default on short-term notes
issued by the New York State Urban Development Corporation ("UDC") in
February 1975, which default was cured shortly thereafter, and a
continuation of the financial difficulties of the City, created substantial
investor resistance to securities issued by the State and by some of its
municipalities and Agencies.  For a time, in late 1975 and early 1976, these
difficulties resulted in a virtual closing of public credit markets for
State and many State related securities.

     In response to the financial problems confronting it, the State
developed and implemented programs for its 1977 fiscal year that included
the adoption of a balanced budget on a cash basis (a deficit of $92 million
that actually resulted was financed by issuing notes that were paid during
the first quarter of the State's 1978 fiscal year).  In addition,
legislation was enacted limiting the occurrence of additional so-called
"moral obligation" and certain other Agency debt, which legislation does
not, however, apply to MAC debt.

     State Financial Results.  New York State's financial operations have
improved during recent fiscal years.  During the period 1989-90 through
1991-92, the State incurred General Fund operating deficits that were closed
with receipts from the issuance of tax and revenue anticipation notes
("TRANs").  First, the national recession, and then the lingering economic
slowdown in the New York and regional economy, resulted in repeated
shortfalls in receipts and three budget deficits.  For its 1992-93 and 1993-
94 fiscal years, the State recorded balanced budgets on a cash basis, with
substantial fund balances in each year as described below.

     On July 29, 1994, the Office of the State Comptroller issued the
General Purpose Financial Statements of the State of New York for the 1993-
94 fiscal year.  The Statements were prepared on GAAP-basis and were
independently audited in accordance with generally accepted auditing
standards.  The State's Combined Balance Sheet as of March 31, 1994 showed
an accumulated surplus in its combined governmental funds of $370 million,
reflecting liabilities of $13.219 billion and assets of $13.589 billion.
This accumulated Governmental Funds surplus includes a $1.637 billion
accumulated deficit in the General Fund, as well as accumulated surpluses in
the Special Revenue and Debt Service fund types and a $622 million
accumulated deficit in the Capital Projects Fund type.

     The State completed its 1993-94 fiscal year with a combined
Governmental Funds operating surplus of $1.051 billion, which included an
operating surplus in the General Fund of $914 million, in the Special
Revenue Funds of $149 million and in the Debt Service Funds of $23 million,
and an operating deficit in the Capital Projects Funds of $35 million.  The
following table updates Table 6 of the Annual Information Statement.

     The State reported a General Fund operating surplus of $914 million for
the 1993-94 fiscal year, as compared to an operating surplus of $2.065
billion for the prior fiscal year.  The 1993-94 fiscal year surplus reflects
several major factors, including the cash basis surplus recorded in 1993-94,
the use of $671 million of the 1992-93 surplus to fund operating expenses in
1993-94, net proceeds of $575 million in bonds issued by the Local
Government Assistance Corporation, and the accumulation of $265 million
balance in the Contingency Reserve Fund.  Revenues increased $543 million
(1.7%) over prior fiscal year revenues with the largest increase occurring
in personal income taxes.  Expenditures increased $1.659 billion (5.6%) over
the prior fiscal year, with the largest increase occurring in State aid for
social services programs.

     The State ended its 1993-94 fiscal year with a balance of $1.140
billion in the tax refund reserve account, $265 million in its Contingency
Reserve Fund and $134 million in its tax stabilization reserve fund.  These
fund balances were primarily the result of an improving national economy,
State employment growth, tax collections that exceeded earlier projections
and disbursements that were below expectations.  Deposits to the personal
income tax refund reserve have the effect of reducing reported personal
income tax receipts in the fiscal year when made and withdrawals from such
reserve increase receipts in the fiscal year when made.  The balance in the
tax reserve account will be used to pay taxpayer refunds, rather than
drawing from 1994-95 receipts.

     Of the $1.140 billion deposited in the tax refund reserve account,
$1.026 billion was available for budgetary planning purposes in the 1994-95
fiscal year.  The remaining $114 million will be redeposited in the tax
refund reserve account at the end of the State's 1994-95 fiscal year to
continue the process of restructuring the State's cash flow as part of the
New York Local Government Assistance Corporation ("LGAC") program.  The
balance in the contingency reserve fund will be used to meet the cost of
litigation facing the State.  The tax stabilization reserve fund may be used
only in the event of an unanticipated General Fund cash-basis deficit during
the 1994-95 fiscal year.

     Before the deposit of $1.140 billion in the tax refund reserve account,
General Fund receipts in 1993-94 exceeded those originally projected when
the State Financial Plan for the year was formulated on April 16, 1993 by
$1.002 billion.  Greater-than-expected receipts in the personal income tax,
the bank tax, the corporation franchise tax and the estate tax accounted for
most of this variance, and more than offset weaker-than-projected
collections from the sales and use tax and miscellaneous receipts.
Collections from individual taxes  were affected by various factors
including changes in Federal business laws, sustained profitability of
banks, strong performance of securities firms, and higher-than-expected
consumption of tobacco products following price cuts.

     The higher receipts resulted, in part, because the New York economy
performed better than forecasted.  Employment growth started in the first
quarter of the State's 1993-94 year, and although this lagged the national
economic recovery, the growth in New York began earlier than forecasted.
The New York economy exhibited signs of strength in the service sector, in
construction, and in trade.  Long Island, and the Mid-Hudson Valley
continued to lag the rest of the State in economic growth.  Approximately
100,000 jobs are believed to have been added during the 1993-94 fiscal year.

     Disbursements and transfer from the General Fund were $303 million
below the level projected in April 1993, an amount that would have been $423
million had the State not accelerated the payment of Medicaid billings,
which in the April 1993 State Financial Plan were planned to be deferred
into the 1994-95 fiscal year.  Compared to the estimates included in the
State Financial Plan formulated in April 1993, disbursements were lower for
Medicaid, capital projects, and debt service (due to refundings).  In
addition, $114 million of school and payments were funded from the proceeds
of LGAC bonds.  Disbursements were higher-than-expected for general support
for public schools.  The State also made the first of six required payments
to the State of Delaware related to the settlement of Delaware's litigation
against the State regarding the disposition of abandoned property receipts.

     During the 1993-94 fiscal year, the State also established and funded a
Contingency Reserve Fund ("CRF") as a way to assist the State in financing
the cost of litigation affecting the State.  The CRF was initially funded
with a transfer of $100 million attributable to the positive margin recorded
in the 1992-93 fiscal year.  In addition, the State augmented this initial
deposit with $132 million on debt service savings attributable to the
refinancing of State and public authority bonds during 1993-94.  A year-end
transfer of $36 million was also made to the CRF, which, after a
disbursement for authorized fund purposes, brought the CRF balance at the
end of 1993-94 to $265 million.  This amount was $165 million higher than
the amount originally targeted for this reserve fund.

