PREMIER STATE MUNICIPAL BOND FUND
485APOS, 1994-08-18
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                                                        File No.  811-4906
                                                                  33-10238
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                   FORM N-1A

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933                [X]

     Pre-Effective Amendment No.                                       [  ]
   

     Post-Effective Amendment No. 20                                   [X]
    

                                    and/or

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

     Amendment No. 20                                                  [X]

    

                       (Check appropriate box or boxes.)

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


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


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

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


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

           immediately upon filing pursuant to paragraph (b) of Rule 485
     ----
           on (date) pursuant to paragraph (b) of Rule 485
     ----
      X    60 days after filing pursuant to paragraph (a) of Rule 485
     ----
           on     (date)      pursuant to paragraph (a) of Rule 485
     ----
    
   
     Registrant has registered an indefinite number of shares of its beneficial
interest under the Securities Act of 1933 pursuant to Section 24(f) of the
Investment Company Act of 1940.  Registrant's Rule 24f-2 Notice for the fiscal
year ended April 30, 1994 was filed on June 28, 1994.
    

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


Items in
Part A of
Form N-1A      Caption                                       Page
_________      _______                                       ____
   

   1           Cover Page                                     Cover

   2           Synopsis                                       3

   3           Condensed Financial Information                8

   4           General Description of Registrant              23

   5           Management of the Fund                         39

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

   6           Capital Stock and Other Securities             62

   7           Purchase of Securities Being Offered           41

   8           Redemption or Repurchase                       48

   9           Pending Legal Proceedings                      *

    

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

   10          Cover Page                                     Cover

   11          Table of Contents                              Cover

   12          General Information and History                B-1, B-34

   13          Investment Objectives and Policies             B-2

   14          Management of the Fund                         B-10

   15          Control Persons and Principal                  B-10
               Holders of Securities

   16          Investment Advisory and Other                  B-15
               Services
    

_____________________________________

NOTE:  * Omitted since answer is negative or inapplicable.
         PREMIER STATE MUNICIPAL BOND FUND
       Cross-Reference Sheet Pursuant to Rule 495(a) (continued)


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

   17          Brokerage Allocation                           B-28

   18          Capital Stock and Other Securities             B-35

   19          Purchase, Redemption and Pricing               B-26
               of Securities Being Offered

   20          Tax Status                                     *

   21          Underwriters                                   B-17

   22          Calculations of Performance Data               B-28

   23          Financial Statements                           B-36

    

Items in
Part C of
Form N-1A
_________
   

   24          Financial Statements and Exhibits              C-1

   25          Persons Controlled by or Under                 C-4
               Common Control with Registrant

   26          Number of Holders of Securities                C-4

   27          Indemnification                                C-4

   28          Business and Other Connections of              C-6
               Investment Adviser

   29          Principal Underwriters                         C-30

   30          Location of Accounts and Records               C-39

   31          Management Services                            C-39

   32          Undertakings                                   C-39

    

_____________________________________

NOTE:  * Omitted since answer is negative or inapplicable.


(Lion Logo)
PREMIER STATE MUNICIPAL BOND FUND
   
PROSPECTUS                                                  SEPTEMBER 1, 1994
    
- -----------------------------------------------------------------------------
    Premier State Municipal Bond Fund (the "Fund") is an open-end, non-
diversified, management investment company, known as a mutual fund. Its goal
is to maximize current income exempt from Federal and, where applicable, from
State income taxes, without undue risk.
    The Fund permits you to invest in any of fifteen separate portfolios
(each, a "Series"): the Arizona Series, the Colorado Series, the Connecticut
Series, the Florida Series, the Georgia Series, the Maryland Series, the
Massachusetts Series, the Michigan Series, the Minnesota Series, the
North Carolina Series, the Ohio Series, the Oregon Series, the Pennsylvania
Series, the Texas Series and the Virginia Series. Each Series seeks to
achieve the Fund's investment objective by investing in Municipal
Obligations primarily issued by issuers in the State after which it is named
and believed to be exempt from Federal and, where applicable, from that
State's income tax. It is anticipated that substantially all dividends paid
by each Series will be exempt from Federal income tax and also, where
applicable, will be  exempt from the personal income tax of the State after
which the Series is named.
    By this Prospectus, Class A and Class B shares of each Series are being
offered. Class A shares are subject to a sales charge imposed at the time
of purchase and Class B shares are subject to a contingent deferred sales
charge imposed on redemptions made within five years of purchase. Other
differences between the two Classes include the services offered to and
the expenses borne by each Class and certain voting rights, as described
herein. The Fund offers these alternatives to permit an investor to choose
the method of purchasing shares that is most beneficial given the amount of
the purchase, the length of time the investor expects to hold the shares and
other circumstances.
    The Fund provides free redemption checks with respect to Class A shares,
which you can use in amounts of $500 or more for cash or to pay bills. You
can purchase or redeem shares by telephone using the TELETRANSFER Privilege.
    The Dreyfus Corporation serves as the Fund's investment adviser and, in
that capacity, is responsible for determining whether investing in
particular securities is consistent with the Fund's investment objective,
including whether the securities subject the Fund to undue risk.
    This Prospectus sets forth concisely information about the Fund that
you should know before investing. It should be read and retained for future
reference.
   
    Part B (also known as the Statement of Additional Information), dated
September 1, 1994, which may be revised from time to time, provides a
further discussion of certain areas in this Prospectus and other matters which
may be of interest to some investors. It has been filed with the Securities
and Exchange Commission and is incorporated herein by reference. For a free
copy, write to the Fund at 144 Glenn Curtiss Boulevard, Uniondale, New York
11556-0144, or call 1-800-554-4611. When telephoning, ask for Operator
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. MUTUAL FUND SHARES INVOLVE CERTAIN INVESTMENT RISKS, INCLUDING THE
POSSIBLE LOSS OF PRINCIPAL.
    
- ----------------------------------------------------------------------------
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS.  ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.
- ----------------------------------------------------------------------------
TABLE OF CONTENTS
   
    FEE TABLE..........................................        3
    CONDENSED FINANCIAL INFORMATION....................        8
    ALTERNATIVE PURCHASE METHODS.......................        22
    DESCRIPTION OF THE FUND............................        23
    MANAGEMENT OF THE FUND.............................        39
    HOW TO BUY FUND SHARES.............................        41
    SHAREHOLDER SERVICES...............................        45
    HOW TO REDEEM FUND SHARES..........................        48
    DISTRIBUTION PLAN AND SHAREHOLDER SERVICES PLAN....        52
    DIVIDENDS, DISTRIBUTIONS AND TAXES.................        53
    PERFORMANCE INFORMATION............................        61
    GENERAL INFORMATION................................        62
    
             Page 2
   
<TABLE>
<CAPTION>
FEE TABLE
                                                               ARIZONA SERIES          COLORADO SERIES
                                                        -------------------------     ----------------
SHAREHOLDER TRANSACTION EXPENSES                        CLASS A       CLASS B       CLASS A      CLASS B
                                                      -------         -------       -------      -------
   <S>                                                   <C>          <C>            <C>          <C>
   Maximum Sales Load Imposed on Purchases
   (as a percentage of offering price).........          4.50%         --            4.50%         --
   Maximum Deferred Sales Charge Imposed on Redemptions
   (as a percentage of the amount subject to charge)..    --           3.00%            --        3.00%
ANNUAL FUND OPERATING EXPENSES
(as a percentage of average daily net assets)
   Management Fees....................                    .55%          .55%           .55%        .55%
   12b-1 Fees.........................                    --            .50%            --         .50%
   Other Expenses.....................                    .56%          .56%           .40%        .40%
   Total Fund Operating Expenses......                   1.11%         1.61%           .95%       1.45%
EXAMPLE
   An investor would pay the following expenses on a $1,000
   investment, assuming (1) 5% annual return and (2) except where
   noted, redemption at the end of each time period:
</TABLE>
    
   
<TABLE>
<CAPTION>
                                                        CLASS A  CLASS B   CLASS B*       CLASS A  CLASS B        CLASS B*
                                                        -------  -------  --------        -------  -------        --------
          <S>                                           <C>       <C>       <C>            <C>       <C>            <C>
          1 YEAR...........................              $56      $46       $16            $54       $45            $15
          3 YEARS..........................              $79      $71       $51            $74       $66            $46
          5 YEARS..........................             $103      $98       $88            $95       $89            $79
          10 YEARS**.......................             $174     $166      $166           $156      $148           $148
</TABLE>
    
   
<TABLE>
<CAPTION>
                                                             CONNECTICUT SERIES            FLORIDA SERIES
                                                         -------------------------   -------------------------
SHAREHOLDER TRANSACTION EXPENSES                         CLASS A        CLASS B        CLASS A         CLASS B
                                                         -------        -------        -------        -------
   <S>                                                     <C>          <C>              <C>            <C>
   Maximum Sales Load Imposed on Purchases
    (as a percentage of offering price).....               4.50%          --             4.50%            --
   Maximum Deferred Sales Charge Imposed on Redemptions
    (as a percentage of the amount subject to charge)...     --         3.00%             --           3.00%
ANNUAL FUND OPERATING EXPENSES
(as a percentage of average daily net assets)
   Management Fees....................                      .55%         .55%             .55%          .55%
   12b-1 Fees.........................                       --          .50%              --           .50%
   Other Expenses.....................                      .34%         .34%             .35%          .35%
   Total Fund Operating Expenses......                      .89%        1.39%             .90%         1.40%
EXAMPLE
   An investor would pay the following expenses on a $1,000
   investment, assuming (1) 5% annual return and (2) except where
   noted, redemption at the end of each time period:
</TABLE>
    
   
<TABLE>
<CAPTION>
                                                         CLASS A  CLASS B  CLASS B*       CLASS A  CLASS B        CLASS B*
                                                        -------   -------- -------        -------  -------        --------
         <S>                                               <C>      <C>     <C>             <C>     <C>             <C>
         1 YEAR...........................                 $54      $44     $14             $54     $44             $14
         3 YEARS...........................                $72      $64     $44             $72     $64             $44
         5 YEARS...........................                $92      $86     $76             $93     $87             $77
         10 YEARS**........................               $150     $141    $141            $151    $142            $142
  *Assuming no redemption of Class B shares.
**Ten-year figures assume conversion of Class B shares to Class A shares at
the end of the sixth year following the date of purchase.
</TABLE>
        Page 3
    
   
<TABLE>
<CAPTION>
FEE TABLE
                                                              GEORGIA SERIES          MARYLAND SERIES
                                                         -----------------------    --------------------
SHAREHOLDER TRANSACTION EXPENSES                          CLASS A      CLASS B     CLASS A      CLASS B
                                                         ---------    --------     --------     --------
   <S>                                                     <C>           <C>         <C>          <C>
   Maximum Sales Load Imposed on Purchases
    (as a percentage of offering price)........            4.50%          --         4.50%         --
   Maximum Deferred Sales Charge Imposed on Redemptions
    (as a percentage of the amount subject to charge)....   --          3.00%        --         3.00%
ANNUAL FUND OPERATING EXPENSES
(as a percentage of average daily net assets)
   Management Fees...................                       .55%         .55%         .55%       .55%
   12b-1 Fees........................                        --          .50%         --         .50%
   Other Expenses....................                       .54%         .54%         .35%       .35%
   Total Fund Operating Expenses.....                      1.09%        1.59%         .90%      1.40%
EXAMPLE
   An investor would pay the following expenses on a $1,000
   investment, assuming (1) 5% annual return and (2) except where
   noted, redemption at the end of each time period:
</TABLE>
    
   
<TABLE>
<CAPTION>
                                                  CLASS A    CLASS B    CLASS B*    CLASS A    CLASS B    CLASS B*
                                                 -------    --------    -------    ----------  --------   -------
          <S>                                     <C>         <C>         <C>         <C>        <C>        <C>
          1 YEAR...................                 $56        $46        $16         $54        $44        $14
          3 YEARS..................                 $78        $70        $50         $72        $64        $44
          5 YEARS..................                $102        $97        $87         $93        $87        $77
          10 YEARS**...............                $172       $163       $163        $151       $142       $142
</TABLE>
    
   
<TABLE>
<CAPTION>
                                                         MASSACHUSETTS SERIES           MICHIGAN SERIES
                                                       -------------------------- --------------------------
<S>                                                      <C>          <C>             <C>           <C>
SHAREHOLDER TRANSACTION EXPENSES                         CLASS A      CLASS B         CLASS A       CLASS B
   Maximum Sales Load Imposed on Purchases
    (as a percentage of offering price)........           4.50%          --             4.50%          --
   Maximum Deferred Sales Charge Imposed on Redemptions
    (as a percentage of the amount subject to charge)...   --          3.00%             --          3.00%
ANNUAL FUND OPERATING EXPENSES
(as a percentage of average daily net assets)
    Management Fees............                            .55%         .55%            .55%          .55%
    12b-1 Fees.................                            --           .50%             --           .50%
    Other Expenses.............                            .38%         .38%            .37%          .37%
    Total Fund Operating Expenses......                    .93%        1.43%            .92%         1.42%
EXAMPLE
    An investor would pay the following expenses on a $1,000
    investment, assuming (1) 5% annual return and (2) except where
    noted, redemption at the end of each time period:
</TABLE>
    
   
<TABLE>
<CAPTION>
                                                          CLASS A    CLASS B    CLASS B*    CLASS A    CLASS B    CLASS B*
                                                       ---------   ----------  ----------   --------  --------   ---------
          <S>                                             <C>        <C>         <C>         <C>        <C>         <C>
          1 YEAR............                              $54        $45         $15         $54        $44         $14
          3 Years...........                              $73        $65         $45         $73        $65         $45
          5 Years...........                              $94        $88         $78         $94        $88         $78
          10 Years**........                             $154       $145        $145        $153       $144        $144
  *Assuming no redemption of Class B shares.
**Ten-year figures assume conversion of Class B shares to Class A shares
  at the end of the sixth year following the date of purchase.
       Page 4
</TABLE>
    
   
<TABLE>
<CAPTION>
FEE TABLE
                                                                 MINNESOTA SERIES        NORTH CAROLINA SERIES
                                                       -----------------------------   -----------------------
SHAREHOLDER TRANSACTION EXPENSES                           CLASS A    CLASS B            CLASS A     CLASS B
                                                         ----------   -------          ----------   --------
   <S>                                                       <C>         <C>              <C>         <C>
   Maximum Sales Load Imposed on Purchases
    (as a percentage of offering price)..............        4.50%        --              4.50%         --
    Maximum Deferred Sales Charge Imposed on Redemptions
     (as a percentage of the amount subject to charge)...     --       3.00%               --        3.00%
ANNUAL FUND OPERATING EXPENSES
(as a percentage of average daily net assets)
    Management Fees....................                       .55%      .55%               .55%       .55%
    12b-1 Fees.........................                       --        .50%               --         .50%
    Other Expenses.....................                       .36%      .36%               .39%       .39%
    Total Fund Operating Expenses......                       .91%     1.41%               .94%      1.44%
EXAMPLE
    An investor would pay the following expenses on a $1,000
    investment, assuming (1) 5% annual return and (2) except where
    noted, redemption at the end of each time period:
</TABLE>
    
   
<TABLE>
<CAPTION>
                                                     CLASS A    CLASS B    CLASS B*    CLASS A    CLASS B    CLASS B*
                                                    ---------  ----------  ---------   --------  --------   ---------
          <S>                                          <C>          <C>      <C>         <C>         <C>        <C>
          1 Year..........                             $54          $44      $14         $54         $45        $15
          3 Years.........                             $73          $65      $45         $74         $66        $46
          5 Years.........                             $93          $87      $77         $95         $89        $79
          10 Years**......                            $152         $143     $143        $155        $146       $146
</TABLE>
    
   
<TABLE>
<CAPTION>
                                                                 OHIO SERIES               OREGON SERIES
                                                        ------------------------     --------------------------
SHAREHOLDER TRANSACTION EXPENSES                          CLASS A     CLASS B            CLASS A      CLASS B
                                                       ------------ ----------           -------     ---------
   <S>                                                    <C>           <C>               <C>             <C>
   Maximum Sales Load Imposed on Purchases
    (as a percentage of offering price)..........         4.50%          --               4.50%           --
   Maximum Deferred Sales Charge Imposed on Redemptions
    (as a percentage of the amount subject to charge)...   --           3.00%                  --      3.00%
ANNUAL FUND OPERATING EXPENSES
(as a percentage of average daily net assets)
   Management Fees..................                      .55%           .55%              .55%         .55%
   12b-1 Fees.......................                       --            .50%               --          .50%
   Other Expenses...................                      .38%           .38%              .40%         .40%
   Total Fund Operating Expenses                          .93%          1.43%              .95%        1.45%
EXAMPLE
   An investor would pay the following expenses on a $1,000
   investment, assuming (1) 5% annual return and (2) except where
   noted, redemption at the end of each time period:
</TABLE>
    
   
<TABLE>
<CAPTION>
                                                          CLASS A    CLASS B    CLASS B*    CLASS A    CLASS B    CLASS B*
                                                        ----------   --------   ---------  ----------  --------   --------
          <S>                                              <C>         <C>         <C>        <C>         <C>        <C>
          1 Year...................                        $54         $45         $15        $54         $45        $15
          3 Years..................                        $73         $65         $45        $74         $66        $46
          5 Years..................                        $94         $88         $78        $95         $89        $79
          10 Years**...............                       $154        $145        $145       $156        $148       $148
  *Assuming no redemption of Class B shares.
**Ten-year figures assume conversion of Class B shares to Class A shares
at the end of the sixth year following the date of purchase.
</TABLE>
    
   
       Page 5
<TABLE>
<CAPTION>
FEE TABLE
                                                           PENNSYLVANIA SERIES                 TEXAS SERIES
                                                      --------------------------      --------------------------
SHAREHOLDER TRANSACTION EXPENSES                       CLASS A       CLASS B            CLASS A       CLASS B
                                                     ----------    -----------           -------     ----------
   <S>                                                  <C>           <C>                 <C>          <C>
   Maximum Sales Load Imposed on Purchases
    (as a percentage of offering price).......          4.50%          --                 4.50%         --
Maximum Deferred Sales Charge Imposed on Redemptions
    (as a percentage of the amount subject to charge)..  --           3.00%                --           3.00%
ANNUAL FUND OPERATING EXPENSES
(as a percentage of average daily net assets)
    Management Fees.................                     .55%          .55%                .55%          .55%
    12b-1 Fees......................                     --            .50%                --            .50%
    Other Expenses..................                     .38%          .38%                .39%          .39%
    Total Fund Operating Expenses...                     .93%         1.43%                .94%         1.44%
EXAMPLE
    An investor would pay the following expenses on a $1,000
    investment, assuming (1) 5% annual return and (2) except where
    noted, redemption at the end of each time period:
</TABLE>
    
   
<TABLE>
<CAPTION>
                                                        CLASS A    CLASS B    CLASS B*    CLASS A    CLASS B    CLASS B*
                                                      ----------  ---------   --------    --------   -------    --------
          <S>                                             <C>        <C>        <C>         <C>         <C>        <C>
          1 Year...........                               $54        $45        $15         $54         $45        $15
          3 Years..........                               $73        $65        $45         $74         $66        $46
          5 Years..........                               $94        $88        $78         $95         $89        $79
          10 Years**.......                              $154       $145       $145        $155        $146       $146
  *Assuming no redemption of Class B shares.
**Ten-year figures assume conversion of Class B shares to Class A shares
at the end of the sixth year following the date of purchase.
</TABLE>
    
   
       Page 6
<TABLE>
<CAPTION>
FEE TABLE
                                                                      VIRGINIA  SERIES
                                                                --------------------------
SHAREHOLDER TRANSACTION EXPENSES                                  CLASS A        CLASS B
                                                                 ----------     ---------
  <S>                                                               <C>          <C>
  Maximum Sales Load Imposed on Purchases
    (as a percentage of offering price).............                4.50%           --
   Maximum Deferred Sales Charge Imposed on Redemptions
    (as a percentage of the amount subject to charge)...            --           3.00%
ANNUAL FUND OPERATING EXPENSES
(as a percentage of average daily net assets)
   Management Fees.................                                   .55%         .55%
   12b-1 Fees......................                                   --           .50%
   Other Expenses..................                                   .46%         .46%
   Total Fund Operating Expenses...                                  1.01%        1.51%
EXAMPLE
    An investor would pay the following expenses on a $1,000
    investment, assuming (1) 5% annual return and (2) except where
    noted, redemption at the end of each time period:
</TABLE>
    
   
<TABLE>
<CAPTION>
                                                              CLASS A    CLASS B    CLASS B*
                                                              -------    -------    --------
          <S>                                                    <C>      <C>         <C>
          1 Year...............................                  $55      $45         $15
          3 Years..............................                  $76      $68         $48
          5 Years..............................                  $98      $92         $82
          10 Years**...........................                 $163     $154        $154
  *Assuming no redemption of Class B shares.
**Ten-year figures assume conversion of Class B shares to Class A shares
at the end of the sixth year following the date of purchase.
</TABLE>
    
- -------------------------------------------------------------------------
        The amounts listed in the examples 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, each Series' actual performance will vary and may result in an
actual return greater or less than 5%.
- --------------------------------------------------------------------
   
        The purpose of the foregoing tables is to assist you in understanding
the various costs and expenses that investors will bear, directly or
indirectly, the payment of which will reduce investors' return on an annual
basis. For Class A, Other Expenses are based on data for the Fund's fiscal
year ended April 30, 1994, except for the Arizona, Colorado and Oregon
Series for which Other Expenses are based on estimated amounts for the current
fiscal year. For Class B, Other Expenses are estimated based on expenses
incurred by Class A. Long-term investors in Class B could pay more in
12b-1 fees than the economic equivalent of paying a front-end sales charge.
The information in the foregoing tables does not reflect any fee waivers or
expense reimbursement arrangements that may be in effect. Certain
Service Agents (as defined below) may charge their clients direct fees for
effecting transactions in the relevant Series' shares; such fees are not
reflected in the foregoing tables. See "Management of the Fund," "How to Buy
Fund Shares" and "Distribution Plan and Shareholder Services Plan."
    
             Page 8
CONDENSED FINANCIAL INFORMATION
                The information in the following table has been audited
    (except where indicated) 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 Series for the
    periods indicated. This information has been derived from information
    provided in the Series' financial statements.
   
<TABLE>
<CAPTION>
                                                                               ARIZONA SERIES
                                                       -------------------------------------------------------
                                                              CLASS A SHARES                    CLASS B SHARES
                                                     --------------------------           ----------------------
                                                          YEAR ENDED APRIL 30,            YEAR ENDED APRIL 30,
                                                     -------------------------            -----------------------
<S>                                                  <C>            <C>                    <C>             <C>
PER SHARE DATA:                                      1993(1)         1994                  1993(2)          1994
                                                    ----------    ---------                -------         ------
    Net asset value, beginning of year.....          $12.50         $13.12                 $12.65          $13.12
                                                     -------        -------                -------         -------
    INVESTMENT OPERATIONS:
    Investment income-net..................             .51            .75                    .21             .68
    Net realized and unrealized gain (loss)
        on investments.....................             .62           (.51)                   .47            (.50)
                                                     -------        -------                -------         -------
        TOTAL FROM INVESTMENT OPERATIONS.....          1.13            .24                    .68             .18
                                                     -------        -------                -------         -------
    DISTRIBUTIONS:
    Dividends from investment income-net......         (.51)          (.75)                  (.21)           (.68)
    Dividends from net realized gain on investments     --            (.01)                   --             (.01)
                                                     -------        -------                -------         -------
        TOTAL DISTRIBUTIONS................            (.51)          (.76)                  (.21)           (.69)
                                                     -------        -------                -------         -------
    Net asset value, end of year...........          $13.12         $12.60                 $13.12          $12.61
                                                     =======        =======                =======         ======
TOTAL INVESTMENT RETURN(3).................           14.01%(4)       1.61%                 18.49%(4)       1.16%
RATIOS/SUPPLEMENTAL DATA:
    Ratio of expenses to average net assets....          --            --                     .50%(4)        .50%
    Ratio of net investment income
     to average net assets...............              5.71%(4)       5.51%                  4.61%(4)       4.95%
    Decrease reflected in above expense ratios due to
        undertakings by The Dreyfus Corporation......   1.87%(4)       1.26%                  1.68%(4)       1.27%
    Portfolio Turnover Rate.............               5.94%(5)       3.65%                  5.94%(5)       3.65%
    Net Assets, end of year (000's omitted)....      $5,671        $12,506                 $1,745         $6,569
    (1) From September 3, 1992 (commencement of operations) to April 30, 1993.
    (2) From January 15, 1993 (commencement of initial offering) to April 30, 1993.
    (3) Exclusive of sales load.
    (4) Annualized.
    (5) Not annualized.
</TABLE>
    
   
         Page 8
<TABLE>
<CAPTION>
                                                                      COLORADO SERIES
                                                          --------------------------------
                                                          CLASS A SHARES    CLASS B SHARES
                                                          --------------- -----------------
                                                             PERIOD ENDED JUNE 30, 1994
PER SHARE DATA:                                                   (UNAUDITED)(1)
    <S>                                                       <C>                <C>
    Net asset value, beginning of period............          $12.50             $12.50
                                                              --------           -------
    INVESTMENT OPERATIONS:
    Investment income-net...........................             .12                .11
    Net realized and unrealized (loss) on investments...        (.05)              (.06)
                                                              --------           -------
        TOTAL FROM INVESTMENT OPERATIONS................         .07                .05
                                                              --------           -------
    DISTRIBUTIONS:
    Dividends from investment income-net................        (.12)              (.11)
                                                              --------           -------
    Net asset value, end of period......................      $12.45             $12.44
                                                              ======             =======
TOTAL INVESTMENT RETURN(2)..............................        3.78%(3)           2.74(3)
RATIOS/SUPPLEMENTAL DATA:
    Ratio of expenses to average net assets.............        --                  .50%(3)
    Ratio of net investment income to average net assets...     5.70%(3)           3.92%(3)
    Decrease reflected in above expense ratios due to
        undertakings by The Dreyfus Corporation...........      3.75%(3)           3.60%(3)
    Portfolio Turnover Rate...............................     13.50%(4)         13.50%(4)
    Net Assets, end of period (000's omitted).............      $450            $1,260
    (1) From May 6, 1994 (commencement of operations) to June 30, 1994.
    (2) Exclusive of sales load.
    (3) Annualized.
    (4) Not annualized.
</TABLE>
    
   
        Page 9
<TABLE>
<CAPTION>
                                                                        CONNECTICUT SERIES
                                          --------------------------------------------------------------------------------------
                                                                      CLASS A SHARES                              CLASS B SHARES
                                          ------------------------------------------------------------------     --------------
                                                                   YEAR ENDED APRIL 30,                      YEAR ENDED APRIL 30,
                                          ------------------------------------------------------------------     --------------
PER SHARE DATA:                              1988(1)    1989    1990    1991    1992    1993    1994          1993(2)    1994
                                            --------   ------   -----   -----   -----   -----   -----         -------    -----
  <S>                                      <C>       <C>       <C>      <C>     <C>     <C>     <C>           <C>       <C>
  Net asset value, beginning of year....   $11.00    $10.72    $11.05   $10.88  $11.28  $11.45  $12.26        $11.89    $12.26
                                           ------    ------    ------   ------   -----   -----   -----        -------    -----
  INVESTMENT OPERATIONS:
  Investment income-net.................      .76       .81       .80      .77     .72     .71     .68           .18       .61
  Net realized and unrealized gain
   (loss) on investments................     (.28)      .38      (.15)     .40     .17     .81    (.42)          .37      (.43)
                                           ------    ------    ------   ------   -----   -----   -----        -------    -----
   TOTAL FROM INVESTMENT OPERATIONS....       .48      1.19       .65     1.17     .89    1.52     .26           .55       .18
                                           ------    ------    ------   ------   -----   -----   -----        -------    -----
  DISTRIBUTIONS:
  Dividends from investment income-net..     (.76)     (.81)     (.80)    (.77)   (.72)   (.71)   (.68)         (.18)     (.61)
  Dividends from net realized gain
   on investments.......................      --       (.05)     (.02)      --     --       --    (.03)           --      (.03)
  Dividends from excess net realized
   gain on investments                        --        --        --        --     --       --       --           --        --
                                           ------    ------    ------   ------   -----   -----   -----        -------    -----
   TOTAL DISTRIBUTIONS.................     (.76)      (.86)     (.82)    (.77)   (.72)   (.71)   (.71)         (.18)     (.64)
                                           ------    ------    ------   ------   -----   -----   -----        -------    -----
  Net asset value, end of year........    $10.72     $11.05    $10.88   $11.28  $11.45  $12.26   $11.81       $12.26    $11.80
                                         ========    =======   =======  ======  ======  ======  ========      =======   ======
TOTAL INVESTMENT RETURN(3)............      5.00%(4)  11.54%     5.93%   11.10%   8.14%  13.62%    1.92%       16.08%(4)  1.26%
RATIOS/SUPPLEMENTAL DATA:
  Ratio of expenses to average net assets..  --         --        --       .21%    .52%    .69%      .80%       1.12%(4)  1.36%
  Ratio of net investment income to
   average net assets.....................  7.31%(4)   7.24%     7.05%    6.81%   6.30%   5.93%     5.44%       4.57%(4)  4.78%
  Decrease reflected in above expense
   ratios due to undertakings by
   The Dreyfus Corporation (limited to
   the expense limitation provision of
   the Management Agreement)..............  1.50%(4)   1.42%     1.10%     .75%    .41%    .21%      .09%        .12%(4)   .08%
  Portfolio Turnover Rate...........       91.09%(5)  72.52%    12.62%    6.30%   8.53%  24.22%    10.83%      24.22%    10.83%
  Net Assets, end of year
   (000's omitted)...........          $11,641   $ 31,056   $83,206  $183,788  $280,305  $360,020  $364,182    $9,492   $32,246
    (1) From May 28, 1987 (commencement of operations) to April 30, 1988.
    (2) From January 15, 1993 (commencement of initial offering) to April30, 1993.
    (3) Exclusive of sales load.
    (4) Annualized.
    (5) Not annualized.
</TABLE>
    
   
        Page 10
<TABLE>
<CAPTION>
                                                                   FLORIDA SERIES
                                    ---------------------------------------------------------------------
                                                               CLASS A SHARES                              CLASS B SHARES
                                   ----------------------------------------------------------------------   ------------
                                                            YEAR ENDED APRIL 30,                         YEAR ENDED APRIL 30,
                                   ----------------------------------------------------------------------  --------------
PER SHARE DATA:                          1988(1)     1989    1990    1991    1992     1993     1994           1993(2)    1994
                                       ----------   ------  ------  ------  ------   ------  -------         --------  -------
  <S>                                   <C>         <C>     <C>     <C>     <C>      <C>      <C>             <C>        <C>
  Net asset value, beginning of year..  $12.00      $12.85  $13.48  $13.34  $13.93   $14.33   $15.02          $14.59     $15.01
                                        ------      ------  ------  ------  ------   ------   ------          ------      ------
  INVESTMENT OPERATIONS:
  Investment income-net..............      .92        1.02    1.02     .99     .95      .92      .85             .24        .77
  Net realized and unrealized gain
   (loss) on investments.............      .85         .63    (.11)    .61     .41      .86     (.51)            .42       (.51)
                                        ------      ------  ------  ------  ------   ------   ------          ------      ------
   TOTAL FROM INVESTMENT OPERATIONS..     1.77        1.65     .91    1.60    1.36     1.78      .34             .66        .26
  DISTRIBUTIONS:
  Dividends from investment income-net..  (.92)      (1.02)  (1.02)   (.99)   (.95)    (.92)    (.85)           (.24)      (.77)
                                        ------      ------  ------  ------  ------   ------   ------          ------      ------
  Dividends from net realized
   gain on investments................    --           --     (.03)   (.02)   (.01)    (.17)    (.04)             --       (.04)
  Dividends from excess net realized
   gain on investments...............     --           --      --      --       --       --     (.04)             --       (.04)
                                        ------      ------  ------  ------  ------   ------   ------          ------      ------
   TOTAL DISTRIBUTIONS........            (.92)      (1.02)  (1.05)  (1.01)   (.96)   (1.09)    (.93)           (.24)      (.85)
                                        ------      ------  ------  ------  ------   ------   ------          ------      ------
  Net asset value, end of year...       $12.85      $13.48  $13.34  $13.93  $14.33   $15.02   $14.43          $15.01     $14.42
                                        ======      ======  ======  ======  ======   ======   ======          ======      ======
TOTAL INVESTMENT RETURN(3).....          16.24%(4)   13.32%   6.83%  12.40%  10.09%   12.84%    2.14%          15.60%(4)   1.54%
RATIOS/SUPPLEMENTAL DATA:
  Ratio of expenses to
   average net assets.........            --           --        --    .21%    .52%     .69%     .80%           1.12%(4)   1.34%
  Ratio of net investment income
   to average net assets......            7.76%(4)    7.26%   7.24%   7.11%   6.65%    6.21%    5.61%           4.87%(4)   4.91%
  Decrease reflected in above expense ratios
   due to undertakings by The Dreyfus Corporation
   (limited to the expense limitation provision
   of the Management Agreement)....       1.50%(4)    1.50%   1.08%    .74%    .41%     .21%     .10%            .12%(4)    .09%
  Portfolio Turnover Rate..........      31.25%(5)   17.16%  27.69%    .28%  20.99%   33.18%   20.84%          33.18%     20.84%
  Net Assets, end of year
   (000's omitted)...........           $1,493    $15,061   $67,416  $177,927 $245,474  $299,775  $289,791     $5,916    $22,476
    (1) From May 28, 1987 (commencement of operations) to April 30, 1988.
    (2) From January 15, 1993 (commencement of initial offering) to April 30, 1993.
    (3) Exclusive of sales load.
    (4) Annualized.
    (5) Not annualized.
</TABLE>
    
   
        Page 11
<TABLE>
<CAPTION>
                                                                       GEORGIA SERIES
                                              -------------------------------------------------------
                                                     CLASS A SHARES              CLASS B SHARES
                                                ------------------------------------------------
                                                 YEAR ENDED APRIL 30,        YEAR ENDED APRIL 30,
                                                ----------------------     ------------------------
PER SHARE DATA:                                 1993(1)        1994         1993(2)          1994
                                               ---------     --------       -------         ------
    <S>                                         <C>          <C>            <C>             <C>
    Net asset value, beginning of year....      $12.50       $13.27         $12.71          $13.27
                                               --------     --------        -------         ------
    INVESTMENT OPERATIONS:
    Investment income-net.................         .51          .73            .20             .67
    Net realized and unrealized gain
      (loss) on investments...............         .77         (.58)           .56            (.58)
                                               --------     --------        -------         ------
        TOTAL FROM INVESTMENT OPERATIONS...       1.28          .15            .76             .09
                                               --------     --------        -------         ------
    DISTRIBUTIONS:
    Dividends from investment income-net...       (.51)        (.73)          (.20)           (.67)
                                               --------     --------        -------         ------
    Net asset value, end of year...........     $13.27       $12.69         $13.27          $12.69
                                               =======      =======         =======         ======
TOTAL INVESTMENT RETURN(3).................      15.91%(4)      .97%         20.66%(4)        .46%
RATIOS/SUPPLEMENTAL DATA:
    Ratio of expenses to average net assets..      --           .07%           .50%(4)        .58%
    Ratio of net investment income to
     average net assets......................     5.55%(4)     5.41%          4.60%(4)       4.85%
    Decrease reflected in above expense ratios due to
        undertakings by The Dreyfus Corporation.. 1.46%(4)    1.02%           1.37%(4)       1.02%
    Portfolio Turnover Rate...............       37.79%(5)    6.76%          37.79%(5)       6.76%
    Net Assets, end of year (000's omitted)..   $7,304     $10,058          $6,319        $16,243
    (1) From September 3, 1992 (commencement of operations) to April 30, 1993.
    (2) From January 15, 1993 (commencement of initial offering) to April 30, 1993.
    (3) Exclusive of sales load.
    (4) Annualized.
    (5) Not annualized.
</TABLE>
    
   
       Page 12
<TABLE>
<CAPTION>
                                                                       MARYLAND SERIES
                                         ------------------------------------------------------------------
                                                                  CLASS A SHARES                                 CLASS B SHARES
                                         ------------------------------------------------------------------      ---------------
                                                               YEAR ENDED APRIL 30,                         YEAR ENDED APRIL 30,
                                         ------------------------------------------------------------------  -------------------
PER SHARE DATA:                              1988(1)    1989    1990    1991    1992    1993    1994          1993(2)       1994
                                         ----------- -------- ------- ------ -------- ------- -------        ---------     ------
    <S>                                    <C>        <C>      <C>     <C>     <C>     <C>      <C>           <C>         <C>
    Net asset value, beginning of year..   $12.50     $11.38   $11.72  $11.61  $12.13  $12.43   $13.02        $12.64      $13.02
                                           ------     ------   ------  ------  ------  ------   ------        -------     ------
    INVESTMENT OPERATIONS:
    Investment income-net...............      .80        .87      .86     .85     .79     .76      .73           .20        .65
    Net realized and unrealized gain
     (loss) on investments..............    (1.12)       .34     (.09)    .53     .35     .68     (.53)          .38       (.53)
                                           ------     ------   ------  ------  ------  ------   ------        -------     ------
      TOTAL FROM INVESTMENT OPERATIONS...    (.32)      1.21      .77    1.38    1.14    1.44      .20           .58        .12
                                           ------     ------   ------  ------  ------  ------   ------        -------     ------
    DISTRIBUTIONS:
    Dividends from investment income-net..   (.80)     (.87)     (.86)   (.85)   (.79)   (.76)    (.73)         (.20)      (.65)
    Dividends from net realized gain
     on investments.......................   --          --      (.02)   (.01)   (.05)   (.09)    (.03)          --        (.03)
    Dividends from excess net realized
     gain on investments.................    --          --        --      --     --        --      --           --          --
                                           ------     ------   ------  ------  ------  ------   ------        -------     ------
     TOTAL DISTRIBUTIONS.................   (.80)     (.87)      (.88)   (.86)   (.84)   (.85)    (.76)         (.20)      (.68)
                                           ------     ------   ------  ------  ------  ------   ------        -------     ------
    Net asset value, end of year...       $11.38    $11.72     $11.61  $12.13  $12.43  $13.02   $12.46         $13.02    $12.46
                                          ======    ======     ======  ======  ======  ======   ======         =======   =======
TOTAL INVESTMENT RETURN(3)...             (2.50%)(4) 11.05%      6.69%  12.24%  9.68%   11.93%    1.33%         15.74%(4)   .75%
RATIOS/SUPPLEMENTAL DATA:
    Ratio of expenses to
    average net assets...........           --          --         --     .21%   .53%     .69%     .80%          1.09%(4)  1.37%
    Ratio of net investment income
     to average net assets.......          7.44%(4)   7.26%     7.12%    6.98%  6.40%    5.93%    5.51%          4.55%(4)  4.82%
    Decrease reflected in above expense
    ratios due to undertakings by The Dreyfus Corporation
    (limited to the expense limitation provision
    of the Management Agreement)......     1.50%(4)   1.50%     1.11%     .75%   .41%     .22%    .10%            .12%(4)   .08%
    Portfolio Turnover Rate...........    75.21%(5)   8.67%    30.03%    1.45%  16.21%  17.92%  10.27%          17.92%    10.27%
    Net Assets, end of year
     (000's omitted).................    $4,353   $24,383   $85,794   $179,959   $254,240   $337,307  $335,518   $5,931   $30,527
    (1) From May 28, 1987 (commencement of operations) to April 30, 1988.
    (2) From January 15, 1993 (commencement of initial offering) to April 30, 1993.
    (3) Exclusive of sales load.
    (4) Annualized.
    (5) Not annualized.
</TABLE>
    
   
          Page 13
<TABLE>
<CAPTION>
                                                              MASSACHUSETTS SERIES
                                     ------------------------------------------------------------------
                                                               CLASS A SHARES                                    CLASS B SHARES
                                     ------------------------------------------------------------------
                                                             YEAR ENDED APRIL 30,                           YEAR ENDED APRIL 30,
                                     ------------------------------------------------------------------     --------------------
PER SHARE DATA:                             1988(1)    1989    1990    1991    1992    1993     1994           1993(2)      1994
                                          ---------  -------  ------ -------  ------  -----   -------          --------     -----
  <S>                                     <C>        <C>      <C>     <C>     <C>     <C>     <C>              <C>        <C>
  Net asset value, beginning of year..    $11.50     $10.54   $10.92  $10.69  $11.05  $11.41  $12.13           $11.79     $12.13
                                          --------   -------  ------  ------  ------- ------- -------          --------   ------
  INVESTMENT OPERATIONS:
  Investment income-net...............       .76        .83      .82     .79     .75     .73     .71              .19        .64
  Net realized and unrealized gain
   (loss) on investments..............      (.96)       .38     (.23)    .37     .36     .73    (.44)             .34       (.45)
                                          --------   -------  ------  ------  ------- ------- -------          --------   ------
   TOTAL FROM INVESTMENT OPERATIONS...      (.20)      1.21      .59    1.16    1.11    1.46     .27              .53        .19
                                          --------   -------  ------  ------  ------- ------- -------          --------   ------
  DISTRIBUTIONS:
  Dividends from investment income-net..   (.76)       (.83)    (.82)   (.79)   (.75)   (.73)   (.71)            (.19)      (.64)
  Dividends from net realized gain
   on investments......................     --           --       --    (.01)    --     (.01)   (.05)              --       (.05)
  Dividends from excess net gain
   on investments......................     --           --       --      --     --       --      --               --        --
                                          --------   -------  ------  ------  ------- ------- -------          --------   ------
   TOTAL DISTRIBUTIONS................     (.76)      (.83)     (.82)   (.80)   (.75)   (.74)   (.76)            (.19)     (.69)
                                          --------   -------  ------  ------  ------- ------- -------          --------   ------
  Net asset value, end of year...        $10.54     $10.92    $10.69   $11.05  $11.41  $12.13 $11.64            $12.13   $11.63
                                         ======     =======   ======   ======  ======  ====== ======            =======  ======
TOTAL INVESTMENT RETURN(3).......        (1.67%)(4)  11.91%     5.49%   11.23%  10.32% 13.14%   2.08%           15.56%(4)  1.44%
RATIOS/SUPPLEMENTAL DATA:
  Ratio of expenses to average
   net assets....................           --         --        --       .19%    .55%   .69%    .82%            1.15%(4)  1.36%
  Ratio of net investment income to
   average net assets............         7.63%(4)   7.58%      7.40%    7.21%   6.65%  6.16%   5.80%            4.92%(4)  5.18%
  Decrease reflected in above expense ratios
   due to undertakings by The
   Dreyfus Corporation (limited to the expense
   limitation provision of
   the Management Agreement)...........   1.50%(4)   1.48%      1.11%     .78%    .41%   .24%    .11%             .13%(4)   .10%
  Portfolio Turnover Rate.............   36.11%(5)  17.76%     28.44%   47.07%  24.75% 11.36%  12.04%          11.36%    12.04%
  Net Assets, end of year
   (000's omitted)...................   $5,174    $21,578    $43,375  $57,328 $66,873 $79,701 $76,865          $1,066    $3,702
    (1) From May 28, 1987 (commencement of operations) to April 30, 1988.
    (2) From January 15, 1993 (commencement of initial offering) to April 30, 1993.
    (3) Exclusive of sales load.
    (4) Annualized.
    (5) Not annualized.
</TABLE>
    