     For its 1992-93 fiscal year the State had a balanced budget on a cash
basis with a positive margin of $671 million in the General Fund that was
deposited in the refund reserve account.

     After reflecting a 1992-93 year-end deposit to the refund reserve
account of $671 million, reported 1992-93 General Fund receipts were $45
million higher than originally projected in April 1992.  If not for that
year-end transaction, which had the effect of reducing 1992-93 receipts by
$671 million and making those receipts available in 1993-94, General Fund
receipts would have been $716 million higher than originally projected.

     The favorable performance was primarily attributable to personal income
tax collections that were more than $700 million higher than originally
projected (before reflecting the refund reserve transaction).  The
withholding and estimated payment components of the personal income tax
exceeded original estimates by more than $800 million combined, reflecting
both stronger economic activity, particularly at year's end, and the tax-
induced one-time acceleration of income into 1992.  Modest shortfalls were
experienced in other components of the income tax.

     There were large, but largely offsetting, variances in other
categories.  Significantly higher-than-projected business tax collections
and the receipt of unbudgeted payments from the Medical Malpractice
Insurance Association and the New York Racing Association approximately
offset the loss of an anticipated $200 million Federal reimbursement, the
loss of certain budgeted hospital differential revenue as a result of
unfavorable court decisions, and shortfalls in certain miscellaneous revenue
sources.

     Disbursements and transfers to other funds totaled $30.829 billion, an
increase of $45 million above projections in April 1992.  After adjusting
for the impact of a $150 million payment from the Medical Malpractice
Insurance Association to health insurers made pursuant to legislation passed
in January 1993, actual disbursements were $105 million lower than
projected.  This reduction primarily reflected higher-than-anticipated costs
for educational programs, as offset by lower costs in virtually all other
categories of spending, including Medicaid, local health programs, agency
operations, fringe benefits, capital projects and debt service.

     During its 1989-90, 1990-91 and 1991-92 fiscal years, the State
incurred cash-basis operating deficits in the General Fund of $775 million,
$1.081 billion and $575 million, respectively, prior to the issuance of
short-term tax and revenue anticipation notes ("TRANs"), owing to lower-
than-projected receipts.

     Governmental Funds.  The principal operating fund of the State is the
General Fund.  It receives all State income that is not required by law to
be deposited in another fund.  General Fund receipts, including transfers
from other funds, totalled $32.229 billion in the State's 1993-94 fiscal
year.  General Fund receipts in the State's 1994-95 fiscal year are
estimated in the State Financial Plan at $34.321 billion.  Including
transfers to other funds, total General Fund disbursements in the 1993-94
fiscal year were $31.897 billion, and are estimated to total $34.248 billion
in the State's 1994-95 fiscal year.

     The Special Revenue Funds account for State receipts from specific
sources that are legally restricted in use to specified purposes and include
all moneys received from the Federal government.  Total receipts in Special
Revenue Funds are projected at $24.598 billion in the State's 1994-95 fiscal
year.  Federal grants are projected to account for 75% of the total
projected receipts in Special Revenue Funds in the State's 1994-95 fiscal
year.

     Disbursements from Special Revenue Funds are projected to be $24.982
billion for the State's 1994-95 fiscal year.  Grants to local governments
disbursed from this fund type are projected to account for 75% of
disbursements from this fund for the 1994-95 fiscal year.

     The Capital Projects Funds are used to finance the acquisition and
construction of major capital facilities and to aid local government units
and Agencies in financing capital constructions.  Federal grants for capital
projects, largely highway-related, are projected to account for 33% of the
$3.233 billion in total projected receipts in Capital Projects Funds in the
State's 1994-95 fiscal year.  Total disbursements for capital projects are
projected to be $3.730 billion during the State's 1994-95 fiscal year.  Of
total disbursements from Capital Projects Funds, approximately 54% is for
various transportation purposes, including highways and mass transportation
facilities; 4% is for programs of the Department of Correctional Services
and other public protection activities; 16% is for health and mental hygiene
facilities; 13% is for environmental and recreational programs; 5% is for
educational programs; and 5% is for housing and economic development
programs.  The balance is for the maintenance of State office facilities and
various other capital programs.

     The Debt Service Funds serve to fulfill State debt service on long-term
general obligation State debt and other State lease/purchase and contractual
obligation financing commitments.  Total receipts in Debt Service Funds are
projected to reach $2.318 billion in the State's 1994-95 fiscal year.  Total
disbursements from Debt Service Funds for debt service, lease/purchase and
contractual obligation financing commitments are projected to be $2.246
billion for the 1994-95 fiscal year.

     State Borrowing Plan.  The State issued $850 million in TRANs on May 4,
1993 to fund its day-to-day operations and certain local assistance payments
to its municipalities and school districts.  All of these TRANs matured on
December 31, 1993.

     The State anticipates that its 1994-95 borrowings for capital purposes
will consist of approximately $374 million in general obligation bonds
(including $140 million for the purpose of redeeming outstanding bond
anticipation notes) and $140 million in new commercial paper issuances.  The
Legislature has authorized the issuance of up to $69 million in certificates
of participation for real property and equipment acquisitions during the
State's 1994-95 fiscal year.  The projections of the State regarding its
borrowings for the 1994-95 fiscal year may change if actual receipts fall
short of State projections or if other circumstances require.

     In addition, the LGAC is authorized to provide net proceeds of $315
million during the 1994-95 fiscal year to make payments to local
governmental units, otherwise made by the State, reduces the State's future
liabilities.

     State Agencies.  The fiscal stability of the State is related, at least
in part, to the fiscal stability of its localities and various of its
Agencies.  Various Agencies have issued bonds secured, in part, by
non-binding statutory provisions for State appropriations to maintain
various debt service reserve funds established for such bonds (commonly
referred to as "moral obligation" provisions).

     At September 30, 1993, there were 18 Agencies that had outstanding debt
of $100 million or more.  The aggregate outstanding debt, including
refunding bonds, of these 18 Agencies was $63.5 billion as of September 30,
1993.  As of March 31, 1994, aggregate Agency debt outstanding as State-
supported debt was $21.1 billion and as State-related was $29.4 billion.
Debt service on the outstanding Agency obligations normally is paid out of
revenues generated by the Agencies' projects or programs, but in recent
years the State has provided special financial assistance, in some cases on
a recurring basis, to certain Agencies for operating and other expenses and
for debt service pursuant to moral obligation indebtedness provisions or
otherwise.  Additional assistance is expected to continue to be required in
future years.

     Several Agencies have experienced financial difficulties in the past.
Certain Agencies continue to experience financial difficulties requiring
financial assistance from the State.  Failure of the State to appropriate
necessary amounts or to take other action to permit certain Agencies to meet
their obligations could result in a default by one or more of such Agencies.
If a default were to occur, it would likely have a significant effect on the
marketability of obligations of the State and the Agencies.  These Agencies
are discussed below.

     The New York State Housing Finance Agency ("HFA") provides financing
for multifamily housing, State University construction, hospital and nursing
home development, and other programs.  In general, HFA depends upon
mortgagors in the housing programs it finances to generate sufficient funds
from rental income, subsidies and other payments to meet their respective
mortgage repayment obligations to HFA, which provide the principal source of
funds for the payment of debt service on HFA bonds, as well as to meet
operating and maintenance costs of the projects financed.  From January 1,
1976 through March 31, 1987, the State was called upon to appropriate a
total of $162.8 million to make up deficiencies in the debt service reserve
funds of HFA pursuant to moral obligation provisions.  The State has not
been called upon to make such payments since the 1986-87 fiscal year and no
payments are anticipated during the 1993-94 fiscal year.

     UDC has experienced, and expects to continue to experience, financial
difficulties with the housing programs it had undertaken prior to 1975,
because a substantial number of these housing program mortgagors are unable
to make full payments on their mortgage loans.  Through a subsidiary, UDC is
currently attempting to increase its rate of collection by accelerating its
program of foreclosures and by entering into settlement agreements.  UDC has
been, and will remain, dependent upon the State for appropriations to meet
its operating expenses.  The State also has appropriated money to assist in
the curing of a default by UDC on notes which did not contain the State's
moral obligation provision.

     The Metropolitan Transportation Authority (the "MTA") oversees New York
City's subway and bus lines by its affiliates, the New York City Transit
Authority and the Manhattan and Bronx Surface Transit Operating Authority
(collectively, the "TA").  Through MTA's subsidiaries, the Long Island Rail
Road Company, the Metro-North Commuter Railroad Company and the Metropolitan
Suburban Bus Authority, the MTA operates certain commuter rail and bus lines
in the New York metropolitan area.  In addition, the Staten Island Rapid
Transit Authority, an MTA subsidiary, operates a rapid transit line on
Staten Island.  Through its affiliated agency, the Triborough Bridge and
Tunnel Authority (the "TBTA"), the MTA operates certain toll bridges and
tunnels.  Because fare revenues are not sufficient to finance the mass
transit portion of these operations, the MTA has depended and will continue
to depend for operating support upon a system of State, local government and
TBTA support and, to the extent available, Federal operating assistance,
including loans, grants and operating subsidies.

     The TA and the commuter railroads, which are on a calendar fiscal year,
ended 1993 with their budgets balanced on a cash basis.  The TA had a
closing cash balance of approximately $39 million.

     Over the past several years the State has enacted several
taxes--including a surcharge on the profits of banks, insurance corporations
and general business corporations doing business in the 12-county region
(the "Metropolitan Transportation Region") served by the MTA and a special
.25% regional sales and use tax--that provide additional revenues for mass
transit purposes, including assistance to the MTA.  The surcharge, which
expires in November 1995, yielded $533 million in calendar year 1993, of
which the MTA was entitled to receive approximately 90%, or approximately
$480 million.

     For 1994, the TA projects that it will end the year with $77.6 million
cash surplus.  For the 1994-95 State fiscal year, total State assistance to
the MTA is estimated at $1.3 billion.

     A subway fire on December 28, 1990 and a subway derailment on August
28, 1991, each of which caused fatalities and many injuries, have given rise
to substantial claims for damages against both the TA and the City.

     In 1981, the State Legislature authorized procedures for the adoption,
approval and amendment of a five-year plan for the capital program designed
to upgrade the performance of the MTA's transportation systems and to
supplement, replace and rehabilitate facilities and equipment, and also
granted certain additional bonding authorization therefor.

     On April 5, 1993, the Legislature approved, and the Governor
subsequently signed into law, legislation authorizing a five-year $9.56
billion capital plan for the MTA for 1992-1996.  The MTA has submitted a
1992-1996 Capital Program based on this legislation for the approval of the
MTA Capital Program Review Board (the "CPRB"), as State law requires.  On
July 1, 1993, the CPRB indicated that it was withholding approval pending
the resolution of certain related issues.  If approved, the 1992-1996
Capital Program would succeed two previous five-year capital programs of the
periods covering 1982-1986 and 1987-1991.  The 1987-1991 Capital Program
totalled approximately $8.0 billion, including $6.2 billion for TA capital
projects.

     The 1992-1996 Capital Program would supersede a one-year program
adopted in 1992.  State budget legislation for the 1992-93 fiscal year had
required the MTA to submit a one-year capital program for 1992 instead of a
five-year program.  The one-year program, which contained $1.635 billion of
projects for transit and commuter facilities combined, was approved by the
CPRB in May 1992, but the five-year program for 1992-1996, required to be
submitted subsequently by the MTA as an amendment to the one-year plan, was
disapproved without prejudice by the CPRB in December 1992.

     There can be no assurance that such governmental actions will be taken,
that sources currently identified will not be decreased or eliminated, or
that the 1992-1996 Capital Program will not be delayed or reduced.  If the
MTA capital program is delayed or reduced because of funding shortfalls or
other factors, ridership and fare revenues may decline, which could, among
other things, impair the MTA's ability to meet its operating expenses
without additional State assistance.

     The cities, towns, villages and school districts of the State are
political subdivisions of the State with the powers granted by the State
Constitution and statutes.  As the sovereign, the State retains broad powers
and responsibilities with respect to the government, finances and welfare of
these political subdivisions, especially in education and social services.
In recent years the State has been called upon to provide added financial
assistance to certain localities.

     Other Localities.  Certain localities in addition to the City could
have financial problems leading to requests for additional State assistance
during the State's 1994-95 fiscal year and thereafter.  The potential impact
on the State of such actions by localities is not included in the
projections of the State receipts and disbursements in the State's 1994-95
fiscal year.

     Municipalities and school districts have engaged in substantial
short-term and long-term borrowings.  In 1992, the total indebtedness of all
localities in the State, other than the City, was approximately $15.7
billion.  A small portion (approximately $71.6 million) of this indebtedness
represented borrowing to finance budgetary deficits and was issued pursuant
to enabling State legislation.  State law requires the Comptroller to review
and make recommendations concerning the budgets of those local government
units other than the City authorized by State law to issue debt to finance
deficits during the period that such deficit financing is outstanding.
Seventeen localities had outstanding indebtedness for deficit financing at
the close of their fiscal year ending in 1992.