   
      Page 14
<TABLE>
<CAPTION>
                                                                       MICHIGAN SERIES
                                          ------------------------------------------------------------------
                                                                      CLASS A SHARES                              CLASS B SHARES
                                          -------------------------------------------------------------------      -------------
                                                                   YEAR ENDED APRIL 30,                      YEAR ENDED APRIL 30,
                                          ------------------------------------------------------------------  -------------------
PER SHARE DATA:                                1988(1)     1989     1990     1991     1992     1993    1994    1993(2)     1994
                                          ------------   -------  -------  -------  -------  -------  ------   -------    ------
  <S>                                        <C>          <C>      <C>      <C>      <C>      <C>     <C>      <C>       <C>
  Net asset value, beginning of year..       $13.00       $13.45   $14.10   $13.80   $14.34   $14.80  $15.65   $15.20    $15.64
                                            --------      -------  -------  ------    ------  ------  ------   -------   --------
  NVESTMENT OPERATIONS:
  Investment income-net...............         1.00         1.07     1.05     1.01      .95      .92     .89      .24       .80
  Net realized and unrealized gain
   (loss) on investments..............          .45          .65     (.27)     .54      .46      .98    (.30)     .44      (.29)
                                            --------      -------  -------  ------    ------  ------  ------   -------   --------
   TOTAL FROM INVESTMENT OPERATIONS..          1.45         1.72      .78     1.55     1.41     1.90     .59      .68       .51
                                            --------      -------  -------  ------    ------  ------  ------   -------   --------
  DISTRIBUTIONS:
  Dividends from investment income-net..      (1.00)      (1.07)    (1.05)   (1.01)    (.95)    (.92)   (.89)    (.24)     (.80)
  Dividends from net realized gain
   on investments.......................       --           --       (.03)     --        --     (.13)   (.08)     --       (.08)
                                            --------      -------  -------  ------    ------  ------  ------   -------   --------
   TOTAL DISTRIBUTIONS..................     (1.00)       (1.07)    (1.08)   (1.01)    (.95)   (1.05)   (.97)    (.24)     (.88)
                                            --------      -------  -------  ------    ------  ------  ------   -------   --------
  Net asset value, end of year..........    $13.45       $14.10    $13.80   $14.34   $14.80   $15.65  $15.27   $15.64    $15.27
                                            ======       ======    =======  ======   ======   ======= ======   ======    =======
TOTAL INVESTMENT RETURN(3)..............     12.32%(4)    13.25%     5.59%   11.61%   10.12%   13.25%   3.65%   15.50%(4)  3.11%
RATIOS/SUPPLEMENTAL DATA:
  Ratio of expenses to average net assets..    --           --        --       .20%     .53%     .69%    .81%    1.18%(4)  1.38%
  Ratio of net investment income to
   average net assets......................   7.97%(4)    7.49%      7.23%    7.07%    6.47%    6.01%   5.56%    4.85%(4)  4.88%
  Decrease reflected in above expense ratios
   due to undertakings by The Dreyfus Corporation
   (limited to the expense limitation provision of the
   Management Agreement)..................    1.50%(4)    1.50%      1.16%     .79%    .42%      .25%    .11%     .14%(4)  .09%
  Portfolio Turnover Rate.................   48.80%(5)   32.72%    20.23%    27.31%  21.42%    14.99%  19.96%   14.99%   19.96%
  Net Assets, end of year
   (000's omitted)........................  $1,671     $8,548    $56,699  $111,696 $145,159 $184,138  $187,405   $3,581   $13,861
    (1) From May 28, 1987 (commencement of operations) to April 30, 1988.
    (2) From January 15, 1993 (commencement of initial offering) to April 30, 1993.
    (3) Exclusive of sales load.
    (4) Annualized.
    (5) Not annualized.
</TABLE>
    
   
            Page 15
<TABLE>
<CAPTION>
                                                                         MINNESOTA SERIES
                                           ------------------------------------------------------------------
                                                                        CLASS A SHARES                            CLASS B SHARES
                                           ------------------------------------------------------------------   --------------
                                                                   YEAR ENDED APRIL 30,                     YEAR ENDED APRIL 30,
                                           ------------------------------------------------------------------ -----------------
PER SHARE DATA:                            1988(1)     1989     1990     1991     1992     1993     1994       1993(2)    1994
                                          --------    ------   ------   ------  -------   ------   ------    ---------  --------
  <S>                                     <C>        <C>       <C>      <C>      <C>      <C>      <C>       <C>         <C>
  Net asset value, beginning of year...   $13.50     $13.37    $13.92   $13.74   $14.28   $14.63   $15.31    $14.86      $15.32
                                          -------    -------   -------  ------   ------   -------  ------    -------    -------
  INVESTMENT OPERATIONS:
  Investment income-net................      .97       1.07      1.04     1.02      .96      .92      .87       .24         .78
  Net realized and unrealized
   gain (loss) on investments..........     (.13)       .55      (.13)     .56      .36      .77     (.53)      .46        (.52)
                                          -------    -------   -------  ------   ------   -------  ------    -------    -------
   TOTAL FROM INVESTMENT OPERATIONS....      .84       1.62       .91     1.58     1.32     1.69      .34       .70         .26
                                          -------    -------   -------  ------   ------   -------  ------    -------    -------
  DISTRIBUTIONS:
  Dividends from investment income-net..    (.97)    (1.07)    (1.04)    (1.02)    (.96)    (.92)    (.87)     (.24)       (.78)
  Dividends from net realized
   gain on investment...................     --        --       (.05)    (.02)     (.01)    (.09)    (.06)       --        (.06)
                                          -------    -------   -------  ------   ------   -------  ------    -------    -------
   TOTAL DISTRIBUTIONS.................    (.97)     (1.07)    (1.09)   (1.04)     (.97)   (1.01)    (.93)     (.24)       (.84)
                                          -------    -------   -------  ------   ------   -------  ------    -------    -------
  Net asset value, end of year.........  $13.37     $13.92    $13.74   $14.28    $14.63   $15.31   $14.72    $15.32      $14.74
                                         ======     ======    ======   ======    =======  ======   ======    ======      =======
TOTAL INVESTMENT RETURN(3).............   7.01%(4)   12.57%     6.67%   11.89%     9.45%   11.96%    2.08%    16.32%(4)    1.55%
RATIOS/SUPPLEMENTAL DATA:
  Ratio of expenses to average
   net assets..........................    --          --        --       .20%      .53%     .69%     .80%     1.16%(4)    1.38%
  Ratio of net investment income
   to average net assets...............    7.79%(4)   7.66%    7.25%     7.19%     6.53%    6.13%    5.61%     4.83%(4)    4.91%
  Decrease reflected in above expense ratios due
   to undertakings by The Dreyfus Corporation
   (limited to the expense limitation provision
   of the Management Agreement)........   1.50%(4)   1.50%    1.16%      .79%       .41%     .24%     .11%      .14%(4)     .09%
  Portfolio Turnover Rate..............  70.26%(5)  31.64%   23.48%    14.04%    12.32%    23.42%   12.21%    23.42%      12.21%
  Net Assets, end of year
   (000's omitted)...........            $4,331   $13,019  $46,428   $85,066  $122,782  $148,765  $155,657   $4,633     $21,004
    (1) From May 28, 1987 (commencement of operations) to April 30, 1988.
    (2) From January 15, 1993 (commencement of initial offering) to April 30, 1993.
    (3) Exclusive of sales load.
    (4) Annualized.
    (5) Not annualized.
</TABLE>
    
   
       Page 16
<TABLE>
<CAPTION>
                                                                           NORTH CAROLINA SERIES
                                                        ---------------------------------------------------------
                                                           CLASS A SHARES                    CLASS B SHARES
                                                        ---------------------------------------------------------
                                                        YEAR ENDED APRIL 30,            YEAR ENDED APRIL 30,
                                                        ---------------------------------------------------------
PER SHARE DATA:                                         1992(1)    1993    1994        1993(2)          1994
                                                        -------- ------- ------      ----------        -------
  <S>                                                   <C>       <C>     <C>          <C>              <C>
  Net asset value, beginning of year..........          $12.00    $12.39  $13.40       $12.90           $13.39
                                                        -------   ------- -------      --------        --------
  INVESTMENT OPERATIONS:
  Investment income-net.......................             .62       .78     .74          .20              .66
  Net realized and unrealized gain
   (loss) on investments......................             .39      1.02    (.67)         .49             (.67)
                                                        -------   ------- -------      --------        --------
   TOTAL FROM INVESTMENT OPERATIONS...........            1.01      1.80     .07          .69             (.01)
                                                        -------   ------- -------      --------        --------
  DISTRIBUTIONS:
  Dividends from investment income-net........            (.62)     (.78)   (.74)        (.20)            (.66)
    Dividends from net realized gain on investments...     --       (.01)    --            --               --
                                                        -------   ------- -------      --------        --------
   TOTAL DISTRIBUTIONS..............................      (.62)     (.79)   (.74)        (.20)            (.66)
                                                        -------   ------- -------      --------        --------
  Net asset value, end of year.................         $12.39    $13.40  $12.73        $13.39          $12.72
                                                        =======   ======  ======        ======          =======
TOTAL INVESTMENT RETURN(3).....................         11.36%(4)  14.97%    .29%        18.53%(4)       (.27%)
RATIOS/SUPPLEMENTAL DATA:
  Ratio of expenses to average net assets.......          --         .29%    .44%          .79%(4)       1.00%
  Ratio of net investment income to average net assets.. 6.35%(4)   5.94%   5.38%         4.47%(4)       4.78%
  Decrease reflected in above expense ratios due to
   undertakings by The Dreyfus Corporation........       1.14%(4)    .76%    .50%          .56%(4)        .48%
  Portfolio Turnover Rate.........................      15.01%(5)   5.76%  11.62%         5.76%         11.62%
  Net Assets, end of year (000's omitted).........    $26,387    $56,284  $68,074      $13,145        $38,968
    (1) From August 1, 1991 (commencement of operations) to April 30, 1992.
    (2) From January 15, 1993 (commencement of initial offering) to April 30, 1993.
    (3) Exclusive of sales load.
    (4) Annualized.
    (5) Not annualized.
</TABLE>
    
   
         Page 17
<TABLE>
<CAPTION>
                                                                           OHIO SERIES
                                          ------------------------------------------------------------------
                                                                         CLASS A SHARES                          CLASS B SHARES
                                          ------------------------------------------------------------------     --------------
                                                                     YEAR ENDED APRIL 30,                   YEAR ENDED APRIL 30,
                                          ------------------------------------------------------------------ -------------------
PER SHARE DATA:                           1988(1)     1989     1990     1991     1992     1993     1994      1993(2)      1994
                                          -------    ------   ------   ------   ------   ------   -----      --------    -------
  <S>                                    <C>        <C>       <C>      <C>     <C>      <C>       <C>         <C>        <C>
  Net asset value, beginning of year..   $14.50     $11.18    $11.66   $11.54  $12.00   $12.35    $13.09      $12.69     $13.09
                                         -------    ------    ------   ------  ------   ------    ------      ------     -------
  INVESTMENT OPERATIONS:
  Investment income-net.............      .80        .89       .88      .86     .80      .77       .74         .20        .66
  Net realized and unrealized gain
  (loss) on investments.............    (3.32)       .48      (.08)     .46     .36      .81      (.36)        .40       (.35)
                                        -------    -------   -------  ------- ------   ------    --------     ------     --------
   TOTAL FROM INVESTMENT OPERATIONS..   (2.52)      1.37       .80     1.32    1.16     1.58       .38         .60        .31
                                        -------    ------    ------   ------  ------   ------    ------      ------     -------
  DISTRIBUTIONS:
  Dividends from investment income-net.. (.80)      (.89)     (.88)    (.86)   (.80)    (.77)     (.74)       (.20)       (.66)
  Dividends from net realized
   gain on investment................      --         --      (.04)      --    (.01)    (.07)    (.03)         --         (.03)
                                        -------    ------    ------   ------  ------   ------    ------      ------     -------
   TOTAL DISTRIBUTIONS...............   (.80)      (.89)      (.92)    (.86)   (.81)    (.84)    (.77)        (.20)       (.69)
                                        -------    ------    ------   ------  ------   ------    ------      ------     -------
  Net asset value, end of year....... $11.18     $11.66     $11.54   $12.00  $12.35   $13.09   $12.70        $13.09     $12.71
                                      =======    ======     ======   ======  ======   ======   ======        =======    =======
TOTAL INVESTMENT RETURN(3).........  (18.49%)(4)  12.72%      6.95%   11.84%  9.97%   13.24%     2.78%        16.36%(4)  2.24%
RATIOS/SUPPLEMENTAL DATA:
  Ratio of expenses to
  average net assets...............     --        --           --       .21%   .52%     .70%      .81%         1.17%(4)  1.38%
  Ratio of net investment income
   to average net assets...........    7.79%(4)    7.57%      7.30%    7.20%   6.53%   6.03%     5.57%         4.62%(4)  4.89%
  Decrease reflected in above expense
   ratios due to undertakings by
   The Dreyfus Corporation
   (limited to the expense
   limitation provision of
   the Management Agreement).......   1.50%(4)    1.50%      1.12%     .78%     .41%    .23%     .12%          .13%(4)    .10%
  Portfolio Turnover Rate..........  11.10%(5)   14.49%     14.58%    3.00%   13.68%   6.08%    7.73%         6.08%      7.73%
  Net Assets, end of
   (000's omitted)..............    $8,043     $31,420    $92,864  $176,223 $243,074 $295,564 $293,706        $8,482   $27,657
    (1) From May 28, 1987 (commencement of operations) to April 30, 1988.
    (2) From January 15, 1993 (commencement of initial offering) to April 30, 1993.
    (3) Exclusive of sales load.
    (4) Annualized.
    (5) Not annualized.
</TABLE>
    
   
         Page 18
<TABLE>
<CAPTION>
                                                                       OREGON SERIES
                                                             --------------------------------
                                                             CLASS A SHARES     CLASS B SHARES
                                                             --------------------------------
                                                               PERIOD ENDED JUNE 30, 1994
PER SHARE DATA:                                                      (UNAUDITED)(1)
    <S>                                                           <C>            <C>
    Net asset value, beginning of period..........                $12.50         $12.50
                                                                  -------        -------
    INVESTMENT OPERATIONS:
    Investment income-net.........................                   .12            .11
    Net unrealized gain on investments............                   .11            .11
                                                                  -------        -------
        TOTAL FROM INVESTMENT OPERATIONS...........                  .23            .22
                                                                  -------        -------
    DISTRIBUTIONS:
    Dividends from investment income-net...........                 (.12)          (.11)
                                                                  -------        -------
    Net asset value, end of period .................              $12.61          $12.61
                                                                  =======         =======
TOTAL INVESTMENT RETURN(2)...........................              12.19%(3)       11.73%(3)
RATIOS/SUPPLEMENTAL DATA:
    Ratio of expenses to average net assets..........                --              .50%(3)
    Ratio of net investment income to average net assets..          6.01%(3)        5.71%(3)
    Decrease reflected in above expense ratios due to
        undertakings by The Dreyfus Corporation............        10.03%(3)       10.86%(3)
    Portfolio Turnover Rate..................................        --               --
    Net Assets, end of period (000's omitted).............           $375            $262
    (1) From May 6, 1994 (commencement of operations) to June 30, 1994.
    (2) Exclusive of sales load.
    (3) Annualized.
</TABLE>
    
   
           Page 19
<TABLE>
<CAPTION>
                                                                   PENNSYLVANIA SERIES
                                         ------------------------------------------------------------------
                                                                  CLASS A SHARES                                 CLASS B SHARES
                                                               YEAR ENDED APRIL 30,                         YEAR ENDED APRIL 30,
                                         ------------------------------------------------------------------ --------------------
PER SHARE DATA:                          1988(1)     1989     1990     1991     1992     1993     1994       1993(2)      1994
                                         -------    ------   ------   ------   ------   ------   ------       -------    -------
  <S>                                   <C>        <C>       <C>      <C>      <C>      <C>      <C>          <C>        <C>
  Net asset value, beginning of year..  $15.00     $14.23    $14.78   $14.68   $15.21   $15.73   $16.61       $16.10     $16.60
                                         ------    -------   ------   ------   ------   -------  -------     --------    -------
  INVESTMENT OPERATIONS:
  Investment income-net..............      .85       1.13      1.13     1.12     1.06     1.02      .95          .26        .85
  Net realized and unrealized gain
   (loss) on investments.............     (.77)       .55      (.08)     .55       .56     .99     (.57)         .50       (.56)
                                         ------    -------   ------   ------   ------   -------  -------     --------    -------
   TOTAL FROM INVESTMENT OPERATIONS....    .08       1.68      1.05     1.67      1.62    2.01      .38          .76        .29
                                         ------    -------   ------   ------   ------   -------  -------     --------    -------
  DISTRIBUTIONS:
  Dividends from investment income-net..  (.85)    (1.13)    (1.13)    (1.12)   (1.06)   (1.02)    (.95)        (.26)      (.85)
  Dividends from net realized gain
   on investments.......................    --       --       (.02)     (.02)    (.04)    (.11)    (.03)         --        (.03)
  Dividends in excess of net realized
   gain on investments..................    --        --       --        --       --       --        --           --        --
                                         ------    -------   ------   ------   ------   -------  -------     --------    -------
   TOTAL DISTRIBUTIONS................    (.85)    (1.13)    (1.15)    (1.14)   (1.10)   (1.13)    (.98)        (.26)      (.88)
                                         ------    -------   ------   ------   ------   -------  -------     --------    -------
  Net asset value, end of year........  $14.23    $14.78    $14.68    $15.21   $15.73   $16.61   $16.01       $16.60     $16.01
                                        ======    ======    ======    ======   ======   ======   ======       ======     ======
TOTAL INVESTMENT RETURN(3)...........     .87%(4)  12.21%     7.20%    11.74%   10.97%   13.19%    2.17%       16.39%(4)  1.65%
RATIOS/SUPPLEMENTAL DATA:
  Ratio of expenses to average
   net assets........................     --        --         --        .22%     .56%     .69%     .81%        1.14%(4)   1.38%
  Ratio of net investment income
   to average net assets............     7.08%(4)   7.46%    7.38%      7.32%    6.75%    6.24%    5.61%        4.90%(4)   4.95%
  Decrease reflected in above expense ratios
   due to undertakings by The Dreyfus Corporation
   (limited to the expense limitation provision
   of the Management Agreement).......   1.50%(4)   1.50%   1.24%        .79%     .41%     .25%     .12%         .15%(4)    .10%
  Portfolio Turnover Rate.............  67.48%(5)  25.10%  59.15%      25.74%   38.97%    8.64%    7.21%        8.64%      7.21%
  Net Assets, end of year
   (000's omitted).............        $2,870    $12,083  $51,418   $113,439  $158,437  $220,920  $235,619    $14,631   $59,057
    (1) From July 30, 1987 (commencement of operations) to April 30, 1988.
    (2) From January 15, 1993 (commencement of initial offering) to April 30, 1993.
    (3) Exclusive of sales load.
    (4) Annualized.
    (5) Not annualized.
</TABLE>
    
   
         Page 20
<TABLE>
<CAPTION>
                                                                      TEXAS SERIES
                                         ------------------------------------------------------------------
                                                                     CLASS A SHARES                               CLASS B SHARES
                                         ------------------------------------------------------------------       --------------
                                                                   YEAR ENDED APRIL 30,                      YEAR ENDED APRIL 30,
                                         ------------------------------------------------------------------   ------------------
PER SHARE DATA:                          1988(1)      1989      1990      1991     1992     1993     1994      1993(2)     1994
                                         -------     ------   -------   -------   ------  --------  ------     --------   -------
  <S>                                    <C>        <C>       <C>       <C>       <C>       <C>     <C>        <C>        <C>
  Net asset value, beginning of year..   $15.50     $17.89    $18.64    $18.58    $19.25    $19.89  $21.23     $20.52     $21.23
                                         -------    -------   -------   ------    -------   -------  ------    -------    -------
  INVESTMENT OPERATIONS:
  Investment income-net..............      1.33       1.45      1.44      1.40      1.36      1.29    1.25        .33       1.13
  Net realized and unrealized gain
   (loss) on investments.............      2.39        .75      (.05)      .67       .69      1.37    (.66)       .71       (.66)
                                         -------    -------   -------   ------    -------   -------  ------    -------    -------
   TOTAL FROM INVESTMENT OPERATIONS...     3.72       2.20      1.39      2.07      2.05      2.66     .59       1.04        .47
                                         -------    -------   -------   ------    -------   -------  ------    -------    -------
  DISTRIBUTIONS:
  Dividends from investment income-net..  (1.33)    (1.45)    (1.44)     (1.40)    (1.36)    (1.29)   (1.25)     (.33)     (1.13)
  Dividends from net realized gain
   on investments.......................    --       --        (.01)       --       (.05)     (.03)    (.13)       --       (.13)
  Dividends from excess net realized
   gain on investments..................     --      --         --        --        --         --      (.03)        --      (.03)
                                         -------    -------   -------   ------    -------   -------  ------    -------    -------
   TOTAL DISTRIBUTIONS................   (1.33)    (1.45)    (1.45)     (1.40)    (1.41)     (1.32)   (1.41)     (.33)     (1.29)
                                         -------    -------   -------   ------    -------   -------  ------    -------    -------
  Net asset value, end of year.....     $17.89    $18.64    $18.58     $19.25    $19.89     $21.23   $20.41    $21.23    $20.41
                                        =======   =======   =======     =======  ======     ======   =======   =======   =======
TOTAL INVESTMENT RETURN(3)......        26.23%(4)  12.79%     7.55%     11.54%    10.97%     13.80%    2.62%    17.60%(4)  2.05%
RATIOS/SUPPLEMENTAL DATA:
  Ratio of expenses to
   average net assets.............         --        --         --        --        .15%       .36%     .39%      .82%(4)    .94%
   atio of net investment income to
   average net assets.............       7.94%(4)    7.90%    7.50%      7.29%     6.78%      6.18%     5.78%    4.81%(4)   5.15%
  Decrease reflected in above expense
   ratios due to undertakings by The Dreyfus Corporation
   (limited to the expense limitation provision of
    the Management Agreement)..........  1.50%(4)   1.50%    1.50%      1.27%       .88%       .62%      .55%     .49%(4)    .54%
  Portfolio Turnover Rate.............  47.85%(5)   6.84%    2.62%      1.95%      7.49%     14.94%     9.68%   14.94%      9.68%
  Net Assets, end of year
   (000's omitted)..........           $1,553     $2,902   $5,642    $15,139    $37,208    $72,037   $76,277   $6,373    $15,878
    (1) From May 28, 1987 (commencement of operations) to April 30, 1988.
    (2) From January 15, 1993 (commencement of initial offering) to April 30, 1993.
    (3) Exclusive of sales load.
    (4) Annualized.
    (5) Not annualized.
</TABLE>
    
   
         Page 21
<TABLE>
<CAPTION>
                                                                           VIRGINIA SERIES
                                         ------------------------------------------------------------------
                                                                         CLASS A SHARES                         CLASS B SHARES
                                         ------------------------------------------------------------------      --------------
                                                                       YEAR ENDED APRIL 30,                  YEAR ENDED APRIL 30,
                                         ------------------------------------------------------------------  -------------------
PER SHARE DATA:                                          1992(1)     1993        1994                         1993(2)       1994
                                                        ---------   -------   ---------                      ---------     ------
    <S>                                                  <C>         <C>        <C>                            <C>         <C>
    Net asset value, beginning of year......             $15.00      $15.50     $16.80                         $16.25      $16.80
                                                         -------     --------   -------                       --------    -------
      INVESTMENT OPERATIONS:
    Investment income-net...................                .78        1.00        .97                            .26        .88
    Net realized and unrealized gain
     (loss) on investments..................                .50        1.31       (.75)                           .55      (.75)
                                                         -------     --------   -------                       --------    -------
        TOTAL FROM INVESTMENT OPERATIONS......             1.28        2.31        .22                            .81       .13
                                                         -------     --------   -------                       --------    -------
    DISTRIBUTIONS:
    Dividends from investment income-net.......            (.78)      (1.00)      (.97)                          (.26)     (.88)
    Dividends from net realized gain on investments..        --        (.01)      (.01)                            --      (.01)
    Dividends from excess net realized
     gain on investments.............................        --         --        (.02)                           --       (.02)
                                                         -------     --------   -------                       --------    -------
        TOTAL DISTRIBUTIONS..........................      (.78)      (1.01)     (1.00)                          (.26)     (.91)
                                                         -------     --------   -------                       --------    -------
    Net asset value, end of year.....................    $15.50      $16.80     $16.02                         $16.80    $16.02
                                                         =======     ======     ======                         ======    ======
TOTAL INVESTMENT RETURN(3)..........................      11.54%(4)   15.32%      1.10%                        17.22%(4)    .54%
RATIOS/SUPPLEMENTAL DATA:
    Ratio of expenses to average net assets...........      --          .27%       .46%                           .83%(4)  1.01%
    Ratio of net investment income to
     average net assets.............................       6.42%(4)   6.02%       5.64%                           4.62%(4) 5.02%
    Decrease reflected in above expense ratios due to
        undertakings by The Dreyfus Corporation.....       1.22%(4)    .76%        .55%                            .54%(4)  .54%
    Portfolio Turnover Rate.........................       5.96%(5)   9.32%      30.69%                           9.32%   30.69%
    Net Assets, end of year (000's omitted).........    $23,096    $55,627     $65,279                          $8,402  $25,254
    (1) From August 1, 1991 (commencement of operations) to April 30,1992.
    (2) From January 15, 1993 (commencement of initial offering) to April 30, 1993.
    (3) Exclusive of sales load.
    (4) Annualized.
    (5) Not annualized.
</TABLE>
    
   
                Further information about each Series' performance (except
    with respect to the Colorado and Oregon Series) is contained in the
    Fund's annual report.  Further information about the Colorado Series'
    and the Oregon Series' performance will be contained in the Fund's
    annual report for the fiscal year ending April 30, 1995, which will
    be available approximately the end of June 1995. The Fund's annual
    report may be obtained without charge by writing to the address or
    calling the number set forth on the cover page of this Prospectus.
    
ALTERNATIVE PURCHASE METHODS
                The Fund offers you two methods of purchasing each Series'
shares; you may choose the Class of shares that best suits your needs,
given the amount of your purchase, the length of time you expect to hold
your shares and any other relevant circumstances. Each Class A and
Class B share of a Series represents an identical pro rata interest in the
Series' investment portfolio.
                As to each Series, Class A shares are sold at net asset value
per share plus a maximum initial sales charge of 4.50% of the public
offering price imposed at the time of purchase. The initial sales charge
may be reduced or waived for certain purchases. See "How to Buy Fund
Shares - Class A Shares." These shares are subject to an annual service
fee at the rate of .25 of 1% of the value of the average daily net assets
of Class A. See "Distribution Plan and Shareholder Services Plan -
Shareholder Services Plan."
   
                As to each Series, Class B shares are sold at net asset value
per share with no initial sales charge at the time of purchase; as a
result, the entire purchase price is immediately invested in the Fund.
Class B shares are subject to a maximum 3% contingent deferred sales
charge ("CDSC"), which is assessed only if you redeem Class B shares
within the first five years of
               Page 22
their purchase. See "How to Buy Fund Shares - Class B Shares" and
"How to Redeem Fund Shares - Contingent Deferred Sales Charge - Class B
Shares." These shares also are subject to an annual service fee at the rate
of .25 of 1% of the value of the average daily net assets of Class B. In
addition, Class B shares are subject to an annual distribution fee at the
rate of .50 of 1% of the value of the average daily net assets of Class B.
See "Distribution Plan and Shareholder Services Plan." The distribution fee
paid by Class B will cause such Class to have a higher expense ratio and to
pay lower dividends than Class A. Approximately six years after the date of
purchase, Class B shares of a Series automatically will convert to Class A
shares of such Series, based on the relative net asset values for shares of
each Class, and will no longer be subject to the distribution fee. Class B
shares that have been acquired through the reinvestment of dividends and
distributions will be converted on a pro rata basis together with other
Class B shares, in the proportion that a shareholder's Class B shares
converting to Class A shares bears to the total Class B shares not acquired
through the reinvestment of dividends and distributions.
    
    You should consider whether, during the anticipated life of
your investment in the Fund, the accumulated distribution fee and CDSC
on Class B shares prior to conversion would be less than the initial sales
charge on Class A shares purchased at the same time, and to what
extent, if any, such differential would be offset by the return of Class A. In
this regard, generally, Class B shares may be more appropriate for
investors who invest less than $100,000 in Fund shares. Additionally,
investors qualifying for reduced initial sales charges who expect to
maintain their investment for an extended period of time might
consider purchasing Class A shares because the accumulated continuing
distribution fees on Class B shares may exceed the initial sales charge on
Class A shares during the life of the investment. Generally, Class A shares
may be more appropriate for investors who invest $250,000 or more in Fund
shares.
DESCRIPTION OF THE FUND
GENERAL
    The Fund is a "series fund," which is a mutual fund divided
into separate portfolios. Each portfolio is treated as a separate entity
for certain matters under the Investment Company Act of 1940 and for
other purposes, and a shareholder of one Series is not deemed to be a
shareholder of any other Series. As described below, for certain
matters Fund shareholders vote together as a group; as to others they vote
separately by Series. When used herein, the term "State" refers to the
State after which a Series is named.
INVESTMENT OBJECTIVE
    The Fund's goal is to maximize current income exempt from
Federal income tax and, where applicable, from State income taxes for
residents of the States of Arizona, Colorado, Connecticut, Florida,
Georgia, Maryland, Massachusetts, Michigan, Minnesota, North Carolina,
Ohio, Oregon, Pennsylvania, Texas and Virginia, without undue risk. To
accomplish this goal, each Series invests primarily in the debt
securities of the State after which it is named, such State's political
subdivisions, authorities and corporations, the interest from which is,
in the opinion of bond counsel to the issuer, exempt from Federal and
such State's personal income taxes (collectively, "State Municipal
Obligations" or when the context so requires, "Arizona Municipal
Obligations," "Colorado Municipal Obligations," "Connecticut Municipal
Obligations," "Florida Municipal Obligations," etc.). To the extent
acceptable State Municipal Obligations are at any time unavailable for
investment, such Series will invest temporarily in other debt
securities  the interest from which is, in the opinion of bond counsel
to the issuer, exempt from Federal income tax. Each Series' investment
objective cannot be changed without approval by the holders of a majority
(as defined in the Investment Company Act of 1940) of such Series'
outstanding voting shares. There can be no assurance that the Series'
investment objective will be achieved.
      Page 23
MUNICIPAL OBLIGATIONS
    Debt securities the interest from which is, in the opinion of
bond counsel to the issuer, exempt from Federal income tax ("Municipal
Obligations") generally include debt obligations issued to obtain funds
for various public purposes as well as certain industrial development
bonds issued by or on behalf of public authorities. Municipal Obligations
are classified as general obligation bonds, revenue bonds and notes.
General obligation bonds are secured by the issuer's pledge of its faith,
credit and taxing power for the payment of principal and interest.
Revenue bonds are payable from the revenue derived from a particular
facility or class of facilities or, in some cases, from the proceeds of a
special excise or other specific revenue source, but not from the general
taxing power. Tax exempt industrial development bonds, in most cases,
are  revenue bonds that do not carry the pledge of the credit of the issuing
municipality, but generally are guaranteed by the corporate entity on
whose behalf they are issued. Notes are short-term instruments which
are obligations of the issuing municipalities or agencies and are sold in
anticipation of a bond sale, collection of taxes or receipt of other
revenues. Municipal Obligations include municipal lease/purchase
agreements which are similar to installment purchase contracts for property or
equipment issued by municipalities. Municipal Obligations bear fixed,
floating or variable rates of interest, which are determined in some
instances by formulas under which the Municipal Obligation's interest
rate will change directly or inversely to changes in interest rates or an
index, or multiples thereof, in many cases subject to a maximum and
minimum. Certain Municipal Obligations are subject to redemption at a
date earlier than their stated maturity pursuant to call options, which
may be separated from the related Municipal Obligation and purchased
and sold separately.
MANAGEMENT POLICIES
    It is a fundamental policy of the Fund that at least 80% of
the value of each Series' net assets (except when maintaining a
temporary defensive position) will be invested in Municipal Obligations
and at least 65% of the value of each Series' net assets (except when
maintaining a temporary defensive position) will be invested in bonds
and debentures. At least 65% of the value of each Series' net assets will be
invested in Municipal Obligations issued by issuers in such State, as
defined above, and the remainder may be invested in securities that are
not State Municipal Obligations and therefore may be subject to State
income taxes. See "Risk Factors - Investing in State Municipal
Obligations" below, and "Dividends, Distributions and Taxes."
   
    At least 70% of the value of each Series' net assets must
consist of Municipal Obligations which, in the case of bonds, are rated
no lower than Baa by Moody's Investors Service, Inc. ("Moody's") or BBB
by Standard & Poor's Corporation ("S&P") or Fitch Investors Service, Inc.
("Fitch"). Each Series may invest up to 30% of the value of its net
assets in Municipal Obligations which, in the case of bonds, are rated
lower than Baa by Moody's and BBB by S&P and Fitch and as low as the
lowest rating assigned by Moody's, S&P or Fitch. Each Series may invest
in short-term Municipal Obligations which are rated in the two highest
rating categories by Moody's, S&P or Fitch. See "Appendix B" in the
Statement of Additional Information. Municipal Obligations rated BBB
by S&P or Fitch or Baa by Moody's are considered investment grade
obligations; those rated BBB by S&P or Fitch are regarded as having an
adequate capacity to pay principal and interest, while those rated Baa
by Moody's are considered medium grade obligations which lack
outstanding investment characteristics and have speculative characteristics.
Investments rated Ba or lower by Moody's and BB or lower by S&P and Fitch
ordinarily provide higher yields but involve greater risk because of their
speculative characteristics. Each Series may invest in Municipal
Obligations rated C by Moody's or D by S&P or Fitch, which is the lowest
rating assigned by such rating organizations and indicates that the
Municipal Obligation is in default and interest and/or repayment of
principal is in arrears. See "Risk Factors - Lower Rated Bonds" below
for a further discussion of certain
         Page 24
risks. Each Series also may invest in securities which, while not rated,
are determined by The Dreyfus Corporation to be of comparable quality to
the rated securities in which the Series may invest; for purposes of the
70% requirement described in this paragraph, such unrated securities shall
be deemed to have the rating so determined. Each Series also may invest in
Taxable Investments of the quality described below. Under normal market
conditions, the weighted average maturity of each Series' portfolio is
expected to exceed ten years.
    
    In addition to usual investment practices, each Series may
use speculative investment techniques such as short-selling and
lending its portfolio securities. Each Series also may purchase,
hold or deal in futures contracts and options on futures contracts,
as permitted by applicable law. See "Investment Techniques" below,
and "Dividends, Distributions and Taxes."
    Each Series 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, each Series may be subject to greater risk as
compared to a fund that does not follow this practice.
    From time to time, a Series may invest more than 25% of the
value of its total assets in industrial development bonds which,
although issued by industrial development authorities, may be backed only by
the assets and revenues of the non-governmental users. Interest on
Municipal Obligations (including certain industrial development bonds) which
are specified private activity bonds, as defined in the Internal Revenue
Code of 1986, as amended (the "Code"), issued after August 7, 1986, while
exempt from Federal income tax, is a preference item for the purpose of
the alternative minimum tax. Where a regulated investment company
receives such interest, a proportionate share of any exempt-interest
dividend paid by the investment company may be treated as such a
preference item to shareholders. Each Series may invest without
limitation in such Municipal Obligations if The Dreyfus Corporation
determines that their purchase is consistent with the Fund's
investment objective. See "Risk Factors - Other Investment Considerations."
    Each Series may purchase floating and variable rate demand
notes and bonds, which are tax exempt obligations ordinarily having
stated maturities in excess of one year, but which permit the holder to
demand payment of principal at any time, or at specified intervals.
Variable rate demand notes include master demand notes which are
obligations that permit the Series to invest fluctuating amounts, which
may change daily without penalty, pursuant to direct arrangements
between such Series, as lender, and the borrower. The interest rates on these
obligations fluctuate from time to time. Frequently, such obligations
are secured by letters of credit or other credit support arrangements
provided by banks. Use of letters of credit or other credit support
arrangements will not adversely affect the tax exempt status of these
obligations. Because these obligations are direct lending arrangements
between the lender and borrower, it is not contemplated that such
instruments generally will be traded, and there generally is no
established secondary market for these obligations, although they are
redeemable at face value. 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 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 each Series' portfolio. No Series
will invest more than 15% of the value of its net assets in floating or
variable rate demand obligations as to which the Series 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.
    Each Series may purchase from financial institutions
participation interests in Municipal Obligations (such as industrial
development bonds and municipal lease/purchase agree-
          Page 25
ments). A participation interest gives the Series an undivided interest in the
Municipal Obligation in the proportion that the Series' participation interest
bears to the total principal amount of the Municipal Obligation. These
instruments have fixed, floating or variable rates of interest. If the
participation interest is unrated, the participation interest 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 Series will have the right to demand payment, on not
more than seven days' notice, for all or any part of the Series'
participation interest in the Municipal Obligation, plus accrued interest.
As to these instruments, each Series 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. No Series will invest
more than 15% of the value of its net assets in participation interests
that do not have this demand feature if there is no secondary market
available for these instruments, and in other illiquid securities.
   
    Each Series may purchase tender option bonds. A tender option
bond is a Municipal Obligation (generally held pursuant to a custodial
arrangement) having a relatively long maturity and bearing interest at a
fixed rate substantially higher than prevailing short-term tax exempt
rates, that has been coupled with the agreement of a third party, such
as a bank, broker-dealer or other financial institution, pursuant to which
such institution grants the security holders the option, at periodic
intervals, to tender their securities to the institution and receive the
face value thereof. As consideration for providing the option, the
financial institution receives periodic fees equal to the difference
between the Municipal Obligation's fixed coupon rate and the rate, as
determined by a remarketing or similar agent at or near the
commencement of such period, that would cause the securities, coupled with
the tender option, to trade at par on the date of such determination.
Thus, after payment of this fee, the security holder effectively holds a
demand obligation that bears interest at the prevailing short-term tax exempt
rate. The Dreyfus Corporation, on behalf of the Fund, will consider on an
ongoing basis the creditworthiness of the issuer of the underlying
Municipal Obligation, of any custodian and of the third party provider of the
tender option. In certain instances and for certain tender option bonds, the
option may be terminable in the event of a default in payment of
principal or interest on the underlying Municipal Obligation and for
other reasons. No Series will invest more than 15% of the value of its
net assets in illiquid securities, which could include tender option
bonds as to which it cannot exercise the tender feature on not more
than seven days' notice if there is no secondary market available for these
obligations.
    
    Each Series 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. Each Series
also may acquire call options on specific Municipal Obligations. A
Series generally would purchase these call options to protect the Series from
the issuer of the related Municipal Obligation redeeming, or other
holder of the call option from calling away, the Municipal Obligation before
maturity. The sale by the Series of a call option that it owns on a
specific Municipal Obligation could result in the receipt of taxable
income by such Series.
    Each Series may purchase custodial receipts representing the
right to receive certain future principal and interest payments on
Municipal Obligations which underlie the custodial
             Page 26
receipts. A number of different arrangements are possible. In a typical
custodial receipt arrangement, an issuer or a third party owner of Municipal
Obligations deposits such obligations with a custodian in exchange for two
classes of custodial receipts. The two classes have different characteristics,
but, in each case, payments on the two classes are based on payments
received on the underlying Municipal Obligations. One class has the
characteristics of a typical auction rate security, where at specified
intervals its interest rate is adjusted, and ownership changes, based on
an auction mechanism. This class's interest rate generally is expected
to be below the coupon rate of the underlying Municipal Obligations and
generally is at a level comparable to that of a Municipal Obligation of
similar quality and having a maturity equal to the period between
interest rate adjustments. The second class bears interest at a rate
that exceeds the interest rate typically borne by a security of comparable
quality and maturity; this rate also is adjusted, but in this case
inversely to changes in the rate of interest of the first class. If the
interest rate on the first class exceeds the coupon rate of the
underlying Municipal Obligations, its interest rate will exceed the rate
paid on the second class. In no event will the aggregate interest paid
with respect to the two classes exceed the interest paid by the
underlying Municipal Obligations. The value of the second class and
similar securities should be expected to fluctuate more than the value
of a Municipal Obligation of comparable quality and maturity and their
purchase by a Series should increase the volatility of its net asset
value and, thus, its price per share. These custodial receipts are sold
in private placements. Each Series also may purchase directly from
issuers, and not in a private placement, Municipal Obligations having
characteristics similar to custodial receipts. These securities may be
issued as part of a multi-class offering and the interest rate on certain
classes may be subject to a cap or floor.
   
    Each Series may invest up to 15% of the value of its net
assets in securities as to which a liquid trading market does not exist,
provided such investments are consistent with the Fund's investment
objective. Such securities may include securities that are not readily
marketable, such as certain securities that are subject to legal or
contractual restrictions on resale, and repurchase agreements providing
for settlement in more than seven days after notice. As to these
securities, the Series is subject to a risk that should such Series
desire to sell them when a ready buyer is not available at a price that
the Fund deems representative of their value, the value of the Series'
net assets could be adversely affected. However, 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 Series, 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 Dreyfus Corporation to
monitor carefully each Series' 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, a Series' investing in such securities may have
the effect of increasing the level of illiquidity in such Series'
portfolio during such period.
    
    Each Series may invest in zero coupon securities which are
debt securities issued or sold at a discount from their face value which
do not entitle the holder to any periodic payment of interest prior to
maturity or a specified redemption date (or cash payment date). The
amount of the discount varies depending on the time remaining until
maturity or cash payment date, prevailing interest rates, liquidity of
the security and perceived credit quality of the issuer. Zero coupon
securities also may take the form of debt securities that have been
stripped of their unmatured interest coupons, the coupons themselves
and receipts or certificates representing interests in such stripped debt
obligations and coupons. The market prices of zero coupon securities
generally are more volatile than the market prices of interest-bearing
securities and are likely to respond to a greater degree to changes in
interest rates than interest-bear-
          Page 27
ing securities having similar maturities and  credit qualities. Each Series
may invest up to 5% of its assets in zero coupon bonds which are rated below
investment grade. See "Risk Factors- Lower Rated Bonds" and "Other Investment
Considerations" below, and "Investment Objective and Management Policies -
Risk Factors - Lower Rated Bonds" and "Dividends, Distributions and Taxes"
in the Statement of Additional Information.
    From time to time, on a temporary basis other than for
temporary defensive purposes (but not to exceed 20% of the value of a
Series' net assets), or for temporary defensive purposes, each Series
may invest in taxable short-term investments ("Taxable Investments")
consisting of: notes of issuers having, at the time of purchase, a
quality rating within the two highest grades of Moody's, S&P or Fitch;
obligations of the U.S. Government, its agencies or instrumentalities;
commercial paper rated not lower than P-1 by Moody's, A-1 by S&P or
F-1 by Fitch; certificates of deposit of U.S. domestic banks, including
foreign branches of domestic banks, with assets of one billion dollars
or more; time deposits; bankers' acceptances and other short-term bank
obligations; and repurchase agreements in respect of any of the
foregoing. Dividends paid by a Series that are attributable to income
earned by the Series 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 a
Series' net assets be invested in Taxable Investments. When a Series
has adopted a temporary defensive position, including when acceptable
State Municipal Obligations are unavailable for investment by a Series, in
excess of 35% of such Series' net assets may be invested in securities
that are not exempt from Federal and, where applicable, from State
income taxes. Under normal market conditions, each Series anticipates that
not more than 5% of the value of its total assets will be invested in any one
category of Taxable Investments. In certain states, dividends and
distributions paid by a Series that are attributable to interest income
earned by the Series from direct obligations of the United States may
not be subject to state income tax. Taxable Investments are more fully
described in the Statement of Additional Information, to which
reference hereby is made.
INVESTMENT TECHNIQUES
   
    Each Series may employ, among others, the investment
techniques described below to the extent permitted by applicable law.
Use of certain of these techniques may give rise to taxable income. Options
and futures transactions involve so-called "derivative securities."
    
WHEN-ISSUED SECURITIES
    New issues of Municipal Obligations usually are offered on a
when-issued basis, which means that delivery and payment for such
Municipal Obligations ordinarily take place within 45 days after the
date of the commitment to purchase. The payment obligation and the interest
rate that will be received on the Municipal Obligations are fixed at the
time the Fund enters into the commitment. The Fund will make
commitments to purchase such Municipal Obligations only with the intention of
actually acquiring the securities, but the Fund may sell these securities
before the settlement date if it is deemed advisable, although any gain
realized on such sale would be taxable. No Series will accrue income in
respect of a when-issued security prior to its stated delivery date. No
additional when-issued commitments will be made for a Series if more
than 20% of the value of such Series' net assets would be so committed.
    Municipal Obligations purchased on a when-issued basis and
the securities held in a Series' 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 a Series 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 high-
          Page 28
er 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 a Series is fully or almost fully invested may
result in greater potential fluctuation in the value of such Series' net
assets and its net asset value per share.
FUTURES TRANSACTIONS - IN GENERAL
   
    Neither the Fund nor any Series is a commodity pool. However,
as a substitute for a comparable market position in the underlying
securities and for hedging purposes, each Series may engage, to the
extent permitted by applicable regulations, in futures and options on
futures transactions as described below.
    
   
    A Series' commodities transactions must constitute bona fide
hedging or other permissible transactions pursuant to regulations
promulgated by the Commodity Futures Trading Commission. In addition,
the Series may not engage in such transactions if the sum of the amount of
initial margin deposits and premiums paid for unexpired commodity
options, other than for bona fide hedging transactions, would exceed 5%
of the liquidation value of the Series' assets after taking into account
unrealized profits and unrealized losses on such contracts it has
entered into; provided, however, that in the case of an option that is
in-the-money at the time of purchase, the in-the-money amount may be
excluded in calculating the 5%. Pursuant to regulations and/or published
positions of the Securities and Exchange Commission, a Series may be
required to segregate cash or high quality money market instruments in
connection with its commodities transactions in an amount generally equal
to the value of the underlying commodity.  To the extent a Series engages
in the use of futures and options on futures and for other than bona fide
hedging purposes, the Series may be subject to additional risk.
    
    Initially, when purchasing or selling futures contracts the
Series will be required to deposit with the Fund's custodian in the
broker's name an amount of cash or cash equivalents up to
approximately 10% of the contract amount. This amount is subject to change by
the exchange or board of trade on which the contract is traded and members
of such exchange or board of trade may impose their own higher
requirements. This amount is known as "initial margin" and is in the nature of
a performance bond or good faith deposit on the contract which is returned
to the Series upon termination of the futures position assuming all
contractual obligations have been satisfied. Subsequent payments,
known as "variation margin," to and from the broker will be made daily as the
price of the index or security underlying the futures contract
fluctuates, making the long and short positions in the futures contract
more or less valuable, a process known as "marking-to-market." At any
time prior to the expiration of a futures contract, the Series may elect
to close the position by taking an opposite position at the then
prevailing price, which will operate to terminate the Series' existing
position in the contract.
    Although the Fund intends to purchase or sell futures
contracts only if there is an active market for such contracts, no
assurance can be given that a liquid market will exist for any particular
contract at any particular time. Many futures exchanges and boards of
trade limit the amount of fluctuation permitted in futures contract
prices during a single trading day. Once the daily limit has been reached
in a particular contract, no trades may be made that day at a price
beyond the limit or trading may be suspended for specified periods
during  the trading day. Futures contract prices could move to the limit for
several consecutive trading days with little or no trading, thereby
preventing prompt liquidation of futures positions and potentially
subjecting the Series to substantial losses. If it is not possible or the
Series determines not to close a futures position in anticipation of
adverse price movements, the Series will be required to make daily
cash payments of variation margin. In such circumstances, an increase in the
value of the portion of the portfolio being hedged, if any, may offset
partially or completely losses on the futures contract. However, no
assurance can be given that the price of
        Page 29
the securities being hedged will correlate with the price movements in a
futures contract and thus provide an offset to losses on the futures contract.
    In addition, to the extent a Series is engaging in a futures
transaction as a hedging device, due to the risk of an imperfect
correlation between securities in a Series' portfolio that are the
subject of a hedging transaction and the futures contract used as a
hedging device, it is possible that the hedge will not be fully effective
in that, for example, losses on the portfolio securities may be in excess
of gains on the futures contract or losses on the futures contract may
be in excess of gains on the portfolio securities that were the subject of
the hedge. In futures contracts based on indexes, the risk of imperfect
correlation increases as the composition of a Series' portfolio varies
from the composition of the index. In an effort to compensate for the
imperfect correlation of movements in the price of the securities being
hedged and movements in the price of futures contracts, a Series may
buy or sell futures contracts in a greater or lesser dollar amount than the
dollar amount of the securities being hedged if the historical volatility
of the futures contract has been less or greater than that of the
securities. Such "over hedging" or "under hedging" may adversely affect
a Series' net investment results if market movements are not as
anticipated when the hedge is established.
    An option on a futures contract gives the purchaser the
right, in return for the premium paid, to assume a position in a futures
contract (a long position if the option is a call and a short position if
the option is a put) at a specified exercise price at any time during the
option exercise period. The writer of the option is required upon
exercise to assume an offsetting futures position (a short position if
the option is a call and a long position if the option is a put). Upon
exercise of the option, the assumption of offsetting futures positions
by the writer and holder of the option will be accompanied by delivery of
the accumulated cash balance in the writer's futures margin account
which represents the amount by which the market price of the futures
contract, at exercise, exceeds, in the case of a call, or is less than, in
the case of a put, the exercise price of the option on the futures contract.
    Call options sold by a Series with respect to futures
contracts will be covered by, among other things, entering into a long
position in the same contract at a price no higher than the strike price
of the call option, or by ownership of the instruments underlying, or
instruments the prices of which are expected to move relatively
consistently with the instruments underlying, the futures contract. Put
options sold by a Series with respect to futures contracts will be
covered when, among other things, cash or liquid securities are placed
in a segregated account to fulfill the obligation undertaken.
    Each Series may utilize municipal bond index futures to
protect against changes in the market value of the Municipal
Obligations in the Series' portfolio or which the Series intends to acquire.
Municipal bond index futures contracts are based on an index of long-
term Municipal Obligations. The index assigns relative values to the
Municipal Obligations included in the index, and fluctuates with changes in
the market value of such Municipal Obligations. The contract is an
agreement pursuant to which two parties agree to take or make delivery of an
amount of cash based upon the difference between the value of the index at
the close of the last trading day of the contract and the price at which the
index contract was originally written. The acquisition or sale of a
municipal bond index futures contract enables the Fund to protect a
Series' assets from fluctuations in rates on tax exempt securities
without actually buying or selling such securities.
INTEREST RATE FUTURES CONTRACTS AND OPTIONS ON INTEREST RATE FUTURES CONTRACTS
    Each Series may purchase and sell interest rate futures
contracts and options on interest rate futures contracts as a substitute
for a comparable market position and to hedge against adverse
movements in interest rates.
    To the extent the Series has invested in interest rate
futures contracts or options on interest rate futures contracts as a
substitute for a comparable market position, such Series will be
subject to the investment risks of having purchased the securities underlying
the contract.
        Page 30
    Each Series may purchase call options on interest rate
futures contracts to hedge against a decline in interest rates and may
purchase put options on interest rate futures contracts to hedge such
Series' portfolio securities against the risk of rising interest rates.
    If a Series has hedged against the possibility of an increase
in interest rates adversely affecting the value of securities held in the
Series' portfolio and rates decrease instead, such Series will lose part
or all of the benefit of the increased value of securities which it has
hedged because it will have offsetting losses in its futures positions.
In addition, in such situations, if the Series has insufficient cash, it
may have to sell securities to meet daily variation margin requirements
at a time when it may be disadvantageous to do so. These sales of
securities may, but will not necessarily, be at increased prices which
reflect the decline in interest rates.
    Each Series may sell call options on interest rate futures
contracts to partially hedge against declining prices of such Series'
portfolio securities. If the futures price at expiration of the option is
below the exercise price, the Series will retain the full amount of the
option premium which provides a partial hedge against any decline that
may have occurred in such Series' portfolio holdings. Each Series may
sell put options on interest rate futures contracts to hedge against
increasing prices of the securities which are deliverable upon exercise
of the futures contract. If the futures price at expiration of the option
is higher than the exercise price, the Series will retain the full amount
of the option premium which provides a partial hedge against any
increase in the price of securities which the Series intends to purchase.
If a put or call option sold for such Series is exercised, such Series will
incur a loss which will be reduced by the amount of the premium it receives.
Depending on the degree of correlation between changes in the value of
a Series' portfolio securities and changes in the value of its futures
positions, such Series' losses from existing options on futures may, to
some extent, be reduced or increased by changes in the value of its
portfolio securities.
    Each Series also may sell options on interest rate futures
contracts as part of closing purchase transactions to terminate such
Series' options positions. No assurance can be given that such closing
transactions can be effected or that there will be a correlation between
price movements in the options on interest rate futures and price
movements in the Series' portfolio securities which are the subject of
the hedge. In addition, the Series' purchase of such options will be
based upon predictions as to anticipated interest rate trends, which
could prove to be inaccurate.
SHORT-SELLING
    Each Series may make short sales of securities, which are
transactions in which the Series sells a security it does not own in
anticipation of a decline in the market value of that security. To
complete such a transaction, the Series must borrow the security to
make delivery to the buyer. The Series then is obligated to replace the
security borrowed by purchasing it at the market price at the time of
replacement. The price at such time may be more or less than the price
at which the security was sold by the Series. Until the security is
replaced, the Series is required to pay to the lender amounts equal to
any interest which accrues during the period of the loan. To borrow the
security, the Series also may be required to pay a premium, which
would increase the cost of the security sold. The proceeds of the short sale
will be retained by the broker, to the extent necessary to meet margin
requirements, until the short position is closed out.
    Until the Series replaces the borrowed security in connection
with a short sale, the Series will: (a) maintain daily a segregated
account, containing cash or U.S. Government securities, at such a level
that (i) the amount deposited in the account plus the amount deposited
with the broker as collateral will equal the current value of the
securities sold short and (ii) the amount deposited in the segregated
account plus the amount deposited with the broker as collateral will
not be less than the market value of the security at the time it was sold
short; or (b) otherwise cover its short position.
    A Series will incur a loss as a result of the short sale if
the price of the security increases between the date of the short sale
and the date on which the Series replaces the borrowed security. A
Series will realize a gain if the security declines in price between those
dates. This
          Page 31
result is the opposite of what one would expect from a cash
purchase of a long position in a security. The amount of any gain will be
decreased, and the amount of any loss increased, by the amount of any
premium or amount in lieu of interest the Series may be required to pay
in connection with a short sale.
    The Fund anticipates that the frequency of short sales will
vary substantially in different periods, and it does not intend that any
specified portion of a Series' assets, as a matter of practice, will be
invested in short sales. However, no securities will be sold short if,
after effect is given to any such short sale, the total market value of
all securities sold short would exceed 25% of the value of a Series' net
assets. No Series may sell short the securities of any single issuer
listed on a national securities exchange to the extent to more than 5%
of the value of such Series' net assets. No Series may sell short the
securities of any class of an issuer to the extent, at the time of the
transaction, of more than 5% of the outstanding securities of that
class.
    In addition to the short sales discussed above, the Series
may make short sales "against the box," a transaction in which a Series
enters into a short sale of a security which such Series owns. The
proceeds of the short sale will be held by a broker until the settlement
date at which time the Series delivers the security to close the short
position. The Series receives the net proceeds from the short sale. At
no time will a Series have more than 15% of the value of its net assets in
deposits on short sales against the box.
LENDING PORTFOLIO SECURITIES
    From time to time, each Series may lend securities from its
portfolio to brokers, dealers and other financial institutions needing to
borrow securities to complete certain transactions. As to each Series,
such loans may not exceed 33-1/3% of the value of the Series' total
assets. In connection with such loans, the Series will receive collateral
consisting of cash, U.S. Government securities or irrevocable letters of
credit which will be maintained at all times in an amount equal to at
least 100% of the current market value of the loaned securities. A
Series can increase its income through the investment of such collateral.
However, such income generally would not be tax exempt. The Series
continues to be entitled to payments in amounts equal to the interest or
other distributions payable on the loaned security and receives interest
on the amount of the loan. Such loans will be terminable at any time
upon specified notice. The Series might experience risk of loss if the
institution with which it has engaged in a portfolio loan transaction
breaches its agreement with such Series.
   
BORROWING MONEY
    As a fundamental policy, each Series is permitted to borrow to the extent
permitted under the Investment Company Act of 1940.  However, each Series
currently intends to borrow money only for temporary or emergency (not
leveraging) purposes, in an amount up to 15% of the value of such Series' total
assets (including the amount borrowed) valued at the lesser of cost or market,
less libilities (not including the amount borrowed) at the time the borrowing is
made.  While borrowings exceed 5% of a Series' total assets, such Series will
not make any additional investments.
    
CERTAIN FUNDAMENTAL POLICIES
   
    Each Series may (i) borrow money to the extent permitted
under the Investment Company Act of 1940; and (ii) invest up to 25% of
its 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, obligations issued or guaranteed by
the U.S. Government, its agencies or instrumentalities. This paragraph
describes fundamental policies that cannot be changed as to a Series
without approval by the holders of a majority (as defined in the
Investment Company Act of 1940) of such Series' outstanding voting
shares. See "Investment Objective and Management Policies -Investment
Restrictions" in the Statement of Additional Information.
    
        Page 32
   
CERTAIN ADDITIONAL NON-FUNDAMENTAL POLICIES
    Each Series may (i) pledge, hypothecate, mortgage or
otherwise encumber its assets, but only to secure permitted borrowings;
and (ii) invest up to 15% of the value of its net assets in repurchase
agreements providing for settlement in more than seven days after notice
and in other illiquid securities (which securities could include participation
interests (including municipal lease/purchase agreements) that are not subject
to the demand feature described above, and floating and variable rate demand
obligations as to which the Fund cannot exercise the related demand feature
described above and as to which there is no secondary market). See "Investment
Objective and Management Policies - Investment Restrictions" in the Statement
of Additional Information.
    
RISK FACTORS
INVESTING IN STATE MUNICIPAL OBLIGATIONS
    You should consider carefully the special risks inherent in
the purchase of shares of each Series resulting from its purchase of the
respective State's Municipal Obligations. Certain of the States have
experienced financial difficulties, the recurrence of which could result
in defaults or declines in the market values of various Municipal
Obligations in which such Series invests. If there should be a default or
other financial crisis relating to a State or an agency or municipality
thereof, the market value and marketability of outstanding State
Municipal Obligations in a Series' portfolio and the interest income to
the Series could be adversely affected. You should obtain and review a
copy of the Statement of Additional Information which more fully sets
forth these and other risk factors.
ARIZONA SERIES
    Arizona local governmental entities are subject to certain
limitations on their ability to assess taxes and levies which could
affect their ability to meet their respective financial obligations.
Arizona's economy has been adversely affected by problems in the real
estate sector and current and proposed reductions in Federal military
expenditures are expected to cause additional difficulties with Arizona's
economy.
COLORADO SERIES
    Since 1985, Colorado's economy has been adversely affected
primarily by three factors: a contraction in the energy sector, a decline
caused by over-expansion in the high technology sector and a general
decline in the construction industry. Recovery began in 1987 and is
gradually gaining momentum. Employment in the service and trade
industries represents approximately 50% of the State work force.
Colorado's manufacturing sector, which is concentrated in defense-
related production and employs approximately 9% of the work force, is expected
to lose jobs over the next few quarters as sluggish domestic demand and
slackening defense orders take a toll.
    On November 3, 1992, voters in Colorado passed the Bruce
Amendment, otherwise known as the "Taxpayers' Bill of Rights." The
Amendment restricts growth of government spending to the rate of
inflation plus the change in demand for government services (as
measured by population, school enrollment, or construction); limits the
issuance of debt to that which is voter approved; and requires voter approval
of all tax increases. Though the Bruce Amendment is not expected to have
an immediate effect on the credit quality of State and local governments,
it will likely reduce the financial flexibility of all levels of government
in Colorado over time. In addition, younger or rapidly growing
municipalities with large infrastructure requirements may have
difficulty finding the revenues needed to finance their growth.
CONNECTICUT SERIES
    Connecticut's economy relies in part on activities that may
be adversely affected by cyclical change, and recent declines in defense
spending have had a significant impact on unemployment levels.
Although the State recorded General Fund surpluses in the fiscal years 1985
           Page 33
through 1987, Connecticut reported deficits from its General Fund
operations for the fiscal years 1988 through 1991. Together with the
deficit carried forward from the State's 1990 fiscal year, the total
General Fund deficit for the 1991 fiscal year was $965.7 million. The
total deficit was funded by the issuance of General Obligation Economic
Recovery Notes. The Comptroller estimated that the State ended the
1993 fiscal year with a General Fund operating surplus of $3.1 million. The
Comptroller, however, estimated the cumulative projected deficit under GAAP
for the fiscal year ended June 30, 1993 to have been approximately $494.6
million. As a result of the recurring budgetary problems, S&P
downgraded the State's general obligation bonds from AA+ to AA in April 1990
and to AA- in September 1991. Moody's and Fitch currently rate Connecticut's
bonds Aa and AA +, respectively.
FLORIDA SERIES
    The Florida Constitution and Statutes mandate that the State
budget as a whole, and each separate fund within the State budget, be
kept in balance from currently available revenues each fiscal year.
Florida's Constitution permits issuance of Florida Municipal Obligations
pledging the full faith and credit of the State, with a vote of the
electors, to finance or refinance fixed capital outlay projects
authorized by the Legislature, provided that the outstanding principal
does not exceed 50% of the total tax revenues of the State for the two
preceding years. Florida's Constitution also provides that the
Legislature shall appropriate monies sufficient to pay debt service on
State bonds pledging the full faith and credit of the State as the same
becomes due. All State tax revenues, other than trust funds dedicated
by Florida's Constitution for other purposes, would be available for such an
appropriation, if required. Revenue bonds may be issued by the State or
its agencies without a vote of Florida's electors only to finance or
refinance the cost of State fixed capital outlay projects which may be
payable solely from funds derived directly from sources other than
State tax revenues. Fiscal year 1992-93 total General Revenue and Working
Capital Funds available are estimated to have been $12.282 billion,
which resulted in estimated unencumbered reserves of $429.4 million at the
end of fiscal 1992-93. The General Revenue and Working Capital Funds
ended the 1991-92 fiscal year with unencumbered reserves of $185 million.
GEORGIA SERIES
    Georgia's Constitution limits appropriation of funds for any
given fiscal year to the sum of the amount of unappropriated surplus
expected to have accrued at the beginning of the fiscal year and the
amount not greater than the total receipts anticipated, less refunds, as
estimated. The State Constitution provides for supplementary
appropriations in accordance with its provisions as well. Georgia's
economy grew rapidly in the 1980's resulting in a general fund reserve
of $428 million in 1989. In 1989 and 1990, however, the State's economy
began to slow and lower than projected growth in income and sales
taxes and increasing expenditure levels resulted in a recorded $413 million
operating deficit for fiscal 1990, which reduced reserves to $55
million. As projections were made of continued weakness in economically
sensitive taxes, a $359 million shortfall was expected for fiscal 1991. The
projected imbalance was corrected through reductions in expenditures,
adjustments to capital, use of reserves and other one-time measures
which raised the State's general fund reserves to the fiscal 1990 level.
During fiscal 1992, Georgia's revenue plus General Fund reserve approximately
equalled appropriations. Revenue estimates for fiscal 1993 indicate
that revenue plus the General Fund reserve equalled appropriations for that
year.
MARYLAND SERIES
    The public indebtedness of the State of Maryland and its
instrumentalities is divided into three basic types: general obligation
bonds for capital improvements and for various State-sponsored
projects to the payment of which the State ad valorem property tax is
exclusively pledged; limited, special obligation bonds issued by the Maryland
Department of Transportation for transportation purposes, payable
primarily from specific, fixed-rate excise
         Page 34
taxes and other revenues related mainly to highway use; and obligations
issued by certain authorities payable solely from specific non-tax,
enterprise fund revenues for which the State has no liability and has given
no moral obligation assurance.
    Since at least the end of the Civil War, the State has paid
the principal of and interest on its general obligation bonds when due.
There is no general debt limit imposed by the State Constitution or
public general laws, but the Constitution does require the annual
operating budget to be in balance with estimated revenues. When the
fiscal year 1993 budget was enacted, it was estimated that the General
Fund surplus on a budgetary basis at June 30, 1993, would be
approximately $10 million. As of May 19, 1993, it was estimated that
the General Fund surplus on a budgetary basis at June 30, 1993, would be
$500,000. When the 1994 budget was enacted, it was estimated that
the General Fund surplus on a budgetary basis at June 30, 1994 would be
approximately $76 million, including $50 million mandated to be
appropriated in the 1994 session of the General Assembly to the
Revenue Stabilization Account of the State Reserve Fund.
MASSACHUSETTS SERIES
    Massachusetts' economic difficulties and fiscal problems may
affect Massachusetts Municipal Obligations in the Series' portfolio. The
persistence of serious financial difficulties could adversely affect the
market values and marketability of, or result in default in payment on,
outstanding State Municipal Obligations. Massachusetts' expenditures
for State programs and services in each of the fiscal years 1987 through
1991 have exceeded each year's current revenues. In addition, Massachusetts'
tax revenues during this period repeatedly failed to meet official
forecasts. For the budgeted funds, operating losses in fiscal 1987 and
1988 were covered largely by drawing on fund balances from prior
fiscal years. Massachusetts' operating losses in fiscal 1989 and 1990, which
totalled $672.5 million and $1.251 billion, respectively, were covered
primarily through deficit borrowings. Massachusetts ended fiscal 1991
with an operating deficit of $21.2 million, but with positive closing
fund balances of $237.1 million, after applying the opening fund
balances created from the proceeds of the fiscal 1990 deficit borrowing. No
deficit borrowing was required to close out fiscal 1991. Massachusetts
ended fiscal 1992 with revenues and other sources exceeding expenditures
and other uses by $312.3 million and with positive fund balances of
approximately $549.4 million. Fiscal 1993 is estimated to have ended
with a fund balance of approximately $230 million.
MICHIGAN SERIES
    Michigan's economy has been undergoing certain basic changes
in its underlying structure. These changes reflect a diversifying
economy which is less reliant on the automobile industry. As a result, it is
anticipated that the State's economy in the future will be less
susceptible to cyclical swings and more resilient when national
downturns occur. The principal sectors of Michigan's diversifying economy are
manufacturing of durable goods (including automobile and office
equipment manufacturing), tourism and agriculture. Michigan's unemployment
rate stood at 16.6% during the last quarter of 1982 and averaged 8.8% in
1992.
    Michigan's Annual Financial Reports for the fiscal years
ended September 30, 1987, 1988 and 1989 showed positive balances in
the State's general cash position representing an improvement from the
negative cash position of 1982. The fiscal year l990 budget, however,
resulted in a year-end deficit of approximately $310 million. In 1991,
the State was forced to enact major initiatives to close a $1.847
billion budget gap in the State's 1991 budget which resulted in a year-end
cumulative deficit of approximately $170 million. This cumulative
deficit was eliminated as of the fiscal year ended September 30, 1992.
MINNESOTA SERIES
    The structure of Minnesota's economy parallels the structure
of the United States' economy as a whole when viewed at a highly
aggregated level of detail as of 1991. Diversity and a significant
natural resource base are two important characteristics of the State's
economy. However, the State of Minnesota experienced financial
difficulties in the early 1980s because
           Page 35
of a downturn in the State's economy resulting from the national recession.
Recently, real growth has been slow due to the current national recession,
although the effect of such recession has been less severe on Minnesota's
economy than it has been on the national economy.
    There can be no assurance that the financial problems
referred to or similar future problems will not affect the market value
or marketability of the Minnesota Municipal Obligations or the ability of
the issuer thereof to pay interest or principal thereon.
NORTH CAROLINA SERIES
    The economic profile of the State of North Carolina consists
of a combination of agriculture, industry and tourism, with agriculture
as the basic element in the economy. Tobacco production is the leading
source of agricultural income in the State, accounting for 22% of gross
agricultural income.
    The North Carolina Constitution requires a balanced budget.
In May 1991, the State revised its revenue estimates to reflect a $729
million revenue shortfall for the fiscal year ending June 30, 1991. In
conjunction with the new revenue estimates, the Governor ordered a
variety of budget balancing measures, including a hiring freeze on most
State positions, a freeze on certain capital projects and a general
reduction in expenditures by State agencies. Pursuant to this action, the
budget for the fiscal year 1990-91 was balanced. Through January
1992, the State realized revenues at or slightly above amounts projected and
required to support the budget for the fiscal year 1991-92.
OHIO SERIES
   
    Nonmanufacturing industries now employ more than
three-fourths of all payroll employees in Ohio. However, due to the
continued importance of manufacturing industries (including auto-
related manufacturing), economic activity in Ohio tends to be more cyclical
than in some other states and in the nation as a whole. Although Ohio's
economy has improved since the 1980-82 national recession, the State
experienced an economic slow-down during its 1990-91 fiscal year,
consistent with national economic conditions during that period. For
Ohio's 1994 fiscal year, the Ohio Office of Budget and Management
projects positive $106.6 million and $314.6 million ending fund and
cash balances, respectively. Each of the foregoing factors could have an
effect on the market for issuers generally or may have the effect of
impairing the ability of issuers to pay interest on, or repay principal
of, Ohio Municipal Obligations.
    
OREGON SERIES
    The Oregon economy generally has outperformed the national
economy in recent years. There is no assurance, however, that this will
continue to be the case. The State forecasts modest acceleration of the
economy through 1994 with jobs increasing at 3.0% per year, and
personal income growing at an annual rate of 7.1%. The State's population has
been growing, and the growth is expected to continue. Forest products,
housing, agriculture, trade and tourism are mainstays of the economy.
Forest products are forecast to decline, but the other major areas
should be stable or improving. Despite the expectation of improving conditions,
growth is likely to remain subdued as the timber industry adjusts to
the new Federal forest plan and State and local governments downsize in
response to budget cuts.
PENNSYLVANIA SERIES
    Pennsylvania has been historically identified as a heavy
industry state although that reputation has recently changed as the
coal, steel and railroad industries declined. A more diversified economy has
developed in Pennsylvania as a long-term shift in jobs, investment and
workers away from the northeast part of the nation took place. The
major new sources of growth are in the service sector, including trade,
medical and health services, education and financial institutions.
Pennsylvania is highly urbanized, with approximately 50% of the Commonwealth's
total population contained in the metropolitan areas which include the cities
of Philadelphia and Pittsburgh.
        Page 36
    Pennsylvania's approved budget for fiscal 1993 authorized
$14.046 billion of spending, an increase of less than .25% over total
appropriations for fiscal 1992. The small increase in expenditures
resulted from constraints on revenues as a result of a personal tax rate
reduction effective July 1, 1992, a low rate of economic growth, higher
tax refund reserves against adverse decisions in pending litigation, and
line item vetoes by the Governor. Through March 1993, revenue
collections were approximately .7% above estimates. Pennsylvania's approved
budget for fiscal 1994 calls for no new taxes and an increase in expenditures
over fiscal 1993 of approximately 5%, primarily for education and
welfare.
TEXAS SERIES
    Economically and financially the State of Texas suffered
during the 1980s significant damage from the continued depressed
price of oil and gas and the overbuilding in the real estate market.
The decline in oil prices, particularly since 1986, and the recession that
followed have had a severe effect on the Texas banking and savings and loan
industries, resulting in a number of closings among banks and savings
and loans. A recurrence of such economic or financial difficulties could
result in defaults or declines in the market values or marketability of
various State Municipal Obligations in which the Series may invest,
which could adversely affect the interest income to the Series. In fiscal
years  1989, 1990, 1991 and 1992, Texas' General Revenue Fund ended with
cash surpluses of $298 million, $768 million, $712.8 million and $609.2
million, respectively.
VIRGINIA SERIES
    Virginia's economy is strongly influenced by Federal
government installations and the growth of suburban communities around
Washington, D.C. With Northern Virginia a part of the Washington, D.C.
metropolitan area and Hampton Roads the home of the nation's largest
concentration of military installations, the Federal government has a
greater impact on Virginia relative to its size than any other state
except Alaska and Hawaii. Manufacturing is also an important segment
of the State's economy. The manufacturing industry accounts for over 15%
of total nonagricultural employment and ranks fourth behind services,
wholesale and retail trade, and government (Federal, state and local) in
the number of jobs it provides.
    Virginia operates on a two-year budget. As a result of an
ailing economy and reduced tax collections, Virginia predicted a budget
shortfall for the two years ended June 30, 1992.
LOWER RATED BONDS
   
    You should carefully consider the relative risks of investing
in the higher yielding (and, therefore, higher risk) debt securities in
which each Series may invest up to 30% of the value of its net assets.
These are securities such as those rated Ba by Moody's or BB by S&P or
Fitch or as low as the lowest rating assigned by Moody's, S&P or Fitch.
They generally are not meant for short-term investing and may be
subject to certain risks with respect to the issuing entity and to greater
market fluctuations than certain lower yielding, higher rated fixed-income
securities. Bonds rated Ba by Moody's are judged to have speculative
elements; their future cannot be considered as well assured and often
the protection of interest and principal payments may be very moderate.
Bonds rated BB by S&P are regarded as having predominantly speculative
characteristics and, while such obligations have less near-term
vulnerability to default than other speculative grade debt, they face
major ongoing uncertainties or exposure to adverse business, financial
or economic conditions which could lead to inadequate capacity to meet
timely interest and principal payments. Bonds rated BB by Fitch are
considered speculative and the payment of principal and interest may be
affected at any time by adverse economic changes. Bonds rated C by
Moody's are regarded as having extremely poor prospects of ever
attaining any real investment standing. Bonds rated D by S&P are in default
and the payment of interest and/or repayment of principal is in arrears.
Bonds rated DDD, DD or D by Fitch are in actual or imminent default, are
extremely speculative and should be valued on the basis of their
ultimate recovery value in liquidation or reorganization of the issuer; DDD
represents
           Page 37
the highest potential for recovery of such bonds; and D
represents the lowest potential for recovery. Such bonds, though high
yielding, are characterized by great risk. See "Appendix B" in the
Statement of Additional Information for a general description of
Moody's, S&P and Fitch ratings of Municipal Obligations. The ratings of
Moody's, S&P and Fitch represent their opinions as to the quality of the
Municipal Obligations which they undertake to rate. It should be emphasized,
however, that ratings are relative and subjective and, although ratings
may be useful in evaluating the safety of interest and principal
payments, they do not evaluate the market value risk of these bonds.
Therefore, although these ratings may be an initial criterion for
selection of portfolio investments, The Dreyfus Corporation also will
evaluate these securities and the ability of the issuers of such
securities to pay interest and principal. The Fund's ability to achieve
its investment objective may be more dependent on The Dreyfus
Corporation's credit analysis than might be the case for a fund that invested
in higher rated securities. Once the rating of a portfolio security has been
changed, the Fund will consider all circumstances deemed relevant in
determining whether to continue to hold the security.
    
    The market price and yield of bonds rated Ba or lower by
Moody's and BB or lower by S&P and Fitch are more volatile than those
of higher rated bonds. Factors adversely affecting the market price and
yield of these securities will adversely affect the Series' net asset
value. In addition, the retail secondary market for these bonds may be
less liquid than that of higher rated bonds; adverse market conditions
could make it difficult at times for the Fund to sell certain securities
or could result in lower prices than those used in calculating the
Series' net asset value.
    Each Series may invest up to 5% of the value of its net
assets in zero coupon securities and pay-in-kind bonds (bonds which
pay interest through the issuance of additional bonds) rated Ba or lower by
Moody's and BB or lower by S&P and Fitch. These securities may be
subject to greater fluctuations in value due to changes in interest rates
than interest-bearing securities and thus may be considered more
speculative than comparably rated interest-bearing securities. See "Other
Investment Considerations" below, and "Investment Objective and Management
Policies - Risk Factors - Lower Rated Bonds" and "Dividends, Distributions
and Taxes" in the Statement of Additional Information.
OTHER INVESTMENT CONSIDERATIONS
    Even though interest-bearing securities are investments which
promise a stable stream of income, the prices of such securities are
inversely affected by changes in interest rates and, therefore, are
subject to the risk of market price fluctuations. Certain securities that
may be purchased by the Series, such as those with interest rates that
fluctuate directly or indirectly based on multiples of a stated index,
are designed to be highly sensitive to changes in interest rates and can
subject the holders thereof to extreme reductions of yield and possibly
loss of principal. The value of fixed-income securities also may be
affected by changes in the credit rating or financial condition of the
issuing entities. Each Series' net asset value generally will not be
stable and should fluctuate based upon changes in the value of such
Series' portfolio securities. Securities in which a Series invests may
earn a higher level of current income than certain shorter-term or
higher quality securities which generally have greater liquidity, less market
risk and less fluctuation in market value.
    Federal income tax law requires the holder of a zero coupon
security or of certain pay-in-kind bonds to take into account annually a
portion of the discount (or deemed discount) at which such securities
were issued, prior to the receipt of cash payments. To maintain its
qualification as a regulated investment company, a Series may be
required to distribute such portion of the discount and may have to dispose
of portfolio securities under disadvantageous circumstances in order to
generate cash to satisfy these distribution requirements.
    Certain municipal lease/purchase obligations in which the
Series 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.
        Page 38
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 Series and thus reduce the available yield. Shareholders
should consult their tax advisers concerning the effect of these
provisions on an investment in a Series. 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 each Series' 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, each Series 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
each Series' 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 each Series' total assets, and (ii) not more than 25% of the value of each
Series' 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. As of June 30, 1994, The Dreyfus Corporation
managed or administered approximately $71 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. The primary investment off-
         Page 39
icer for each of the Arizona Series, the Colorado Series, the Georgia Series
and the Oregon Series is Stephen C. Kris, who has held that position with
respect to the Arizona Series and the Georgia Series since September
1992 and with respect to the Colorado Series and the Oregon Series since
January 1994, and has been employed by The Dreyfus Corporation since
February 1988. The primary investment officer for each of the
Connecticut Series, the Massachusetts Series, the North Carolina Series and
the Virginia Series is Samuel J. Weinstock, who has held that position with
respect to the Connecticut Series and the Massachusetts Series since
August 1987 and with respect to the North Carolina Series and Virginia
Series since August 1991, and has been employed by The Dreyfus
Corporation since March 1987. The primary investment officer for each
of the Florida Series, the Maryland Series, the Pennsylvania Series and the
Texas Series is A. Paul Disdier, who has held that position since April
1988 and has been employed by The Dreyfus Corporation since February
1988. The primary investment officer for each of the Michigan Series,
the Minnesota Series and the Ohio Series is Joseph P. Darcy, who has been
employed by The Dreyfus Corporation since May 1994. For more than
five years prior to joining The Dreyfus Corporation, Mr. Darcy was a Vice
President and Portfolio Manager for Merrill Lynch Asset Management.
The Fund's other investment officers are identified under "Management of
the Fund" in the Fund's Statement of Additional Information. The Dreyfus
Corporation also provides research services for the Fund as well as for
other funds advised by The Dreyfus Corporation through a professional
staff of portfolio managers and security analysts.
    
    Under the terms of the Management Agreement, the Fund has
agreed to pay The Dreyfus Corporation a monthly fee at the annual rate
of .55 of 1% of the value of each Series' average daily net assets. From
time to time, The Dreyfus Corporation may waive receipt of its fees
and/or voluntarily assume certain expenses of a Series which would
have the effect of lowering the overall expense ratio of that Series 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 April 30, 1994, the Fund paid The
Dreyfus Corporation a management fee at the effective annual rate set
forth below with respect to each Series (except the Colorado and
Oregon Series which had not commenced operations) pursuant to undertakings
in effect:
    
                                           EFFECTIVE ANNUAL RATE
                                             AS A PERCENTAGE OF
      SERIES                             AVERAGE DAILY NET ASSETS
    ------------             ---------------------------------------------

     Arizona                                      0
     Connecticut                                 .46 of 1%
     Florida                                     .45 of 1%
     Georgia                                      0
     Maryland                                    .45 of 1%
     Massachusetts                               .44 of 1%
     Michigan                                    .44 of 1%
     Minnesota                                   .44 of 1%
     North Carolina                              .06 of 1%
     Ohio                                        .43 of 1%
     Pennsylvania                                .44 of 1%
     Texas                                        0
     Virginia                                     0
   
    
   
    For the period May 6, 1994 (commencement of operations of each of the
Colorado and Oregon Series) through June 30, 1994, (unaudited), no
management fee was paid by the Fund with respect to the Colorado Series or
Oregon Series pursuant to undertakings by The Dreyfus Corporation.
    
   
                 Page 40
    The Dreyfus Corporation may pay Dreyfus Service Corporation
for shareholder and distribution services from The Dreyfus
Corporation's own assets, including past profits but not including the
management fee paid by the Fund. Dreyfus Service Corporation may use part
or all of such payments to pay Service Agents in respect of these services.
    
    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, 110 Washington Street, New York, New York
10286, is the Fund's Custodian.
HOW TO BUY FUND SHARES
    The Fund's distributor is Dreyfus Service Corporation, a
wholly-owned subsidiary of The Dreyfus Corporation, located at 200
Park Avenue, New York, New York 10166. The shares it distributes are not
deposits or obligations of The Dreyfus Security Savings Bank, F.S.B. and
therefore are not insured by the Federal Deposit Insurance Corporation.
   
    Fund shares may be purchased only by clients of certain
financial institutions (which may include banks), securities dealers
("Selected Dealers") and other industry professionals (collectively,
"Service Agents"), except that full-time or part-time employees of The
Dreyfus Corporation or any of its affiliates or subsidiaries, directors
of The Dreyfus Corporation, Board members of a fund advised by The
Dreyfus Corporation, including members of the Fund's Board, or the
spouse or minor child of any of the foregoing may purchase Class A shares
directly through Dreyfus Service Corporation. Subsequent purchases
may be sent directly to the Transfer Agent or your Service Agent. Service
Agents may receive different levels of compensation for selling different
Classes of shares. Management understands that some Service Agents may impose
certain conditions on their clients which are different from those
described in this Prospectus, and, to the extent permitted by applicable
regulatory authority, may charge their clients a direct fee which would
be in addition to any amounts which might be received under the
Shareholder Services Plan. Each Service Agent has agreed to transmit to
its clients a schedule of such fees. You should consult your Service
Agent in this regard.
    
    When purchasing Fund shares, you must specify whether the
purchase is for Class A or Class B shares. Share certificates are issued
only upon your written request. No certificates are issued for fractional
shares. It is not recommended that the Fund be used as a vehicle for
Keogh, IRA or other qualified retirement plans. The Fund reserves the
right to reject any purchase order.
    The minimum initial investment is $1,000. Subsequent
investments must be at least $100. The initial investment must be
accompanied by the Fund's Account Application.
    You may purchase Fund shares by check or wire, or through the
TELETRANSFER Privilege described below. Checks should be made
payable to "Premier State Municipal Bond Fund," and should specify the
Series in which you are investing. Payments to open new accounts which are
mailed should be sent to Premier State Municipal Bond Fund, P.O. Box 9387,
Providence, Rhode Island 02940-9387, together with your Account
Application indicating which Class of shares is being purchased. For
subsequent investments, your Fund account number should appear on the
check and an investment slip should be enclosed and sent to Premier
State Municipal Bond Fund, P.O. Box 105, Newark, New Jersey 07101-0105.
Neither initial nor subsequent investments should be made by third party
check. Wire payments may be made if your  bank account is in a commercial
bank that is a member of the Federal Reserve System or in 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 together with the
applicable Series' DDA# as shown below, for purchase of  Fund shares in
your name:
          Page 41
    For Class A shares:
    DDA #8900117052/Premier State Municipal Bond Fund/Arizona Series -
Class A shares
    DDA #8900088281/Premier State Municipal Bond Fund/Colorado Series -
Class A shares
    DDA #8900119489/Premier State Municipal Bond Fund/Connecticut Series -
Class A shares
    DDA #8900119381/Premier State Municipal Bond Fund/Florida Series -
Class A shares
    DDA #8900117087/Premier State Municipal Bond Fund/Georgia Series -
Class A shares
    DDA #8900119403/Premier State Municipal Bond Fund/Maryland Series -
Class A shares
    DDA #8900119470/Premier State Municipal Bond Fund/Massachusetts Series -
Class A shares
    DDA #8900119411/Premier State Municipal Bond Fund/Michigan Series -
Class A shares
    DDA #8900119438/Premier State Municipal Bond Fund/Minnesota Series -
Class A shares
    DDA #8900208635/Premier State Municipal Bond Fund/North Carolina Series -
Class A shares
    DDA #8900119446/Premier State Municipal Bond Fund/Ohio Series -
Class A shares
    DDA #8900088265/Premier State Municipal Bond Fund/Oregon Series -
Class A shares
    DDA #8900119454/Premier State Municipal Bond  Fund/Pennsylvania Series -
Class A shares
    DDA #8900119462/Premier State Municipal Bond Fund/Texas Series -
Class A shares
    DDA #8900208678/Premier State Municipal Bond Fund/Virginia Series -
Class A shares
    For Class B shares:
    DDA #8900115238/Premier State Municipal Bond Fund/Arizona Series -
Class B shares
    DDA #8900115432/Premier State Municipal Bond Fund/Colorado Series -
Class B shares
    DDA #8900115130/Premier State Municipal Bond Fund/Connecticut Series -
Class B shares
    DDA #8900115041/Premier State Municipal Bond Fund/Florida Series -
Class B shares
    DDA #8900115246/Premier State Municipal Bond Fund/Georgia Series -
Class B shares
    DDA #8900115068/Premier State Municipal Bond Fund/Maryland Series -
Class B shares
    DDA #8900115122/Premier State Municipal Bond Fund/Massachusetts Series -
Class B shares
    DDA #8900115076/Premier State Municipal Bond Fund/Michigan Series -
Class B shares
    DDA #8900115084/Premier State Municipal Bond Fund/Minnesota Series -
Class B shares
    DDA #8900115149/Premier State Municipal Bond Fund/North Carolina Series -
Class B shares
    DDA #8900115092/Premier State Municipal Bond Fund/Ohio Series -
Class B shares
    DDA #8900115424/Premier State Municipal Bond Fund/Oregon Series -
Class B shares
    DDA #8900115106/Premier State Municipal Bond Fund/Pennsylvania Series -
Class B shares
    DDA #8900115114/Premier State Municipal Bond Fund/Texas Series -
Class B shares
    DDA #8900115157/Premier State Municipal Bond Fund/Virginia Series -
Class B shares
    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."
    Each Series' shares are sold on a continuous basis. Net asset
value per share is determined as of the close of trading on the floor of
the New York Stock Exchange (currently, 4:00 p.m., New
        Page 42
York time), on each day the New York Stock Exchange is open for business.
For purposes of determining net asset value, options and futures contracts
will be valued 15 minutes after the close of trading on the floor of the New
York Stock Exchange. Net asset value per share of each Class is computed by
dividing the value of the net assets of each Series represented by such
Class (i.e., the value of its assets less liabilities) by the total
number of shares of such Class outstanding. Each Series' investments
are valued each business day by an independent pricing service approved by
the Board of Trustees and are valued at fair value as determined by the
pricing service. The pricing service's procedures are reviewed under the
general supervision of the Board of Trustees. For further information
regarding the methods employed in valuing the Series' investments, see
"Determination of Net Asset Value" in the Statement of Additional
Information.
    Federal regulations require that you provide a certified TIN
upon opening or reopening an account. See "Dividends, Distributions and
Taxes" and the Fund's Account Application for further information
concerning this requirement. Failure to furnish a certified TIN to the
Fund could subject you to a $50 penalty imposed by the Internal Revenue
Service (the "IRS").
    If an order is received by the Transfer Agent by the close of
trading on the floor of the New York Stock Exchange (currently, 4:00
p.m., New York time) on any business day, Fund shares will be purchased
at the public offering price determined as of the close of trading on the
floor of the New York Stock Exchange on that day. Otherwise, Fund
shares will be purchased at the public offering price determined as of the
close of trading on the floor of the New York Stock Exchange on the next
business day, except where shares are purchased through a dealer as
provided below.
    Orders for the purchase of Fund shares received by dealers by
the close of trading on the floor of the New York Stock Exchange on any
business day and transmitted to Dreyfus Service Corporation by the
close of its business day (normally 5:15 p.m., New York time) will be based
on the public offering price per share determined as of the close of trading
on the floor of the New York Stock Exchange on that day. Otherwise, the
orders will be based on the next determined public offering price. It is
the dealers' responsibility to transmit orders so that they will be
received by Dreyfus Service Corporation before the close of its
business day.
CLASS A SHARES
    The public offering price for Class A shares is the net asset
value per share of that Class plus a sales load as shown below:
<TABLE>
<CAPTION>
                                                                    SALES LOAD
                                                  ----------------------------------------
                                                  AS A % OF       AS A % OF     DEALERS' REALLOWANCE
                                               OFFERING PRICE  NET ASSET VALUE        AS A % OF
  AMOUNT OF TRANSACTION                          PER SHARE         PER SHARE      OFFERING PRICE
- ---------------------------                  ----------------  ---------------   ---------------------
  <S>                                             <C>                <C>                   <C>
  Less than $50,000.....................          4.50               4.70                  4.25
  $50,000 to less than $100,000..........         4.00               4.20                  3.75
  $100,000 to less than $250,000.........         3.00               3.10                  2.75
  $250,000 to less than $500,000.........         2.50               2.60                  2.25
  $500,000 to less than $1,000,000.......         2.00               2.00                  1.75
</TABLE>
   
    There is no initial sales charge on purchases of $1,000,000
or more of Class A shares. However, if you purchase Class A shares
without an initial sales charge as part of an investment of at least
$1,000,000 and redeem those shares within two years after purchase, a
CDSC of 1.00% will be imposed at the time of redemption. The terms
contained in the section of the Fund's Prospectus entitled "How to Redeem
Fund Shares -- Contingent Deferred Sales Charge -- Class B" (other than
the amount of the CDSC and its time periods) are applicable to the Class
A shares subject to a CDSC. Letter of Intent and Right of Accumulation
apply to such purchases of Class A shares.
    
    Full-time employees of NASD member firms and full-time
employees of other financial institutions which have entered into an
agreement with Dreyfus Service Corporation pertaining to the sale of
Fund shares (or which otherwise have a brokerage-related or clearing
arrangement with an NASD member firm or other financial institution
with respect to sales of Fund shares) may purchase Class A shares for
themselves, directly or pursuant to an employ-
          Page 43
ee benefit plan or other program, or for their spouses or minor children at net
asset value, provided that they have furnished Dreyfus Service Corporation with
such information as it may request from time to time in order to verify
eligibility for this privilege. This privilege also applies to full-time
employees of financial institutions affiliated with NASD member firms
whose full-time employees are eligible to purchase Class A shares at
net asset value. In addition, Class A shares are offered at net asset value
to full-time or part-time employees of The Dreyfus Corporation or any
of its affiliates or subsidiaries, directors of The Dreyfus Corporation,
Board members of a fund advised by The Dreyfus Corporation, including
members of the Fund's Board, or the spouse or minor child of any of the
foregoing.
   