     Certain proposed Federal expenditure reductions would reduce, or in
some cases eliminate, Federal funding of some local programs and accordingly
might impose substantial increased expenditure requirements on affected
localities to increase local revenues to sustain those expenditures.  If the
State, the City or any of the Agencies were to suffer serious financial
difficulties jeopardizing their respective access to the public credit
markets, the marketability of notes and bonds issued by localities within
the State could be adversely affected.  Localities also face anticipated and
potential problems resulting from certain pending litigation, judicial
decisions and long-range economic trends.  The longer-range, potential
problems of declining city population, increasing expenditures and other
economic trends could adversely affect localities and require increasing
State assistance in the future.

     Because of significant fiscal difficulties experienced from time to
time by the City of Yonkers, a Financial Control Board was created by the
State in 1984 to oversee Yonkers' fiscal affairs.  Future actions taken by
the Governor or the State Legislature to assist Yonkers in this crisis could
result in the allocation of State resources in amounts that cannot yet be
determined.

     Certain litigation pending against the State or its officers or
employees could have a substantial or long-term adverse effect on State
finances.  Among the more significant of these litigations are those that
involve: (i) the validity and fairness of agreements and treaties by which
various Indian tribes transferred title to the State of approximately six
million acres of land in central New York; (ii) certain aspects of the
State's Medicaid rates and regulations, including reimbursements to
providers of mandatory and optional Medicaid services; (iii) contamination
in the Love Canal area of Niagara Falls; (iv) a challenge to the State's
practice of reimbursing certain Office of Mental Health patient-care
expenses with clients' Social Security benefits; (v) a challenge to the
methods by which the State reimburses localities for the administrative
costs of food stamp programs;  (vi) a challenge to the State's possession of
certain funds taken pursuant to the State's Abandoned Property law; (vii)
alleged responsibility of State officials to assist in remedying racial
segregation in the City of Yonkers; (viii) an action, in which the State is
a third party defendant, for injunctive or other appropriate relief,
concerning liability for the maintenance of stone groins constructed along
certain areas of Long Island's shoreline; (ix) actions challenging the
constitutionality of legislation enacted during the 1990 legislative session
which changed the actuarial funding methods for determining contributions to
State employee retirement systems; (x) an action against State and City
officials alleging that the present level of shelter allowance for public
assistance recipients is inadequate under statutory standards to maintain
proper housing; (xi) an action challenging legislation enacted in 1990 which
had the effect of deferring certain employer contributions to the State
Teachers' Retirement System and reducing State aid to school districts by a
like amount; (xii) a challenge to the constitutionality of financing
programs of the Thruway Authority authorized by Chapters 166 and 410 of the
Laws of 1991 (described below in this Part); (xiii) a challenge to the
constitutionality of financing programs of the Metropolitan Transportation
Authority and the Thruway Authority authorized by Chapter 56 of the Laws of
1993 (described below in this Part); (xiv) challenges to the delay by the
State Department of Social Services in making two one-week Medicaid payments
to the service providers; (xv) challenges by commercial insurers, employee
welfare benefit plans, and health maintenance organizations to provisions of
Section 2807-c of the Public Health Law which impose 13%, 11% and 9%
surcharges on inpatient hospital bills and a bad debt and charity care
allowance on all hospital bills paid by such entities; (xvi) challenges to
the promulgation of the State's proposed procedure to determine the
eligibility for and nature of home care services for Medicaid recipients;
(xvii) a challenge to State implementation of a program which reduces
Medicaid benefits to certain home-relief recipients; and (xviii) challenges
to the rationality and retroactive application of State regulations
recalibrating nursing home Medicaid rates.

     Adverse developments or decisions in such cases could affect the
ability of the State to maintain a balanced 1994-95 State Financial Plan.

     (2)  New York City.  In the mid-1970s, the City had large accumulated
past deficits and until recently was not able to generate sufficient tax and
other ongoing revenues to cover expenses in each fiscal year.  However, the
City's operating results for the fiscal year ending June 30, 1993 were
balanced in accordance with GAAP, the eleventh consecutive year in which the
City achieved balanced operating results in accordance with GAAP.  The
City's ability to maintain balanced operating results in future years is
subject to numerous contingencies and future developments.

     The City's economy, whose rate of growth slowed substantially over the
past three years, is currently in recession.  During the 1990 and 1991
fiscal years, as a result of the slowing economy, the City has experienced
significant shortfalls in almost all of its major tax sources and increases
in social services costs, and has been required to take actions to close
substantial budget gaps in order to maintain balanced budgets in accordance
with the Financial Plan.

     In 1975, the City became unable to market its securities and entered a
period of extraordinary financial difficulties.  In response to this crisis,
the State created MAC to provide financing assistance to the City and also
enacted the New York State Financial Emergency Act for the City of New York
(the "Emergency Act") which, among other things, created the Financial
Control Board (the "Control Board") to oversee the City's financial affairs
and facilitate its return to the public credit markets.  The State also
established the Office of the State Deputy Comptroller ("OSDC") to assist
the Control Board in exercising its powers and responsibilities.  On June
30, 1986, the Control Board's powers of approval over the City Financial
Plan were suspended pursuant to the Emergency Act.  However, the Control
Board, MAC and OSDC continue to exercise various monitoring functions
relating to the City's financial condition.  The City prepares and operates
under a four-year financial plan which is submitted annually to the Control
Board for review and which the City periodically updates.

     The City's independently audited operating results for each of its
fiscal years from 1981 through 1993 show a General Fund surplus reported in
accordance with GAAP.  The City has eliminated the cumulative deficit in its
net General Fund position.  In addition, the City's financial statements for
the 1993 fiscal year received an unqualified opinion from the City's
independent auditors, the eleventh consecutive year the City has received
such an opinion.

     In August 1993, the City adopted and submitted to the Control Board for
its review a four-year Financial Plan covering fiscal years 1994 through
1997 (the "Financial Plan").  The Financial Plan was based on the City's
fiscal year 1994 expense budget adopted June 14, 1993 as well as certain
changes incorporated subsequent to the budget adoption process.  On November
23, 1993, the City adopted and submitted to the Control Board for its review
a first quarter modification to the Financial Plan (the "November
Modification") incorporating various re-estimates of revenues and
expenditures.  For fiscal year 1994, the November Modification includes
additional resources stemming primarily from the City Comptroller's fiscal
year 1993 annual audit, savings from a reduction in prior years' accrued
expenditures, and higher State and Federal aid resulting from claims by the
City for reimbursement of various social services costs.  These resources
were used to fund new needs in the November Modification including higher
costs in the uniformed agencies, at the Board of Education (the "BoE") and
for certain social services, the unlikelihood of the sale of the Off-Track
Betting Corporation (the "OTB"), and lower estimates of miscellaneous and
other revenues.  After taking these adjustments into account, the November
Modification projects a balanced budget for fiscal year 1994, based upon
revenues of $31,585 billion.  For fiscal years 1995, 1996 and 1997, the
November Modification projects budget gaps of $1.730 billion, $2.513 billion
and $2.699 billion, respectively.  These gaps are higher by about $450
million in fiscal year 1995 and by about $700 million in each of fiscal
years 1996 and 1997 than in the Financial Plan, primarily on account of the
nonrecurring value of the fiscal year 1994 revenue adjustments, the loss of
certain one-time resources funding BoE fiscal year 1994 spending needs, and
the reclassification of anticipated State aid from the baseline revenue
estimates to the gap-closing program.  To offset these larger gaps, the
November Modification relies on additional City, State and other actions.

     On December 1, 1993, a three-member panel appointed by the Mayor to
address City structural budget imbalance released a report setting forth its
findings and recommendations.  In its report, the panel noted that budget
imbalance is likely to be greater than the City now projects by $255 million
in fiscal year 1995, rising to nearly $1.5 billion in fiscal year 1997.  The
report provided a number of options that the City should consider in
addressing the structural balance issue such as severe cuts in City-funded
personnel levels, increases in residential property taxes and the sales tax,
and the imposition of bridge tolls and solid waste collection fees.  The
report also noted that additional State actions will be required in many
instances to allow the City to cut its budget without grave damage to basic
services.

     On December 21, 1993, OSDC issued a report reviewing the November
Modification.  The report noted that while the outlook for fiscal year 1994
has improved since August, it will be necessary for the City to manage its
budget aggressively in order to stay on course for budget balance this year.
For fiscal years 1995 through 1997, the report expressed concern that the
gaps identified by the City in the November Modification are the largest as
a percentage of City-fund revenues that the City has faced at this point in
the fiscal year since budget balance in accordance with GAAP was first
achieved in fiscal year 1981.

     On December 21, 1993, the staff of the Control Board issued its report
on the November Modification.  The report states that the plan is now more
realistic in terms of the gaps it portrays and the solutions it offers.
However, the solutions are mostly limited to fiscal year 1994 while the gap
for fiscal year 1995 has been increased by $450 million.  Beginning in
fiscal year 1995, budget gaps average over $1 billion annually.  Therefore,
the staff recommends that prompt action to replace many current-year one-
shots with recurring savings is critical.

     On February 2, 1994, the Mayor presented to the City Council and the
Control Board a mid-year modification to the Financial Plan (the "February
Modification").  The February Modification projects a balanced budget for
fiscal year 1994, based upon revenues of $31.735 billion, including a
general reserve of $81 million.  For fiscal years 1995, 1996 and 1997, the
February Modification projects gaps of $2.261 billion, $3.167 billion and
$3.253 billion, respectively, and assumes no wage and salary increases
beyond the expiration of current labor agreements which expire in fiscal
years 1995 and 1996.  These gaps have grown since November by about $530
million in fiscal year 1995, and $650 million and $550 million in fiscal
years 1996 and 1997, respectively, owing in large part to lower estimates of
real property tax revenues.  To close the budget gap projected for fiscal
year 1995, the February Modification includes a gap-closing program that
consists of the following major elements: (i) an agency program of $1.048
billion; (ii) fringe benefit and pension savings of $400 million; (iii) an
intergovernmental aid package of $400 million; (iv) a workforce reduction
program of $144 million; and (v) the assumption of a $234 million surplus
roll from fiscal year 1994.  Implementation of many of the gap-closing
initiatives requires the cooperation of the municipal labor unions, the City
Council and the State and Federal governments.  The February Modification
also includes a tax reduction program, with most of the financial impact
affecting the later years of the Plan period.

     The City requires certain amounts of financing for seasonal and capital
spending purposes.  The City has issued $1.75 billion of notes for seasonal
financing purposes during the 1994 fiscal year.  The City's capital
financing program projects long-term financing requirements of approximately
$17 billion for the City's fiscal years 1995 through 1998 for the
construction and rehabilitation of the City's infrastructure and other fixed
assets.  The major capital requirement include expenditures for the City's
water supply system, and waste disposal systems, roads, bridges, mass
transit, schools and housing.  In addition, the City and the Municipal Water
Finance Authority have issued about $1.8 billion in refunding bonds in the
1994 fiscal year.

     State Economic Trends.  The City accounts for approximately 41% of the
State's population and personal income, and the City's financial health
affects the State in numerous ways.  The State has long been one of the
wealthiest states in the nation.  For decades, however, the State economy
has grown more slowly than that of the nation as a whole, resulting in the
gradual erosion of its relative economic affluence.  The causes of this
relative decline are varied and complex, in many cases involving national
and international developments beyond the State's control.  In recent years,
the State's economic position has improved in a manner consistent with that
of the Northeast as a whole.

     Part of the reason for the long-term relative decline in the State's
economy has been attributed to the combined State and local tax burden,
which is among the highest in the United States.  The burdens of State and
local taxation, in combination with many other causes of regional economic
dislocation, may have contributed to the decision of businesses and
individuals to relocate outside, or not locate within, the State.  In 1987,
the State enacted a major personal income tax reduction and reform program
and also reduced the tax rate on corporation income.  In addition, the State
has provided various tax incentives to encourage business relocation and
expansion.  The State, however, in its 1989-90, 1990-91 and 1991-92 fiscal
years substantially increased taxes and fees to help close projected budget
gaps in those years, and in 1990-91, 1991-92 and 1992-93 delayed and
restructured the remainder of the personal income tax reduction program
originally enacted in 1987.  Under legislation proposed with the 1993-94
budget, the rules for calculating tax liability for the 1993 tax year will
be the same as those for the 1992 tax year (deferring for a fourth year a
previously scheduled tax reduction), and the tax reduction program will be
frozen at current rates.  Also, in July 1991 State legislation was enacted
to phase out the benefit of graduated income tax tables for taxpayers with
adjusted gross income above $100,000.
                                  APPENDIX B


     Description of S&P, Moody's and 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 of 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.

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 (+) designation.

Commercial Paper Ratings

     The rating A is the highest rating and is assigned by S&P to issues
that 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.  Paper rated A-1 indicated 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.



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.  Bonds in the Aa category which Moody's
believes possess the strongest investment attributes are designated by the
symbol Aa1.

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 rated Prime-2 (P-2) have a
strong ability for repayment of senior short-term debt obligations.
Capitalization characteristics, while still appropriate, may be more
affected by external conditions.  Ample alternate liquidity is maintained.

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 difference 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.


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
operating 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+.

     Plus (+) and minus (-) signs are used with a rating symbol to indicate
the relative position of a credit within the rating category.