    In fiscal 1994, Dreyfus Service Corporation retained $806,651
from sales loads on Class A shares (except the Colorado and Oregon
Series which had not commenced operations). The dealer reallowance may be
changed from time to time but will remain the same for all dealers.
Dreyfus Service Corporation, at its own expense, may provide additional
promotional incentives to dealers that sell shares of funds advised by
The Dreyfus Corporation which are sold with a sales load, such as the
Fund. In some instances, these incentives may be offered only to certain
dealers who have sold or may sell significant amounts of such shares
(except the Colorado and Oregon Series which had not commenced
operations).
    
CLASS B SHARES
   
    The public offering price for Class B shares is the net asset
value per share of that Class. No initial sales charge is imposed at the
time of purchase. A CDSC is imposed, however, on certain redemptions
of Class B shares as described under "How to Redeem Fund Shares." Dreyfus
Service Corporation compensates certain Service Agents for selling
Class B shares at the time of purchase from Dreyfus Service Corporation's
own assets. The proceeds of the CDSC and the distribution fee, in part, are
used to defray these expenses. For the fiscal year ended April 30, 1994,
Dreyfus Service Corporation retained $279,522 from the CDSC imposed
on Class B shares.
    
RIGHT OF ACCUMULATION - CLASS A SHARES
    Reduced sales loads apply to any purchase of Class A shares,
shares of other funds in the Family of Premier Funds, shares of certain
other funds purchased through an exchange from any funds in the Family
of Premier Funds and shares of certain other funds advised by The Dreyfus
Corporation which are sold with a sales load and shares acquired by a
previous exchange of shares purchased with a sales load (hereinafter
referred to as "Eligible Funds"), by you and any related "purchaser" as
defined in the Statement of Additional Information, where the
aggregate investment, including such purchase, is $50,000 or more. If, for
example, you previously purchased and still hold Class A shares of the Fund,
or of any other Eligible Fund or combination thereof, with an aggregate
current market value of $40,000 and subsequently purchase Class A shares of
the Fund or an Eligible Fund having a current value of $20,000, the sales
load applicable to the subsequent purchase would be reduced to 4% of
the offering price. All present holdings of Eligible Funds may be combined
to determine the current offering price of the aggregate investment in
ascertaining the sales load applicable to each subsequent purchase.
    To qualify for reduced sales loads, at the time of a purchase
you or your Service Agent must notify Dreyfus Service Corporation if
orders are made by wire, or the Transfer Agent if orders are made by
mail. The reduced sales load is subject to confirmation of your holdings
through a check of appropriate records.
TELETRANSFER PRIVILEGE
   
    You may purchase Fund shares (minimum $500, maximum $150,000
per day) by telephone if you have checked the appropriate box and
supplied the necessary information on the Fund's Account Application or
have filed a Shareholder Services Form with the Transfer Agent. The
proceeds will be transferred between the bank account designated in
one of these documents and your Fund account. Only a bank account
maintained in a domestic financial
          Page 44
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 TELETRANSFER Privilege, you may
request a TELETRANSFER purchase of Fund shares by telephoning
1-800-221-4060 or, if you are calling from overseas, call 1-401-455-3306.
SHAREHOLDER SERVICES
    The services and privileges described under this heading may
not be available to clients of certain Service Agents and some Service
Agents may impose certain conditions on their clients which are
different from those described in this Prospectus. You should consult your
Service  Agent in this regard.
EXCHANGE PRIVILEGE
   
    The Exchange Privilege enables clients of certain Service
Agents to purchase, in exchange for Class A or Class B shares of a
Series, shares of the same Class in one of the other Series, or of the
same Class in certain other funds managed or administered by The
Dreyfus Corporation to the extent such shares are offered for sale in your
state of residence. These funds have different investment objectives which
may be of interest to you. You also may exchange your Fund shares that are
subject to a CDSC for shares of Dreyfus Worldwide Dollar Money Market Fund, Inc.
The shares so purchased will be held in a special account created solely for
this purpose (the "Exchange Account"). Exchanges of shares from an
Exchange Account only can be made into certain other funds managed or
administered by The Dreyfus Corporation. No CDSC is charged when an
investor exchanges into an Exchange Account; however, the applicable
CDSC will be imposed when shares are redeemed from an Exchange Account or
other applicable Fund account. Upon redemption, the applicable CDSC
will be calculated without regard to the time such shares were held in an
Exchange Account. See "How to Redeem Fund Shares." In addition to the
limited Exchange and Auto-Exchange Privileges noted herein, Exchange
Account shares are eligible for the Dividend Sweep Privilege and the
Automatic Withdrawal Plan, and may receive redemption proceeds only
by Federal wire or by check. If you desire to use this Privilege, you should
consult your Service Agent or Dreyfus Service Corporation to determine
if it is available and whether any other conditions are imposed on its use.
    
   
    To use this Privilege, your Service Agent acting on your
behalf must give exchange instructions to the Transfer Agent in
writing, by wire or by telephone. If you previously 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." 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 from Dreyfus Service Corporation. 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. Telephone exchanges may be made only if the appropriate "YES"
box has been checked on the Account Application, or a separate signed
Shareholder Services Form is on file with the Transfer Agent. Upon an
exchange into a new account, the following shareholder services and
privileges, as applicable and where available, will be automatically
carried over to the fund into which the exchange is being made:
Exchange Privilege, Check Redemption Privilege, TELETRANSFER Privilege,
and the dividend/capital gain distribution option (except for Dividend Sweep)
selected by the investor.
    
    Shares will be exchanged at the next determined net asset
value; however, a sales load may be charged with respect to exchanges
of Class A shares into funds sold with a sales load. No
          Page 45
CDSC will be imposed on Class B shares at the time of an exchange; however,
Class B shares acquired through an exchange will be subject on redemption to
the higher CDSC applicable to the exchanged or acquired shares. The CDSC
applicable on redemption of the acquired Class B shares will be calculated
from the date of the initial purchase of the Class B shares exchanged.
If you are exchanging Class A shares into a fund that charges a sales load,
you may  qualify for share prices which do not include the sales load or
which reflect a reduced sales load, if the shares of the fund from which you
are exchanging were: (a) purchased with a sales load, (b) acquired by a
previous exchange from shares purchased with a sales load, or (c)
acquired through reinvestment of dividends or distributions paid with
respect to the foregoing categories of shares. To qualify, at the time of
your exchange your Service Agent must notify Dreyfus Service
Corporation. 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 Exchange Privilege
may be modified or terminated at any time upon notice to shareholders.
    The exchange of shares of one fund for shares of another is
treated for Federal income tax purposes as a sale of the shares given in
exchange by the shareholder and, therefore, an exchanging shareholder
may realize a taxable gain or loss.
AUTO-EXCHANGE PRIVILEGE
    Auto-Exchange Privilege enables you to invest regularly (on a
semi-monthly, monthly, quarterly or annual basis) in exchange for Class
A or Class B shares of a Series, in shares of the same Class of one of the
other Series, or funds in the Premier Family of Funds or certain other
funds in the Dreyfus Family of Funds of which you are currently an
investor. The amount you designate, which can be expressed either in
terms of a specific dollar or share amount ($100 minimum), will be
exchanged automatically on the first and/or fifteenth of the month
according to the schedule you have selected. Shares will be exchanged
at the then-current net asset value; however, a sales load may be charged
with respect to exchanges of Class A shares into funds sold with a
sales charge. No CDSC will be imposed on Class B shares at the time of an
exchange; however, Class B shares acquired through an exchange will be
subject on redemption to the higher CDSC applicable to the exchanged or
acquired shares. The CDSC applicable on redemption of the acquired
Class B shares will be calculated from the date of the initial purchase of
the Class B shares exchanged. See "Shareholder Services" in the Statement
of Additional Information. The right to exercise this Privilege may be
modified or cancelled by the Fund or the Transfer Agent. You may modify or
cancel your exercise of this Privilege at any time by writing to
Premier State Municipal Bond Fund, P.O. Box 6587, Providence, Rhode Island
02940-6587.  The Fund may charge a service fee for the use of this Privilege.
No such fee currently is contemplated. The exchange of shares of one fund for
shares of another is treated for Federal income tax purposes as a sale
of the shares given in exchange by the shareholder and, therefore, an
exchanging shareholder may realize a taxable gain or loss. For more
information concerning this Privilege and the funds in the Premier Family of
Funds or Dreyfus Family of Funds eligible to participate in this Privilege,
or to obtain an Auto-Exchange Authorization Form, please call toll free
1-800-645-6561.
AUTOMATIC ASSET BUILDER
    AUTOMATIC Asset Builder permits you to purchase Fund shares
(minimum of $100 and maximum of $150,000 per transaction) at
regular intervals selected by you. Fund shares are purchased by transferring
funds from the bank account designated by you. At your option, the bank
account designated by you will be debited in the specified amount, and
Fund shares
           Page 46
will be purchased, once a month, on either the first or
fifteenth day, or twice a month, on both days. Only an account
maintained at a domestic financial institution which is an Automated Clearing
House member may be so designated. To establish an AUTOMATIC Asset Builder
account, you must file an authorization form with the Transfer Agent.
You may obtain the necessary authorization form from Dreyfus Service
Corporation. You may cancel your participation in this Privilege or
change the amount of purchase at any time by mailing written
notification to Premier State Municipal Bond Fund, P.O. Box 6587, Providence,
Rhode Island 02940-6587, and the notification will be effective three
business days following receipt. The Fund may modify or terminate this
Privilege at any time or charge a service fee. No such fee currently is
contemplated.
GOVERNMENT DIRECT DEPOSIT PRIVILEGE
    Government Direct Deposit Privilege enables you to purchase
Fund shares (minimum of $100 and maximum of $50,000 per
transaction) by having Federal salary, Social Security, or certain veterans',
military or other payments from the Federal government automatically deposited
into your Fund account. You may deposit as much of such payments as you
elect.  To enroll in Government Direct Deposit, you must file with the Transfer
Agent a completed Direct Deposit Sign-Up Form for each type of
payment that you desire to include in this Privilege. The appropriate
form may be obtained from Dreyfus Service Corporation or your Service Agent.
Death or legal incapacity will terminate your participation in this Privilege.
You may elect at any time to terminate your participation by notifying in
writing the appropriate Federal agency. Further, the Fund may terminate
your participation upon 30 days' notice to you.
   
DIVIDEND OPTIONS
    Dividend Sweep enables you to invest automatically dividends or
dividends and capital gain distributions, if any, paid by the
Fund in shares of the same class of another fund in the Premier
Family of Funds or the Dreyfus Family of Funds of which you are a
shareholder. Shares of the other fund will be purchased at the
then-current net asset value; however, a sales load may be charged
with respect to investments in shares of a fund sold with a sales load.
If you are investing in a fund that charges a sales load, you may qualify
for share prices which do not include the sales load or which reflect a
reduced sales load. If you are investing in a fund that charges a CDSC,
the shares purchased will be subject on redemption to the CDSC, if any,
applicable to the purchased shares. See "Shareholder Services" in the
Statement of Additional Information. Dividend ACHpermits you to
transfer electronically on the payment date dividends or dividends and
capital gain distributions, if any, from the Fund to a designated bank
account. Only an account maintained at a domestic financial institution
which is an Automated Clearing House member may be so designated. Banks may
charge a fee for this service.
    
   
    For more information concerning these privileges, or to
request a Dividend Options Form, please call toll free 1-800-645-6561.
You may cancel these privileges by mailing written notification to
Premier State Municipal Bond Fund, P.O. Box 6587, Providence, Rhode
Island 02940-6587. To select a new fund after cancellation, you must
submit a new Dividend Options Form. Enrollment in or cancellation of these
privileges is effective three business days following receipt. These
privileges are available only for existing accounts and may not be used
to open new accounts. Minimum subsequent investments do not apply for
Dividend Sweep. The Fund may modify or terminate these privileges at
any time or charge a service fee. No such fee currently is contemplated.
    
   
AUTOMATIC WITHDRAWAL PLAN
    The Automatic Withdrawal Plan permits you to request
withdrawal of a specified dollar amount (minimum of $50) on either a
monthly or quarterly basis if you have a $5,000 minimum account. An
application for the Automatic Withdrawal Plan can be obtained from
Dreyfus Service Corporation. There is a service charge of 50 cents for
each withdrawal check. The
        Page 47
Automatic Withdrawal Plan may be ended at any time by you, the Fund or the
Transfer Agent. Shares for which certificates have been issued may not be
redeemed through the Automatic Withdrawal Plan.
    
    Class B shares withdrawn pursuant to the Automatic Withdrawal
Plan will be subject to any applicable CDSC. Purchases of additional
Class A where the sales load is imposed concurrently with withdrawals
of Class A shares generally are undesirable.
LETTER OF INTENT - CLASS A SHARES
    By signing a Letter of Intent form, available from Dreyfus
Service Corporation, you become eligible for the reduced sales load
applicable to the total number of Eligible Fund shares purchased in a
13-month period. A minimum initial purchase of $5,000 is required. To
compute the applicable sales load, the offering price of shares you hold
(on the date of submission of the Letter of Intent) in any Eligible Fund
that may be used toward "Right of Accumulation" benefits described
above may be used as a credit toward completion of the Letter of Intent.
However, the reduced sales load will be applied only to new purchases.
    The Transfer Agent will hold in escrow 5% of the amount
indicated in the Letter of Intent for payment of a higher sales load if
you do not purchase the full amount indicated in the Letter of Intent.
The escrow will be released when you fulfill the terms of the Letter of
Intent by purchasing the specified amount. If your purchases qualify for
a further sales load reduction, the sales load will be adjusted to
reflect your total purchase at the end of 13 months. If total purchases
are less than the amount specified, you will be requested to remit an
amount equal to the difference between the sales load actually paid and
the sales load applicable to the aggregate purchases actually made. If
such remittance is not received within 20 days, the Transfer Agent, as
attorney-in-fact pursuant to the terms of the Letter of Intent, will
redeem an appropriate number of Class A shares held in escrow to
realize the difference. Signing a Letter of Intent does not bind you to
purchase, or the Fund to sell, the full amount indicated at the sales load in
effect at the time of signing, but you must complete the intended
purchase to obtain the reduced sales load. At the time you purchase
Class A shares, you must indicate your intention to do so under a Letter of
Intent. Purchases pursuant to a Letter of Intent will be made at the
then-current net asset value plus the applicable sales load in effect at
the time such Letter of Intent was executed.
HOW TO REDEEM FUND SHARES
GENERAL
    You may request redemption of your Class A or Class B shares
at any time. Redemption requests should be transmitted to the Transfer
Agent as described below. When a request is received in proper form,
the Fund will redeem the shares at the next determined net asset value as
described below. If you hold Fund shares of more than one Class, any
request for redemption must specify the Class of shares being
redeemed. If you fail to specify the Class of shares to be redeemed or if
you own fewer shares of the Class than specified to be redeemed, the
redemption request may be delayed until the Transfer Agent receives further
instructions from you or your Service Agent.
   
    The Fund imposes no charges (other than any applicable CDSC)
when shares are redeemed directly through Dreyfus Service Corporation.
Service Agents may charge a nominal fee for effecting redemption of Fund
shares. Any certificates representing shares being redeemed must be submitted
with the redemption request. The value of the shares redeemed may be more or
less than their original cost, depending on the Series' then-current net asset
value.
    
    The Fund ordinarily will make payment for all shares redeemed
within seven days after receipt by the Transfer Agent of a redemption
request in proper form, except as provided by the rules of the
Securities and Exchange Commission. HOWEVER, IF YOU HAVE PURCHASED FUND
SHARES BY CHECK, BY THE TELETRANSFER PRIVILEGE OR THROUGH AUTOMATIC ASSET
BUILDER AND SUBSE-
         Page 48
QUENTLY SUBMIT A WRITTEN REQUEST TO THE TRANSFER AGENT, THE REDEMPTION PROCEEDS
WILL BE TRANSMITTED TO YOU PROMPTLY UPON BANK CLEARANCE OF YOUR PURCHASE
CHECK, TELETRANSFER PURCHASE OR AUTOMATIC ASSET BUILDER ORDER,
WHICH MAY TAKE UP TO EIGHT BUSINESS DAYS OR MORE. IN ADDITION, THE FUND
WILL NOT HONOR REDEMPTION CHECKS UNDER THE CHECK REDEMPTION PRIVILEGE,
AND WILL REJECT REQUESTS TO REDEEM SHARES PURSUANT TO THE TELETRANSFER
PRIVILEGE, FOR A PERIOD OF EIGHT BUSINESS DAYS AFTER RECEIPT BY THE TRANSFER
AGENT OF THE PURCHASE CHECK, THE TELETRANSFER PURCHASE OR THE AUTOMATIC ASSET
BUILDER ORDER AGAINST WHICH SUCH REDEMPTION IS REQUESTED. THESE PROCEDURES
WILL NOT APPLY IF YOUR SHARES WERE PURCHASED BY WIRE PAYMENT, OR IF YOU
OTHERWISE HAVE A SUFFICIENT COLLECTED BALANCE IN YOUR ACCOUNT TO COVER THE
REDEMPTION REQUEST. PRIOR TO THE TIME ANY REDEMPTION IS EFFECTIVE, DIVIDENDS
ON SUCH SHARES WILL ACCRUE AND BE PAYABLE, AND YOU WILL BE ENTITLED TO
EXERCISE ALL OTHER RIGHTS OF BENEFICIAL OWNERSHIP.  Fund shares will not be
redeemed until the Transfer Agent has received your Account Application.
    The Fund reserves the right to redeem your account at its
option upon not less than 30 days' written notice if your account's net
asset value is $500 or less and remains so during the notice period.
CONTINGENT DEFERRED SALES CHARGE - CLASS B SHARES
    A CDSC payable to Dreyfus Service Corporation is imposed on
any redemption of Class B shares of a Series which reduces the current
net asset value of your Class B shares to an amount which is lower than
the dollar amount of all payments by you for the purchase of Class B
shares of such Series held by you at the time of redemption. No CDSC
will be imposed to the extent that the net asset value of the Class B shares
redeemed does not exceed (i) the current net asset value of Class B
shares acquired through reinvestment of dividends or capital gain
distributions, plus (ii) increases in the net asset value of Class B
shares above the dollar amount of all your payments for the purchase of
Class B shares of such Series held by you at the time of redemption.
    If the aggregate value of the Class B shares redeemed has
declined below their original cost as a result of the Series'
performance, a CDSC may be applied to the then-current net asset value
rather than the purchase price.
    In circumstances where the CDSC is imposed, the amount of the
charge will depend on the number of years from the time you purchased
the Class B shares until the time of redemption of such shares. Solely for
purposes of determining the number of years from the time of any
payment for the purchase of Class B shares, all payments during a month will
be aggregated and deemed to have been made on the first day of the month.
The following table sets forth the rates of the CDSC:
<TABLE>
<CAPTION>
 YEAR SINCE PURCHASE                                                 CDSC AS A % OF AMOUNT
 PAYMENT WAS MADE                                              INVESTED OR REDEMPTION PROCEEDS
- ------------------                                    --------------------------------------------
  <S>                                                                  <C>
  First........................................                        3.00
  Second.......................................                        3.00
  Third........................................                        2.00
  Fourth.......................................                        2.00
  Fifth........................................                        1.00
  Sixth........................................                        0.00
</TABLE>
    In determining whether a CDSC is applicable to a redemption,
the calculation will be made in a manner that results in the lowest
possible rate. It will be assumed that the redemption is made first of
amounts representing shares acquired pursuant to the reinvestment of
dividends and distributions; then of amounts representing the increase
in net asset value of Class B shares above the total amount of payments
for the purchase of Class B shares made during the preceding five years;
then of amounts representing the cost of shares purchased five years prior
to the redemption; and finally, of amounts representing the cost of shares
held for the longest period of time within the applicable five-year
period.
    For example, assume an investor purchased 100 shares at $10
per share for a cost of $1,000. Subsequently, the shareholder acquired
five additional shares through dividend reinvestment.
         Page 49
During the second year after the purchase the investor decided to redeem $500
of his or her investment. Assuming at the time of the redemption the net asset
value had appreciated to $12 per share, the value of the investor's shares
would be $1,260 (105 shares at $12 per share). The CDSC would not be
applied to the value of the reinvested dividend shares and the amount
which represents appreciation ($260). Therefore, $240 of the $500
redemption proceeds ($500 minus $260) would be charged at a rate of
3% (the applicable rate in the second year after purchase) for a total CDSC
of $7.20.
WAIVER OF CDSC
   
    The CDSC will be waived in connection with (a) redemptions
made within one year after the death or disability, as defined in Section
72(m)(7) of the Code, of the shareholder, (b) redemptions by employees
participating in qualified or non-qualified employee benefit plans or
other programs where (i) the employers or affiliated employers
maintaining such plans or programs have a minimum of 250 employees
eligible for participation in such plans or programs, or (ii) such plan's
or program's aggregate investment in the Dreyfus Family of Funds or
certain other products made available by Dreyfus Service Corporation
exceeds one million dollars, (c) redemptions as a result of a
combination of any investment company with the relevant Series by merger,
acquisition of assets or otherwise, (d) a distribution following retirement
under a tax-deferred retirement plan or upon attaining age 70-1/2 in the case
of an IRA or Keogh plan or custodial account pursuant to Section 403(b) of
the Code, and (e) redemptions by such shareholders as the Securities
and Exchange Commission or its staff may permit. If the Fund's Trustees
determine to discontinue the waiver of the CDSC, the disclosure in the
Fund's prospectus will be revised appropriately. Any Fund shares
subject to a CDSC which were purchased prior to the termination of such
waiver will have the CDSC waived as provided in the Fund's prospectus at the
time of the purchase of such shares.
    
    To qualify for a waiver of the CDSC, at the time of
redemption you must notify the Transfer Agent or your Service Agent
must notify Dreyfus Service Corporation. Any such qualification is subject to
confirmation of your entitlement.
PROCEDURES
    You may redeem Fund shares by using the regular redemption
procedure through the Transfer Agent, using the Check Redemption
Privilege with respect to Class A shares, through the TELETRANSFER
Privilege or, if you are a client of a Selected Dealer, through the
Selected Dealer. If you have given your Service Agent authority to
instruct the Transfer Agent to redeem shares and to credit the proceeds
of such redemptions to a designated account at your Service Agent, you
may redeem shares only in this manner and in accordance with the
regular redemption procedure described below. If you wish to use the other
redemption methods described below, you must arrange with your
Service Agent for delivery of the required application(s) to the Transfer
Agent. Other redemption procedures may be in effect for clients of certain
Service Agents. The Fund makes available to certain large institutions
the ability to issue redemption instructions through compatible
computer facilities.
    Your redemption request may direct that the redemption
proceeds be used to purchase shares of other funds advised or
administered by The Dreyfus Corporation that are not available through
the Exchange Privilege. The applicable CDSC will be charged upon the
redemption of Class B shares. Your redemption proceeds will be
invested in shares of the other fund on the next business day. Before you make
such a request, you must obtain and should review a copy of the current
prospectus of the fund being purchased. Prospectuses may be obtained
from Dreyfus Service Corporation. The prospectus will contain information
concerning minimum investment requirements and other conditions that
may apply to your purchase.
   
    You may redeem or exchange Fund shares by telephone if you
have checked the appropriate box on the Fund's Account Application or
have filed a Shareholder Services Form with the Transfer Agent. If you
select the TELETRANSFER Privilege or telephone exchange privilege, you
authorize the Transfer Agent to act on telephone instructions from any
person representing
         Page 50
himself or herself to be you, or a representative of your Service
Agent, and reasonably believed by the Transfer Agent to be
genuine. The Fund will require the Transfer Agent to employ reasonable
procedures, such as requiring a form of personal identification, to
confirm that instructions are genuine and, if it does not follow such
procedures, the Fund or the Transfer Agent may be liable for any losses
due to unauthorized or fraudulent instructions. Neither the Fund nor the
Transfer Agent will be liable for following telephone instructions
reasonably believed to be genuine.
    
    During times of drastic economic or market conditions, you
may experience difficulty in contacting the Transfer Agent by telephone
to request a TELETRANSFER redemption or an exchange of Series shares.
In such cases, you should consider using the other redemption procedures
described herein. Use of these other redemption procedures may result
in your redemption request being processed at a later time than it would
have been if TELETRANSFER redemption had been used. During the delay,
the Series' net asset value may fluctuate.
REGULAR REDEMPTION
    Under the regular redemption procedure, you may redeem shares
by written request mailed to Premier State Municipal Bond Fund, P.O.
Box 6587, Providence, Rhode Island 02940-6587. Written redemption
requests must specify the Class of shares being redeemed. Redemption requests
must be signed by each shareholder, including each owner of a joint account,
and each signature must be guaranteed. The Transfer Agent has adopted
standards and procedures pursuant to which signature-guarantees in
proper form generally will be accepted from domestic banks, brokers, dealers,
credit unions, national securities exchanges, registered securities
associations, clearing agencies and savings associations, as well as
from participants in the New York Stock Exchange Medallion Signature
Program, the Securities Transfer Agents Medallion Program ("STAMP"), and the
Stock Exchanges Medallion Program.
    Redemption proceeds of at least $1,000 will be wired to any
member bank of the Federal Reserve System in accordance with a
written signature-guaranteed request.
CHECK REDEMPTION PRIVILEGE - CLASS A SHARES
   
    If you hold Class A shares, you may request on the Account
Application, Shareholder Services Form or by later written request that
the Fund provide Redemption Checks drawn on the Fund's account.
Redemption Checks may be made payable to the order of any person in
the amount of $500 or more. Potential fluctuations in the net asset value of
the Class A shares should be considered in determining the amount of
the check. Redemption Checks should not be used to close your account.
Redemption Checks are free, but the Transfer Agent will impose a fee
for stopping payment of a Redemption Check upon your request or if the
Transfer Agent cannot honor the Redemption Check due to insufficient
funds or other valid reason. You should date your Redemption Checks
with the current date when you write them. Please do not postdate your
Redemption Checks. If you do the Transfer Agent will honor, upon presentment,
even if presented before the date of the check, all postdated Redemption
Checks which are dated within six months of presentment for payment,
if they are otherwise in good order. Class A shares for which certificates
have been issued may not be redeemed by Redemption Check. This
Privilege may be modified or terminated at any time by the Fund or the
Transfer Agent upon notice to holders of Class A shares.
    
TELETRANSFER PRIVILEGE
   
    You may redeem 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
       Page 51
of the redemption request or, at your request, paid by check
(maximum $150,000 per day) and mailed to your address. Holders of jointly
registered Fund or bank accounts may redeem through the
TELETRANSFER Privilege for transfer to their bank account only up to
$250,000 within any 30-day period. The Fund reserves the right to refuse
any request made by telephone, including requests made shortly after a
change of address, and may limit the amount involved or the number of such
requests. The Fund may modify or terminate this Privilege at any time or
charge a service fee upon notice to shareholders. No such fee currently
is contemplated.
    
    If you have selected the TELETRANSFER Privilege, you may
request a TELETRANSFER  redemption of Fund shares by telephoning
1-800-221-4060 or, if you are calling from overseas, call 1-401-455-3306.
Shares issued in certificate form are not eligible for this Privilege.
REDEMPTION THROUGH A SELECTED DEALER
    If you are a customer of a Selected Dealer, you may make
redemption requests to your Selected Dealer. If the Selected Dealer
transmits the redemption request so that it is received by the Transfer
Agent prior to the close of trading on the floor of the New York Stock
Exchange (currently 4:00 p.m., New York time), the redemption request
will be effective on that day. If a redemption request is received by the
Transfer Agent after the close of trading on the floor of the New York
Stock Exchange, the redemption request will be effective on the next
business day. It is the responsibility of the Selected Dealer to transmit
a request so that it is received in a timely manner. The proceeds of the
redemption are credited to your account with the Selected Dealer. See
"How to Buy Fund Shares" for a discussion of additional conditions or
fees that may be imposed upon redemption.
    In addition, Dreyfus Service Corporation will accept orders
from Selected Dealers with which it has sales agreements for the
repurchase of shares held by shareholders. Repurchase orders received
by dealers by the close of trading on the floor of the New York Stock
Exchange on any business day and transmitted to Dreyfus Service
Corporation by the close of its business day (normally 5:15 p.m., New
York time) are effected at the price determined as of the close of
trading on the floor of the New York Stock Exchange on that day.
Otherwise, the shares will be redeemed at the next determined net
asset value. It is the responsibility of the dealer to transmit orders on a
timely basis. The dealer may charge the shareholder a fee for executing
the order. This repurchase arrangement is discretionary and may be
withdrawn at any time.
REINVESTMENT PRIVILEGE - CLASS A SHARES
    Upon written request, you may reinvest up to the number of
Class A shares you have redeemed, within 30 days of redemption, at the
then-prevailing net asset value without a sales load, or reinstate your
account for the purpose of exercising the Exchange Privilege. The
Reinvestment Privilege may be exercised only once.
DISTRIBUTION PLAN AND SHAREHOLDER SERVICES PLAN
   
    Class A and Class B shares are subject to a Shareholder
Services Plan and only Class B shares are subject to a Distribution Plan.
    
DISTRIBUTION PLAN
    Under the Distribution Plan, adopted pursuant to Rule 12b-1
under the Investment Company Act of 1940, the Fund pays Dreyfus
Service Corporation for advertising, marketing and distributing Class B shares
of each Series at an annual rate of .50 of 1% of the value of the average
daily net assets of Class B. Under the Distribution Plan, Dreyfus Service
Corporation may make payments to Service Agents in respect of these
services. Dreyfus Service Corporation determines the amounts to be
paid to Service Agents. Service Agents receive such fees in respect of the
average daily value of the Class B shares owned by their clients. From
time to time, Dreyfus Service Corporation may defer or waive receipt
of fees under the Distribution Plan while retaining the ability to be paid
by the Fund under the Distribution Plan thereafter. The fees payable to
Dreyfus Service Corporation under the Distribution Plan
           Page 52
for advertising, marketing and distributing Class B shares and for payments
to Service Agents are payable without regard to actual expenses incurred.
SHAREHOLDER SERVICES PLAN
    Under the Shareholder Services Plan, the Fund pays Dreyfus
Service Corporation for the provision of certain services to the holders
of Class A and Class B shares a fee at the annual rate of .25 of 1% of
the value of the average daily net assets of Class A and Class B. The
services provided may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Fund
providing reports and other information, and services related to the
maintenance of shareholder accounts. Dreyfus Service Corporation may and
make payments to Service Agents in respect of these services. Dreyfus
Service Corporation determines the amounts to be paid to Service Agents.
Each Service Agent is required to disclose to its clients any compensation
payable to it by the Fund pursuant to the Shareholder Services Plan and
any other compensation payable by their clients in connection with the
investment of their assets in Class A or Class B shares.
DIVIDENDS, DISTRIBUTIONS AND TAXES
DIVIDENDS AND DISTRIBUTIONS
    Each Series of the Fund ordinarily declares dividends from
its net investment income on each day the New York Stock Exchange is
open for business. Fund shares begin earning income dividends on the day
immediately available funds ("Federal Funds" (monies of member banks
within the Federal Reserve System which are held on deposit at a
Federal Reserve Bank)) are received by the Transfer Agent in written or
telegraphic form. If a purchase order is not accompanied by remittance
in Federal Funds, there may be a delay between the time the purchase
order becomes effective and the time the shares purchased start earning
dividends. If your payment is not made in Federal Funds, it must be
converted into Federal Funds. This usually occurs within one business
day of receipt of a bank wire and within two business days of receipt of a
check drawn on a member bank of the Federal Reserve System. Checks
drawn on banks which are not members of the Federal Reserve System may
take considerably longer to convert into Federal Funds.
   
    Dividends usually are paid on the last calendar day of each
month and are automatically reinvested in additional shares of the
Series and the same Class from which they were paid at net asset value
without a sales load or, at your option, paid in cash. Each Series' 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 by
each Series from its net realized securities gains, if any, generally are
declared and paid once a year, but the Series may make distributions on
a more frequent basis to comply with distribution requirements of the
Code, in all events in a manner consistent with the provisions of the
Investment Company Act of 1940. No Series will make distributions
from its 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 shares of the Series
and the same Class from which they were paid at net asset value. All
expenses are accrued daily and deducted before declaration of dividends
to investors.
    
    Dividends paid by each Class will be calculated at the same
time and in the same manner and will be of the same amount, except
that the expenses attributable solely to Class A or Class B will be borne
exclusively by such Class. Class B will receive lower per share
dividends than Class A shares because of the higher expenses borne by Class B.
See "Fee Table."
FEDERAL TAX TREATMENT
   
    Under the Code, each Series of the Fund is treated as a
separate corporation for purposes of qualification and taxation as a
regulated investment company. Except for dividends from Taxable
Investments, the Fund anticipates that substantially all dividends paid
by a Series from net investment income will not be subject to Federal
income tax. Dividends derived from
            Page 53
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 or not reinvested. Distributions from net realized long-term
securities gains of a Series generally are subject to Federal income
tax as long-term capital gains if you are a citizen or resident of
the United States. Dividends and distributions attributable to gains
derived from securities transactions and from the use of certain of
the investment techniques described under "Description of the
Fund - Investment Techniques," will be subject to Federal income
tax. No dividend paid by any Series will qualify for the dividends
received deduction allowable to certain U.S. corporations. 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
shares of any Series which is deemed to relate to exempt-interest
dividends is not deductible.
    
    The Code provides for the "carryover" of some or all of the
sales load imposed on Class A shares of a Series if you exchange your
Class A shares for shares of another Series or fund advised by The
Dreyfus Corporation within 91 days of purchase and such other Series
or other fund reduces or eliminates its otherwise applicable sales load
charge for the purpose of the exchange. In this case, the amount of your
sales load charge for Class A shares, up to the amount of the reduction
of the sales load charge on the exchange, is not included in the basis of
your Class A shares for purposes of computing gain or loss on the
exchange, and instead is added to the basis of the other Series or fund
shares received on the exchange.
    Although all or a substantial portion of the dividends paid
by each Series may be excluded by shareholders of the Series from their
gross income for Federal income tax purposes, each Series may
purchase specified private activity bonds, the interest from which may be
(i) a preference item for purposes of the alternative minimum tax, (ii) a
component of the "adjusted current earnings" preference item for
purposes of the corporate alternative minimum tax as well as a component in
computing the corporate environmental tax or (iii) a factor in
determining the extent to which a shareholder's Social Security
benefits are taxable. If a Series purchases such securities, the portion of
the Series' 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 a Series. If a Series pays dividends derived from
taxable income, it intends to designate as taxable the same percentage
of the day's dividends as the actual taxable income earned on that day
bears to total income earned on that day. Thus, the percentage of the
dividend designated as taxable, if any, may vary from day to day.
    Federal regulations generally require the Fund to withhold
("backup withholding") and remit to the U.S. Treasury 31% of taxable
dividends, distributions from net realized securities gains and the
proceeds of any redemption, regardless of the extent to which gain or
loss may be realized, paid to a shareholder if such shareholder fails to
certify either that the TIN furnished in connection with opening an
account is correct, or that such shareholder has not received notice
from the IRS of being subject to backup withholding as a result of a failure
to properly report taxable dividend or interest income on a Federal
income tax return. Furthermore, the IRS may notify the Fund to institute
backup withholding if the IRS determines a shareholder's TIN is
incorrect or if a shareholder has failed to properly report taxable dividend
and interest income on a Federal income tax return.
        Page 54
    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 each Series (other than
the Colorado and Oregon Series which had not commenced operations)
has qualified for the fiscal year ended April 30, 1994 as a "regulated
investment company" under the Code. It is expected that each of the
Colorado and Oregon Series will qualify as a "regulated investment
company" under the Code so long as such qualification is in the best
interests of such Series' shareholders. Each such Series intends to
continue to so qualify, if such qualification is in the best interests of
its shareholders. Qualification as a regulated investment company
relieves the Series of any liability for Federal income taxes to the
extent its earnings are distributed in accordance with applicable
provisions of the Code. Each Series of 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.
    
STATE AND LOCAL TAX TREATMENT
    Each Series will invest primarily in Municipal Obligations of
the State after which the Series is named. Except to the extent
specifically noted below, dividends by a Series are not subject to an
income tax by such State to the extent that the dividends are
attributable to interest on such Municipal Obligations. However, some
or all of the other dividends or distributions by a Series may be taxable by
those States that have income taxes, even if the dividends or
distributions are attributable to income of the Series derived from
obligations of the United States or its agencies or instrumentalities.
    The Fund anticipates that a substantial portion of the
dividends paid by each Series will not be subject to income tax of the
State after which the Series is named. However, to the extent that you
are obligated to pay State or local taxes outside of such State,
dividends earned by an investment in such Series may represent taxable
income. Also, all or a portion of the dividends paid by a Series that are
not subject to income tax of the State after which the Series is named
may be a preference item for such State's alternative minimum tax
(where imposed). Finally, you should be aware that State and local taxes,
other than those described above, may apply to the dividends, distributions
or shares of a Series.
    The paragraphs below discuss the State tax treatment of
dividends and distributions by each Series to residents of the State
after which the Series is named. Investors should consult their own tax
advisers regarding specific questions as to Federal, State and local
taxes.
ARIZONA SERIES
    Dividends paid by the Series are not subject to Arizona
individual and corporate income taxes to the extent that such dividends
are derived from income received by the Series as interest from
Arizona Municipal Obligations, or from direct obligations of the United
States, certain Federal agency obligations, or obligations issued by the
governments of Puerto Rico, Virgin Islands or Guam. Dividends derived
from other sources including distributions that qualify as capital gain
dividends for Federal income tax purposes may be taxable by Arizona. In
addition, any gain realized on the redemption, sale or exchange of Series
shares is subject to Arizona income tax.
    Shares of the Arizona Series are not subject to property
taxation by the State of Arizona or its political subdivisions.
COLORADO SERIES
    Dividends paid by the Series to a Colorado resident
individual, trust or estate, or corporation doing business in Colorado,
will be exempt from Colorado income tax to the extent that such
dividends qualify as exempt-interest dividends of a regulated investment
company under Section 852(b)(5) of the Code that are derived from interest
received by the Series from (a) obligations of Colorado or its political
subdivisions issued on or after May 1, 1980, or if issued before May 1,
1980, to the extent such interest is specifically exempt from income
taxation
          Page 55
under the laws of the State of Colorado authorizing the
issuance of such obligations, (b) obligations of the United States or its
possessions to the extent included in Federal taxable income, and (c)
obligations of territories and possessions of the United States to the extent
Federal law exempts interest on such obligations from taxation by the
states. To the extent that Series, dividends and distributions are
attributable to sources not described in the preceding sentence, such as
short or long-term capital gains from investments sold or disposed of
by the Series, such dividends and distributions will not be exempt from
Colorado income tax.
    The shares of the Colorado Series are not subject to property
taxation by Colorado or its political subdivisions.
CONNECTICUT SERIES
   
    Dividends by the Series that qualify as exempt-interest
dividends for Federal income tax purposes are not subject to the
Connecticut income tax on individuals, trusts and estates, to the extent
that such dividends are derived from income received by the Series as
interest from Connecticut Municipal Obligations or obligations the
interest with respect to which Connecticut is prohibited by Federal law
from taxing. Dividends derived from other sources are taxable by
Connecticut except that distributions qualifying as capital gains
dividends for Federal income tax purposes may not be taxable by
Connecticut to the extent derived from Connecticut Municipal
Obligations. In the case of a shareholder subject to the Connecticut income
tax and required to pay the Federal alternative minimum tax, the portion of
exempt-interest dividends paid by the Series that is derived from income
received by the Series as interest from Connecticut Municipal
Obligations or obligations the interest with respect to which Connecticut is
prohibited by Federal law from taxing and that is treated as a
preference item for purposes of the Federal alternative minimum tax is not
subject to the net Connecticut minimum tax.
    
    Dividends qualifying as exempt-interest dividends for Federal
income tax purposes that are distributed by the Series to entities taxed
as corporations under the Connecticut corporation business tax are not
exempt from that tax.
    The shares of the Series are not subject to property taxation
by the State of Connecticut or its political subdivisions.
FLORIDA SERIES
    Dividends or distributions by the Fund to a Florida
individual resident are not taxable by Florida. However, Florida imposes
an intangible personal property tax on shares of the Series owned by a
Florida resident on January 1 of each year unless such shares qualify for
an exemption from the tax.
    Dividends qualifying as exempt-interest dividends for Federal
income tax purposes as well as other Federally taxable dividends and
distributions that are distributed by the Series to entities taxed as
corporations under Florida law may not be exempt from the Florida
corporate income tax.
    The Fund has received a Technical Assistance Advisement from
the State of Florida, Department of Revenue, to the effect that Florida
Series' shares owned by a Florida resident will be exempt from the
intangible personal property tax so long as the Series' portfolio
includes only assets, such as notes, bonds, and other obligations issued
by the State of Florida or its municipalities, counties, and other taxing
districts, the United States Government, and its agencies, Puerto Rico,
Guam, and the U.S. Virgin Islands, and other assets which are exempt
from that tax.
GEORGIA SERIES
    Dividends and distributions by the Georgia Series to a
Georgia resident that are attributable to interest on Georgia Municipal
Obligations or direct obligations of the United States and its
territories and possessions are not subject to the State of Georgia
income tax. Dividends or other distributions by the Series which are
attributable to other sources, including all distributions that qualify
as capital gains dividends for Federal income tax purposes, are subject
to the State of Georgia income tax at the applicable rate.
     Page 56
    There is no specific statutory or regulatory exception that
would exempt shares of a regulated investment company, including
regulated investment companies that only hold Municipal Obligations or
other direct obligations of the United States and its territories and
possessions, from the Georgia intangibles tax. The Georgia Department of
Revenue has taken the position that the fair market value of a regulated
investment company's shares are subject to Georgia's intangibles tax
regardless of the tax exempt character of the obligations in which the
Series invests or the tax exempt income generated by such investments.
MARYLAND SERIES
    Dividends and distributions by the Series to a Maryland
resident (including individuals, corporations, estates or trusts who are
subject to Maryland state and local income tax) will not be subject to
tax in Maryland to the extent that such dividends or distributions (a)
qualify, for Federal income tax purposes, as exempt-interest dividends of
a regulated investment company and are attributable to (i) interest on
Maryland Municipal Obligations or (ii) interest on obligations of the
United States or an authority, commission, instrumentality, possession or
territory of the United States, or (b) are attributable to gain realized
by the Series from the sale or exchange of Maryland Municipal Obligations
or obligations of the United States or an authority, commission or
instrumentality thereof. To the extent that distributions by the Series
are attributable to sources other than those described above, such as (x)
interest on obligations issued by states other than Maryland or (y)
income from repurchase agreements, such distributions will not be exempt
from Maryland state and local income taxes. In addition, any gain
realized by a shareholder upon a redemption or exchange of Series
shares will be subject to Maryland taxation.
    Maryland presently includes in taxable net income items of
tax preferences as defined in the Code. Interest paid on certain private
activity bonds constitutes a tax preference. Accordingly, subject to a
threshold amount, 50% of any distributions by the Series attributable to
such private activity bonds will not be exempt from Maryland state and
local income taxes. Interest on indebtedness incurred (directly or
indirectly) by a shareholder of the Series to purchase or carry shares of
the Series will not be deductible for Maryland state and local income
tax purposes to the extent such interest is allocable to exempt-interest
dividends.
   
    In the event the Series fails to qualify as a regulated
investment company, the Series would be subject to corporate Maryland
income tax and distributions generally would be taxable as ordinary
income to the shareholders.
    