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 ratings
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>

GENERAL NEW YORK MUNICIPAL MONEY MARKET FUND
STATEMENT OF INVESTMENTS                                                                NOVEMBER 30, 1994
                                                                                        PRINCIPAL
TAX EXEMPT INVESTMENTS_100.0%                                                           AMOUNT            VALUE
                                                                                        ---------------   --------
<S>                                                                                     <C>               <C>
NEW YORK_96.6%
Babylon Industrial Development Agency, RRR, VRDN
    (Equity Babylon Project) 3.75% (LOC; Union Bank of Switzerland) (a,b)...             $  12,700,000    $  12,700,000
Erie County:
    RAN 4.75%, 8/15/95 (LOC; Union Bank of Switzerland) (b).................                18,000,000       18,091,376
    TAN 2.75%, 12/30/94 (LOC; Union Bank of Switzerland) (b)................                12,000,000       12,002,600
Erie County Water Authority, Water Revenue, VRDN 3.60%, Series A
    (Insured; AMBAC and Liquidity Facility; Industrial Bank of Japan) (a)...                 9,000,000        9,000,000
Half Hallow Hills Central School District, Huntington and Babylon, TAN
    4%, 6/30/95.............................................................                14,700,000       14,718,027
Town of Islip Industrial Development Agency, IDR, VRDN
    (Brentwood Distribution Project) 4% (LOC; Bankers Trust) (a,b)..........                 3,000,000        3,000,000
Metropolitan Transport Authority, Commuter Facilities Revenue, VRDN
    3.65% (LOC: Bank of Tokyo, Industrial Bank of Japan, Mitsubishi Bank,
    Morgan Bank, National Westminster Bank and Sumitomo Bank) (a,b).........                28,500,000       28,500,000
New York City:
    RAN 4.50%, Series A, 4/12/95............................................                24,000,000       24,063,493
    VRDN:
      3.60%, Series E-5 (LOC; Sumitomo Bank) (a,b)..........................                 6,600,000        6,600,000
      3.70%, Series A-6 (LOC; Landesbank) (a,b).............................                10,000,000       10,000,000
      3.70%, Series D (Insured; FGIC, Liquidity Facility; GE Capital) (a)...                12,700,000       12,700,000
      3.75%, Series H-2 (Insured; MBIA and Liquidity Facility; Banco Santander) (a)         10,000,000       10,000,000
      3.75%, Series C (LOC; Fuji Bank) (a,b)................................                10,100,000       10,100,000
      3.85%, Series A-7 (LOC; Morgan Guaranty Trust Co.) (a,b)..............                 8,100,000        8,100,000
New York City Housing Development Corp., Mortgage Revenue, VRDN:
    (Multi-Family-York Avenue Development Project) 3.80% (LOC; Chemical Bank) (a,b)          8,000,000        8,000,000
    (Park Gate Tower) 3.55% (LOC; Citibank) (a,b)...........................                 2,785,000        2,785,000
New York City Industrial Development Agency, VRDN:
    Civil Facility Revenue (Children's Oncology Society/Ronald McDonald House)
      3.50% (LOC; Barclays Bank) (a,b)......................................                 3,200,000        3,200,000
    IDR:
      3.85%, Series E (LOC; ABN-Amro Bank) (a,b)............................                   900,000          900,000
      (Field Hotel Association JFK Project) 3.65% (LOC; Banque Indosuez) (a,b)               4,000,000        4,000,000
      (Nobart-New York Ink Project) 4.125% (LOC; Dai-Ichi Kangyo Bank) (a,b)                 2,900,000        2,900,000
New York City Municipal Water Finance Authority, Water and Sewer Systems Revenue,
    BAN 3.75%, Series A, 12/15/94...........................................                15,000,000       15,004,977
New York City Transportation Authority, Special Obligation,
    RAN 4%, Series A, 12/15/94..............................................                15,000,000       15,005,633
New York State, GO Notes 4.90%, 3/1/95......................................                10,000,000       10,042,126
New York State Dormitory Authority, Revenues, CP (Memorial Sloan Kettering)
    3.35%, Series A, 12/14/94 (LOC; Fuji Bank) (b)..........................                 5,000,000        5,000,000
New York State Energy, Research and Development Authority:
    Electric Facilities Revenue, VRDN (Lilco Project) 3.40%, Series B,
      (LOC; Toronto Dominion Bank) (a,b)....................................                 8,000,000        8,000,000

GENERAL NEW YORK MUNICIPAL MONEY MARKET FUND
STATEMENT OF INVESTMENTS (CONTINUED)                                                                 NOVEMBER 30, 1994
                                                                                          PRINCIPAL
TAX EXEMPT INVESTMENTS (CONTINUED)                                                          AMOUNT           VALUE
                                                                                        --------------  -------------
NEW YORK (CONTINUED)
New York State Energy, Research and Development Authority (continued):
    PCR:
      Bonds:
          (Lilco Project):
            3%, Series A, 3/1/95 (LOC; Deutsche Bank) (b)...................            $    6,000,000   $    6,000,000
            3%, Series B, 3/1/95 (LOC; Deutsche Bank) (b)...................                14,000,000       14,000,000
          (New York State Electric and Gas Corp.):
            2.80%, Series 84A, 12/1/94 (LOC; Union Bank of Switzerland) (b).                10,180,000       10,180,000
            3.25%, 3/15/95 (LOC; JP Morgan) (b).............................                12,000,000       12,000,000
            4.15%, Series B, 10/15/95 (LOC; Union Bank of Switzerland) (b)..                 9,000,000        9,000,000
      VRDN:
          (Central Hudson Gas and Electric Project):
            3.60%, Series B (LOC; Bankers Trust) (a,b)......................                 8,700,000        8,700,000
            3.65%, Series A (LOC; Bankers Trust) (a,b)......................                 3,800,000        3,800,000
          (Niagara Mohawk Project Corp.):
            3.55%, Series B (LOC; Toronto Dominion Bank) (a,b)..............                21,900,000       21,900,000
            3.55%, Series C (LOC; Canadian Imperial Bank of Commerce) (a,b).                22,100,000       22,100,000
            3.85%, Series A (LOC; Morgan Guaranty Trust Co.) (a,b)..........                41,000,000       41,000,000
New York State Environmental Facilities Corp., RRR, VRDN
    (Equity Huntington Project) 3.75% (LOC; Union Bank of Switzerland) (a,b)                11,900,000       11,900,000
New York State Local Government Assistance Corp., VRDN 3.50%, Series B
    (LOC: Credit Suisse and Swiss Bank Corp.) (a,b).........................                25,000,000       25,000,000
New York State Medical Care Facilities Finance Agency, Revenue, VRDN
    (Pooled Equipment Loan Program) 3.45% (LOC; Chemical Bank) (a,b)........                45,500,000       45,500,000
New York State Mortgage Agency, Revenue 3.30%, Series 40-C, 12/1/94
    (GIC; Morgan Guaranty Trust Co. and Collateralized in; U.S. Treasury Bills)             10,000,000       10,000,000
North Hempstead Solid Waste Management Authority,
    Solid Waste Management Revenue, Refunding, VRDN
    3.60%, Series A (LOC; National Westminster Bank) (a,b)..................                11,050,000       11,050,000
Northport East Union Free School District, TAN 4.40%, 6/30/95...............                12,600,000       12,624,617
Onondaga County Industrial Development Agency, IDR, VRDN
    (Edgecomb Metals Co. Project) 3.875% (LOC; Banque Nationale de Paris) (a,b)              2,000,000        2,000,000
Port Authority of New York and New Jersey, Special Obligation Revenue, VRDN
    3.65%, Series 3 (LOC; Deutsche Bank) (a,b)..............................                24,000,000       24,000,000
Rochester, BAN 4.75%, Series I, 11/2/95.....................................                37,122,000       37,292,430
Rockland County Industrial Development Agency, IDR, VRDN (Wilton Foods)
    3.75% (LOC; Bank of Tokyo) (a,b)........................................                 2,900,000        2,900,000
Suffolk County, TAN 4.50%, Series II, 9/14/95...............................                18,000,000       18,057,014
Triborough Bridge and Tunnel Authority, Special Obligation, VRDN
    3.60% (Insured; FGIC) (a)...............................................                20,000,000       20,000,000
Westchester County, TAN 2.75%, 12/15/94.....................................                28,000,000       28,001,034
William Floyd Union Free School District, TAN 4.75%, 6/30/95................                12,000,000       12,030,427