    Individuals will not be subject to personal property tax on
their shares of the Maryland Series.
MASSACHUSETTS SERIES
    Dividends by the Series to a Massachusetts resident are not
subject to the Massachusetts personal income tax to the extent that the
dividends are attributable to income received by the Series from
Massachusetts Municipal Obligations or direct U.S. Government
obligations, and are properly designated as such. Distributions of
capital gain dividends by the Series to a Massachusetts resident are not
subject to the Massachusetts personal income tax to the extent such
distributions are attributable to gain from the sale of certain
Massachusetts Municipal Obligations the gain from which is exempt from
the Massachusetts personal income tax, and the distributions are properly
designated as such. Dividends or distributions by the Series to a
Massachusetts resident that are attributable to most other sources are
subject to the Massachusetts personal income tax. In addition,
distributions from the Series may be included in the net income
measure of the corporate excise tax for corporate shareholders who are
subject to the Massachusetts corporate excise tax. The Series believes that
distributions from net realized long-term securities gains that are
taxable by Massachusetts are reportable as long-term capital gains,
irrespective of how long the resident has held shares in the Series.
    The shares of the Series are not subject to property taxation
by Massachusetts or its political subdivisions.
      Page 57
MICHIGAN SERIES
    Dividends by the Series to a Michigan resident individual are
not subject to the Michigan personal income tax and are excluded from the
taxable income base of the Michigan intangibles tax to the extent that
the dividends are attributable to income received by the Series as
interest from the Series' investment in Michigan Municipal Obligations,
obligations of U.S. possessions, as well as direct U.S. Government
obligations. Dividends or distributions by the Series to a Michigan
resident that are attributable to most other sources are subject to both
the Michigan personal income tax and are included in the taxable income
base of the Michigan intangibles tax.
    For Michigan personal income and intangibles tax purposes,
the proportionate share of dividends from the Series' net investment
income from other than Michigan Municipal Obligations and from
distributions from any short-term or long-term capital gains will be
included in Michigan taxable income and will be included in the taxable
income base of the Michigan intangibles tax, except that dividends from
net investment income or distributions from capital gains reinvested in
Series' shares are exempt from such tax. Additionally, for Michigan
personal income tax purposes, any gain or loss realized when the
shareholder sells or exchanges Series' shares will be included in
Michigan taxable income.
    Persons engaging in business activities in Michigan may be
subject to the Michigan Single Business Tax and should consult their tax
advisers with respect to the application of such tax in connection with
an investment in the Series.
MINNESOTA SERIES
    Dividends by the Series to a Minnesota resident are not
subject to the Minnesota personal income tax to the extent that the
dividends are attributable to income received by the Series as interest
from Minnesota Municipal Obligations, but only if the dividends so
attributable represent 95% or more of the exempt-interest dividends that
are paid by the Series. However, dividends paid by the Series to a
Minnesota resident are not subject to the Minnesota personal income tax
to the extent that the dividends are attributable to income received by
the Series as interest from a Series' investment in direct U.S.
Government obligations. Dividends and distributions by the Series to a
Minnesota resident that are attributable to most other sources are
subject to the Minnesota personal income tax. Dividends and distributions
from the Series will be included in the determination of taxable net
income of corporate shareholders who are subject to Minnesota income
(franchise) taxes. In addition, dividends attributable to interest
received by the Series that is a preference item for Federal income tax
purposes, whether or not such interest is from a Minnesota Municipal
Obligation, may be subject to the Minnesota alternative minimum tax.
    The shares of the Series are not subject to property taxation
by Minnesota or its political subdivisions.
NORTH CAROLINA SERIES
   
    Dividends paid by the North Carolina Series to a North
Carolina resident that are attributable to interest on North Carolina
Municipal Obligations or direct U.S. Government obligations are not
subject to the North Carolina income tax. Dividends and distributions
attributable to gain realized by the Series from the sale or exchange of
certain North Carolina Municipal Obligations will not be included in the
North Carolina taxable income of a resident individual, trust or estate.
Other dividends or distributions which are attributable to net realized
securities gains and most other sources are subject to the North Carolina
income tax at the applicable rate. Gain realized by a North Carolina
resident shareholder from the sale or exchange of an interest held in the
North Carolina Series also will be subject to the North Carolina income
tax at the applicable rate.
    
   
    Shares of the North Carolina Series are not subject to the
North Carolina tax on intangible personal property, provided that at
least 80% of the North Carolina Series' investments are North Carolina
Municipal Obligations and the balance of the investments are direct
obliga-
           Page 58
tions of the U.S. Government and assuming the Series complies with
certain procedural notification requirements. To the extent that the
investment portfolio of the North Carolina Series does not meet this
test, the portfolio may be partially or wholly subject to the North
Carolina tax on intangible personal property.
    
    To the extent that dividends and distributions from the North
Carolina Series increase the surplus of a corporate shareholder required
to file a North Carolina franchise tax return, such increase in the
surplus will be subject to the North Carolina franchise tax.
OHIO SERIES
    Dividends paid by the Series to an Ohio resident, or to a
corporation subject to the Ohio Corporation Franchise Tax, are not
subject to Ohio state and local income taxes or the net income basis of
the Ohio Corporation Franchise Tax to the extent that such dividends are
attributable to income received by the Series as interest from Ohio
Municipal Obligations and direct obligations of the United States,
certain Federal agencies and certain U.S. territories. Dividends or
distributions paid by the Series to an Ohio resident, or to a corporation
subject to the Ohio Corporation Franchise Tax, that are attributable to
most other sources are subject to Ohio state and local income taxes and
are includable in the net income basis of the Ohio Corporation Franchise
Tax. The shares of the Series are not subject to property taxation by the
State of Ohio or its political subdivisions, except when held by a
"dealer in intangibles" (generally, a person in the lending or brokerage
business), a decedent's estate, an Ohio insurance company, or a
corporation taxed on the net worth basis of the Ohio Corporation
Franchise Tax.
OREGON SERIES
   
    Dividends paid by the Series to an Oregon resident
individual, trust or estate are exempt from Oregon personal income tax to
the extent that such dividends qualify as exempt-interest dividends for
federal income tax purposes and such dividends are attributable to
interest on tax-exempt obligations of the State of Oregon and its
political as subdivisions and authorities or on obligations issued by the
governments of Puerto Rico, the U.S. Virgin Islands, Guam and the
Northern Mariana Islands. To the extent that the Series' dividends and
distributions are attributable to sources not described in the preceding
sentence, such as short- or long-term capital gains from investments sold
or disposed of by the Series, such dividends and distributions will not
be exempt from Oregon income tax. In addition, dividends and
distributions paid by the Oregon Series are expected to be fully
includable in income in determining the Oregon excise tax on
corporations.
    
    The shares of the Oregon Series are not subject to property
taxation by Oregon or its political subdivisions.
PENNSYLVANIA SERIES
   
    Dividends by the Series will not be subject to the
Pennsylvania personal income tax to the extent that the dividends are
attributable to interest received by the Series from its investments in
Pennsylvania Municipal Obligations and U.S. Government obligations,
including obligations issued by U.S. possessions. Dividends by the Series
will not be subject to the Philadelphia School District investment income
tax to the extent that the dividends are attributable to interest
received by the Series from its investments in Pennsylvania Municipal
Obligations and U.S. obligations, including obligations issued by U.S.
possessions. Dividends or distributions by the Series to a Pennsylvania
resident that are attributable to most other sources may be subject to
the Pennsylvania personal income tax and (for residents of
Philadelphia) to the Philadelphia School District investment net income tax.
    
   
    Dividends paid by the Series which are considered "exempt-interest
dividends" for Federal income tax purposes are not subject to the
Pennsylvania Corporate Net Income Tax, but other dividends or
distributions paid by the Series may be subject to that tax. An
additional deduction from Pennsylvania taxable income is permitted for
dividends or distributions paid by the Series attributable to interest
received by the Series from its investments in
           Page 59
Pennsylvania Municipal Obligations and U.S. Government obligations to the
extent included in Federal taxable income, but such a deduction is reduced
by any interest on indebtedness incurred to carry the securities and other
expenses incurred in the production of such interest income, including expenses
deducted on the Federal income tax return that would not have been
allowed under the Code if the interest were exempt from federal income
tax. It is the current position of the Department of Revenue of the
Commonwealth of Pennsylvania that Series shares are not considered exempt
assets (with a pro rata exclusion based on the value of the Series
attributable to its investments in Pennsylvania Municipal Obligations and
U.S. Government obligations, including obligations issued by U.S.
possessions) for purposes of determining a corporation's capital stock
value subject to the Pennsylvania Capital Stock/Franchise Tax.
    
    Shares of the Series are exempt from Pennsylvania county
personal property taxes and (as to residents of Pittsburgh) from
personal property taxes imposed by the City of Pittsburgh and the School
District of Pittsburgh to the extent that the portfolio of the Series
consists of Pennsylvania Municipal Obligations and U.S. Government
obligations, including obligations issued by U.S. possessions.
TEXAS SERIES
    All dividends and distributions by the Series to Texas
resident individuals are not subject to taxation by Texas. However, Texas
recently enacted significant changes to its franchise tax law for
reporting years beginning January 1, 1992 and thereafter. These changes
include the imposition of a tax measured by earned surplus, in addition
to the traditional tax on a corporation's capital. The Texas franchise
tax on earned surplus is applicable only to the extent that it exceeds
the franchise tax on capital. For Texas franchise tax purposes, earned
surplus is computed by reference to Federal taxable income. Thus, any
amounts subject to Federal income tax that are payable by the Series to
corporations doing business in or incorporated in Texas generally will be
included in the earned surplus component of the Texas franchise tax, to
the extent such earned surplus is apportioned to Texas. Dividends and
other distributions not subject to Federal income tax generally will be
excluded from the calculation of the earned surplus component.
    Both the capital tax and earned surplus tax components of the
Texas franchise tax are computed by reference to the portion of the
corporation's capital or earned surplus based on the corporation's gross
receipts derived from Texas. To the extent dividend and interest payments
are made by a non-Texas entity, such dividends and payments are not
considered to be Texas sourced receipts for franchise tax appointment
purposes.
    Dividends and distributions by the Series to corporations
doing business in or incorporated in Texas will not be considered Texas
sourced "gross receipts" for either component of the Texas franchise tax.
Effective with franchise tax reports originally due after January l,
1994 (which are based upon accounting years ending in 1993), other
distributions from the Series to corporations doing business in or
incorporated in Texas (such as the proceeds resulting from net gain upon
the sale of Series bonds) may be allocable to Texas as Texas sourced
gross receipts for the earned surplus component of the franchise tax if:
(l) the activities of the recipient corporation do not have a sufficient
unitary connection with that corporation's other activities conducted
within the state giving rise to the underlying sale of such assets; and
(2) the recipient corporation has its commercial domicile in Texas.
    The shares of the Series are not subject to property taxation
by Texas or its political subdivisions.
VIRGINIA SERIES
   
    Dividends paid by the Series to a Virginia resident or a
corporation doing business in Virginia are exempt from Virginia income
tax to the extent that the dividends are attributable to (a) Virginia
Municipal Obligations, (b) obligations of the United States or any
authority, commission or instrumentality of the United States in the
exercise of the borrowing power of
         Page 60
the United States and backed by the full faith and credit of the United
States, or (c) obligations issued by particular Federal or Virginia agencies
or political subdivisions whose enabling statute exempts from state taxation
interest or dividends paid on securities of such entity; provided, that the
exempt portion of dividends can be determined with reasonable certainty and
substantiated if taxable income is commingled with exempt income. Other
dividends and distributions, including distributions of capital gains
attributable to the aforementioned obligations, are subject to Virginia income
tax unless specifically exempted by statutory provisions creating the agency or
political subdivisions.
    
PERFORMANCE INFORMATION
    For purposes of advertising, performance for each Class of
shares may be calculated on several bases, including current yield, tax
equivalent yield, average annual total return and/or total return.
    These total return figures reflect changes in the price of
the shares and assume that any income dividends and/or capital gains
distributions made by the Fund during the measuring period were
reinvested in shares of the same Class. Class A total return figures
include the maximum initial sales charge and Class B total return figures
include any applicable CDSC. These figures also take into account any
applicable service and distribution fees. As a result, at any given time,
the performance of Class B should be expected to be lower than that of
Class A. Performance for each Class will be calculated separately.
    Current yield refers to each Series' annualized net
investment income per share over a 30-day period, expressed as a
percentage of the maximum offering price per share in the case of Class A
or the net asset value in the case of Class B at the end of the period.
For purposes of calculating current yield, the amount of net investment
income per share during that 30-day period, computed in accordance with
regulatory requirements, is compounded by assuming that it is reinvested
at a constant rate over a six-month period. An identical result is then
assumed to have occurred during a second six-month period which, when
added to the result for the first six months, provides an "annualized"
yield for an entire one-year period. Calculations of each Series' current
yield may reflect absorbed expenses pursuant to any undertaking that may
be in effect. See "Management of the Fund."
    Tax equivalent yield is calculated by determining the pre-tax
yield which, after being taxed at a stated rate, would be equivalent to a
stated current yield calculated as described above.
   
    Average annual total return is calculated pursuant to a
standardized formula which assumes that an investment in a Series of the
Fund was purchased with an initial payment of $1,000 and that the
investment was redeemed at the end of a stated period of time, after
giving effect to the reinvestment of dividends and distributions during
the period. The return is expressed as a percentage rate which, if
applied on a compounded annual basis, would result in the redeemable
value of the investment at the end of the period. Advertisements of each
Series' performance will include each Series' average annual total return
for Class A and Class B for one, five and ten year periods, or for
shorter periods depending upon the length of time during which each
Series has operated. Computations of average total return for periods of
less than one year represent an annualization of the Fund's actual total
return for the applicable period. A Series' actual total return for its
first full year of operation cannot be predicted and is therefore likely
to be different from any such annualized computation.
    
    Total return is computed on a per share basis and assumes the
reinvestment of dividends and distributions. Total return generally is
expressed as a percentage rate which is calculated by combining the
income and principal changes for a specified period and dividing by the
maximum offering price per share in the case of Class A or the net
asset value in the case of Class B at the beginning of the period.
Advertisements may include the percentage rate of total return or may
include the value of a hypothetical investment at the end of the period
          Page 61
which assumes the application of the percentage rate of total return.
Total return may also be calculated by using the net asset value per
share at the beginning of the period instead of the maximum offering
price per share at the beginning of the period for Class A shares or
without giving effect to any applicable CDSC at the end of the period for
Class B shares. Calculations based on the net asset value per share do
not reflect the deduction of the applicable sales charge which, if
reflected, would reduce the performance quoted.
    Performance will vary from time to time and past results are
not necessarily representative of future results. Investors should
remember that performance is a function of portfolio management in
selecting the type and quality of portfolio securities and is affected by
operating expenses. Performance information, such as that described
above, may not provide a basis for comparison with other investments or
other investment companies using a different method of calculating
performance.
    Comparative performance information may be used from time to
time in advertising the Fund's shares, including data from Lipper
Analytical Services, Inc., Moody's Bond Survey Bond Index, Lehman
Brothers Municipal Bond Index, Morningstar, Inc. and other industry
publications.
GENERAL INFORMATION
   
    The Fund was organized as an unincorporated business trust
under the laws of the Commonwealth of Massachusetts pursuant to an
Agreement and Declaration of Trust (the "Trust Agreement") dated
September 19, 1986. On July 2, 1990, the Fund's name was changed from
Premier State Tax Exempt Bond Fund to Premier State Municipal Bond Fund.
The Fund is authorized to issue an unlimited number of shares of
beneficial interest, par value $.001 per share. The Fund's shares are
classified into two classes - Class A and Class B. Each share has one
vote and shareholders will vote in the aggregate and not by class except
as otherwise required by law or when class voting is permitted by the
Board of Trustees. Holders of Class A and Class B shares will be entitled
to vote on matters submitted to shareholders pertaining to the
Shareholder Services Plan and only holders of Class B shares will be
entitled to vote on matters submitted to shareholders pertaining to the
Distribution Plan.
    
    To date, the Trustees have authorized the creation of fifteen
Series of shares. All consideration received by the Fund for shares of
one of the Series and all assets in which such consideration is invested,
will belong to that Series (subject only to the rights of creditors of
the Fund) and will be subject to the liabilities related thereto. The
income attributable to, and the expenses of, one Series would be treated
separately from those of the other Series.
    Rule 18f-2 under the Investment Company Act of 1940 provides
that any matter required to be submitted under the provisions of the
Investment Company Act of 1940 or applicable state law or otherwise, to
the holders of the outstanding voting securities of an investment company
such as the Fund will not be deemed to have been effectively acted upon
unless approved by the holders of a majority of the outstanding shares of
each Series affected by such matter. Rule 18f-2 further provides that a
Series shall be deemed to be affected by a matter unless it is clear that
the interests of each Series in the matter are identical or that the
matter does not affect any interest of such Series. However, the Rule
exempts the selection of independent accountants and the election of
trustees from the separate voting requirements of the Rule.
    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
        Page 62
the Fund, the shareholder paying such liability will be entitled to
reimbursement from the general assets of the Fund. The Trustees intend to
conduct the operations of the Fund in such a way so as to avoid, as far as
possible, ultimate liability of the shareholders for liabilities of the Fund.
As discussed under "Management of the Fund" in the Statement of Additional
Information, the Fund ordinarily will not hold shareholder meetings;
however, shareholders under certain circumstances may have the right to
call a meeting of shareholders for the purpose of voting to remove
Trustees.
    The Transfer Agent maintains a record of your ownership and
sends you confirmations and statements of account.
    Shareholder inquiries may be made by writing to the Fund at
144 Glenn Curtiss Boulevard, Uniondale, New York 11556-0144.
    NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY
REPRESENTATIONS OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS AND IN THE
FUND'S OFFICIAL SALES LITERATURE IN CONNECTION WITH THE OFFER OF THE FUND'S
SHARES, AND, IF GIVEN OR MADE, SUCH OTHER INFORMATION OR REPRESENTATIONS MUST
NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY THE FUND. THIS PROSPECTUS DOES
NOT CONSTITUTE AN OFFER IN ANY STATE IN WHICH, OR TO ANY PERSON TO WHOM, SUCH
OFFERING MAY NOT LAWFULLY BE MADE.






















                    PREMIER STATE MUNICIPAL BOND FUND
                      CLASS A AND CLASS B SHARES
                              PART B
                 (STATEMENT OF ADDITIONAL INFORMATION)

   
                            SEPTEMBER 1, 1994
    

   

           This Statement of Additional Information, which is not a prospectus,
supplements and should be read in conjunction with the current Prospectus of
Premier State Municipal Bond Fund (the "Fund"), dated September 1, 1994, as
it may be revised from time to time.  To obtain a copy of the Fund's
Prospectus, please write to the Fund at 144 Glenn Curtiss Boulevard,
Uniondale, New York 11556-0144.
    

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

           Dreyfus Service Corporation (the "Distributor"), a wholly-owned
subsidiary of the Manager, is the distributor of the Fund's shares.

                          TABLE OF CONTENTS
                                                                 Page
   

Investment Objective and Management Policies .................... B-2
Management of the Fund .......................................... B-10
Management Agreement   .......................................... B-15
Purchase of Fund Shares.......................................... B-17
Distribution Plan and Shareholder Services Plan ................. B-19
Redemption of Fund Shares ....................................... B-21
Shareholder Services ............................................ B-23
Determination of Net Asset Value................................. B-25
Dividends, Distributions and Taxes............................... B-26
Portfolio Transactions .......................................... B-27
Performance Information.......................................... B-28
Information About the Fund....................................... B-34
Custodian, Transfer and Dividend Disbursing Agent,
  Counsel and Independent Auditors............................... B-35
Appendix A....................................................... B-36
Appendix B....................................................... B-99
Financial Statements............................................. B-107
Report of Independent Auditors................................... B-117
    

               INVESTMENT OBJECTIVE AND MANAGEMENT POLICIES

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

           The average distribution of investments (at value) in Municipal
Obligations by ratings for the fiscal year ended April 30, 1994, computed on
a monthly basis, for each Series (except the Colorado and Oregon Series
which had not commenced operations until May 6, 1994) was as follows:
    
   

<TABLE>

Fitch             Moody's              Standard &
Investors         Investors            Poor's
Service, Inc.     Service, Inc.        Corporation      Arizona       Connecticut    Florida    Georgia
("Fitch")     or  ("Moody's")     or   ("S&P")          Series        Series         Series     Series
- --------          -----------          ------------     ------        -----------    ------     -------
<S>                 <C>                    <C>           <C>             <C>            <C>       <C>
AAA                 Aaa                    AAA           35.5%           27.7%          37.1%     45.1%
AA                  Aa                     AA            23.2            36.7           16.9      29.4
A                   A                      A             22.9            16.8           19.1      19.6
BBB                 Baa                    BBB            9.3            12.0           16.6       4.6
BB                  Ba                     BB             5.2             -               .5        .9
F-1                 MIG 1/P-1              SP-1/A-1       3.9              .4             .9        .4
Not Rated           Not Rated              Not Rated       -              6.4 (1)         8.9 (2)   -
                                                        -------         ---------       ---------  -----

                                                          100.0%         100.0%          100.0%   100.0%

</TABLE>
    


   
<TABLE>


                                                                       Maryland      Massachusetts    Michigan    Minnesota
Fitch          or             Moody's             or         S&P        Series         Series          Series      Series
- -----                         -------                        ---       --------      -------------    -------     ---------
<S>                          <C>                             <C>        <C>            <C>           <C>            <C>

AAA                           Aaa                             AAA        29.2%         44.0%          31.0%         35.4%
AA                            Aa                              AA         38.6          11.0           30.5          22.3
A                             A                               A          18.7          26.8           19.0          26.2
BBB                           Baa                             BBB         5.3          11.0           11.9          10.7
BB                            Ba                              BB           -            -              -              -
F-1                           MIG 1/P-1                       SP-1/A-1    1.2           -               .5           1.3
Not Rated                     Not Rated                       Not Rated   7.0 (3)       7.2 (4)        7.1 (5)       4.1 (6)
                                                                          -------       -------       -------        --------
                                                                           100.0%         100.0%        100.0%        100.0%

</TABLE>
    

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

(1) Included in the Not Rated category are securities
comprising 6.4% of the Series' market value which, while Not Rated, have
been determined by the Manager to be of comparable quality to securities in
the following rating categories:  Aaa/AAA (.1%), Baa/BBB (5.2%) and Ba/BB
(1.1%).
    
   
(2) Included in the Not Rated category are securities
comprising 6.1% of the Series' market value which, while Not Rated, have
been determined by the Manager to be of comparable quality to securities in
the following rating categories:  Aaa/AAA (.2%), Baa/BBB (4.4%), Ba/BB (.6%)
and B/B (.9%).
    
   
(3) Included in the Not Rated category are securities
comprising 6.1% of the Series' market value which, while Not Rated, have
been determined by the Manager to be of comparable quality to securities in
the following rating categories:  Aaa/AAA (.4%) and Baa/BBB (5.7%).
    
   
(4) Included in the Not Rated category are securities
comprising 6.1% of the Series' market value which, while Not Rated, have
been determined by the Manager to be of comparable quality to securities in
the following rating categories:  Aaa/AAA (.1%), A/A (.5%) and Baa/BBB
(5.5%).
    
   
(5) Included in the Not Rated category are securities
comprising 7.1% of the Series' market value which, while Not Rated, have
been determined by the Manager to be of comparable quality to securities in
the following rating categories:  Aaa/AAA (2.5%), A/A (.9%), Baa/BBB (2.5%)
and Ba/BB (1.2%).
    
   
(6) Included in the Not Rated category are securities
comprising 4.1% of the Series' market value which, while Not Rated, have
been determined by the Manager to be of comparable quality to securities in
the following rating categories:  Aaa/AAA (.6%) and Baa/BBB (3.5%).
    
<TABLE>
   


                                                              North
                                                              Carolina          Ohio       Pennsylvania        Texas
Fitch         or      Moody's            or      S&P          Series          Series         Series            Series
- -----                 -------                    ---          ------         -------       ------------        ------
<S>                    <C>                       <C>           <C>             <C>            <C>               <C>
AAA                    Aaa                       AAA           23.7%           22.1%          20.4%             24.8%
AA                     Aa                        AA            19.8             9.6           19.8              36.3
A                      A                         A             41.9            30.6           19.0              14.0
BBB                    Baa                       BBB           11.7            29.6           25.2              16.9
BB                     Ba                        BB              -                .6             .4               .1
F-1                    MIG 1/P-1                 SP-1/A-1        .3             1.2            2.7               1.2
Not Rated              Not Rated                 Not Rated      2.6 (7)         6.3 (8)       12.5 (9)           6.7(10)
                                                               --------        --------       --------          --------
                                                               100.0%          100.0%         100.0%            100.0%
</TABLE>
    

<TABLE>
   
                                                                 Virginia
Fitch        or            Moody's      or        S&P            Series
- -----                      -------                ---            -------
<S>                           <C>                 <C>             <C>
AAA                           Aaa                 AAA             25.4%
AA                            Aa                  AA               32.2
A                             A                   A                33.6
BBB                           Baa                 BBB               5.5
BB                            Ba                  BB                  -
F-1                           MIG 1/P-1           SP-1/A-1            -
Not Rated                     Not Rated           Not Rated          3.3 (11)
                                                                   ----------
                                                                    100.0%
</TABLE>
    



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

(7) Included in the Not Rated category are securities comprising 2.6% of the
Series' market value which, while Not Rated, have been determined by the
Manager to be of comparable quality to securities in the following rating
categories:  Aaa/AAA (.8%) and Baa/BBB (1.8%).
    
   
(8) Included under the Not Rated category are securities
comprising 6.3% of the Series' market value which, while Not Rated, have
been determined by the Manager to be of comparable quality to securities in
the following rating categories:   Aaa/AAA (3.1%), Baa/BBB (3.0%) and D
(.2%).
    
   
(9) Included under the Not Rated category are securities
comprising 12.5% of the Series' market value which, while Not Rated, have
been determined by the Manager to be of comparable quality to securities in
the following rating categories:  Aaa/AAA (4.7%), A/A (1.8%), Baa/BBB
(5.7%), Ba/BB (.2%) and F-1/MIG1/P-1/SP-1/A-1 (.1%).
    
   
(10)Included under the Not Rated category are securities
comprising 6.7% of the Series' market value which, while Not Rated, have
been determined by the Manager to be of comparable quality to securities in
the following rating categories:  Baa/BBB (6.2%) and F-1/MIG1/P-1/SP-1/A-1
(.5%).
    
   
(11) Included under the Not Rated category are securities
comprising 3.3% of the Series' market value which, while Not Rated, have
been determined by the Manager to be of comparable quality to securities in
the following rating categories:  Aaa/AAA (1.4%) and Baa/BBB (1.9%).
    



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

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

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

           A Series will purchase tender option bonds only when the Fund 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 Series.  Based
on the tender option bond agreement, the Fund expects to be able to value
the tender option bond at par; however, the value of the instrument will be
monitored to assure that it is valued at fair value.

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

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

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

           Lending Portfolio Securities.  To a limited extent, each Series may
lend its portfolio securities to brokers, dealers and other financial
institutions, provided it receives cash collateral which at all times is
maintained in an amount equal to at least 100% of the current market value
of the securities loaned.  By lending its portfolio securities, a Series can
increase its income through the investment of the cash collateral.  For
purposes of this policy, the Fund considers collateral consisting of U.S.
Government securities or irrevocable letters of credit issued by banks whose
securities meet the standards for investment by the Series to be the
equivalent of cash.  Such loans may not exceed 33-1/3% of the value of the
Series' total assets.  From time to time, the Series may return to the
borrower or a third party which is unaffiliated with the Series, and which
is acting as a "placing broker," a part of the interest earned from the
investment of collateral received for securities loaned.

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

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

           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 Series of an
underlying debt instrument, subject to an obligation of the seller to
repurchase, and the Series 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 Series under a repurchase agreement.  Repurchase
agreements are considered by the staff of the Securities and Exchange
Commission to be loans by the Series which entered into them.  In an attempt
to reduce the risk of incurring a loss on a repurchase agreement, each
Series will enter into repurchase  agreements only with domestic banks with
total assets in excess of one billion dollars or primary government
securities dealers reporting to the Federal Reserve Bank of New York, with
respect to securities of the type in which  such Series 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 Series 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 Series 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

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

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

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

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

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

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

           Investing in State Municipal Obligations.  Investors should review
the information in "Appendix A," which provides a brief summary of special
investment considerations and risk factors relating to investing in State
Municipal Obligations.
   

           Investment Restrictions.  The Fund has adopted the following
investment restrictions as fundamental policies (except investment restrictions
numbered 3 and 6) which will apply to each Series.  These restrictions (except
investment restrictions numbered 3 and 6) cannot be changed as to a Series
without approval by the holders of a majority (as defined in the
Investment Company Act of 1940 (the "Act")) of such Series' outstanding
voting shares.  Investment restrictions numbered 3 and 6 are not  fundamental
policies and may be changed by a vote of a majority of the Trustees at any time.
No Series may:
    

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

           2.        Borrow money, except to the extent permitted under the Act.
Transactions in futures and options and the entry into short sales
transactions do not involve any borrowing for purposes of this restriction.
    
   
           3.        Pledge, hypothecate, mortgage or otherwise encumber its
assets, except to the extent necessary to secure permitted borrowings.  The
deposit of assets in escrow in connection with the writing of covered put and
call options and the purchase of securities on a when-issued or delayed-
delivery basis and collateral arrangements with respect to initial or variation
margin for futures contracts and options on futures contracts or indexes
will not be deemed to be pledges of assets.
    

           4.        Purchase securities on margin, but may make margin deposits
in connection with transactions in futures, including those related to indexes,
and options on futures or indexes.

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

           6.        Enter into repurchase agreements providing for settlement
in more than seven days after notice or purchase securities which are illiquid
(which securities could include participation interests that are not subject
to the demand feature described in the Fund's Prospectus and floating and
variable rate demand obligations as to which the Fund cannot exercise the
demand feature described in the Fund's Prospectus on not more than seven
days' notice if there is no secondary market), if, in the aggregate, more
than 15% of the value of the Series' 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, or prevent the Fund from
purchasing and selling futures contracts, including those related to
indexes, and options on futures contracts or indexes.

           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; however, the Fund may lend each Series'
portfolio securities in an amount not to exceed 33-1/3% of the value of the
Series' total assets.  Any loans of portfolio securities will be made according
to guidelines established by the Securities and Exchange Commission and the
Fund's Trustees.

           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, 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 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 Series shares in certain states.
Should the Fund determine that a commitment is no longer in the best
interests of a Series and its shareholders, the Fund reserves the right to
revoke the commitment by terminating the sale of such Series in the state
involved.

           In addition, although not fundamental policies, the Pennsylvania
Series may vary its portfolio investments only to (i) eliminate unsafe
investments and investments not consistent with the preservation of capital or
the tax status of investments of the Pennsylvania Series; (ii) honor redemption
orders, meet anticipated redemption requirements and negate gains from
discount purchases; (iii) reinvest the earnings from securities in like
securities; or (iv) defray ordinarily administrative expenses.

           While not a fundamental policy, the Texas Series will not invest in
real estate limited partnerships.


                              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 and Officers of the Fund

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

PEGGY C. DAVIS, Trustee.  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.  Her address is c/o New York University
           School of Law, 249 Sullivan Street, New York, New York 10012.

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.  His address is 23 East 92nd Street, New York, New
           York 10128.

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

NATHAN LEVENTHAL, Trustee.  President of Lincoln Center for the Performing
           Arts, Inc.  Mr. Leventhal was Deputy Mayor for Operations of New York
           City from September 1979 to March 1984 and Commissioner of the
           Department of Housing Preservation and Development of New York City
           from February 1978 to September 1979.  Mr. Leventhal was an associate
           and then a member of the New York law firm of Poletti Freidin
           Prashker Feldman and Gartner from 1974 to 1978.  He was Commissioner
           of Rent and Housing Maintenance for New York City from 1972 to 1973.
           Mr.  Leventhal serves as Chairman of Citizens Union, a leader in the
           effort to reform and modernize City and State government.  His
           address is 70 Lincoln Center Plaza, New York, New York 10023-6583.
    

*RICHARD J. MOYNIHAN, Trustee, President and Investment Officer.  An
           employee of the Manager and an officer, director or trustee of other
           investment companies advised and administered by the Manager.  His
           address is 200 Park Avenue, New York, New York 10166.
   

           Each of the "non-interested" Trustees is also a trustee of General
California Municipal Money Market Fund, General New York Municipal Money
Market Fund, Premier California Municipal Bond Fund, Premier GNMA Fund,
Premier Insured Municipal Bond Fund, Premier Limited Term Municipal Bond
Fund, Premier Municipal Bond Fund and Premier New York Municipal Bond Fund
and a director of Dreyfus Appreciation Fund, Inc., General California
Municipal Bond Fund, Inc., General Government Securities Money Market Fund,
Inc., General Money Market Fund, Inc., General Municipal Bond Fund, Inc.,
General Municipal Money Market Fund, Inc., General New York Municipal Bond
Fund, Inc. and Premier Growth Fund, Inc.  Mr. Alexander is also a director
of The Dreyfus Socially Responsible Growth Fund, Inc. and The Dreyfus Third
Century Fund, Inc.
    

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

           Ordinarily meetings of shareholders for the purpose of electing
Trustees will not be held 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.  Under the Fund's Agreement and Declaration
of Trust, the Trustees are required to call a meeting of shareholders for
the purpose of voting upon the question of removal of any such Trustee when
requested in writing to do so by the shareholders of record of not less than
10% of the Fund's outstanding shares.
   

           The Fund does not pay any remuneration to its officers and Trustees
other than fees and expenses to Trustees who are not officers, directors,
employees or holders of 5% or more of the outstanding voting securities of
the Manager, which totalled $ 20,405 for the fiscal year ended April 30,
1994 for such Trustees as a group (except the Colorado and Oregon Series
which had not commenced operations).
    

Officers of the Fund Not Listed Above
   

JOSEPH P. DARCY, Vice President and Investment Officer.  Since May 1994, an
           employee of the Manger and an officer of other investment companies
           advised and administered by the Manager.  From October 1989 to May
           1994, he was Vice President and Portfolio Manager for Merrill Lynch
           Asset Management.
    

A. PAUL DISDIER, Vice President and Investment Officer.  An employee of the
           Manager and an officer of other investment companies advised and
           administered by the Manager.

KAREN M. HAND, Vice President and Investment Officer.  An employee of the
           Manager and an officer of other investment companies advised and
           administered by the Manager.

STEPHEN C. KRIS, Vice President and Investment Officer.  An employee of the
           Manager and an officer of other investment companies advised and
           administered by the Manager.

L. LAWRENCE TROUTMAN, Vice President and Investment Officer.  An employee of
           the Manager and an officer of other investment companies advised and
           administered by the Manager.

SAMUEL J. WEINSTOCK, Vice President and Investment Officer.  An employee of
           the Manager and an officer of other investment companies advised and
           administered by the Manager.

MONICA S. WIEBOLDT, Vice President and Investment Officer.  An employee of
            the Manager and an officer of other investment companies advised and
           administered by the Manager.

JILL C. SHAFFRO, Vice President and Investment Officer.  An employee of the
           Manager and an officer of other investment companies advised and
           administered by the Manager.

DANIEL C. MACLEAN, Vice President.  Vice President and General Counsel of
           the Manager, Secretary of the Distributor and an officer of other
           investment companies advised or administered by the Manager.

JEFFREY N. NACHMAN, Vice President-Financial.  Vice President--Mutual Fund
           Accounting of the Manager and an officer of other investment
           companies advised or administered by the Manager.

MARK N. JACOBS, Secretary.  Secretary and Deputy General Counsel of the
           Manager and an officer of other investment companies advised or
           administered by the Manager.

JOHN J. PYBURN, Treasurer.  Assistant Vice President of the Manager and an
           officer of other investment companies advised or administered by the
           Manager.

GREGORY S. GRUBER, Controller.  Senior Accounting Manager in the Fund
           Accounting Department of the Manager and an officer of other
           investment companies advised or administered by the Manager.

STEVEN F. NEWMAN, Assistant Secretary.  Associate General Counsel of the
           Manager and an officer of other investment companies advised or
           administered by the Manager.

CHRISTINE PAVALOS, Assistant Secretary.  Assistant Secretary of the Manager,
           the Distributor and other investment companies advised or
           administered by the Manager.

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

           Trustees and officers of the Fund, as a group, owned less than 1% of
the Fund's shares of beneficial interest outstanding on July 21, 1994.
    
   

           As of July 21, 1994, the following persons owned 5% or more of the
outstanding shares of beneficial interest of the Fund; Arizona Series Class
A: Merrill Lynch Pierce Fenner & Smith, Inc., Jacksonville, FL - 14.60%;
Rosemary Anderson Chapman, Paradise Valley, AZ - 10.60%; Arizona Series
Class B: Merrill Lynch Pierce Fenner & Smith, Inc., Jacksonville, FL -
7.30%; Colorado Series Class A: The Dreyfus Corporation, New York, NY -
53.80%; Gordon R. Gibson & Cheryl L. Gibson, Montrose, CO - 11.80%; Margaret
Leachman Beatty, Denver, CO - 12.80%; PaineWebber for the Benefit of Harry
and Jane Sigman, Denver, CO - 9.70%; Colorado Series Class B: The Dreyfus
Corporation, New York, NY - 17.90%; Connecticut Series Class A: Merrill
Lynch Pierce Fenner & Smith, Inc., Jacksonville, FL - 8.10%; Connecticut
Series Class B: Merrill Lynch Pierce Fenner & Smith, Inc., Jacksonville, FL
- - 6.30%; Florida Series Class B: Merrill Lynch Pierce Fenner & Smith, Inc.,
Jacksonville FL - 5.50%; Georgia Series Class B: Merrill Lynch Pierce
Fenner & Smith, Inc., Jacksonville, FL - 17.40%; Maryland Series Class B:
Merrill Lynch Pierce Fenner & Smith, Inc., Jacksonville FL - 6.20%;
Massachusetts Series Class B: Edwin J. Buczak, Worchester, MA - 6.00%;
Michigan Series Class A: Merrill Lynch Pierce Fenner & Smith, Inc.,
Jacksonville, FL - 6.90%; Michigan Series Class B: Merrill Lynch Pierce
Fenner & Smith, Inc., Jacksonville, FL - 7.50%; North Carolina Series Class
A: Prudential Securities FBO Kenneth & Ronda Kornfeld, Greensboro, NC -
11.60%; Merrill Lynch Pierce Fenner & Smith, Inc., Jacksonville, FL - 7.70%;
Oregon Series Class A: The Dreyfus Corporation, New York, NY - 74.40%;
Carmen Jensen, Salem, OR - 13.90%; Smith Barney Inc., New York, NY - 9.20%;
Oregon Series Class B: The Dreyfus Corporation, New York, NY - 60.60%;
Prudential Securities FBO Nancybeth Agnor, Oregon City, Oregon - 14.70%;
Smith Barney Shearson, Inc., New York, NY - 5.80%; Prudential Securities FBO
Walter Miller Trustee Miller Living Trust, Sunriver, OR - 5.00%; and
Virginia Series Class B: Merrill Lynch Pierce Fenner & Smith, Inc.,
Jacksonville, FL - 5.00%.  The Dreyfus Corporation may be deemed to be a
"Control Person" as defined in the Act, of the Colorado Series and Oregon
Series.
    

           The following persons are also officers and/or directors of the
Manager:  Howard Stein, Chairman of the Board and Chief Executive Officer;
Julian M. Smerling, Vice Chairman of the Board of Directors; Joseph S.
DiMartino, President, Chief Operating Officer and a director; Alan M.
Eisner, Vice President and Chief Financial Officer; David W. Burke, Vice
President and Chief Administrative Officer; Robert F. Dubuss, Vice
President; Elie M. Genadry, Vice President-Institutional Sales; Peter A.
Santoriello, Vice President; Kirk V. Stumpp, Vice President--New Product
Development; Philip L. Toia, Vice President; Katherine C. Wickham, Assistant
Vice President--Human Resources; Maurice Bendrihem, Controller; and Mandell
L. Berman, Alvin E. Friedman, Lawrence M. Greene, Abigail Q. McCarthy and
David B. Truman, directors.


                               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 November 21, 1986, as
amended.  As to each Series, the Agreement 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 such Series, 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 last approved by the
Fund's Board of Trustees, including a majority of the Trustees who are not
"interested persons" of any party to the Agreement, at a meeting held on
July 20, 1994.  The Agreement is terminable without penalty, as to each
Series, on 60 days' notice, by the Fund's Board of Trustees or by vote of
the holders of a majority of such Series' shares, or, on not less than 90
days' notice, by the Manager. The Agreement will terminate automatically, as
to the relevant Series, in the event of its assignment (as defined in the
Act).
    
   
           The Manager manages each Series' portfolio of investments in
accordance with the stated policies of such Series, subject to the approval of
the Fund's Board of Trustees.  The Manager is responsible for investment
decisions, and provides the Fund with Investment Officers who are authorized
by the Board of Trustees to execute purchases and sales of securities.  The
Fund's Investment Officers 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 Board of Trustees' review at the meeting subsequent to such
transactions.
    
           All expenses incurred in the operation of the Fund are borne by the
Fund, except to the extent specifically assumed by the Manager.  The
expenses borne by the Fund include:  taxes, interest, brokerage fees and
commissions, if any, fees of Trustees who are not officers, directors,
employees or holders of 5% or more of the outstanding voting securities of
the Manager, Securities and Exchange Commission fees, state Blue Sky
qualification fees, advisory fees, charges of custodians, transfer and
dividend disbursing agents' fees, certain insurance premiums, industry
association fees, outside auditing and legal expenses, costs of independent
pricing services, costs of maintaining the Fund's existence, costs
attributable to investor services (including, without limitation, telephone
and personnel expenses), costs of shareholders' reports and meetings, and
any extraordinary expenses.   Class A and Class B shares are subject to an
annual service fee for ongoing personal services relating to shareholder
accounts and services related to the maintenance of shareholder accounts.
In addition, Class B shares are subject to an annual distribution fee for
advertising, marketing and distributing Class B shares pursuant to a
distribution plan adopted in accordance with Rule 12b-1 under the Act.  See
"Distribution Plan and Shareholder Services Plan."  Expenses attributable to
a particular Series are charged against the assets of that Series; other
expenses of the Fund are allocated among the Series on the basis determined
by the Board of Trustees, including, but not limited to, proportionately in
relation to the net assets of each Series.

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

           As compensation for the Manager's services to the Fund, the Fund has
agreed to pay the Manager a monthly management fee at the annual rate of .55
of 1% of the value of each Series' average daily net assets.  For the fiscal
year ended April 30, 1992, no management fee was paid by the Fund pursuant
to various undertakings by the Manager in effect during such year.  For the
fiscal years ended April 30, 1993 and 1994, the management fee paid for each
Series (except the Colorado and Oregon Series which had not commenced
operations) was as set forth below:
    
<TABLE>

Series        Management Fee Payable     Reduction in Fee              Net Fee Paid

               1993         1994              1993        1994            1993        1994
               ----         ----              ----         ----           ----         ----
<S>           <C>           <C>               <C>          <C>          <C>       <C>
Arizona       $   12,227 (1) $   77,253       $ 12,227     $ 77,253     $ -0-     $  -0-
Connecticut    1,780,354      2,222,426        694,635      378,489      1,085,719   1,843,937
Florida        1,496,430      1,811,102        589,747      328,323        906,683   1,482,779
Georgia           20,072 (1)    120,183         20,072      120,183          -0-         -0-
Maryland       1,634,121      2,079,227        663,156      375,233        970,965   1,703,994
Massachusetts    406,583        466,331        179,550       95,389        227,033     370,942
Michigan         910,442      1,124,896        411,882      219,841        498,560     905,055
Minnesota        745,093        952,683        328,657      184,360        416,436     768,323
North Carolina   228,381        533,032        228,381      475,442          -0-        57,590
Ohio           1,489,944      1,811,687        629,804      386,259        860,140   1,425,428
Pennsylvania   1,406,107      1,544,000        472,202      317,330        933,905   1,226,670
Texas            301,425        503,485        301,425      503,485          -0-         -0-
Virginia         227,861        464,237        227,861      464,237          -0-         -0-
</TABLE>

______________
           1   For the period from September 3, 1992 (commencement of
operations) through April 30, 1993.
   

           For the period from May 6, 1994 (commencement of operations of each
of the Colorado and Oregon series) through June 30, 1994 (Unaudited), no
management fee was paid by the Fund for the Colorado Series
and Oregon Series pursusant to undertakings in effect.
    

           The Manager has agreed that if in any fiscal year the aggregate
expenses of each Series, 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 the expense limitation of any state having jurisdiction over
such Series, the Fund may deduct from the payment to be made to the Manager
under the Agreement, or the Manager will bear, such excess expense to the
extent required by state law.  Such deduction of payment, if any, will be
estimated daily, and reconciled and effected or paid, as the case may be, on
a monthly basis.

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


                                PURCHASE OF FUND SHARES

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

           The Distributor.  The Distributor serves as the Fund's distributor
pursuant to an agreement which is renewable annually.  The Distributor also
acts as distributor for the other funds in the Premier Family of Funds, for
the funds in the Dreyfus Family of Funds and for certain other investment
companies.
    

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

           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
securities dealer ("Selected Dealer") and his order to purchase Fund shares
is paid for other than in Federal Funds, the Selected Dealer, acting on
behalf of its customer, will complete the conversion into, or itself
advance, Federal Funds generally on the business day following receipt of
the customer 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.
   

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

           Offering Price.  Based upon each Series' net asset value at the close
of business on April 30, 1994 (except Colorado and Oregon which had not
commenced operations), the maximum offering price of each Series' shares
would have been as follows:
   

<TABLE>
                                                             Arizona           Connecticut        Florida        Georgia
                                                              Series             Series           Series         Series
                                                             -------           ------------       -------        -------
<S>                                                          <C>                <C>                 <C>           <C>
Class A Shares:
     NET ASSET VALUE, per share                              $12.60             $11.81              $14.43        $12.69
     Sales load for individual sales of shares
       aggregating less than $50,000 - 4.5%
       of offering price
       (approximately 4.7% of net asset
       value per share) . . . . . . . . . . . . . . . . .        .59               .56                 .68            .60
     Offering price to public . . . . . . . . . . . . . .     $13.19            $12.37              $15.11         $13.29

Class B Shares:
     NET ASSET VALUE, redemption price and
       offering price to public*                              $12.61              $11.80             $14.42        $12.69


                                                             Maryland          Massachusetts       Michigan     Minnesota
                                                              Series              Series           Series         Series
                                                             --------          --------------      ------       --------
Class A Shares:
     NET ASSET VALUE, per share......................         $12.46              $11.64             $15.27        $14.72
     Sales load for individual sales of shares
       aggregating less than $50,000 - 4.5%
       of offering price
       (approximately 4.7% of net asset
       value per share) . . . . . . . . . . . . . . . . .          .59               .55                 .72           .69
     Offering price to public . . . . . . . . . . . . . .       $13.05            $12.19              $15.99        $15.41

Class B Shares:
     NET ASSET VALUE, redemption price and
       offering price to public*                                $12.46            $11.63              $15.27        $14.74


                                                              North
                                                             Carolina              Ohio           Pennsylvania       Texas
                                                              Series              Series             Series          Series
Class A Shares:                                              --------             ------          ------------       -------
     NET ASSET VALUE, per share                                 $12.73             $12.70              $16.01        $20.41
     Sales load for individual sales of shares
       aggregating less than $50,000 - 4.5%
       of offering price
       (approximately 4.7% of net asset
       value per share) . . . . . . . . . . . . . . . . .          .60               .60                 .75                 .96
     Offering price to public . . . . . . . . . . . . . .       $13.33            $13.30              $16.76              $21.37

Class B Shares:
     NET ASSET VALUE, redemption price and
       offering price to public*                                $12.72            $12.71              $16.01              $20.41


                                                               Virginia
                                                               Series
                                                               -------
Class A Shares:
     NET ASSET VALUE, per share...............                  $16.02
     Sales load for individual sales of shares
       aggregating less than $50,000 - 4.5%
       of offering price
       (approximately 4.7% of net asset
       value per share) . . . . . . . . . . . . . . . . .          .75
     Offering price to public . . . . . . . . . . . . . .       $16.77

Class B Shares:
     NET ASSET VALUE, redemption price and
       offering price to public*                                $16.02

</TABLE>
    

*Class B shares are subject to a contingent deferred sales charge on certain
redemptions.  See "How to Redeem Fund Shares" in the Fund's Prospectus.

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

DISTRIBUTION PLAN AND SHAREHOLDER SERVICES PLAN

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

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

           Distribution Plan.  Rule 12b-1 (the "Rule") adopted by the Securities
and Exchange Commission under the Act provides, among other things, that an
investment company may bear expenses of distributing its shares only
pursuant to a plan adopted in accordance with the Rule.  The Fund's Board of
Trustees has adopted such a plan (the "Distribution Plan") with respect to
the Class B shares of each Series, pursuant to which the Fund pays the
Distributor for advertising, marketing and distributing Class B shares.
Under the Distribution Plan, the Distributor may make payments to certain
securities dealers, financial institutions and other financial industry
professionals (collectively, "Service Agents") in respect of these services.
The Fund's Board of Trustees believes that there is a reasonable likelihood
that the Distribution Plan will benefit the Fund and holders of each Series'
Class B shares.  In some states, certain institutions effecting transactions
in Fund shares may be required to register as dealers pursuant to state law.
   

           A quarterly report of the amounts expended under the Distribution
Plan, and the purposes for which such expenditures were incurred, must be made
to the Trustees for their review.  In addition, the Distribution Plan provides
that it may not be amended to increase materially the costs which holders of
Class B shares may bear for distribution pursuant to the Plan without the
approval of the holders of Class B shares and that other material amendments
of the Distribution Plan must be approved by the Board of Trustees, and by
the Trustees who are not "interested persons" (as defined in the Act) of the
Fund and have no direct or indirect financial interest in the operation of
the Distribution Plan or in any agreements entered into in connection with
the Distribution Plan, by vote of the Trustees cast in person at a meeting
called for the purpose of considering such amendments.  The Distribution
Plan is subject to annual approval by such vote of the Trustees cast in
person at a meeting called for the purpose of voting on the Distribution
Plan.  The Distribution Plan was last approved by the Fund's Board of
Trustees, including a majority of the Trustees who are not "interested
persons" at a meeting held on July 20, 1994.  The Distribution Plan is
terminable, as to each Series, at any time by vote of a majority of the
Trustees who are not "interested persons" and have no direct or indirect
financial interest in the operation of the Distribution Plan or in any of
the related agreements entered into in connection with the Distribution
Plan, or by vote of the holders of a majority of such Series' Class B
shares.
    
   
           For the fiscal year ended April 30, 1994, each Series (except the
Colorado and Oregon Series which had not commenced operations) was charged
with respect to Class B the following amounts for advertising, marketing and
distributing Class B shares pursuant to the Distribution Plan:

                                                             Amount Charged
                               Series                          Class B
                               ------                        --------------
                               Arizona                        $   22,645
                               Connecticut                       113,646
                               Florida                            80,470
                               Georgia                            62,714
                               Maryland                          108,878
                               Massachusetts                      13,123
                               Michigan                           47,921
                               Minnesota                          70,013
                               North Carolina                    158,695
                               Ohio                              102,349
                               Pennsylvania                      202,835
                               Texas                              60,667
                               Virginia                           99,567
    
   
           For the period from May 6, 1994 (commencement of operations
of each of the Colorado and Oregon series) through
June 30, 1994 (Unaudited), the Colorado Series was charged $450 and the
Oregon Series was charged $143 with respect to Class B for advertising,
marketing and distributing Class B shares pursuant to the Distribution Plan.
    

Shareholder Services Plan.  The Fund has adopted a Shareholder Services
Plan, pursuant to which the Fund pays the Distributor for the provision of
certain services to the holders of Class A and Class B shares.
   

           A quarterly report of the amounts expended under the Shareholder
Services Plan, and the purposes for which such expenditures were incurred,
must be made to the Trustees for their review.  In addition, the Shareholder
Services Plan provides that it may not be amended without approval of the
Board of Trustees, and by the Trustees who are not "interested persons" (as
defined in the Act) of the Fund and have no direct or indirect financial
interest in the operation of the Shareholder Services Plan or in any
agreements entered into in connection with the Shareholder Services Plan, by
vote of the Trustees 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 was so approved on July 20, 1994.  As to each
Series, the Shareholder Services Plan is terminable at any time by vote of a
majority of the Trustees who are not "interested persons" and who have no
direct or indirect financial interest in the operation of the Shareholder
Services Plan or in any agreements entered into in connection with the
Shareholder Services Plan.
    

           For the fiscal year ended April 30, 1994, each Series (except the
Colorado and Oregon Series which had not commenced operations) was charged
with respect to Class A and Class B the following amounts pursuant to the
Shareholder Services Plan:
   

Series                    Class A                                 Class B
- ------                    --------                                --------
Arizona                  $  23,793                                $  11,322
Connecticut                953,370                                   56,824
Florida                    782,993                                   40,235
Georgia                     23,272                                   31,357
Maryland                   890,664                                   54,439
Massachusetts              205,407                                    6,562
Michigan                   487,356                                   23,961
Minnesota                  398,031                                   35,007
North Carolina             162,940                                   79,347
Ohio                       772,320                                   51,174
Pennsylvania               600,400                                  101,418
Texas                      198,523                                   30,334
Virginia                   161,234                                   49,783

    
   

           For the period from May 6, 1994 (commencement of operations of each
of the Colorado and Oregon series) through June 30, 1994 (Unaudited), the
Colorado Series Class A was charged $120, the Colorado Series Class B was
charged $225, the Oregon Series Class A was charged $98 and the Oregon Series
Class B was charged $71 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 - Class A Shares.  An investor may
indicate on the Account Application or by later written request that the Fund
provide Redemption Checks ("Checks") with respect to Class A shares, 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 Class A shares in the investor's account to cover the amount of
the Check.  Dividends are earned until the Check clears.  After clearance, a
copy of the Check will be returned to the investor.  Investors generally
will be subject to the same rules and regulations that apply to checking
accounts, although the 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 Class A
shares in the investor's account, the Check will be returned marked
insufficient funds.  Checks should not be used to close an account.

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

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

           Redemption Commitment.  The Fund has committed itself to pay in cash
all redemption requests by any shareholder of record of a Series, limited in
amount during any 90-day period to the lesser of $250,000 or 1% of the value
of such Series' 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 Series to the
detriment of the existing shareholders.  In this event, the securities would
be valued in the same manner as the Series' portfolio is valued.  If the
recipient sold such securities, brokerage charges would be incurred.  In
connection with a redemption request where the Fund delivers in-kind
securities instead of cash to an investor, the in-kind securities will be
readily marketable securities.

           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."

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

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

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

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

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

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

           To use this Privilege, the investor's Service Agent acting on the
investor's behalf must give exchange instructions to the Transfer Agent in
writing, by wire or by telephone.  Telephone exchanges may be made only if
the appropriate "YES" box has been checked on the Account Application or a
separate signed Shareholder Services Form is on file with the Transfer
Agent.  By using this Privilege, the investor authorizes the Transfer Agent
to act on telephonic, telegraphic or written exchange instructions from any
person representing himself or herself to be a representative of the
investor's Service Agent, and reasonably believed by the Transfer Agent to
be genuine.  Telephone exchanges may be subject to limitations as to the
amount involved or the number of telephone exchanges permitted.  Shares
issued in certificate form are not eligible for telephone exchange.
    

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

           Auto-Exchange Privilege.  The Auto-Exchange Privilege permits an
investor to purchase, in exchange for Class A or Class B shares of a Series,
shares of the same Class of one of the other Series or another fund in the
Premier Family of Funds or the Dreyfus Family of Funds.  This Privilege is
available only for existing accounts.  Shares will be exchanged on the basis
of relative net asset value as described above under "Exchange Privilege."
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.

           The Exchange Privilege and Auto-Exchange Privilege are available to
shareholders resident in any state in which shares of the series or 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 from the Distributor, 144 Glenn Curtiss Boulevard, Uniondale, New
York 11556-0144.  The Fund reserves the right to reject any exchange request
in whole or in part.  The Exchange Privilege or Auto-Exchange Privilege may
be modified or terminated at any time upon notice to shareholders.
    

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

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

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

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

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

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


DETERMINATION OF NET ASSET VALUE

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

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

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


DIVIDENDS, DISTRIBUTIONS AND TAXES

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

           Management believes that each Series (except the Colorado and Oregon
Series which had not commenced operations) qualified as a "regulated
investment company" under the Code for the fiscal year ended April 30, 1994,
and each Series intends to continue to so qualify, so long as such
qualification is in the best interests of its shareholders.  As a regulated
investment company, a Series will pay no Federal income tax on net
investment income and net realized capital gains to the extent that such
income and gains are distributed to shareholders in accordance with
applicable provisions of the Code.  To qualify as a regulated investment
company, a Series must distribute at least 90% of its net income (consisting
of net investment income from tax exempt obligations and taxable
obligations, if any, and net short-term capital gains to its shareholders),
must derive less than 30% of its annual gross income from gain on the sale
of securities held for less than three months, and must meet certain asset
diversification and other requirements.  Accordingly, a Series may be
restricted in the selling of securities held for less than three months, and
in the utilization of certain of the investment techniques described in the
Prospectus under "Description of the Fund--Investment Techniques."  The
Code, however, allows a Series to net certain offsetting positions making it
easier for the Series to satisfy the 30% test.  The terms "regulated
investment company" does not imply the supervision of management or
investment practices or policies by any government agency.
    

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

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

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

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

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

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

                      PORTFOLIO TRANSACTIONS

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

           Transactions are allocated to various dealers by the Fund's
Investment Officers 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.
   

           Each Series anticipates that its annual portfolio turnover rate
generally will not exceed 100%, but the turnover rate will not be a limiting
factor when each Series deems it desirable to sell or purchase securities.
Therefore, depending upon market conditions, each Series' annual portfolio
turnover rate may exceed 100% in particular years.
    


                      PERFORMANCE INFORMATION

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

           The current yield for the 30-day period ended April 30, 1994 for
Class A and Class B of each Series (except the Colorado and Oregon Series which
had not commenced operations) was as follows:
   

                       Current          Net of Absorbed
Series                 Yield            Expenses(1)
- ------                 -------          ----------------


Class A:
- -------
Arizona                 5.70%               4.69%
Connecticut             5.21                5.16
Florida                 5.20                5.15
Georgia                 5.45                4.76
Maryland                5.23                5.18
Massachusetts           5.28                5.23
Michigan                5.19                5.14
Minnesota               5.31                5.26
North Carolina          5.35                5.02
Ohio                    5.12                5.07
Pennsylvania            5.32                5.27
Texas                   5.61                5.08
Virginia                5.79                5.26

    

                    Current          Net of Absorbed
Series                Yield          Expenses(1)
- ------             --------          ---------------
   


Class B:
- -------
Arizona                5.45%               4.40%
Connecticut            4.84                4.79
Florida                4.85                4.80
Georgia                5.20                4.47
Maryland               4.78                4.73
Massachusetts          4.93                4.88
Michigan               4.88                4.83
Minnesota              4.97                4.92
North Carolina         5.05                4.70
Ohio                   4.78                4.73
Pennsylvania           4.95                4.90
Texas                  5.26                4.71
Virginia               5.45                4.90
    

____________________________
           (1) This column sets forth current yield had expenses not been
absorbed.

           The current yield for the 30-day period ended June 30, 1994 for Class
A and Class B of the Colorado Series and the Oregon Series was as follows:

                      Current                Net of Absorbed
Series                Yield                  Expenses(1)
- -------              -------                 ----------------
   

Class A:
- -------
Colorado               5.84%                3.45%
Oregon                 5.96%                3.57%


Class B:
- --------
Colorado               5.41%                3.41%
Oregon                 5.78%                3.78%
    

____________________________
           (1) This column sets forth current yield had expenses not been
absorbed.

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

           Based upon the 1994 combined (except where noted) Federal and
applicable State tax rate specified below, the tax equivalent yield for the
30-day period ended April 30, 1994 for Class A and Class B of each Series
(except the Colorado and Oregon Series which had not commenced operations)
was as follows:
   

                                  Tax Equivalent         Net of Absorbed
Series             Tax Rate       Yield                  Expenses(1)
- ------             ---------      ---------------        ----------------
Class A:
- --------
Arizona            43.77%          10.14%                        8.34%
Connecticut        42.32            9.03                         8.95
Florida(2)         39.60            8.61                         8.53
Georgia            43.22            9.60                         8.38
Maryland           43.22            9.21                         9.12
Massachusetts      46.85            9.93                         9.84
Michigan           42.29            8.99                         8.91
Minnesota          44.73            9.61                         9.52
North Carolina     44.28            9.60                         9.01
Ohio               44.13            9.16                         9.07
Pennsylvania       41.29            9.06                         8.98
Texas(2)           39.60            9.29                         8.41
Virginia           43.07           10.17                         9.24

Class B:
- -------
Arizona            43.77%           9.69%                        7.83%
Connecticut        42.32            8.39                         8.30
Florida(2)         39.60            8.03                         7.95
Georgia            43.22            9.16                         7.87
Maryland           43.22            8.42                         8.33
Massachusetts      46.85            9.28                         9.18
Michigan           42.29            8.46                         8.37
Minnesota          44.73            8.99                         8.90
North Carolina     44.28            9.06                         8.44
Ohio               44.13            8.56                         8.47
Pennsylvania       41.29            8.43                         8.35
Texas(2)           39.60            8.71                         7.80
Virginia           43.07            9.57                         8.61
    

____________________________
           (1)  This column sets forth tax equivalent yield had expenses
not been absorbed.
           (2)  Federal tax rate only.  No state personal income tax
imposed during 1994
   

           Based upon the 1994 combined Federal and applicable State tax rate
specified below, the tax equivalent yield for the 30-day period ended June
30, 1994 for Class A and Class B of the Colorado Series and the Oregon
Series was as follows:
    
   

                                                       Net of
                                  Tax Equivalent       Absorbed
Series               Tax Rate      Yield               Expenses(1)
- ------               --------     --------------       -----------
Class A:
- --------

Colorado             42.62%        10.18               6.01
Oregon               45.04%        10.84               6.50

Class B:
Colorado             42.62%         9.43               5.94
Oregon               45.04%        10.52               6.88
    

____________________________
           (1) This column sets forth tax equivalent yield had expenses
not been absorbed.

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 Series that is not tax-exempt.
   

           The tax equivalent yield noted above represents the application of
the highest marginal personal tax rates currently in effect.  For Federal
personal income tax purposes, a 39.60% 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) taxes,
including applicable surcharges.  In addition, there may be pending
legislation which could affect such stated tax rates or yields.  Each
investor should consult its tax adviser, and consider its own factual
circumstances and applicable tax laws, in order to ascertain the relevant
tax equivalent yield.
    

           The average annual total return for the periods indicated for Class A
of each Series (except the Colorado and Oregon Series which had not
commenced operations) was as follows:
   

            1-year period          5-year period            6.926-year period
Series      ended April 30, 1994    ended April 30, 1994    ended April 30, 1994
- ------      --------------------   ---------------------    --------------------
Arizona       -2.98%                  3.56%(1)                           -
Connecticut   -2.69                   7.08                              7.43
Florida       -2.47                   7.78                              9.66
Georgia       -3.61                   3.87(1)                            -
Maryland      -3.20                   7.31                              6.46
Massachusetts -2.51                   7.39                              6.76
Michigan      -1.03                   7.79                              9.17
Minnesota     -2.51                   7.34                              8.04
North Carolina-4.22                   6.68(2)                             -
Ohio          -1.87                   7.89                              4.60
Pennsylvania  -2.42                   7.97                              7.77(3)
Texas         -1.99                   8.22                             11.17
Virginia      -3.44                   7.17(2)                            -
____________________________
           (1) For the 1.658 year period ended April 30, 1994.
           (2) For the 2.748-year period ended April 30, 1994.
           (3) For the 6.753-year period ended April 30, 1994.

    
   


           The average annual total return since inception and for the periods
indicated for Class B of each Series (except the Colorado and Oregon Series
which had not commenced operations) was as follows:
    
   

                    1-year period                  1.290-year period
Series              ended April 30, 1994           ended April 30, 1994
- ------              ---------------------          --------------------

Arizona                -1.73%                          2.78%
Connecticut            -1.63                           2.33
Florida                -1.34                           2.46
Georgia                -2.41                           2.69
Maryland               -2.12                           1.85
Massachusetts          -1.44                           2.36
Michigan                 .18                           3.66
Minnesota              -1.34                           2.61
North Carolina         -3.12                           1.65
Ohio                    -.67                           3.16
Pennsylvania           -1.25                           2.70
Texas                   -.83                           3.30
Virginia               -2.33                           2.02
    
   


          The average annual total return from inception on May 5, 1994  to June
30, 1994 for Class A and Class B of the Colorado and Oregon Series was as
follows:
    
   

                                         .156 year period
Series                                   ended June 30, 1994
- ------                                   ------------------
Class A:
Colorado                                 -22.77%
Oregon                                   -16.20%

Class B:
- -------
Colorado                                 -15.37%
Oregon                                   -7.45%
    

Average annual total return is calculated by determining the ending
redeemable value of an investment purchased with a hypothetical $1,000
payment made at the beginning of the period (assuming the reinvestment of
dividends and distributions), dividing by the amount of the initial
investment, taking the "n"th root of the quotient (where "n" is the number
of years in the period) and subtracting 1 from the result.  A Class's
average annual total return figures calculated in accordance with such
formula assume that in the case of Class A the maximum sales load has been
deducted from the hypothetical initial investment at the time of purchase or
in the case of Class B the maximum applicable CDSC has been paid upon
redemption at the end of the period.
   

          The total return for the period May 28, 1987 through April 30, 1994
(except where indicated) for Class A of each Series (except the Colorado and
Oregon Series which had not commenced operations) was as follows:
    
   

                                  Based on Maximum               Based on Net
                                  Offering Price                 Asset Value per
Series                                                           Share
- ------                            ----------------               --------------
Class A:
Arizona(1)                              5.97%                            10.97%
Connecticut                            64.26                             72.02
Florida                                89.45                             98.45
Georgia(1)                              6.50                             11.53
Maryland                               54.30                             61.59
Massachusetts                          57.31                             64.69
Michigan                               83.62                             92.24
Minnesota                              70.90                             79.01
North Carolina(2)                      19.45                             25.12
Ohio                                   36.52                             42.93
Pennsylvania(3)                        65.76                             73.61
Texas                                 108.20                            118.01
Virginia(2)                            20.96                             26.68
____________________________
           (1)       For the period from September 3, 1992 (commencement of
                     operations) through April 30, 1994.
           (2)       For the period August 1, 1991 to April 30, 1994.
           (3)       For the period July 30, 1987 to April 30, 1994.

    

           The total return for the period January 15, 1993 to April 30, 1994
for Class B of each Series (except the Colorado and Oregon Series which had not
commenced operations) was as follows:
   

                          Based on Net Asset                    Based on
Class B:                  Value per Share                       Maximum CDSC
- -------                   -----------------                     -------------
Arizona                              6.59%                                3.60%
Connecticut                          5.99                                 3.01
Florida                              6.14                                 3.18
Georgia                              6.48                                 3.48
Maryland                             5.35                                 2.39
Massachusetts                        6.02                                 3.06
Michigan                             7.75                                 4.75
Minnesota                            6.36                                 3.38
North Carolina                       5.09                                 2.14
Ohio                                 7.10                                 4.10
Pennsylvania                         6.48                                 3.50
Texas                                7.27                                 4.28
Virginia                             5.56                                 2.61
    
   
           The total return from inception on May 5, 1994  to June 30,
1994 for Class A and Class B of the Colorado and Oregon Series was as
follows:
    
   
                             Based on Maximum              Based on Net Asset
Series                        Offering Price                 Value per Share
- ------                        ----------------              ------------------

Class A:
- --------
Colorado                       -3.95                                     .58%
Oregon                         -2.72%                                   1.87%

                               Based on Net Asset                 Based on
Class B:                       Value per Share                   Maximum CDSC
- --------                       ------------------                ------------

Colorado                       .42%                                     -2.57%
Oregon                         1.80%                                    -1.20%
    


           Total return is calculated by subtracting the amount of the Series'
maximum offering price per share in the case of Class A or the net asset
value in the case of Class B at the beginning of a stated period from the
net asset value per share at the end of the period (after giving effect to
the reinvestment of dividends and distributions during the period and, in
the case of Class B, any applicable contingent deferred sales charge), and
dividing the result by the maximum offering price per share in the case of
Class A or the net asset value in the case of Class B at the beginning of
the period.  Total return also may be calculated based on the net asset
value per share at the beginning of the period instead of the maximum
offering price per share at the beginning of the period for Class A shares
or without giving effect to any applicable CDSC at the end of the period for
Class B shares.  In such cases, the calculation would not reflect the
deduction of the sales load with respect to Class A shares or any applicable
CDSC with respect to Class B shares which, if reflected, would reduce the
performance quoted.

           From time to time, the Fund may use hypothetical tax equivalent
yields or charts in its advertising.  These hypothetical yields or charts will
be used for illustrative purposes only and are not 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 actual or proposed tax legislation.
Advertising materials for the Fund may also refer to statistical or other
information concerning trends relating to investment companies, as compiled
by industry associations such as the Investment Company Institute.  From
time to time, advertising materials for the Fund, also may refer to
Morningstar ratings and related analyses supporting such ratings.

           The Fund may compare its performance, directly as well as against
inflation, with that of other instruments, such as short-term Treasury bills
(which are direct obligations of the U.S. Government), FDIC-insured bank
money market accounts and FDIC-insured fixed-rate certificates of deposit.
In addition, advertising for the Fund may indicate that investors may
consider diversifying their investment portfolios in order to seek
protection of the value of their assets against inflation.

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

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

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

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

           The Bank of New York, 110 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
02940-9617, 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 STATE MUNICIPAL OBLIGATIONS

     The following information constitutes only a brief summary, does not
purport to be a complete description, and is based primarily on information
drawn from official statements relating to securities offerings of the
relevant State available as of the date of this Statement of Additional
Information.  While the Fund has not independently verified this
information, it has no reason to believe that such information is not
correct in all material respects.
   

  Arizona Series. . . . . . . . . . . . . . . . . . . . . . .    B-36
  Colorado Series . . . . . . . . . . . . . . . . . . . . . .    B-39
  Connecticut Series. . . . . . . . . . . . . . . . . . . . .    B-42
  Florida Series. . . . . . . . . . . . . . . . . . . . . . .    B-45
  Georgia Series. . . . . . . . . . . . . . . . . . . . . . .    B-48
  Maryland Series . . . . . . . . . . . . . . . . . . . . . .    B-52
  Massachusetts Series. . . . . . . . . . . . . . . . . . . .    B-53
  Michigan Series . . . . . . . . . . . . . . . . . . . . . .    B-58
  Minnesota Series. . . . . . . . . . . . . . . . . . . . . .    B-62
  North Carolina Series . . . . . . . . . . . . . . . . . . .    B-65
  Ohio Series . . . . . . . . . . . . . . . . . . . . . . . .    B-68
  Oregon Series . . . . . . . . . . . . . . . . . . . . . . .    B-73
  Pennsylvania Series . . . . . . . . . . . . . . . . . . . .    B-77
  Texas Series. . . . . . . . . . . . . . . . . . . . . . . .    B-84
  Virginia Series . . . . . . . . . . . . . . . . . . . . . .    B-90
    

Arizona Series

  Arizona's population increased by approximately 35% during the 10-year
period from 1980 to 1990, ranking Arizona as the third fastest growing state
in the country for the period.  Over the past several decades, the state has
outpaced most other regions of the country in other major categories of
growth, including personal income, gross state product and job creation.
The rate of growth, however, has slowed substantially in recent years.

  The State's principal economic sectors include services, trade, government,
manufacturing, tourism, travel, mining, agriculture and the military.  About
65% of total non-agricultural employment comes from manufacturing, services
and trade.  While mining and agricultural employment have diminished over
the last twenty-five years, significant job growth has occurred in aerospace
and high technology, construction, finance, insurance and real estate.
Arizona's economy, however, has been adversely affected by problems in the
real estate industry, including an excessive supply of commercial,
residential and retail buildings and severe problems with Arizona-based
savings and loan associations, many of which have been or are in the process
of being liquidated by the Resolution Trust Corporation.  In addition,
current and proposed reductions in Federal military expenditures are
expected to cause difficulties with the State's economy.  Defense-related
business plays an important role in Arizona's economy, particularly in the
manufacturing sector, and reductions in the defense budget could adversely
affect these businesses.  These factors are expected to negatively impact
Arizona's economy for the foreseeable future.  In addition, while Arizona's
political climate has stabilized with the passage in 1992 of a paid state
holiday honoring Dr. Martin Luther King, Jr., Arizona earlier experienced a
number of political difficulties, including the impeachment and removal from
office of the state's governor, and the conviction of several State
legislators in connection with alleged payments for votes to approve
legalized gambling.
   

  Arizona's unemployment rate, as of May 1994, was 5.9%, a decrease of over
1.0% from 1993.  Per capita income levels are less than the United States
average (85% of the United States average in 1991) and Arizona's average
annual growth rate of per capita income has been less than the United States
average for several years.  This likely results from the fact that Arizona
has a higher percentage of its employment in the service sector and a lower
percentage of its employment in the manufacturing sector than the United
States average.  This slow growth in per capita income, if it continues,
could adversely affect both State and local budgets in the near future.
    

  Arizona is required by law to maintain a balanced budget.  To achieve this
objective, the State, in the past, has used a combination of spending
reductions and tax increases.  For the 1990-91 budget, the Arizona
Legislature increased taxes by over $250 million, which led to a citizen's
referendum designed to stop the tax increase until the voters could consider
it at the general election.  A court determined that the referendum could
not be used to stop this tax increase, so that tax increase went into
effect.  Since then, legislators have been reluctant to increase taxes,
despite heightened demands for services due to the state's growing
population and the general recession.  Moreover, in 1992, Arizona voters
adopted an initiative, Proposition 108, which requires a two-thirds vote by
the Legislature for any future tax or fee increase.  This makes any future
tax increase more difficult to achieve.
   

  Arizona's budget picture has stabilized in recent years.  The 1991-92
budget contained no tax increase, but the Legislature was called into
special session twice to adjust aspects of that budget due to projected
deficits.  The 1992-93 budget, the 1993-94 budget and the 1994-95 budget all
provided tax decreases, and relied solely on spending cuts to balance the
budget.  For the first time in eight years, there was no need for a mid-year
correction to balance the 1992-93 and the 1993-94 budgets.  The largest part
of the spending cuts for these budget years came from cuts in state aid to
education and in Arizona's Medicaid program. Substantial revenue increases
permitted a balanced 1994-1995 budget without any such spending cuts, and
with a $100 million person income tax credit.
    
   
  The largest impact of the tax cuts adopted in 1992, 1993  and 1994 will
take place in future years, which could have the effect -- especially in
light of Proposition 108 -- of making it difficult to meet the increased
demands for services for Arizona's growing population even if the Arizona
economy improves.  Projections by the Joint Legislative Budget Committee
("JLBC") staff in 1993 suggest that there will be a need for either further
spending cuts or tax increases to balance the budget in future fiscal years.
These projections show continued growth in school populations, Medicaid
participants and prison beds that could increase at a rate faster than
revenue growth.  The most likely budget cut will be the refusal of the
Legislature to fund an otherwise required $100 million contribution to a
Budget Stabilization Fund, which is a "rainy day" fund designed to
accumulate revenues for use in recessionary years. In the 1993-94 budget,
for example, only $42 million was put into this fund, while $78 million was
required by statute.
    

   
  Arizona law also requires municipalities to maintain balanced budgets.  The
slower economy has strained their budgets.  For example, the proposed
1992-93 annual budget for the City of Phoenix, for the first time in the
city's history, is less than the current year's budget.  Moreover, the state
tax cuts in 1992, 1993  and 1994 will have the effect of worsening the
budget picture in future years because municipalities in Arizona rely
heavily on state-shared revenues.  It is likely that municipalities in
Arizona will need to either increase taxes or reduce spending to compensate
for this lost state-shared revenue.  The budget picture could get worse,
depending on how the legislature treats state-shared revenue programs when
setting the future state budgets.
    
  The state general fund is funded primarily by sales and income taxes, with
only a small contribution by property taxes.  In fiscal year 1993, the total
general fund revenues were estimated at $3,675,600,000.  Of this amount,
43.9% will be raised by sales taxes, 37.0% will be raised by income taxes,
and 5.3% will be raised by property taxes.  Other revenue sources, such as
luxury taxes, the lottery and insurance premium taxes, will constitute 13.8%
of this revenue.  These revenue components change little from year to year.
Over half of the general fund is appropriated for K-12 and university
education (52% in fiscal year 1993).  Other major budget items include
Medicare (12%), social welfare programs (10%) and corrections (7%).  As is
the case with other states, Medicare expenditures have been the fastest
growing part of the state budget.
   

  Municipalities also rely on a variety of revenue sources.  While
municipalities cannot collect an income tax, they do impose sales and
property taxes.  Municipalities also rely on state-shared revenues.  In
fiscal year 1992, the total state-shared sales tax revenue to countries and
cities was $430.7 million.  Additionally, cities received $176.1 million in
state-shared income tax revenues.  School districts are funded by a
combination of local property taxes and state assistance.  In fiscal year
1993, state assistance of $809.8 million was appropriated to school
districts.
    
   
    

  Arizona's Constitution limits the amount of debt that may be contracted by
the state to $350,000.  This, as a practical matter, precludes the use of
general revenue bonds for state projects.  In recent years, however, the
state has used lease-purchase financing to finance several university, court
and prison building projects.  The legislature has not treated these lease-
purchase financing projects as subject to the constitutional debt limit, and
there has been no legal challenge to the use of lease-purchase financing as
a means of financing state capital projects.  Additionally, certain other
issuers have the power to issue obligations which affect the whole or large
portions of the state.  The debts are not considered debts of the state
because they are secured solely by separate revenue sources.  For example,
the Transportation Board of the State of Arizona Department of
Transportation may issue debt for highways that is payable from revenues
generated from state gasoline taxes, motor vehicle registration fees, and
other automobile taxes and fees.  The three Arizona universities may issue
debt for university building projects payable from tuition and other fees.
Salt River Project Agricultural & Improvement District, an agricultural
improvement district that operates the Salt River Project (a Federal
reclamation project and an electric system which generates, purchases and
distributes electric power to residential, commercial, industrial and
agricultural power users in a 2,900 square-mile service area around
Phoenix), may issue debt payable from a number of sources.

  Arizona's Constitution also restricts the debt of certain of the state's
political subdivisions.  No county, city, town, school district or other
municipal corporation of the state may for any purpose become indebted in
any manner in an amount exceeding six percent of the taxable property in
such county, city, town, school district or other municipal corporation
without the assent of a majority of the qualified electors thereof voting at
an election provided by law to be held for that purpose; provided, however,
that (i) under no circumstances may any county or school district of the
state become indebted in an amount exceeding fifteen percent (or thirty
percent in the case of a unified school district) of such taxable property
and (ii) any incorporated city or town of the state with such assent may be
allowed to become indebted in up to a twenty percent additional amount for
(a) supplying such city or town with water, artificial light or sewers, when
the works for supplying such water, light or sewers are or will be owned and
controlled by the municipality and (b) acquiring and developing land or
interests therein for open space preserves, parks, playgrounds and
recreational facilities.  Irrigation, power, electrical, agricultural
improvement, drainage, flood control and tax levying public improvement
districts, however, are exempt from such restrictions of the constitution.

  Annual property tax levies for the payment of general obligation bonded
indebtedness of political subdivisions are unlimited as to rate or amount.
Other obligations may be issued by such entities, sometimes without an
election, which are payable from, among other sources, project revenues,
special assessments and excise taxes.

  Arizona's local government entities are subject to certain other
limitations on their ability to assess taxes and levies which could affect
their ability to meet their financial obligations.  Subject to certain
exceptions, the maximum amount of property taxes levied by any Arizona
county, city, town or community college district for their operations and
maintenance expenditures cannot exceed the amount levied in a preceding year
by more than two percent.  Certain taxes are specifically exempt from this
limit, including taxes levied for debt service payments.

Colorado Series
   

  The Colorado economy continued to grow at a rate in excess of the national
economy during 1993.  The State's population growth and significant public
works projects contributed to strong job creation, housing starts and
personal income growth.  Colorado was one of only 15 states to enjoy non-
agriculture employment growth during 1993 in excess of 3%, with the
strongest gains occurring in the construction, services, and
finance/insurance/real estate sectors.  The mining sector continued to lose
jobs, while manufacturing experienced nominal growth.
    
   
  Throughout the 1970s and early 1980s, the Colorado economy expanded at
rates faster than the national economy.  However, during the mid-to-late
1980s, Colorado experienced a significant economic recession, attributable
in part to a dramatic decline in oil prices.  During this time, employment
in the State grew at rates lower than in the national economy.  A total of
just 269,000 jobs were created in the 1980-1990 decade, representing just
65% of the jobs created in the prior decade.
    
   
  Since 1990, the Colorado economy has rebounded and has expanded at a rate
in excess of the national economy.  The State's unemployment rate has been
lower than the nation in each year since 1990, and personal income has grown
at a rate in excess of the nation.  A number of conditions have supported
Colorado's recent growth above rates of the national economy.  First, the
State has a more service-oriented economy.  The reduced reliance on heavy
manufacturing industries, such as automobiles, has insulated the Colorado
economy during the national recession.  Thus, problems in the manufacturing
sector nationwide have not affected Colorado to the same extent.  Second,
the Colorado economy has been in a different segment of the recent economic
cycle compared to the rest of the nation.  The national economy has been
contracting as over-supplied industries are adjusting to the reduced demand
environment.  In Colorado, the over-supply of resources, most notably in the
labor and construction markets, has fallen significantly from the mid-1980s
peak levels.  In addition, Coloradans have significantly lower debt levels
compared to the rest of the nation.  Finally, a number of infrastructure
projects have been undertaken in Colorado.  Major projects have included a
new international airport, highway improvements, a baseball stadium and
federal and state prisons.
    
   
  Beginning in 1994 and continuing through 1996, growth in the Colorado
economy is expected to slow, though still out-pace the national economy.
The closure of Lowry Air Force Base in Denver and the completion of the
State's largest public works project, Denver International Airport, are
expected to have a moderating effect on economic growth.  As one of the ten
states most reliant on defense contracts and military payroll, Colorado
remains vulnerable to reductions in the U.S. defense budget.  In addition to
the recent closure of Lowry Air Force Base, Fort Carson Air Force Base and
Fitzsimons Army Medical Center are military facilities which have been
identified for possible closure or downsizing.
    
   
  Employment. Nonagriculture job growth in Colorado was 3.4% and 4.3% during
1992 and 1993, respectively.  In comparison, job growth at the national
level during the same years was .2% and 1.6%  The State's unemployment rate
fell during 1993 from 6.6% to 4.8%, averaging 5.2% during the year.  This
compares to the average national unemployment rate during 1993 of 6.8%.  The
construction sector has continued to experience strong job growth,
increasing by 12.5% and 11.8% during 1992 and 1993, respectively.
Finance/insurance/real estate services, and retail trade experienced job
growth during 1993 equal to 6.0%, 5.6% and 4.9%, respectively.  Only the
mining sector lost jobs, decreasing by (10.8%), while manufacturing had
nominal growth of just .2%
    
   
  The Colorado Office of State Planning and Budgeting estimates that the rate
of job growth will decline during 1994 and 1995 to 3.4% and 2.5%,
respectively.  Contributing to the reduced growth rate will be the
construction segment, which is expected to increase by less than 1% during
1994 and decrease by .2% during 1995; the government sector, which is
expected to lose jobs beginning in 1995; and the mining sector, which will
continue to lose jobs in both 1994 and 1995.
    
   
  Income Growth. Personal income in the State grew by 7.4% during 1993.
Though well above the national growth rate of 4.7%, the State's personal
income is growing at a slower pace since it peaked at 7.6% in 1992.  The
Colorado Office of State Planning and Budgeting expects that the downward
trend will continue through the end of the decade, with estimated growth
rates of 7.2% and 6.8% in 1994 and 1995, respectively.  Personal income
growth in Colorado is nevertheless projected to remain above the national
average through 1997.
    
   
  Retail Sales. Growth in the State's retail sales have exceeded the national
growth rate since 1989.  The State enjoyed retail sales growth of 8.1% and
9.7% in 1992 and 1993, respectively, compared to 4.8% and 6.5% growth
nationally.  As the Colorado economy settles into a more moderate growth
rate, retail sales will gradually decline, with 7.4% and 6.5% growth
projected for 1994 and 1995, respectively.
    
   
  Real Estate. The housing sector has been a bright spot in the Colorado
economy since 1990.  During 1991, 1992 and 1993, the number of total housing
permits grew at rates of 16.5%, 70.9% and 27.5%, respectively.  A growth
rate of approximately 27% is forecasted for 1994.  However, the number of
housing permits is expected to decline during the five years thereafter, as
in-migration slows, interest rates rise above recent levels and housing
supply meets demand.
    
   
  Because of limitations contained in the State Constitution, the State of
Colorado issues no general obligation bonds secured by the full faith and
credit of the State.  Consequently, there are no outstanding general
obligation bond ratings for Colorado.  Several agencies and
instrumentalities of state government are authorized by statute to issue
bonds secured by revenues from specific projects and activities.
Additionally, the State is authorized to issue short-term tax and revenue
anticipation notes.  To the extent the Portfolio holds debt of local units
of government whose revenues may rely in part on distributions from the
State, the fiscal health of the State will have an indirect effect on the
Portfolio.
    
   
  As of the fiscal year ended June 30, 1993, Colorado had an unreserved fund
balance of approximately $327 million, up considerably from the $133 million
balance at June 30, 1992 and 1991, respectively.  The June 30, 1993 balance
was also above the statutorily required reserve of 3% of expenditures.  The
State's unreserved fund balance as of June 30, 1994 was projected to be
approximately $337 million.  The moderate increase is attributable to
expected growth in General Fund revenues of 3.7%.  Leading the revenue
growth in fiscal 1994 were strong increases in sales and use taxes, which
more than offset a significant reduction in Medicaid revenues.  During the
fiscal year ending June 30, 1995, increasing budgets for public education
and one-time expenditures for new prisons and higher education campuses are
expected to erode the reserve by $80 million to a projected June 30, 1995
balance of $258 million.
    
   
  There are approximately 2,000 units of local government in Colorado,
including counties, statutory cities and towns, home rule cities and
counties, charter cities, school districts and a variety of water,
irrigation and other special improvement districts, all with various
constitutional and statutory authority to levy taxes and incur indebtedness.
The major source of revenue for funding such indebtedness in the ad valorem
property tax, which presently is imposed and collected solely at the local
level (although the State is also authorized to levy the tax), and revenue
from special projects.  Residential real property is presently assessed at
12.86% of its actual value.  All other property is assessed at 29% of its
actual value except producing mines and oil and gas properties.
Agricultural land is assessed at 29% of its value based on its ability to
produce agricultural crops, and oil and gas properties are assessed based on
certain factors, including the means of recovery and the production of the
property.
    
   
  The major revenue sources of the State are principally comprised of the
individual income tax, the general sales and use tax, and the corporate
income tax.  These taxes represented approximately 51.1%, 28.8% and 4.0%,
respectively, of gross revenues for the General Fund for fiscal 1994.
Individual income tax, general sales and use tax and corporate income tax
are expected to represent 53.3%, 31.5% and 4.0%, respectively, of the $3.57
billion in gross revenues which were budgeted for the fiscal year ended June
30, 1994.  The State Constitution requires that expenditures not exceed
revenues.
    
   
  On November 3, 1992, voters in Colorado passed the Bruce Amendment,
otherwise known as the "Taxpayers Bill of Right."  The Amendment restricts
growth of government spending to the rate of inflation plus the change in
demand for government services (as measured by population, school
enrollment, or construction); the effect of this restriction is that if
revenue growth exceeds growth in population and inflation, the excess
revenues must be refunded to taxpayers.  The Amendment also limits the
issuance of debt to that which is voter approved and requires voter approval
of all tax increases.  To date, the Amendment has not affected State
revenues and programs, as state revenue growth has been less than the
allowable limit. However, given projected revenue growth and estimates of
limitations to be imposed by the Amendment, revenues are expected to
approach the allowable limit in the year ending June 30, 1998.  Over time,
the Amendment will likely reduce the financial flexibility of all levels of
government in Colorado.  In addition, younger or rapidly growing
municipalities with large infrastructure requirements may have ongoing
difficulty generating the revenues needed to finance their growth.

    

Connecticut Series
   

  Connecticut's economy is diverse, with manufacturing, services and trade
accounting for approximately 70% of total non-agricultural employment.  The
State's manufacturing industry is diversified, but from 1970 to 1992
manufacturing employment declined 30.8%, while service-related employment
increased 60.8%, particularly in the service, trade and finance categories,
resulting in an increase of 30% in total growth in non-agricultural sectors.
Defense-related business plays an important role in the Connecticut economy,
and economic activity has been affected by the volume of defense contracts
awarded to Connecticut firms.  From 1983 to 1992, Connecticut ranked from
sixth to eleventh among all states in total defense contract awards,
receiving 2.8% of all such contracts in 1992.  In recent years the Federal
government has reduced the amount of defense-related spending and the
largest defense-related employees in the State have announced substantial
labor force reductions.  The future effect of such reductions on the
Connecticut economy cannot be predicted at this time.  The annual average
unemployment rate (seasonally adjusted) in Connecticut was 6.1% in 1991 and,
as of January 1993, the estimated rate of unemployment (on a seasonably
adjusted basis) in the State was 7.1%.
    
   
  While the State's General Fund ended fiscal 1984-85, 1985-86 and 1986-87
with operating surpluses of approximately $365.5 million, $250.1 million and
$365.2 million, respectively, the State recorded operating deficits of
$115.6 million, $28 million, $259.5 million and $818.5 million for fiscal
1987-88, 1988-89, 1989-90 and 1990-91, respectively.
Together with the deficit carried forward from fiscal 1989-90, the total
deficit for fiscal 1990-91 was $965.7 million.  The deficit was a result of
revenue collections which were below original estimates and expenditures
which were above original appropriations.  The total deficit amount was
funded by the issuance of General Obligation Economic Recovery Notes in late
1991.  As of April 1, 1994, only $630,610,000 of such Economic Recovery
Notes remained outstanding.
    