GENERAL NEW YORK MUNICIPAL MONEY MARKET FUND
STATEMENT OF INVESTMENTS (CONTINUED)                                                                 NOVEMBER 30, 1994
                                                                                          PRINCIPAL
U.S. RELATED_3.4%                                                                          AMOUNT           VALUE
                                                                                        --------------  ---------------
Commonwealth of Puerto Rico Government Development Bank, Refunding, VRDN
    3.55% (LOC: Credit Suisse and Sumitomo Bank) (a,b)......................             $  23,000,000    $  23,000,000
                                                                                                        ---------------
TOTAL INVESTMENTS
    (cost $686,448,754).....................................................                               $686,448,754
                                                                                                        ===============
SUMMARY OF ABBREVIATIONS
AMBAC         American Municipal Bond Assurance Corporation      LOC     Letter of Credit
BAN           Bond Anticipation Notes                            MBIA    Municipal Bond Investors Assurance
CP            Commercial Paper                                   PCR     Pollution Control Revenue
FGIC          Financial Guaranty Insurance Company               RAN     Revenue Anticipation Notes
GIC           Guaranteed Investment Contract                     RRR     Resources Recovery Revenue
GO            General Obligations                                TAN     Tax Anticipation Notes
IDR           Industrial Development Revenue                     VRDN    Variable Rate Demand Notes
SUMMARY OF COMBINED RATINGS (UNAUDITED)
FITCH (C)              OR          MOODY'S             OR     STANDARD & POOR'S          PERCENTAGE OF VALUE
- -------                            --------                    ----------------           -----------------
F1+/F1                             VMIG1/MIG1, P1 (d)         SP1+/SP1, A1+/A1 (d)              93.9%
AAA/AA (e)                         Aaa/Aa (e)                  AAA/AA (e)                         .7
Not Rated (f)                      Not Rated (f)               Not Rated (f)                     5.4
                                                                                                ____
                                                                                               100.0%
                                                                                               ======
</TABLE>
NOTES TO STATEMENT OF INVESTMENTS:
    (a)  Securities payable on demand. The interest rate, which is subject to
    change, is based upon bank prime rates or an index of market interest
    rates.
    (b)  Secured by letters of credit. At November 30, 1994, 63.5% of the
    Fund's net assets are backed by letters of credit issued by domestic
    banks, foreign banks and brokerage firms, of which Union Bank of
    Switzerland provided letters of credit to 10.7% of the Fund's net assets.
    (c)  Fitch currently provides creditworthiness information for a limited
    number of investments.
    (d)  P1 and A1 are the highest ratings assigned tax-exempt commercial
    paper by Moody's and Standard & Poor's, respectively.
    (e)  Notes which are not F, MIG or SP rated are represented by bond
    ratings of the issuers.
    (f)  Securities which, while not rated by Fitch, Moody's or Standard &
    Poor's have been determined by the Fund's Board of Trustees to be of
    comparable quality to those rated securities in which the Fund may
    invest.

See notes to financial statements.

<TABLE>
<CAPTION>
GENERAL NEW YORK MUNICIPAL MONEY MARKET FUND
STATEMENT OF ASSETS AND LIABILITIES                                                            NOVEMBER 30, 1994
<S>                                                                                       <C>             <C>
ASSETS:
    Investments in securities, at value_Note 1(a)..........................                                $686,448,754
    Interest receivable.....................................................                                  4,771,772
    Prepaid expenses........................................................                                     68,829
                                                                                                          --------------
                                                                                                            691,289,355
LIABILITIES:
    Due to The Dreyfus Corporation..........................................              $   156,628
    Due to Custodian........................................................                 1,016,869
    Accrued expenses........................................................                   197,775        1,371,272
                                                                                          -------------        ----------
NET ASSETS  ................................................................                               $689,918,083
                                                                                                         ==============
REPRESENTED BY:
    Paid-in capital.........................................................                               $689,966,978
    Accumulated net realized (loss) on investments..........................                                    (48,895)
                                                                                                          -------------
NET ASSETS at value applicable to 689,966,978 shares outstanding
    (unlimited number of $.001 par value shares of Beneficial
    Interest authorized)....................................................                               $689,918,083
                                                                                                         ==============
NET ASSET VALUE, offering and redemption price per share
    ($689,918,083 / 689,966,978 shares).....................................                                     $1.00
                                                                                                                 ======
</TABLE>

See notes to financial statements.
<TABLE>
<CAPTION>
GENERAL NEW YORK MUNICIPAL MONEY MARKET FUND
STATEMENT OF OPERATIONS                                                                  YEAR ENDED NOVEMBER 30, 1994
<S>                                                                                        <C>             <C>
INVESTMENT INCOME:
    INTEREST INCOME.........................................................                                $17,650,397
    EXPENSES:
      Management fee_Note 2(a).............................................                 $3,303,984
      Shareholder servicing costs_Note 2(c).................................                   902,934
      Professional fees.....................................................                    61,798
      Custodian fees........................................................                    60,828
      Prospectus and shareholders' reports_Note 2(b)........................                    26,427
      Trustees' fees and expenses_Note 2(d).................................                    18,970
      Registration fees.....................................................                    16,695
      Miscellaneous.........................................................                    25,325
                                                                                             ---------
                                                                                             4,416,961
      Less_reduction in management fee due to
          undertaking_Note 2(a).............................................                 2,147,114
                                                                                             ---------
            TOTAL EXPENSES..................................................                                  2,269,847
                                                                                                            -----------
INVESTMENT INCOME_NET......................................................                                  15,380,550
NET REALIZED (LOSS) ON INVESTMENTS_Note 1(b)...............................                                     (39,573)
                                                                                                            ------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS........................                                $15,340,977
                                                                                                            ===========
</TABLE>