   
  Since 1988, the Comptroller's annual report has reported results on the
basis of both the modified cash basis required by State law and the modified
accrual basis used for GAAP financial reporting.  The Comptroller's monthly
report for the period ended February 28, 1994 estimated that on a GAAP basis
the cumulative deficit is $458.7 million for fiscal 1993-1994.  The modified
cash basis of accounting used for statutory financial reporting and the
modified accrual basis used for GAAP financial reporting are different and,
as a result, often produce varying financial results, primarily because of
differences in the recognition of revenues and expenditures.
    
   
  The budget adopted by the General Assembly for fiscal 1992-93 projected
General Fund expenditures of $7.318 billion and estimated General Fund
revenues of $7.321 billion.  The proposed expenditures and estimated
revenues would have resulted in a surplus of $3.7 million.  The
Comptroller's annual report for fiscal 1992-1993 reflected a General Fund
operating surplus of $113.5 million, however.
    
   
  The budget adopted in 1993 for fiscal 1993-1994 was prepared in compliance
with Public Act 91-3 of the June 1991 Special Session, which required a
biennial budget beginning in fiscal 1993-1994.  The biennial budget is a
separate budget for each of the two fiscal years.  The budget originally
adopted by the General Assembly for fiscal 1993-1994 anticipated General
Fund expenditures of $7,690.1 million and General Fund revenues of $7,695.3
million.  For fiscal 1994-1995, the originally adopted budget anticipated
General Fund expenditures of $8,115.6 million and General Fund revenues of
$8,117.3 million.  Amendments to these budgets, adopted June 9, 1994,
increase the budgeted General Fund revenues for fiscal 1993-1994 to $7,909
million.  They also increase budgeted General Fund expenditures and revenues
for fiscal 1994-1995 to $8,567.2 million and $8,575.3 million, respectively.
    
   
  On November 3, 1992, Connecticut voters approved a constitutional amendment
which requires a balanced budget for each year and imposes a cap on the
growth of expenditures.  The General Assembly is required by the
constitutional amendment to adopt by three-fifths vote certain spending cap
definitions, which has not yet occurred.  Accordingly, the adopted budgets
comply with the current statutory spending cap definitions enacted in 1991.
The statutory spending cap limits the growth of expenditures to either (1)
the average of the annual increase in personal income in the State for each
of the preceding five years, or (2) the increase in the consumer price index
for urban consumers during the preceding twelve-month period, whichever is
greater.  Expenditures for the payment of bonds, notes and other evidences
of indebtedness are excluded from the constitutional and statutory
definitions of general budget expenditures.  To preclude shifting
expenditures out of the General Fund to other funds, the spending cap
applies to all appropriated funds combined.  For fiscal 1993-94 and for
fiscal 1994-95, permitted growth in capped expenditures is 5.82% and 4.49%,
respectively.  The General Fund budgets originally adopted for fiscal years
1993-1994 and 1994-1995 were approximately $58 million and $24 million,
respectively, below the cap for such years.
    
   
  The State finances its operations primarily through the General Fund.  All
tax and most non-tax revenues of the State, except for motor fuels taxes and
other transportation-related taxes, fees and revenues, are paid into, and
substantially all expenditures pursuant to legislative appropriations are
made out of, the General Fund.  The State derives over 70% of its revenues
from taxes.  Miscellaneous fees, receipts, transfers and Federal grants
account for most of the other State revenue.  The Sales and Use Taxes, the
corporation business tax and the recently enacted broad based personal
income tax are the major revenue-raising taxes.
    
  The State has no constitutional or other organic limit on its power to
issue obligations or incur indebtedness other than that it may borrow only
for public purposes.  There are no reported court decisions relating to
State bonded indebtedness other than two cases validating the legislative
determination of the public purpose for improving employment opportunities
and related activities.  The State Constitution has never contained
provisions requiring submission of the questions of incurring indebtedness
to a public referendum.  Therefore, the authorization and issuance of State
debt, including the purpose, amount and nature thereof, the method and
manner of the incurrence of such debt, the maturity and terms of repayment
thereof, and other related matters are statutory.
   
  The General Assembly has empowered, pursuant to bond acts in effect, the
State Bond Commission to authorize general obligation bonds in the amount of
$9,402,775,363.  As of April 1, 1994 the State Bond Commission has
authorized $7,663,766,136 in such bonds and the balance of $1,739,009,227
was available for authorization.  From such total authorizations of
$7,663,766,136, bonds in the aggregate amount of $6,778,086,771.44 have been
issued and the balance of $885,679,364.55 remained authorized but unissued
as of April 1, 1994.
    

  The State has established a program of temporary note issuances to cover
periodic cash flow requirements.  The maximum volume of cash flow borrowing
is determined based upon the State's actual cash needs on a daily basis.  As
of April 1993, the maximum amount borrowed under the program at any point in
time was $569 million, but no temporary notes under the program were
outstanding as of such date.

  General obligation bonds issued by Connecticut municipalities are payable
primarily from ad valorem taxes on property subject to taxation by the
municipality.  Certain Connecticut municipalities have experienced severe
fiscal difficulties and have reported operating and accumulated deficits in
recent years.  The most notable of these is the City of Bridgeport.

  S&P, Moody's and Fitch rate Connecticut's municipal bonds AA-, Aa and AA+,
respectively.


Florida Series
   

  Revenues and Expenditures.  Financial operations of the State of Florida
covering all receipts and expenditures are maintained through the use of
three funds: General Revenue Fund, Trust Funds and Working Capital Fund.
The General Revenue Fund receives the majority of State tax revenues.  The
Trust Funds consist of monies received by the State which under law or trust
agreement are segregated for a purpose authorized by law.  Revenues in the
General Revenue Fund which are in excess of the amount needed to meet
appropriations may be transferred to the Working Capital Fund.  Beginning in
1993-94, the Florida Constitution requires that the State establish a Budget
Stabilization Fund.  This fund is to contain a balance of at least 1% of the
previous year's net General Revenue collections in 1994-95, 2% in 1995-96,
3% in 1996-97, 4% in 1997-98 and 5% in 1998-99 and thereafter.  These moneys
can be only spent for the purpose of covering revenue shortfalls and for
emergency purposes as defined by general law.  Implementing legislation
establishing this fund has not yet been enacted.
    

  The Florida Constitution and Statutes mandate that the State budget as a
whole, and each separate fund within the State budget, be kept in balance
from currently available revenues each State fiscal year.
   

  Florida ended fiscal years 1991-92 and 1992-93 with General Revenue plus
Working Capital Funds unencumbered reserves of approximately $184.6 million
and $543.5 million, respectively.  Estimated fiscal year 1993-94 General
Revenue plus Working Capital Funds available total $13.583 billion.  Total
effective appropriations for the 1992-93 fiscal year are estimated at
$13.280 billion, resulting in estimated unencumbered reserves of $302.8
million at the end of the fiscal year.  Estimated fiscal year 1994-95
General Revenue plus Working Capital Funds available total $14.453 billion,
a 6.4% increase over 1993-94.  The massive effort to rebuild and replace
destroyed or damaged property in the wake of Hurricane Andrew is responsible
for the substantial positive revenue growth shown.  Most of the impact is in
the sales tax.
    
   
  In fiscal year 1992-93, the State derived approximately 65% of its total
direct revenues from the General Revenue Fund, Trust Funds and Working
Capital Fund from State taxes. Federal grants and other special revenues
accounted for the remaining revenues.  Major sources of tax revenues to the
General Revenue Fund are the sales and use tax, corporate income tax, and
beverage tax, which amounted to 70%, 1% and 4%, respectively, of total
General Revenue Fund receipts.
    
   
  State expenditures are categorized for budget and appropriation purposes by
type of fund and spending unit, which are further subdivided by line item.
In fiscal year 1992-93, expenditures from the General Revenue Fund for
education, health and welfare and public safety amounted to approximately
51%, 32% and 12%, respectively, of total General Revenues.
    

  Sales and Use Tax.  The greatest single source of tax receipts in Florida
is the sales and use tax.  The sales tax is 6% of the sales price of
tangible personal property sold at retail in the State.  The use tax is 6%
of the cost price of tangible personal property when the same is not sold
but is used, or stored for use, in the State.  The use tax also applies to
the use in the State of tangible personal property purchased outside Florida
which would have been subject to the sales tax if purchased from a Florida
dealer.  Less than 10% of the sales tax is designated for local governments
and is distributed to the respective counties in which it is collected for
use by such counties and municipalities therein.  In addition to this
distribution, local governments may (by referendum) assess a .5% or 1%
discretionary sales surtax within their county.  Proceeds from this local
option sales tax are earmarked for funding local infrastructure programs and
acquiring land for public recreation or conservation or protection of
natural resources.  In addition, non-consolidated counties with populations
in excess of 800,000 may levy a local option sales tax to fund indigent
health care.  This tax rate may not exceed .5% and the combined levy of the
indigent health care surtax and the infrastructure surtax described above
may not exceed 1%.  Furthermore, charter counties which adopted a charter
prior to June 1, 1976, and each county with a consolidated county/municipal
government, may (by referendum) assess up to a 1% discretionary sales surtax
within their county.  Proceeds from this tax are earmarked for the
development, construction, maintenance and operation of a fixed guideway
rapid transit system or may be remitted to an expressway or transportation
authority for use on county roads and bridges, for a bus system, or to
service bonds financing roads and bridges.  The two taxes, sales and use,
stand as complements to each other, and taken together provide a uniform tax
upon either the sale at retail or the use of all tangible personal property
irrespective of where it may have been purchased.  This tax also includes a
levy on the following:  (i) rentals of tangible personal property, transient
lodging and non-residential real property; (ii) admissions to places of
amusements, most sports and recreation events; (iii) utilities, except those
used in homes; and (iv) restaurant meals.  Exemptions include:  groceries;
medicines; hospital rooms and meals; fuels used to produce electricity;
purchases by religious, charitable and educational nonprofit institutions;
most professional, insurance and personal service transactions; apartments
used as permanent dwellings; the trade-in value of motor vehicles; and
residential utilities.
   

  All receipts of the sales and use tax, with the exception of the tax on
gasoline and special fuels, are credited to either the General Revenue Fund,
the Solid Waste Management Trust Fund, or counties and cities.   For the
State fiscal year which ended June 30, 1993, receipts from this source were
$9.426 billion, an increase of 12.5% from fiscal year 1991-92.
    
   
  Motor Fuel Tax.  The second largest source of State tax receipts is the tax
on motor fuels.  Preliminary data show collections from this source in the
State fiscal year ended June 30, 1993, were $1.207 billion.  However, these
revenues are almost entirely dedicated trust funds for specific purposes and
are not included in the State General Revenue Fund.
    

  State and local taxes on motor fuels (gasoline and special fuel) include
several distinct fuel taxes:  (i) the State sales tax on motor fuels, levied
at 6% of the average retail price per gallon of fuel, not to fall below 6.9
cents per gallon; (ii) the State excise tax of four cents per gallon of
motor fuel, proceeds distributed to local governments; (iii) the State
Comprehensive Enhanced Transportation System (SCETS) tax, which is levied at
a rate in each county equal to two-thirds of the sum of the county's local
option motor fuel taxes; and (iv) local option motor fuel taxes, which may
range between one cent to seven cents per gallon.
   

  Alcoholic Beverage Tax.  Florida's alcoholic beverage tax is an excise tax
on beer, wine, and liquor.  This tax is one of the State's major tax
sources, with revenues totalling $442.2 million in State fiscal year ended
June 30, 1993.  Alcoholic beverage receipts declined from the previous
year's total.  The revenues collected from this tax are deposited into the
State's General Revenue Fund.
    
   
  The 1990 Legislature established a surcharge on alcoholic beverages.  This
charge is levied on alcoholic beverages sold for consumption on premises.
The surcharge is at ten cents per ounce of liquor, ten cents per four ounces
of wine, four cents per twelve ounces of beer.  Most of these proceeds are
deposited into the General Revenue Fund.  In fiscal 1992-93, a total of $97
million was collected.
    

  Corporate Income Tax.  Pursuant to an amendment to the State Constitution,
the State Legislature adopted, effective January 1, 1972, the "Florida
Income Tax Code" imposing a tax upon the net income of corporations,
organizations, associations and other artificial entities for the privilege
of conducting business, deriving income or existing within the State.  This
tax does not apply to natural persons who engage in a trade or business or
profession under their own or any fictitious name, whether individually as
proprietorships or in partnerships with others, estates of decedents or
incompetents, or testamentary trusts.

  The tax is imposed in an amount equal to 5.5% of the taxpayer's net
corporate income for the taxable year, less a $5,000 exemption, as defined
in such Code.  Net income is defined by the Code as that share of a
taxpayer's adjusted Federal income for such year which is apportioned to the
State of Florida.  Apportionment is by weighted factors of sales (50%),
property (25%) and payroll (25%).  All business income is apportioned and
non-business income is allocated to a single jurisdiction, usually the state
of commercial domicile.
   

  All receipts of the corporate income tax are credited to the General
Revenue Fund.  For the fiscal year ended June 30, 1993, receipts from this
source were $846.6 million, an increase of 5.7% from fiscal year 1991-92.
    
   
  Documentary Stamp Tax.  Deeds and other documents relating to realty are
taxed at 70 cents per $100 of consideration, while corporate shares, bonds,
certificates of indebtedness, promissory notes, wage assignments and retail
charge accounts are taxed at 35 cents per $100 of consideration.
Documentary stamp tax collections totalled $ 639 million during fiscal year
1992-93, posting a 27% increase from the previous fiscal year.  The General
Revenue Fund receives approximately 62% of documentary stamp tax
collections.
    
   
  Gross Receipts Tax.  Effective July 1, 1992, the tax rate was increased
from 2.25% to 2.5% of the gross receipts of electric, natural gas and
telecommunications services.  All gross receipts utilities collections are
credited to the Public Education Capital Outlay and Debt Service Trust Fund.
In fiscal year 1992-93, gross receipts utilities tax collections totalled
$447.9 million, an increase of 14.3% over the previous fiscal year.
    

  Intangible Personal Property Tax.  This tax is levied on two distinct
bases:  (i) stocks, bonds, including bonds secured by Florida realty, notes,
government leaseholds, interests in limited partnerships registered with the
SEC, and other miscellaneous intangible personal property not secured by
liens on Florida realty are taxed annually at a rate of 2 mills, (ii)
mortgages and other obligations secured by liens on Florida realty, taxed
with a non-recurring 2 mill tax.

  Of the tax proceeds, 33.5% is distributed to the Municipal Revenue Sharing
Trust Fund.  The remainder is distributed to the General Revenue Fund.
   

  Fiscal year 1992-93 total intangible personal property tax collections were
$783.4 million, a 34% increase over the prior year.
    
   
  Severance Taxes.  The severance tax includes the taxation of oil, gas and
sulfur production and a tax on the severance of primarily phosphate rock and
other solid minerals.  Total collections from severance taxes totalled $64.5
million during fiscal year 1992-93, down 4.0% from the previous fiscal year.
    

  Lottery.  The 1987 Legislature created the Department of the Lottery to
operate the State Lottery and setting forth the allocation of the revenues.
Of the revenues generated by the Lottery, 50% is to be returned to the
public as prizes; at least 38% is to be deposited in the Educational
Enhancement Trust Fund (for public education); and no more than 12% can be
spent on the administrative cost of operating the lottery.
   

  Fiscal year 1992-93 produced ticket sales of $2.13 billion of which
education received approximately $850.1 million.
    


Georgia Series

  Georgia's economy grew rapidly in the 1980s resulting in a general fund
reserve.  In fiscal 1989 and 1990, however, the State's economy began to
slow and lower than projected growth in income and sales taxes and
increasing expenditure levels resulted in a reduction of the general fund's
reserve.  As projections were made of continued weakness in economically
sensitive taxes, a shortfall of cash receipts and general fund reserves to
allotments was projected for fiscal 1991.  The projected imbalance was
corrected through reductions in expenditures, adjustments to capital, use of
reserves and other one-time measures.
   

  During fiscal 1993, revenues plus the general fund reserve slightly
exceeded appropriations.  Revenue estimates for fiscal 1994 indicate that
revenues (including certain fee increases effective July 1, 1992) will
slightly exceed expenditures.  Fiscal 1995 estimates indicate that revenues
also will slightly exceed expenditures.
    
   
  Georgia's unemployment rate was 5.2% for calendar year 1993, which is a
decrease of 0.7% over the State's 1992 annual average unemployment rate.
The largest sectors of Georgia's economy are wholesale and retail trade,
services, manufacturing and government.  Per capita income levels are less
than the U.S. average (91% of the U.S. average in 1991), but Georgia's
average annual growth rate of per capita income has exceeded that of the
United States as a whole since 1960.
    

Constitutional Provisions

  Georgia's Constitution limits the appropriation of funds for any given
fiscal year to the sum of the amount of unappropriated surplus expected to
have accrued at the beginning of the fiscal year and the amount not greater
than the total receipts anticipated, less refunds, as estimated.  The State
Constitution provides for supplementary appropriations in accordance with
its provisions as well.

  Georgia may incur public debt to supply a temporary deficit due to a delay
in collecting the taxes of that fiscal year.  Such debt may not exceed, in
the aggregate, 5% of the total revenue receipts, less refunds, in the fiscal
year immediately preceding the year in which such debt is incurred.  The
debt incurred is to be repaid on or before the last day of the fiscal year
in which it is incurred out of taxes levied for that fiscal year.  No such
debt may be incurred in any fiscal year under this provision if there is
then outstanding unpaid debt from any previous fiscal year which was
incurred to supply a temporary deficit.  No such debt has been incurred
under this provision since its inception.
   

  The State Constitution also provides that the State may incur public debt
for three types of public purposes:  (1) debt to "repel invasion, suppress
insurrection, and defend the state in time of war"; (2) general obligation
debt and (3) guaranteed revenue debt.  General obligation debt may be
incurred to acquire, construct, develop, extend, enlarge or improve land,
waters, property, highways, buildings, structures, equipment or facilities
of the State, its agencies, departments, institutions and certain State
Authorities, to provide educational facilities for county and independent
school systems, to provide public library facilities for county and
independent school systems, counties, municipalities, and boards of trustees
of public libraries or boards of trustees of public library systems, and to
make loans to counties, municipal corporations, political subdivisions,
local authorities and other local government entities for water or sewerage
facilities or systems.  Guaranteed revenue debt may be incurred by
guaranteeing the payment of certain revenue obligations issued by an
instrumentality of the State as set forth in its Constitution.
    

  Georgia may not incur debt at any time when the highest aggregate annual
debt service requirements for the then current year or any subsequent year
for outstanding general obligation debt and guaranteed revenue debt,
including the proposed debt, and the highest aggregate annual payments for
the then current year or any subsequent fiscal year of the State under
certain contracts then in force, exceed 10% of the total revenue receipts,
less refunds, of the State treasury in the fiscal year immediately preceding
the year in which any such debt is to be incurred.  No general obligation
debt may be incurred at any time when the term of the debt is in excess of
25 years.

  The State Constitution also provides that Georgia countries,
municipalities, and other political subdivisions may not incur debt
(including debt incurred on behalf of any special district) in excess of 10%
of the assessed value of all taxable property within such country,
municipality, or political subdivision.  However, a separate provision of
the State Constitution permits certain long-term, intergovernmental
contracts for services and facilities.  The Georgia Supreme Court has held
that certain categories of intergovernmental contracts give rise to payment
obligations which are not "debts" subject to the 10% debt limitation.  It is
possible that the intergovernmental contracts clause could be used by local
governments to justify entering into transactions which increase their
financial obligations, and such transactions could result in increasing the
credit risk associated with debt obligations issued by such governmental
units.

Revenues and Expenditures
   

  Georgia's major revenue sources are its sales tax and its income tax.  The
state also receives revenues from its motor fuels tax, from miscellaneous
fees and sales, and from other taxes (such as the intangibles tax, alcohol
taxes, and inheritance tax, and license taxes).  Unaudited information from
the Georgia Revenue Department indicates that revenues from these sources
increased 12% in fiscal year 1993 from fiscal year 1992, and that these
revenue sources generated the following percentages of total Georgia State
revenue in fiscal year 1993:
    
   
  Sales tax           37.0%
  Income tax          46.5%
  Motor Fuels tax     4.2%
  Other taxes         12.3%
  TOTAL               100.0%
    
   
  During fiscal 1994, the Georgia lottery is expected to generate 2.5% state
revenue.
    

  State expenditures are classified by major policy category for budgetary
purposes.  In fiscal year 1993, Georgia expenditures for educational
development, human development, protection of persons and property, and
transportation amounted to 51%, 25%, 9.1%, and 5.2%, respectively, of total
budgeted expenditures.  Debt service for issued obligations accounted for
4.8% of total budgeted expenditures in fiscal year 1993, and is projected to
account for 4.2% of total budgeted expenditures in fiscal year 1994.
   

  For fiscal years ended June 30, 1975 through June 30, 1994, the aggregate
general obligation debt and guaranteed revenue debt authorized by the State
General Assembly are $5.2 billion and $195 million, respectively.  The
aggregate amount of general obligation debt and guaranteed revenue debt
actually issued by the State, as of March 1, 1994, is $6.2 billion.  The
total outstanding principal amount of indebtedness of the State as of March
1, 1994 is $4.00 billion.  Of this outstanding debt, 32% is due and payable
on or before January 1, 1994, and 57% is due and payable on or before
January 31, 2004.
    

Significant Contingent Liabilities
   

  Georgia has three significant contingent liabilities.  Several lawsuits
have been filed against the State of Georgia asserting that the decision in
Davis v. Michigan Department of Treasury, invalidates Georgia's tax
treatment of Federal Retirement Benefits for years prior to 1989.  Under
Georgia's applicable three year statute of limitation the maximum potential
liability under these suits calculated to December 15, 1992 would appear to
be no greater than $104 million, according to published reports.  The
plaintiffs in these suits, however, have requested refunds for a period from
1980 which could result in a maximum potential liability in the range of
$591 million, according to such reports.  Any such liability would be
predicated on a holding by the Georgia court or the U.S. Supreme Court that
the Davis decision is applicable to Georgia's prior method of taxing Federal
Retirement Benefits, that the Davis decision is to be given a retroactive
effect, i.e., that the decision affects prior tax years, and that a refund
remedy is appropriate.  The Georgia Supreme Court has held in Georgia's
"test case" that the plaintiff is not entitled to a refund.  The plaintiff's
petition to the United States Supreme court for a writ of certiorari was
granted on February 22, 1994.
    
   
  Three suits have been filed against the State of Georgia seeking refunds of
alcohol taxes in light of Bacchus Imports, Ltd. v. Dias, under Georgia's
pre-Bacchus statute.  In  James B. Beam Distilling Co. v. Collins, the U.S.
Supreme Court indicated that Bacchus was retroactive, but only within the
bounds of State statutes of limitations and procedural bars, and left State
courts to determine any remedy in light of reliance interests and other
defenses.  Georgia's statute of limitations has run on all pre-Bacchus
claims for refund except five  pending claims seeking $31 million in tax and
interest.  On remand, the Fulton County Superior Court has ruled that
procedural bars and other defenses bar any recovery by taxpayers on Beam's
claims for refund.  The Georgia Supreme Court has affirmed, and Beam has
petitioned the United States Supreme Court for a writ of certiorari.
    
   
  Age International, Inc. v. State and Age International, Inc. v. Miller. Two
suits (one for refund and one for declaratory and injunctive relief) have
been filed against the State of Georgia by foreign producers of alcoholic
beverages.  The Age declaratory/injunctive relief case was dismissed by the
District Court and is on appeal to the Eleventh Circuit Court of Appeals.
In the Age refund case, plaintiffs seek approximately 96 million dollars in
refunds of alcohol import taxes imposed under Georgia's post-Bacchus
statute, O.C.G.A. Section 3-4-60.  This case is still pending in the Fulton
County Superior Court.  It has been reported that the claimants have also filed
administrative claims for an additional 23 million dollars for later time
periods.
    
   
  Board of Public Education for Savannah/Chatham County v. State of Georgia.
Local school boards claim that the State is obligated to finance the major
portion of the costs of its desegregation program.  The Savannah Board
originally requested restitution of $30,000,000, but the Federal District
Court set forth a formula which would require the State to pay approximately
$6,000,000.  Plaintiffs have appealed to the Eleventh Circuit Court of
Appeals.  A similar complaint has been filed by Dekalb County asking for
restitution in excess of $60,000,000.  It is reported that other school
districts could also file claims.
    
  Maryland Series
   
  The State's total expenditures for the fiscal years ending June 30, 1991,
1992 and 1993 were $11.304 billion, $11.585 billion and $11.786 billion,
respectively.  As of May 16, 1994, it was estimated that total expenditures
for fiscal year 1994 would be $12.726 billion.  The State's General Fund,
representing approximately 54% - 60% of each year's total budget, had a
surplus on a budgetary basis of $55 thousand in fiscal year 1991, a deficit
of $56 million in fiscal year 1992 and a surplus of $11 million in fiscal
year 1993.  The Governor of Maryland reduced fiscal year 1993 appropriations
by approximately %56 million to offset the fiscal year 1992 deficit.  The
State Constitution mandates a balanced budget.
    
   
  In April 1993, the General Assembly approved the $12.5 billion 1994 fiscal
year budget.  The Budget includes $2.5 billion in aid to local governments
(reflecting a $233.8 million increase in funding over 1993 that provides for
substantial increases in education, health and police aid), and 72.8 million
in general fund deficiency appropriations for fiscal year 1993, of which $50
million is a legislatively mandated appropriation to the Revenue
Stabilization Account of the State Reserve Fund.  the Revenue Stabilization
Account was established in 1986 to retain State revenues for future needs
and to reduce the need for future tax increases.  The 1994 Budget does not
include any proposed expenditures dependent on additional revenue from new
or broad-based taxes.  When the 1994 Budget was enacted, it was estimated
that the general fund surplus on a budgetary basis at June 30, 1994, would
be approximately $26 million, excluding $50 million that was mandated to be
appropriated in the 1994 session of the General Assembly to the Revenue
Stabilization Account of the State Reserve fund.  As of May 16, 1994, it is
estimated that the general fund surplus on a budgetary basis at June 30,
1994, will be $24 million.
    
   
  In April 1994, the General Assembly approved the $13.3 billion 1995 fiscal
year budget.  The Budget includes $2.6 billion in aid to local governments
(reflecting a $102.4 million increase over 1994 that provides substantial
increases in education, health and police aid), and $104.8 million in
general fund deficiency appropriations for fiscal year 1994, of which $60.5
million is an appropriation to the Revenue Stabilization Account of the
State Reserve Fund.  As of May 16, 1994 it is estimated that the general
fund surplus on a budgetary basis at June 30, 1995 will be $9.7 million.
    
   
  The public indebtedness of Maryland and its instrumentalities is divided
into three basic types.  The State issues general obligation bonds for
capital improvements and for various State-sponsored projects.  The
Department of Transportation of Maryland issues limited special obligations
bonds for transportation purposes payable primarily from specific, fixed-
rate excise taxes and other revenues related mainly to highway use.  Certain
authorities issue obligations solely from specific non-tax enterprise fund
revenues and for which the State has no liability and has given no moral
obligation assurance.
    
   
  At least since the end of the Civil War, that State has paid the principal
of and interest on its general obligation bonds when due.  There is no
general debt limit imposed by the State Constitution or public general laws.
Although the State has the authority to make short-term borrowings in
anticipation of taxes and other receipts up to a maximum of $100 million,
the State in the past has not issued short-term tax anticipation and bond
anticipation notes, or made any other similar short-term borrowings for cash
flow purposes
    
   
  As of June 1994, the State's general obligation bonds were rated "Aaa" by
Moody's and "AAA" by S&P and Fitch.
    
   
  The Maryland Department of Transportation issues Consolidated
Transportation Bonds, which are payable out of specific excise taxes, motor
vehicle taxes and corporate income taxes, and from the general revenues of
the Department.  Issued to finance highway, port, transit, rail or aviation
facilities, as of June, 1994, these bonds were rated "Aa" by Moody's and
"AA" by S&P and Fitch.  The Maryland Transportation Authority, an entity of
the Department, issues its own revenue bonds for transportation facilities,
which are payable from certain highway, bridge and tunnel tolls.  These
bonds were rated "A1" by Moody's and "A+" by S&P as of June 1994.
    
   
  According to recent available ratings, general obligation bonds of
Montgomery County (abutting Washington, D.C.) are rated "Aaa" by Moody's and
"AAA" by S&P.  Prince George's County, also in the Washington, D.C. suburbs,
issues general obligation bonds rated "Aa" by Moody's and "AA-" by S&P,
while Baltimore County, a separate political subdivision surrounding the
City of Baltimore, issues general obligation bonds rated "Aaa" by Moody's
and "AA+" by S&P.  The City of Baltimore's general obligation bonds are
rated "A1" by Moody's and "A" by S&P.  The other counties in Maryland which
are rated by Moody's all have general obligation bond ratings of "A" or
better from Moody's, except for Allegheny County, the bonds of which are
rated "Baa" by Moody's.  The Washington Suburban Sanitary district, a bi-
county agency providing water and sewerage services in Montgomery and Prince
George's Counties, issues general obligation bonds rated "Aa1" by Moody's
and "A" by S&P as of June 1994.  Additionally, some of the large municipal
corporations in Maryland (such as the cities of Rockville and Annapolis)
have issued general obligation bonds.  There can be no assurance that any of
the foregoing ratings will continue.
    

Massachusetts Series
   

  At the present time, the Commonwealth of Massachusetts' economy is
experiencing a modest recovery following a slowdown that began in mid-1988.
Massachusetts has nonetheless undergone serious financial difficulties in
recent years that have adversely affected Massachusetts' credit standing.
Massachusetts' economic difficulties and fiscal problems could adversely
affect the market values and marketability of, or result in default in
payment of, outstanding Massachusetts municipal obligations.  While
Massachusetts had benefitted from an annual job growth rate of approximately
2% since the early 1980s, by 1989 employment started to decline.
Nonagricultural employment declined 0.7% in 1989 and 0.9% in 1991.
Nonagricultural employment increased 1.7% in 1992.  A comparison of total
nonagricultural employment in March 1993 with that in March 1994 indicates a
decline of 3.0%.  The Commonwealth's unemployment rate in 1992 was 8.5%,
which exceeded the national unemployment rate, and was 6.9% in 1993, which
was lower than the national unemployment rate. The Massachusetts
unemployment rate in May 1994 was 5.8%, as compared to 6.1% for April 1994
and 6.9% for May 1993.  The construction and manufacturing sectors
experienced the highest percentage loss of jobs during the declining years.
After 1988, per capita personal income growth had begun to slow as well,
after several years during which the per capita personal income growth rate
in Massachusetts was among the highest in the nation.  Between 1991 and
1992, total personal income in Massachusetts increased 4.2% as compared to
4.9% for the nation as a whole.  Personal income growth, relative to the
rest of the country, recovered somewhat between 1992 and 1993, with an
increase of 3.7% in Massachusetts compared to an increase of 3.5%
nationwide.
    

  Massachusetts expenditures for state government programs and services in
each of the fiscal years 1987 through 1991, inclusive, exceeded each fiscal
year's current revenues.  In fiscal years 1987 and 1988, largely by drawing
on fund balances from prior years, Massachusetts ended each fiscal year with
budgetary surpluses.  However, fiscal years 1989 and 1990 ended with
operating deficits of $672.5 million and $1.25 billion, respectively.  The
fiscal 1989 deficit was covered primarily through the issuance of $466.4
million of notes and $244 million of Medicaid-related notes, all of which
matured and were paid on or before January 15, 1991, and by delaying
payments of local aid to cities, towns and regional school districts.  The
fiscal 1990 deficit was financed in arrears in the following year by the
issuance of approximately $1.4 billion of Fiscal Recovery Bonds (see below).
Fiscal 1990 ended with a budgetary deficit of $1.104 billion.  Using
proceeds of $1.363 billion generated from deficit financings, the adjusted
fiscal 1990 closing balance was $259 million.

  In fiscal 1991, total revenues and other sources of the budgeted operating
funds increased by 13.8% over the prior year, to $13.913 billion.  This
increase was due chiefly to state tax rate increases enacted in July 1990
and to a substantial Federal reimbursement under the Medicaid program for
uncompensated patient care payments, as well as other factors.
The Commonwealth ended fiscal 1991 with an operating loss of $21.2 million,
but with positive closing fund balances of $237.1 million, after applying
the opening fund balances created from proceeds of the fiscal 1990 deficit
borrowing.  No deficit borrowing was required to close out fiscal 1991.

  Budgeted revenues and other sources for fiscal 1992 were $13.728 billion,
including tax revenues of $9.484 billion.  Budgeted revenues and other
sources increased by approximately 0.7% from fiscal 1991 to fiscal 1992,
while tax revenues increased by 5.4% for the same period.

  Commonwealth expenditures and other uses were approximately $13.420 billion
in fiscal 1992, which is $238.7 million, or 1.7% lower than fiscal 1991
budgeted expenditures and other uses.  Final fiscal 1992 budgeted
expenditures were approximately $300 million higher than the initial July
1991 estimates of budgetary expenditures.  A large portion of the increase
in spending is the result of increases in certain human services programs,
including an increase of $268.7 million for the Medicaid program and $50.0
million for mental retardation consent decree requirements.  Fiscal 1992
expenditures for Medicaid were $2.818 billion, or 1.9% higher than fiscal
1991.  This increase compares favorably with the 19.25% average annual
growth rate of Medicaid expenditures for fiscal years 1988 through 1991.

  Overall, the budgeted operating funds ended fiscal 1992 with an excess of
revenues and other sources over expenditures and other uses of $312.3
million, and with positive fund balances of approximately $549.4 million,
when such excess is added to the fund balances of $237.1 million carried
forward from fiscal 1991.
   
    

   


  The budgeted operating funds of the Commonwealth ended fiscal 1993 with a
surplus of revenues and other sources over expenditures and other uses of
$13.1 million and aggregate ending fund balances in the budgeted operating
funds of the Commonwealth of approximately $562.5 million.  Budgeted
revenues and other sources for fiscal 1993 totalled approximately $14.710
billion, including tax revenues of $9.930 billion.  Total revenues and other
sources increased by approximately 6.9% from fiscal 1992 to fiscal 1993,
while tax revenues increased by 4.7% for the same period.  this amount was
subsequently revised during fiscal 1993 to $9.940 billion.
    
   
  Commonwealth budgeted expenditures and other uses in fiscal 1993 totalled
approximately $14.696 billion, which is $1.280 billion or approximately 9.6%
higher than fiscal 1992 expenditures and other uses.  As of June 30, 1993,
after payment of all Local Aid and retirement of short-term debt, the
commonwealth showed a year-end cash position of approximately $622.2
million, as compared to a projected position of $485.1 million.
    
   
  On July 19, 1993, the Governor signed into law the fiscal 1994 budget.
This budget was based on protected total revenues and other tax sources of
$15.529 billion, including projected tax revenues of $10.694 billion.
Fiscal 1994 budgeted expenditures and other uses are currently estimated to
be approximately $15.692.  Based on current estimated revenues and
expenditures, the Executive Office for Administration and finance projects a
fiscal 1994 ending balance of approximately $399.7 million.
    
   
  Tax revenues for fiscal 1994 are currently estimated to be $10.694 billion,
or approximately $764 million higher than fiscal 1993 tax revenues of $9.930
billion.  This estimate includes $20 million of additional tax receipts
expected to be received from a one-year tax amnesty program mandated by the
fiscal 1994 budget as well as an upward revision of $134 million from the
original fiscal 1994 consensus tax estimate of $10.540 billion.  The upward
revision is based on tax revenue collections through December 1993, which as
of that time were approximately $140.4 million above the benchmark
established by the Department of Revenue at the start of fiscal 1994.
    
   
  In June, 1993, comprehensive education reform legislation was enacted into
law.  The Executive Office for Administration and Finance expects this
legislation will require additional increases in expenditures for
educational purposes above Fiscal 1993 base spending of $1.289 billion of
approximately $175 million in Fiscal 1994, $389.4 million in fiscal 1995 and
$614.2 million in Fiscal 1996.  Additional annual increases are also
expected in later fiscal years.  The fiscal 1994 budget includes $175
million in appropriations to satisfy this legislation.
    
   
  On January 21, 1994, the Governor submitted his fiscal 1995 budget
recommendation which called for budgeted expenditures of approximately
$16.139 billion.  This recommended spending level is approximately $423.8
million, or 2.7%, above currently estimated fiscal 1994 expenditures of
$15.716 billion.  Proposed budgeted revenues for fiscal 1995 are
approximately $16.141 billion, and exceed proposed budgeted expenditures by
approximately $1.5 million.
    
   
  On May 11, 1994, the chairpersons of the House and Senate Ways and Means
Committees and the Secretary for Administration and Finance jointly endorsed
a tax revenue estimate for fiscal 1995 of $11.328 billion, an increase of
$634 million, or 5.9%, over currently estimated fiscal 1994 tax revenues.
The fiscal 1995 estimate does not include the effect of certain tax
reductions originally proposed by the Governor in his fiscal 1995 budget
recommendation or certain other tax reductions approved by the House of
Representatives in connection with its deliberations relating to the fiscal
1995 budget.  It is not possible at this time to predict whether and to what
extent any tax reductions will be enacted into law as part of the final
fiscal 1995 budget.
    
   
  On May 12, 1994, the House adopted a fiscal 1995 budget that appropriates
total expenditures of $16.389 billion, as compared to the governor's fiscal
1995 budget recommendation of $16.139 billion.  On June 8, 1994, the Senate
Ways and Means Committee reported out its fiscal 1995  budget
recommendations for consideration by the full Senate.  The fiscal 1995
budget enacted by the House and Senate is presently awaiting approval by the
Governor.
    

  In November 1980, voters in the Commonwealth approved a state-wide tax
limitation initiative petition, commonly known as Proposition 2-1/2, to
constrain levels of property taxation and to limit the charges and fees
imposed on cities and town by certain government entities, including county
governments.  The law is not a constitutional provision and accordingly is
subject to amendment or repeal by the legislature.  Proposition 2-1/2 limits
the property taxes which a Massachusetts city or town may assess in any
fiscal year to the lesser of (i) 2.5% of the full and fair cash value of
real estate and personal property therein and (ii) 2.5% over the previous
year's levy limit plus any growth in the tax base from certain new
construction and parcel subdivisions.  In addition, Proposition 2-1/2 limits
any increase in the charges and fees assessed by certain governmental
entities, including county governments, on cities and towns to the sum of
(i) 2.5% of the total charges and fees imposed in the preceding fiscal year,
and (ii) any increase in charges for services customarily provided locally
or services obtained by the city or town at its option.  The law contains
certain override provisions which require a majority vote, or higher, for
approval at a general or special election.  Proposition 2-1/2 also limits any
annual increase in the total assessments on cities and towns by any county,
district, authority, the Commonwealth, or any other governmental entity.
   

  During the 1980s, Massachusetts increased payments to its cities, towns and
regional school districts ("Local Aid") to mitigate the impact of
Proposition 2-1/2 on local programs and services.  In fiscal 1994 approximately
28.7% of Massachusetts' budget is to be allocated to Local Aid.
    
   
  Direct Local Aid increased from $2.769 billion to $2.961 billion from
fiscal 1988 to 1989 and declined in the past three fiscal years from $2.937
billion in fiscal 1990 to $2.359 billion in fiscal 1992.  Direct Local Aid
increased in fiscal 1993 to $2.547 billion.  It is estimated that fiscal
1994 expenditures for direct Local Aid will be $2.737 billion, which is an
increase of approximately 7.5% above the fiscal 1993 level.  The additional
amount of indirect Local Aid provided was approximately $2.146 billion in
fiscal 1993.  It is estimated that approximately $2.188 billion in indirect
Local Aid will be paid in fiscal 1994.
    
   

  Voters approved in November 1990 a petition which regulates the
distribution of Local Aid by requiring, subject to appropriation,
distribution to cities and towns of no less than 40% of collections from
personal income taxes, sales and use taxes, corporate excise taxes, and
lottery fund proceeds.  The Local Aid distribution to each city or town
would equal no less than 100% of the total Local Aid received for fiscal
1989.  Distributions in excess of fiscal 1989 levels would be based on new
formulas that would replace the current Local Aid distribution formulas.  By
its terms, the new formula would have called for a substantial increase in
direct Local Aid in fiscal 1992, and would call for such an increase in
fiscal 1993 and in subsequent years.  However, Local Aid payments expressly
remain subject to annual appropriation, and fiscal 1992 and fiscal 1993
appropriations for Local Aid did not meet and fiscal 1994 appropriations for
Local Aid do not meet, the levels set forth in the initiative law.
    
   
  In recent years, health care related costs have risen dramatically in
Massachusetts and across the nation and the increase in the State's Medicaid
and group health insurance costs reflects this trend.  In fiscal 1993,
Medicaid was the largest item in Massachusetts' budget and has been one of
the fastest growing budget items.  During fiscal years 1989, 1990, 1991 and
1992, Medicaid expenditures were $1.83 billion, $2.12 billion, $2.77 billion
and $2.82 billion, respectively, representing an average annual increase of
15.4%.  Expenditures for fiscal 1993 were $3.15 billion, an 11.8% increase
over fiscal 1992.  The Executive Office for Administration and Finance
estimates that fiscal 1994 Medicaid expenditures will total approximately
$3.27 billion, an increase of 3.7% over fiscal 1993 expenditures.
    
   
  Massachusetts' pension costs have risen dramatically as the State has
appropriated funds to address in part the unfunded liabilities that had
accumulated over several decades.  Total pension costs increased at an
average annual rate of 7.1% from $659.7 million in fiscal 1989 to $868.2
million in 1993.  The estimated pension costs (inclusive of current benefits
and pension reserves) for fiscal 1994 are $951.0 million, an increase of
9.5% over fiscal 1993 expenditures.
    
   
  Payments for debt service on Massachusetts general obligation bonds and
notes have risen at an average annual rate of 20.4%, from $649.8 million in
fiscal 1989 to $942.3 million in fiscal 1991.  Debt service payments in
fiscal 1992 were $898.3 million, representing a 4.7% decrease from fiscal
1991.  Debt service expenditures for fiscal 1993 were $1.140 billion and are
projected to be $1.179 billion for fiscal 1994 and $1.295 billion for fiscal
1995.   In January, 1990, legislation was enacted which imposes a 10% limit
on the total appropriations in any fiscal year that may be expended for
payment of interest and principal on general obligations debt (excluding
Fiscal Recovery Bonds) of Massachusetts.
    
   
  Massachusetts currently has three types of bond and note liabilities:
general obligation debt, dedicated income tax debt, and special obligation
debt.  As of January 1, 1994, the State had approximately $8.188 billion of
long-term general obligation debt outstanding and short-term direct
obligations of the Commonwealth totalled $312 million.  In October and
December 1990, Massachusetts issued Fiscal Recovery Bonds in the aggregate
principal amount of $1.416 billion to be repaid no later than December 31,
1997 from funds deposited in a State trust fund.
    

  Certain independent authorities and agencies within the State are
statutorily authorized to issue debt for which Massachusetts is either
directly, in whole or in part, or indirectly liable.  The State's
liabilities are either in the form of (i) a direct guaranty, (ii) State
support through contract assistance payments for debt service, or (iii)
indirect obligations.  The State is indirectly liable for the debt of
certain authorities through the funding of reserve funds which are pledged
as security for the authorities' debt.

  Many factors affect the financial condition of the Commonwealth of
Massachusetts and its cities, towns, and public bodies, such as social,
environmental, and economic conditions, many of which are not within the
control of such entities.  As in the case with most urban states, the
continuation of many of Massachusetts' programs, particularly its human
services programs, is in significant part dependent upon continuing Federal
reimbursements which have been steadily declining.  The loss of grants to
Massachusetts and its cities and towns could further slow economic
development.  To the extent that such factors may exist, they could have an
adverse effect on economic conditions in Massachusetts, although what
effect, if any, such factors would have on Massachusetts Municipal
Obligations cannot be predicted.

Michigan Series
   

  General.  Recently, the State's economy has been undergoing certain basic
changes in its underlying structure.  These changes reflect a diversifying
economy which is less reliant on the automobile industry.  As a result, the
State anticipates that its economy in the future will be less susceptible to
cyclical swings and more resilient when national downturns occur.  In 1993,
approximately 77% of wage and salary employment was in the State's non-
manufacturing sectors.  In 1993, total employment was 4,374,000 with
manufacturing wage and salary employment totaling 900,200.  Manufacturing
employment remains below the peak employment level of 1,179,600 attained in
1978.  Employment in the durable goods manufacturing industries was 666,500
and non-durable goods employment was 223,700 in the State in 1993.  The
motor vehicle industry, which is still an important component in the State's
economy, employed 270,100 in 1992.  The State average unemployment rate for
calendar year 1993 was 7.0%.
    