See notes to financial statements.
<TABLE>
<CAPTION>

GENERAL NEW YORK MUNICIPAL MONEY MARKET FUND
STATEMENT OF CHANGES IN NET ASSETS
                                                                                            YEAR ENDED NOVEMBER 30,
                                                                                      _________________
                                                                                            1993             1994
                                                                                         -----------      ------------
<S>                                                                                      <C>           <C>
OPERATIONS:
    Investment income_net..................................................              $  11,671,534 $  15,380,550
    Net realized gain (loss) on investments.................................                    33,905       (39,573)
    Net unrealized (depreciation) on investments for the year...............                   (23,949)        --
                                                                                         ---------------  -----------
      NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS..................                11,681,490    15,340,977
                                                                                         ---------------  -----------
DIVIDENDS TO SHAREHOLDERS FROM;
    Investment income_net..................................................                (11,671,534)  (15,380,550)
                                                                                         --------------  ------------
BENEFICIAL INTEREST TRANSACTIONS ($1.00 per share):
    Net proceeds from shares sold...........................................             1,221,685,330 1,264,417,458
    Dividends reinvested....................................................                11,110,335    14,609,328
    Cost of shares redeemed.................................................            (1,251,263,666)(1,201,510,009)
                                                                                         --------------  --------------
      INCREASE (DECREASE) IN NET ASSETS FROM BENEFICIAL INTEREST TRANSACTIONS              (18,468,001)   77,516,777
                                                                                         --------------  -----------
          TOTAL INCREASE (DECREASE) IN NET ASSETS...........................               (18,458,045)   77,477,204
NET ASSETS:
    Beginning of year.......................................................               630,898,924   612,440,879
                                                                                         --------------  ------------
    End of year.............................................................             $ 612,440,879 $ 689,918,083
                                                                                         ============= =============
</TABLE>

See notes to financial statements.
GENERAL NEW YORK MUNICIPAL MONEY MARKET FUND
FINANCIAL HIGHLIGHTS
    Reference is made to page 3 of the Fund's Prospectus dated March 31, 1995.
See notes to financial statements.
GENERAL NEW YORK MUNICIPAL MONEY MARKET FUND
NOTES TO FINANCIAL STATEMENTS
NOTE 1_SIGNIFICANT ACCOUNTING POLICIES:
    The Fund is registered under the Investment Company Act of 1940 ("Act")
as a non-diversified open-end management investment company. Dreyfus Service
Corporation, until August 24, 1994, acted as the distributor of the Fund's
shares, which are sold to the public without a sales load. 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.
    It is the Fund's policy to maintain a continuous net asset value per
share of $1.00; the Fund has adopted certain investment, portfolio valuation
and dividend and distribution policies to enable it to do so. There is no
assurance, however, that the Fund will be able to maintain a stable net asset
value of $1.00.
    (A) PORTFOLIO VALUATION: Investments are valued at amortized cost, which
has been determined by the Fund's Board of Trustees to represent the fair
value of the Fund's investments.
    (B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Interest income, adjusted
for amortization of premiums and original issue discounts on investments, is
earned from settlement date and recognized on the accrual basis. Realized
gain and loss from securities transactions are recorded on the identified
cost basis.
    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 the distribution requirements of the Internal Revenue Code. To
the extent that net realized capital gain can be offset by capital loss
carryovers, it is the policy of the Fund not to distribute such gain.
    (D) FEDERAL INCOME TAXES: It is the policy of the Fund to continue to
qualify as a regulated investment company, 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.
    The Fund has an unused capital loss carryover of approximately $49,000
available for Federal income tax purposes to be applied against future net
securities profits, if any, realized subsequent to November 30, 1994. If not
applied, $9,000 of the carryover expires in fiscal 1998 and $40,000 expires
in fiscal 2002.
    At November 30, 1994, 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).

GENERAL NEW YORK MUNICIPAL MONEY MARKET FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
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 .50 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 1 1/2% of the average value of the Fund's net
assets for any full fiscal year. However, the Manager had undertaken from
December 1, 1993 through August 11, 1994 to waive receipt of the management
fee payable to it by the Fund in excess of an annual rate of .15 of 1% of the
Fund's average daily net assets, and thereafter had undertaken from August
12, 1994 through November 22, 1994, to reduce to 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 Manager has currently undertaken from
November 23, 1994, to reduce management fee paid by and reimburse such excess
expenses of the Fund, to the extent that the Fund's aggregate expenses
(excluding certain expenses as described above) exceed an annual rate of .50
of 1% of the average daily value of the Fund's net assets. The reduction in
management fee, pursuant to the undertakings, amounted to $2,147,114 for the
year ended November 30, 1994.
    The Manager may modify the expense limitation percentages from time to
time, provided that the resulting expense reimbursement would not be less
than the amount required pursuant to the Agreement.
    (B) Prior to June 1, 1994, the Service Plan (the "Plan"), provided that
the Fund bear the costs of preparing, printing and distributing certain of
the Fund's prospectuses and statements of additional information and costs
associated with implementing and operating the Plan, not to exceed the
greater of $100,000 or .005 of 1% of the Fund's average daily net assets for
any full fiscal year. During the year ended November 30, 1994, the Fund was
charged $8,666 pursuant to the Plan. Effective June 1, 1994 the Plan was
terminated.
    (C) Pursuant to the Fund's Shareholder Services Plan, the Fund reimburses
Dreyfus Service Corporation an amount not to exceed an annual rate of .25 of
1% of the value of the Fund's average daily net assets for servicing
shareholder 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. During the year ended
November 30, 1994, the Fund was charged an aggregate of $481,482 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 $250 per meeting.
GENERAL NEW YORK MUNICIPAL MONEY MARKET FUND
REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
GENERAL NEW YORK MUNICIPAL MONEY MARKET FUND
    We have audited the accompanying statement of assets and liabilities of
General New York Municipal Money Market Fund, including the statement of
investments, as of November 30, 1994, 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 November 30, 1994 by correspondence with the custodian.
 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 General New York Municipal Money Market Fund at November 30,
1994, 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
January 5, 1995




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