   
  The State's general obligation bonds are rated A1 by Moody's, AA by S&P and
AA by Fitch.  Because most of the State Municipal Obligations are revenue or
general obligations of local government or authorities, rather than general
obligations of the State of Michigan itself, ratings on such State Municipal
Obligations may be different from those given to the State of Michigan.
    
   
  State Constitutional Provisions Affecting Revenues and Expenditures.  The
State Constitution provides that proposed expenditures and revenues of any
operating fund must be in balance and that any prior year's surplus or
deficit must be included in the succeeding year's budget for that fund.
    
   
  In 1978, the State Constitution was amended to limit the amount of total
State revenues raised from taxes and certain other sources.  State revenues
(excluding Federal aid and revenues for payment of principal and interest on
general obligation bonds) in any fiscal year are limited to a fixed
percentage of State personal income in the prior calendar year or average of
the prior three calendar years, whichever is greater.  The percentage is
fixed by the amendment to equal the ratio of the 1978-79 fiscal year
revenues to total calendar 1977 State personal income.
    
   
  If in any fiscal year revenues exceed the revenue limitation by 1% or more,
the entire amount of such excess shall be rebated in the following fiscal
year's personal income tax or single business tax.  Any excess of less than
1% may be transferred to the State's Budget Stabilization Fund.  The State
may raise taxes in excess of the limit for emergencies when deemed necessary
by the Governor and two-thirds of the members of each house of the
Legislature.
    
   
  The State Constitution provides that the proportion of State spending paid
to all units of local government to total State spending may not be reduced
below the proportion in effect in the 1978-79 fiscal year.  If such spending
does not meet the required level in a given year, an additional
appropriation for local governmental units is required by the following
fiscal year.  Spending for local units met this requirement for fiscal years
1985-86 through 1991-92.
    
   
  The State has settled litigation with Oakland County, Michigan in which
Oakland County had alleged that the classification of State expenditures for
certain mental health programs as spending for local units was improper.  As
part of the settlement, the State agreed to reclassify these expenditures,
beginning in fiscal year 1992-93.
    
   
  The State Constitution also requires the State to finance any new or
expanded activity of local governments mandated by State law.  Any
expenditures required by this provision would be counted as State spending
for local units of government for the purpose of determining compliance with
the provision cited above.
    
   
  Economic and Fiscal Condition.  Legislation requires that the
administration prepare two economic forecasts each year.  These are
presented to a Consensus Revenue Estimating Conference in January and May of
each year.  The January 1994 forecast is summarized below.
    
   
  The State's economic forecast for calendar year 1995 projects modest
growth.  Real GDP is projected to grow 2.4% in 1995, on a calendar year
basis.  Car sales are expected to increase to the 9.3 million unit level in
1995.
    
   
  The forecast assumes moderate inflation, accompanied by a 20 basis point
increase in interest rates.  Ninety-day T-bills rates are expected to rise
to 3.5 percent for 1995.  The United States' unemployment rate is projected
to decline to an average of 6.5 percent for 1995.
    
   
  The State's forecast for the Michigan economy reflects the above national
outlook.  Total wage and salary employment is projected to grow 1.5% in
1995.  This slight growth reflects the ongoing diversification of the
Michigan economy.  The unemployment rate is projected to average 6.6% in
1995, continuing the recent trend to Michigan's unemployment rate being near
the national average compared to the 15-year history of having higher
unemployment.
    
   
  The State budget for fiscal year 1993-94 was passed by the Legislature in
September 1993, in advance of the beginning of the new fiscal year.  The
budget passed by the Legislature appropriated $7.955.5 million from general
fund/general purpose revenues.  The Governor vetoed $2.3 million of the
appropriations passed by the Legislature.  The Legislature passed and the
Governor signed supplemental appropriations on December 31, 1993 totalling
$45.0 million from general fund/general purpose revenues.
    
   
  The Governor's Executive Budget for fiscal year 1994-1995 was submitted to
the Legislature in December 1993.  The fiscal year 1994-1995 general
fund/general purpose Executive Budget recommendation totalled $7,065.8
million.
    
   
  Property Tax Reform Proposals.  On August 19, 1993, the Governor signed
into law Act 145, Public Acts of Michigan, 1993 ("Act 145"), a measure which
would have significantly impacted financing of primary and secondary school
operations and which has resulted in additional property tax and school
finance reform legislation.  Act 145 would have exempted all property in the
State of Michigan from millage levied for local and intermediate school
districts operating purposes, other than millage levied for community
colleges, effective July 1, 1994.  In order to replace local property tax
revenues lost as a result of Act 145, the Michigan Legislature, in December
1993, enacted several statutes which address property tax and school finance
reform.
    
   
  The property tax and school finance reform measures included a ballot
proposal which was approved by the voters on March 15, 1994.  Effective May
1, 1994, the State sales and use tax was increased from 4% to 6%, the State
income tax was decreased from 4.6% to 4.4%, the cigarette tax was increased
from $.25 to $.75 per pack and an additional tax of 16% of the wholesale
price was imposed on certain other tobacco products.  A 2% real estate
transfer tax will be effective January 1, 1995, which will decrease to 0.75%
in April 1995.  Beginning in 1994, a state-wide property tax of 6 mills will
be imposed on all real and personal property currently subject to the
general property tax.  The ability of school districts to levy property
taxes for school operating purposes has been partially restored.  A school
board will, with voter approval, be able to levy up to the lesser of 18
mills or the number of mills levied in 1993 for school operating purposes,
on non-homestead property.  The adopted ballot proposal contained additional
provisions regarding the ability of local school districts to levy taxes as
well as a limit on assessment increases for each parcel of property,
beginning in 1995 to the lesser of 5% or the rate of inflation.  When
property is subsequently sold, its assessed value will revert to the current
assessment level of 50% of true cash value.  Under the adopted ballot
proposal, much of the additional revenue generated by the new taxes will be
dedicated to the State School Aid fund.
    
   
  The adopted ballot proposal contains a system of financing local school
operating costs relying upon a foundation allowance amount which may vary by
district based upon historical spending levels.  State funding will provide
each school district an amount equal to the difference between their
foundation allowance and the revenues generated by their local property tax
levy.  Local school districts will also be entitled to levy supplemental
property taxes to generate additional revenue if their foundation allowance
is less than their historical per pupil expenditures.  The adopted proposal
also contains provisions which allow for the levy of a limited number of
enhancement mills on regional and local school district bases.
    
   
  The adopted ballot proposal will shift significant portions of the cost of
local school operations from local school districts to the State and raise
additional State revenues to fund these additional State expenditures.
These additional revenues will be included within the State's constitutional
revenue limitations and may impact the State's ability to raise additional
revenues in the future.
    
   
  Budget Stabilization Fund.  In 1977, the BSF was established to accumulate
balances during years of significant economic growth which may be utilized
in years when the State's economy experiences cyclical downturns or
unforeseen fiscal emergencies.  The unreserved ending accrued balance of the
BSF on September 30, 1990 was $385.1 million, on September 30, 1991 was
$182.2 million, on September 30, 1992 was $20.1 million and on September 30,
1993 was $307.1 million.
    
   
  State and State-Related Indebtedness.  The State Constitution limits State
general obligation debt to (i) short-term debt for State operating purposes,
(ii) short- and long-term debt for the purpose of making loans to school
districts and (iii) voter-approved long-term debt.
    
   
  Short-term debt for operating purposes is limited to an amount not in
excess of 15% of undedicated revenues received during the preceding fiscal
year and must be issued only to meet obligations incurred pursuant to
appropriation and repaid during the fiscal year in which incurred.
    
   
  Debt incurred by the State for the purpose of making loans to school
districts may be may be issued in whatever amount required without voter
approval.  All other general obligation bonds issued by the State must be
approved as to amount, purpose and method of repayment by a two-thirds vote
of each house of the Legislature and by a majority vote of the public at a
general election.  There is no limitation as to number or size of such
general obligation issues.
    
   
  There are also various State authorities and special purpose agencies
created by the State which issue bonds secured by specific revenues.  Such
debt is not a general obligation of the State.
    
   
  The State has issued an outstanding general obligation full faith and
credit bonds for Water Resources, Environmental Protection, Public
Recreation, Vietnam Veteran's Bonus and School Loan purposes.  As of
September 30, 1993, the outstanding principal amount of all State general
obligation bonds was $386 million.  On February 25, 1993, the State issued
$900 million in short-term general obligation notes in order to meet cash
flow requirements.  These notes matured and were paid on September 30, 1993.
On April 28, 1994, the State issued  $55.8 million in short-term general
obligation school loan notes.  These notes are due on October 20, 1994.
    
   
  As of December 31, 1993, approximately $3.8 billion in principal amount of
"qualified" bonds of local school districts was outstanding.  In the past 30
years, the State has been required only once to advance monies from the
State School Bond Loan Fund to make a debt service payment on behalf of a
school district, other than for routine loans.  In that case the tax
collections available to the school district for payment of debt service
were escrowed on the due date because of litigation.  After the litigation
was completed, the escrowed funds were repaid in full to the State School
Bond Loan Fund.
    
Minnesota Series
   
     Constitutional and Statutory Provisions Relating to State and Local
Funding.  State revenues in Minnesota are generated primarily from
individual and corporate income taxes, sales and use taxes, inheritance and
gift taxes, motor fuel taxes and excise taxes on liquor and tobacco.
County, municipal and certain special purpose districts (such as water,
flood or mosquito control districts) are authorized to levy property taxes
within specified legislative limits.  A portion of State revenues is
allocated from State government to other governmental units within the
State, such as municipal and county governments, school districts and State
agencies, through a complex series of appropriations and financial aid
formulas.  This financial interdependency of the State government with other
units of government subjects all levels of government, in varying degrees,
to fluctuations in the State's overall economy.
    
   
  The State's constitutionally prescribed fiscal period is a biennium, and
Minnesota operates on a biennial budget basis, with revenues credited in the
period in which they are collected and expenditures debited in the period in
which the corresponding liabilities are incurred.  The biennium begins on
July lst of the odd numbered year and runs through June 30th of the next odd
numbered year.
    
   
  Minnesota's ability to appropriate funds is limited by the Minnesota
Constitution, which directs that State government shall not in any biennium
appropriate funds in excess of projected tax revenues from all sources.  The
State is authorized to levy additional taxes to resolve any inadvertent
shortfalls.
    
   
  Legislative appropriations for each biennium are prepared and adopted
during the final legislative session of the immediately preceding biennium.
A revenue forecast is normally prepared during the legislative session to
provide the Legislature with updated information for the appropriations
process.  During each biennium regular reforecasts or revenues and
expenditures are prepared.
    
   
  The State's biennial appropriation process relies on revenue forecasting as
the basis for establishing aggregate expenditure levels.  Risks are inherent
in the revenue and expenditure forecasts.  Assumptions about U.S. economic
activity and Federal tax and expenditure policies underlie these forecasts.
Any Federal law changes that increase federal income taxes or reduce Federal
spending programs may adversely affect these forecasts. Finally, even if
economic and Federal tax assumptions are correct, revenue forecasts are
still subject to some normal level of error.  The correctness of revenue
forecasts and the strength of the State's overall economy may restrict
future aid or appropriations from State government to other units of
government.
    
   
  In FY 1994, ending June 30, 1994, revenues received were $7.738 billion.
Expenditures and transfers of $7.557 billion and a cash flow account
appropriations carried forward of $240 million resulted in a budgetary
balance of $421 million.
    
   
  In 1992, the Minnesota Legislature adopted "Minnesota Care" which was
designed to provide universal health care coverage for Minnesota citizens
while controlling the escalation of health care costs.  In FY 94, the
program is expected to generate $88,595 million in revenues through a 2%
hospital and provider tax, and a 5% cigarette tax to be phased out in FY
1997.  Total expenditures will exceed revenues for MinnesotaCare by $9,864
million.  To cover the shortfall, the Minnesota legislature authorized a
General Fund Transfer to the MinnesotaCare Health Care Access Fund of
$14,650 million.  The net gain will become part of the Health Care Access
Fund Reserve.  Projections for 1996 and 1997 (the latter being the final
year of implementation of the program), are respectively expected to show
revenues of $242 million and $222 million, while expenditures are
respectively expected to continue to increase by $278 million and $408
million, leaving a balance after reserves of $75 million and $236 million.
The financing shortfalls will be addressed in the 1995 legislative session
as efforts are made to fund MinnesotaCare through a broader based tax rather
than the 2% provider tax.
    
   
  When the Minnesota legislature convened in early 1994, the Governor
announced a "no new taxes" position.  In part as a result, the legislature
adopted few changes in the tax laws of the State.  The Minnesota legislature
completed its tax appropriations process in May of 1993 for the FY 94 and 95
and enacted taxes and appropriated money for the biennium.  The revenue is
estimated to generate $16.896 billion, expenditures and transfers of $16.519
billion, with a cash flow and appropriations carried forward account of $360
million and a budgetary balance of $16 million as of June 30, 1995.
    
   
  State and local governments in Minnesota have been well served by the
creation of a "rainy day fund" or cash flow account which can be drawn upon
at a time of economic downturn.  However, the amount budgeted for the
account was reduced from $400 million in FY 92 to $360 million for FY's 93-
95.
    
   
  The amount of revenue generated by Minnesota's tax structure, because of
the dependence on the income and sales taxes, is sensitive to the status of
the national and local economy.  There can be no assurance that the
financial problems referred to or similar future problems will not affect
the market value or marketability of the Minnesota Municipal Obligations or
the ability of the issuers thereof to pay the interest or principal of such
obligations.
    
   
  The Minnesota general obligation bonds are rated Aa by Moody's and AA+ by
S&P and Fitch.
    
   
  Statewide Economic and Demographic Factors.  Diversity and a significant
natural resource base are two important characteristics of Minnesota's
economy.
    
   
  Minnesota's economy is being lifted by strong earnings growth in the
service industry, rising housing construction, and job gains which are
slowly firming up the labor market.
    
   
  When viewed in 1994 at a highly aggregative level of detail, the structure
of the State's economy parallels the structure of the United States' economy
as a whole.  Minnesota employment in 10 major industrial sectors was
distributed in approximately the same proportions as national employment.
In all sectors, the share of State employment was within two percentage
points of national employment share.
    
   
  The State's employment in the durable goods industries continues to be
highly concentrated in industries specializing in the manufacturing of
industrial machinery, fabricated metals and instruments.  This emphasis is
partially explained by the location in the State of IBM, Cray Research and
other computer equipment manufacturers.  Further, manufacturers of food
products, wood products and printed and published materials joined the high
technology manufacturing group which led to significant business expansion
in 1993.
    
   
  The importance of the State's rich natural resource base for overall
employment is apparent in the employment mix in non-durable goods
industries.  In 1989, approximately 29.9% of the State's non-durable goods
employment was concentrated in food and kindred industries, and
approximately 19.9% in paper and allied industries.  This compares to
approximately 21.4% and 8.8%, respectively, for comparable sectors in the
national economy.  Both of these rely heavily on renewable resources in the
State.  Over half of the State's acreage is devoted to agricultural purposes
and nearly one-third to forestry.  Printing and publishing are also
relatively more important in the State than in the United States.
    
   
  Mining is currently a less significant factor in the State economy than it
once was.  Mining employment primarily in the iron ore or taconite industry
dropped from 17.3 per thousand in 1979 to 7.9 per thousand in 1991.  It is
not expected that mining employment will soon return to 1979 levels.
However, Minnesota retains vast quantities of taconite as well as copper,
nickel, cobalt and peat which may be utilized in the future.
    
   
  While Minnesota's involvement in the defense industry is limited, as
military procurement cuts continue Minnesota employers like Allian Tech and
FMC will face challenges in maintaining employment and sales.  More
importantly, Minnesota firms producing electronic components, communication
equipment, electrical equipment, chemicals, plastics, computers and software
will face additional competition from companies converting from military to
civilian production.
    
   
  Job expansion and business start-ups improved remarkably in 1993 with an
average rate for new businesses at 2%, while business dissolutions were cut
in half in 1993.
    
   
  Finally, despite a state economy that is out-performing the national
economy, the future economic outlook is guarded primarily because the growth
of the health care industry has slowed significantly and the mainframe
computer and airline industries face continued softness.
    
   
  Employment and Income Growth in the State.  During the 1980 to 1990 period,
total employment in Minnesota increased 17.8% as compared to 20.5%
nationally.  Most of Minnesota's slower growth can be associated with
declining agricultural employment and two recessions in the US economy in
the early 1980's which were more severe in Minnesota than nationwide.  The
most recent recession which began in July 1990 was less severe in Minnesota
than it was nationally.  Since 1988, non-farm employment in Minnesota grew
at a more rapid rate than it did at the national level.
    
   
  The Minnesota work force will remain stable with slow growth expected
between now and 1996.  The large size of the baby boom generation will lend
stability.  Not much change is expected in composition.  Female labor force
participation rates will continue to increase slowly.  Employment growth is
projected to be most rapid for professional, paraprofessional and technical
occupations.  Minnesota has a well educated work force as compared to the
nation as a whole, and occupations projected to grow most rapidly are those
requiring the most education and training.
    
   
    Since 1980, State per capita personal income has been within three
percentage points of national per capital personal income.  The State's per
capita income, which is computed by dividing personal income by total
resident population, has generally remained above the national average in
spite of the early 1980's recessions and some difficult years in
agriculture.  In 1991, Minnesota per capita personal income was 100.2% and,
in 1992, 101% of its U.S. counterpart.
    
   
  Another measure of the vitality of the State's economy is its unemployment
rate.  For 1991, the State's unemployment rate was 5.1%, as compared to a
national average of 6.7%.  In 1992, the State was again 5.1% with a national
average of 7.4%.  In April of 1994, the State rate was 5.4% and the national
rate 6.6%.
    

North Carolina Series
   
  Economic Characteristics.  The economic profile of North Carolina consists
of a combination of industry agriculture, and tourism.  Non-agricultural
wage and salary employment accounted for approximately 3,132,800  jobs in
1992 of which approximately 832,900 were in manufacturing. According to the
North Carolina Employment Security Commission, in May, 1993, the State
ranked tenth among the states in non-agricultural employment and eighth in
manufacturing employment.  During the period from 1980 to 1992, per capita
income in the State grew from $7,999 to $17,667, an increase of 120.9%.  The
North Carolina Employment Security Commission estimated the July 1993
seasonally adjusted unemployment rate to be 4.5%, as compared with a
national unemployment rate of 6.8%.
    
   
  Agriculture is a basic element in the North Carolina economy.  Gross
agricultural income in 1991 exceeded $4.9 billion, placing the State tenth
in the nation in gross agricultural income.  Tobacco production is the
leading source of agricultural income in the State, accounting for 21% of
gross agricultural income.  The poultry industry (chicken, eggs, broilers
and turkeys) provides nearly 31% of the gross agricultural income.  North
Carolina's agricultural diversity and continuing push in marketing efforts
have protected farm income from some of the wide variations experienced in
states where most of the agricultural economy is dependent on a small number
of agricultural commodities.  North Carolina is the third most diversified
agricultural state in the nation.  In 1991, there were approximately 60,000
farms in the State.  A strong agribusiness sector also supports farmers with
farm inputs (agricultural chemicals and fertilizer, farm machinery, and
building supplies) and processing of commodities produced by farmers
(vegetable canning and cigarette manufacturing).  North Carolina's
agricultural industry, including food, fiber and forest, contributes over
$36 billion annually to the State's economy.
    
   
  The labor force has undergone significant changes during recent years.  The
State has moved from an agricultural to a service and goods producing
economy.  According to the Employment Security Commission, the labor force
has grown from 2,855,200 in 1980 to 3,487,500 in 1992, an increase of 22.1%.
    
   
  The Travel and Tourism Division of the North Carolina Department of
Commerce estimated in excess of $8 billion was spent on tourism in the State
in 1993 (up from slightly less than $7 billion in 1990), two-thirds of which
was derived from out-of-state travelers.  The Travel and Tourism Division
estimates approximately 250,000 people were employed in tourism-related jobs
in the State.  The State maintains 43 State parks covering an area of
approximately 134,908 acres.
    
   
  Revenue Structure.  North Carolina's two major operating funds which
receive revenues and from which monies are expended are the General Fund and
the Highway Fund.  The 1989 General Assembly also created the Highway Trust
Fund to provide monies for a major highway construction program for the
State.  There are no prohibitions or limitations in the State Constitution
on the State's power to levy taxes except an income tax rate limitation of
10% and a prohibition against a "poll" tax.
    
   
  North Carolina's tax revenue is generated from individual and corporate
income taxes, sales and use tax, highway use tax on certain motor vehicle
rentals, corporate franchise tax, taxes on alcoholic beverages, cigarettes
and soft drinks, inheritance taxes, insurance taxes levied on insurance
companies, intangible personal property tax and other taxes.  Revenue is
also generated from a motor fuels tax, highway use tax and motor vehicle
license tax, which revenue is deposited in the Highway Fund and Highway
Trust Fund.  Federal aid is an important source of revenue for the Highway
Fund and Highway Trust Fund.  Non-tax revenue consists of (i) institutional
and departmental receipts which are deposited with the State Treasurer,
including fees, tuition payments, and Federal funds collected by state
agencies and (ii) interest earned by the State Treasurer on investments of
General Fund monies and (iii) revenues from the judicial branch.  The
proceeds of such taxes and non-tax revenue are deposited in North Carolina's
General Fund.
    
   
  State Budget.  The North Carolina Constitution requires that the total
expenditures of the State for the fiscal period covered by the budget shall
not exceed the total of receipts during the fiscal period and the surplus
remaining in the State Treasury at the beginning of the period.
    
   
  The Executive Budget Act, adopted by the General Assembly in 1925, sets out
the procedure by which the State's budget is adopted and administered.  The
Act requires the adoption of a balanced budget.  North Carolina General
Statute Section 143-25 of the General Statutes of North Carolina provides:
"The Director of the Budget may reduce all of said appropriations, pro rata
when necessary, to prevent an overdraft or deficit to the fiscal period for
which such appropriations are made.  The purpose and policy of this Article
are to provide and insure that there shall be no overdraft or deficit in the
General Fund of the State at the end of the fiscal period, growing out of
appropriations for maintenance and the Director of the Budget is directed
and required to so administer this Article so as to prevent any such
overdraft or deficit.  Prior to taking any action under this section to
reduce appropriations pro rata, the Governor may consult with the Advisory
Budget Commission."  The Governor may reduce expenditures to maintain a
balanced budget before the need for across-the-board appropriations
reductions arises.
    
   
  The 1993 Session of the General Assembly reduced departmental operating
requirements by $120.3 million in 1993-94 and $122.7 million 1993-95, and
authorized continuation funding of $8,327.7 million for 1993-94 and $8,603.4
million for 1994-95.  Saving reductions were based on recommendations from
the Governor, the Government Performance Audit Committee and selective
savings identified by the General Assembly.  After review of the
continuation budget, the General Assembly authorized the funding of
expanding existing programs and initiating new programs for children,
economic development, education, human services and environmental programs.
Expansion funds of $325.4 million for 1993-94 and $412.9 million for 1994-95
were approved.  The General Assembly provided funds ($214.2 million) for the
restoration of the June 30, 1993 payroll for Community College, University
and State employees.  The deferral of payrolls for state employees and
university employees from June 30 to July 1 was initially authorized in
1989-90 in order to balance the budget.  The actions of the General Assembly
will restore all payrolls deferred to balance the budgets in fiscal years
1989-90, 1990-91, 1991-92 and 1992-93.  The General Assembly provided $257.7
million for one-time operating requirements in 1993-94 with the largest area
of funding of economic development initiatives.  In addition to addressing
the operating requirements, the General Assembly authorized $166.0 million
for capital improvements spending and initiated a Reserve for Repair and
Renovation of State Facilities.
    
   
  With capital projects being financed with bond proceeds and fund balance,
continuation appropriations and expansion items discussed above are
supported with the assistance of a number of new taxes and fees enacted by
the 1991 Session of the General Assembly.  These taxes and fees generated an
estimated $665.5 million in 1991-92.  Revenues for 1992-93 were estimated to
include an additional $95.6 million as a result of the actions of the 1991
Session of the General Assembly.  These taxes and fees combined with a
projected growth of 7.1% for 1993-94 and an additional 3.9% for 1994-95
finance the authorized budget by the 1993 Session of the General Assembly.
    
   
  The Highway Fund revenue collections totalled $942.3 million in fiscal year
1992-93, $18.2 million above budgeted revenues. Sources of revenue for the
Highway Fund include taxes on the sale of motor fuels as well as
registration and licensing fees for motor vehicles.
    
   
  The Highway Trust Fund is more dependent on consumption based revenues,
such as taxes and fees derived from sales of motor fuels and vehicles, than
the Highway Fund, which draws upon more stable sources such as motor vehicle
registration and licensing fees for its revenues.  Collections for the
Highway Trust Fund totalled $572 million in 1992-93, $27.1 million more than
the budgeted amount.  Total Highway Trust Fund collections increased 6.4% in
1992-93 over 1991-92.
    
   
  The budget is based upon estimated revenues and a multitude of existing and
assumed State and non-State factors, including State and national economic
conditions, international activity and federal government policies and
legislation.
    
   
  State Indebtedness.  The North Carolina Constitution provides that the
State shall not contract a debt, other than refunding debt, by borrowing
money in any biennium and pledge its faith and credit to the payment thereof
for an amount in excess of two-thirds of the amount by which the outstanding
debt of the State was reduced in the preceding biennium unless the proposed
debt is submitted to and approved by the voters at an election.
    
   
  The State is authorized by the Constitution to borrow in anticipation of
the collection of taxes due and payable within the current fiscal year to an
amount not exceeding 50% of such taxes.  The State has not borrowed in
anticipation of taxes since fiscal year 1959-60.
    
   
  There are no bonds of the State outstanding which contemplate the
appropriation by the General Assembly of such amount as may be necessary to
make up any deficiency in a debt service reserve.  Furthermore, no
legislation has been enacted by the General Assembly which would authorize
the issuance of any such bonds.

    

Ohio Series

   
  State Economy and Budget.  Non-manufacturing industries now employ more
than three-fourths of all payroll workers in the State of Ohio.  However,
due to the continued importance of manufacturing industries (including auto-
related manufacturing), economic activity in Ohio, as in many other
industrially developed states, tends to be more cyclical than in some other
states and in the nation as a whole.  Agriculture also is an important
segment of the Ohio economy.  The financial condition of the State has
fluctuated in a pattern related to national economic conditions, with
periods of prolonged stringency characterizing fiscal years 1980 through
1983.  Additionally, the 1980-82 recession brought with it a substantial
increase in bankruptcies and foreclosures.  While the State's economy
improved since 1983, the State experienced an economic slowdown in 1990-91,
consistent with the national economic conditions during that period.
    

  The State constitution imposes a duty on the Ohio General Assembly to
"provide for raising revenue, sufficient to defray the expenses of the
state, for each year, and also a sufficient sum to pay the principal and
interest as they become due on the state debt."  The State is effectively
precluded by law from ending a fiscal year or a biennium in a "deficit"
position.  State borrowing to meet casual deficits or failures in revenues
or to meet expenses not otherwise provided for is limited by the
constitution to $750,000.
   

  The State carries out most of its operations through the General Revenue
Fund ("GRF") which receives general State revenues not otherwise dedicated
pursuant to certain constitutional and statutory claims on State revenues.
The GRF sources consist primarily of personal income and sales-use taxes.
The GRF ending (June 30) fund balance is reduced during less-favorable
national economic periods and then increases during more favorable economic
periods.
    
   
  The Office of Budget and Management ("OBM") projects positive $106.6
million and $314.6 million ending fund and cash balances, respectively, for
the GRF for fiscal year 1994.  In addition, as of May 31, 1994 the Budget
Stabilization Fund ("BSF") had a cash balance of $21.0 million.
    
   
  The GFR appropriations bill for the biennium ending June 30, 1995 was
passed on June 30, 1993 and promptly signed, with selective vetoes, by the
Governor.  The Act provides for total GRF biennial expenditures of
approximately $30.7 billion, an increase over those for the 1992-93 fiscal
biennium.  Authorized expenditures in fiscal year 1994 are 9.2% higher than
in fiscal year 1993 (taking into account fiscal year 1993 expenditure
reductions), and for fiscal year 1995 are 6.6% higher than in fiscal year
1994.  Pursuant to April 1994 legislation, the OBM Director is to make a
partial repayment to the BSF after the end of fiscal year 1994 of any GRF
fund balance in excess of $300 million.
    

  State statutory provisions permit the adjustment of payment schedules and
the use of the Total Operating Fund ("TOF") to manage temporary GRF cash
flow deficiencies.  The State has not undertaken external revenue
anticipation borrowing.
   

  TOF includes the total consolidated total cash balances, revenues,
disbursements and transfers of the GRF and several other specified funds.
TOF cash balance at May 31, 1994 was $2.984 billion.  These cash balances
are consolidated only for the purpose of meeting cash flow requirements and,
except for the GRF, a positive cash balance must be maintained for each
discrete fund included in the TOF.  The GRF is permitted to incur a
temporary cash deficiency by drawing upon the available consolidated cash
balance in the TOF.  The amount of that permitted GRF cash deficiency at any
time is limited to 10% of GRF revenues for the then-preceding fiscal year.
As projected by OBM for the fiscal year ending June 30, 1993, cash flow
deficiencies occurred in August 1992 through May 1993, with the highest
deficiency being $768.6 million in December 1992.  In addition, GRF cash
flow deficiencies have occurred in six months of fiscal year 1994.
    
   
    

       State Debt.  The Ohio Constitution prohibits the incurrence or
assumption of debt by the State without a popular vote except to (i) cover
causal deficits or failures in revenues limited in amount to $750,000 and
(ii) repel invasion, suppress insurrection or defend the State in war.
   

  At various times from 1921, the voters of Ohio, by thirteen specific
constitutional amendments, authorized the incurrence of up to $4.664 billion
in State debt to which taxes or excises were pledged for payment.  As of
June 1994, excluding Highway Obligations Bonds discussed below, and the
recently authorized parks, recreation and natural resources bonds,
approximately $3.235 billion had been issued, of which $2.514 billion had
been retired and approximately $712.6 million (all evidenced by bonds)
remained outstanding.  The only such debt still authorized to be incurred is
a portion of the Highway Obligations Bonds and Coal Development Bonds as
well as State general obligation bonds for local government infrastructure
projects, described below and recently authorized general obligation park
bonds.
    

  The total voted authorization of State debt includes authorization for $500
million in Highway Obligations to be outstanding at any one time, with no
more than $100 million to be issued in any one calendar year.  As Highway
Obligations are retired, additional Highway Obligations may be issued so
long as the principal amount outstanding does not exceed $500 million.  As
of June 16, 1994, approximately $1.545 billion in Highway Obligations had
been issued and $446.3 million were outstanding.
   

  A 1985 constitutional amendment authorized up to $100 million in State full
faith and credit obligations for coal research and development to be
outstanding at any one time.  In addition, the General Assembly has
authorized the issuance of an additional $35 million of Coal Development
Bonds.  As of June 16, 1994, $80 million of Coal Development Bonds were
issued, of which $43.1 million were outstanding as of June 1994.
    
   
  A 1987 State constitutional amendment authorizes the issuance of $1.2
billion of State full faith and credit obligations for infrastructure
improvements of which no more than $120 million may be issued in any
calendar year.  As of June 1, 1994, approximately $720.0 million of such
obligations were issued, of which $645.2 million were outstanding.
    

  A constitutional amendment adopted in November 1990, authorizes greater
State and political subdivision participation in the provision of housing
for individuals and families.  This supplements the previously
constitutionally authorized loans-for-lenders and other housing assistance
programs, financed in part with State Revenue Bonds.  The amendment
authorizes the General Assembly to provide for State assistance for housing
in a variety of manners.  The General Assembly could authorize State
borrowing for the purpose, and the issuance of State obligations secured by
a pledge of all or a portion of State revenues or receipts, although the
obligations may not be supported by the State's full faith and credit.
   

  A constitutional amendment approved by the voters in November 1993
authorizes $200.0 million in state general obligation bonds to be
outstanding for parks, recreation and natural resource purposes (no more
than $50.0 million to be issued in any one fiscal year).  The General
Assembly in the general capital appropriations act for the 1995-96 capital
appropriations biennium authorized the Commissioners of the Sinking Fund to
issue $100.0 million of such obligations.
    
   
  In addition, an initiative petition currently is being circulated calling
for submission at the November 1994 general election of a constitutional
amendment adding express exclusions from sales or other excise taxes upon
food.  The amendment's full effect is not yet determinable, but estimates of
resulting reduced annual State-level revenues range from $60 million to
$68.5 million.  In OBM's judgment, if approved, the amendment would not have
a materially negative effect on State finances and appropriations for the
remainder of the current biennium.
    
   

  In addition, the State constitution authorizes the issuance, for certain
purposes, of State obligations not secured by a pledge of taxes or excises
to pay principal and interest.  Such special obligations include bonds and
notes issued by, among others, the Ohio Public Facilities Commission
("OPFC") and the Ohio Building Authority ("OBA").  As of June 16, 1994, the
OPFC had issued $3.272 billion for higher education facilities,
approximately $2.026 billion of which were outstanding, $917.5 million for
mental health facilities, approximately $463.3 million of which were
outstanding and $145.0 million for parks and recreation facilities,
approximately $86.5 million of which were outstanding.
    

  Only a portion of State capital needs can be met by direct GRF
appropriations; therefore, additional State borrowing for capital purposes
has been and will be required.  Under present constitutional limitations,
most of that borrowing will be primarily by lease-rental supported
obligations such as those issued by OPFC and OBA.
   

  The general capital appropriations act for the 1995-96 capital
appropriations biennium authorizes additional borrowing.  It authorizes
issuance by OPFC of obligations, in addition to those previously authorized
by the General Assembly, in the amounts of $679.2 million for higher
education capital facilities projects (a substantial number of which are
renovations of equipment and improvements to existing facilities), $77.5
million for mental health and retardation facilities projects, and $30.0
million for parks and recreation facilities.  It also authorized the OBA to
issue obligations, in addition to those previously authorized by the General
Assembly, in the amounts of $221.0 million for Department of Rehabilitation
Correction Facilities, $48.0 million for Department of Youth Services
facilities, $230.3 million for Department of Administrative Services
facilities, $42.5 million for Ohio Arts Facilities Commission facilities,
$11.2 million for Department of Public Safety and other miscellaneous
capital improvements facilities and $43.95 million for Ohio Department of
Transportation facilities.  In addition, the Treasurer of State was
authorized to issue obligations in addition to those previously authorized
by the General Assembly, in the amounts of $70.0 million for the Department
of Education and, $240.0 million ($120 million for calendar year 1995 and
$120 million for calendar year 1996) for the Public Works Commission.  The
Commissioners of the Sinking Fund presently have General Assembly
authorization to issue $70.0 million of Coal Development Bonds and $118.17
million of Highway Obligations Bonds.
    

  A November 1986 act (the "Rail Act") authorizes the Ohio High-Speed Rail
Authority (the "Rail Authority") to issue obligations to finance the cost of
inter-city high-speed rail service projects within the State, either
directly or by loans to other entities.  The Tax Reform Act of 1986 included
a special transition provision (which expired October 1, 1990) exempting up
to $2 billion of State obligations from certain of its provisions.  The Rail
Authority has considered financing plan options and the general possibility
of issuing bonds or notes.  The Rail Act prohibits, without express approval
by joint resolution of the General Assembly, the collapse of any escrow of
financing proceeds for any purpose other than payment of the original
financing, the substitution of any other security, and the application of
any proceeds to loans or grants.  The Rail Act authorizes the Rail
Authority, but only with subsequent General Assembly action, to pledge the
faith and credit of the State but not the State's power to levy and collect
taxes (except ad valorem property taxes if subsequently authorized by the
General Assembly) to secure debt service on any post-escrow obligations and,
provided it obtains the annual consent of the State Controlling Board, to
pledge to and use for the payment of debt service on any such obligations
all excises, fees, fines and forfeitures and other revenues (except highway
receipts) of the State after provision for the payment of certain other
State obligations.

  Notwithstanding the constitutional provisions prohibiting the incurrence of
certain debt without popular vote, the State and State agencies have issued
revenue bonds that are payable from net revenues of revenue-producing
facilities or categories of facilities, which revenue bonds are not "debt"
within the meaning of such constitutional provisions.  Investment in such
bonds carries the risk that the issuing agency or the specific revenue
source may not provide sufficient funds to service the debt incurred.
Certain of these bonds consist of those issued by the Ohio Turnpike
Commission and the State Parking Commission.
   

  The State is a party to various legal proceedings seeking damages or
injunctive relief and generally incidental to its operations.  In
particular, litigation contesting the Ohio system of school funding is
pending in two county common pleas courts.
    
   

  The outstanding State Bonds issued by the OPFC and the OBA are rated A+ by
S&P and A1 by Moody's.  The State's general obligation debt is rated as Aa
by Moody's and by S&P as AAA.
    


  State Employees and Retirement Systems.  The State has established five
public retirement systems to provide retirement, disability retirement and
survivor benefits.  Three cover both State and local employees, one State
employees only and one local government employees only.  The Public
Employees Retirement System ("PERS"), the largest of the five, covers both
State and local public employees.  The State Teachers Retirement System
("STRS") and School Employees Retirement System ("SERS") primarily cover
school district employees and public higher education employees.  The
Highway Patrol Retirement System ("HPRS") covers State troopers and the
Police and Fire Pension and Disability System ("PFPDS") covers local safety
forces.
   

  As of the most recent year reported by the particular system, the unfunded
accrued liabilities of STRS and SERS were $8.264 billion and $2.592 billion,
respectively, and the unfunded accrued liabilities of PERS, HPRS and PFPDS
was $5.374 billion, $72.8 million and $840.2 million, respectively.
    
   
  State Municipalities.  Ohio has a mixture of urban and rural population,
with approximately three-quarters urban.  There are approximately 943
incorporated cities and villages (populations under 5,000) in the State; six
cities have populations of over 100,000 and nineteen over 50,000.  A 1979
act established procedures for identifying and assisting those few cities
and villages experiencing defined "fiscal emergencies."
    

  A commission composed of State and local officials, and private sector
members experienced in business and finance appointed by the Governor, is to
monitor the fiscal affairs of a municipality facing substantial financial
problems.  That act requires the municipality to develop, subject to
approval and monitoring by its commission, a financial plan to eliminate
deficits and cure any defaults and otherwise remedy fiscal emergency
conditions, and to take other actions required under its financial plan.  It
also provides enhanced protection for the municipality's bonds and notes
and, subject to the act's stated standards and controls, permits the State
to purchase limited amounts of the municipality's short-term obligations
(used only once, in 1980).
   

  In the fifteen years that the act has been in effect, it has been applied
to 11 cities and to 12 villages.  The situations in nine cities and nine
villages have been resolved and their commissions terminated.  Only the
Cities of East Cleveland and Nelsonville and three of the villages remain
under the procedure.
    

  Summary.  Many factors affect or could affect the financial condition of
the State and other issuers of debt obligations, many of which are not
within the control of the State or such issuers.  There can be no assurance
that such factors and the resulting impact on State and local governmental
finances will not affect adversely the market value of Ohio Municipal
Obligations held in the portfolio of the Fund or the ability of the
respective obligors to make required payments on such obligations.

 Oregon Series
   

  State Tax Revenues.  Oregon does not have a sales tax.  As a result, State
tax revenues are particularly sensitive to economic recessions.  The
principal sources of State tax revenues are personal income and corporate
income taxes.  For the 1993-95 biennium, approximately 96.3% of the State's,
revenues will come from combined income taxes, insurance taxes, gift and
inheritance taxes, and cigarette and tobacco taxes.  Since 1983 State
revenues have improved substantially, and in recent years the State has
granted tax credits because of budget surpluses, as required by statute.
The State's economic and revenue forecast dated May 14, 1994 predicts that
State General Fund revenues will exceed the legislatively approved budget
forecast by approximately $127.7 million (or 2.1 percent).
    
   
  The most significant feature of the budgeting process in Oregon is the
constitutional requirement that the budget be in balance at the end of each
biennium.  Actual General Fund revenues have exceeded budget estimates in
every biennium since 1983 and the State predicts an ending 1993-95 biennium
General Fund balance of $330.9 million.
    
   
  Employment.  Oregon's economy has outperformed the nation's economy in
recent years.  Oregon employment increased 15.4% between 1987 and 1992;
national employment during the same period increased only 6.1%.  According
to a report issued by the State of Oregon, non-agricultural employment in
Oregon increased 2.9% from 1992 to 1993 while national employment increased
only 1.5%.  Non-agricultural employment in Oregon is predicted to continue
increasing at a faster rate than the national average through the year 2000.
During the same period personal income for wage earners in Oregon is
expected to rise 55% before adjustment for inflation, compared to 48.9% for
the nation.  Despite favorable income and job growth projections Oregon's
per capita income is expected to slip behind the rest of the nation because
of expanding labor supply due to in-migration and downsizing of the timber
industry and government.
    
   
  As the economy has grown, it has diversified, becoming less dependent on
the forest products industry and expanding the number of high technology
industries.  Compared to 1980, 15,500 fewer people worked in lumber and
products manufacturing in 1992, while 7,700 more people worked in high
technology sectors.  Timber industry employment in Western Oregon is
projected to fall to 56,000 jobs over the next decade, a 23% decrease
relative to 1990 employment.
    
   
  Most of the recent job gains have come from non-manufacturing sectors.
Since 1985, non-manufacturing employment has increased by 27%, led by trade
(up 23%), services (up 41%) and construction (up 53%).  Non-manufacturing
sectors now provide more than 83% of total Oregon employment.
    
   
  Despite recent developments in employment, however, Oregon per capital
personal income remains at about 92% of the national average.
    
   
  State Forecast.  In May 1994, the State of Oregon forecast that modest
acceleration of the economy which began in the second half of 1992 would
continue through 1993 and into 1994, with an expected rate of growth in non-
agricultural wage and salary employment increasing 3.0% in the first quarter
of 1994.  Personal income is expected to increase 6.9% in 1994, after a 5.1%
gain in 1993.  The rate of growth is expected to be somewhat impeded by
continued downsizing of the timber industry and layoffs in the utilities and
government sectors.
    
   
  The State forecast for the economy through the year 2000 anticipates
gradually improving national conditions, continued strong net in-migration
to Oregon, accelerating construction activity, and continued strength in the
State's electronics and office equipment manufacturing industries.  In the
1990's, the State's economy is expected to exceed the rate achieved in
Oregon in the 1980's, based on forecast competitive cost advantages compared
to national averages, in-migration, growth in Oregon's high technology
sector and expanding exports, but to fall well below the rates of growth in
the 1960's and 1970's.
    
   
  Population.  Oregon's population as of July 1, 1992 was estimated to be
2,979,000.  Since 1960 the State's population has increased almost 61%;
between 1980 and 1990, Oregon's population increased approximately 7.7%.
The rate of population growth through the 1990's is expected to be more than
twice the rate of growth in the 1980's.  Oregon's population is expected to
grow by 63,000 in 1994 with two thirds of the growth from net in-migration.
Growth is expected to slow to 50,000 per year in 1995 as the California
economy rebounds.
    
   
  There are four major population areas in Oregon.  The City of Portland,
located at the northern end of the Willamette Valley, is the largest city in
the State, and its primary metropolitan statistical area was estimated to
have a population of 1,285,100 in 1991, or 44% of the total State
population.  The City of Eugene, located at the southern end of the
Willamette Valley, is the second largest city, with a metropolitan
statistical area population of 290,900 in 1991, or 10% of the State's total
population.  Salem, located in the middle of the Willamette Valley, is the
third largest city, had a metropolitan statistical area population of
287,900 in 1991, or 10% of the State's total population.  The fourth largest
city, Medford, is located in southwestern Oregon outside the Willamette
Valley, and had a metropolitan statistical area of 151,400 in 1991.
Approximately 70% of the State's population resides in the Willamette
Valley.
    
   
  Western Oregon consists largely of small coastal communities which focus on
tourism, fishing, agriculture and dairy operations.  Central Oregon, west of
the Cascade Mountains, has the Willamette Valley, Oregon's  four largest
cities, and the highly economically diversified Portland metropolitan area.
East of the Cascade Mountains communities tend to be smaller, and economic
activity centers on agriculture, forestry and ranching.  A number of small,
timber dependent communities throughout the State have been particularly
adversely affected by the recent reductions in timber and forestry products
employment.  Local economies in Oregon vary substantially, and respond to
different factors; statistical data on the economic activity in the State as
a whole may mask significant differences in local economies.
    
   
  Housing, Agriculture, Trade and Forest Products.  Much of the recent and
forecast growth in the Oregon non-manufacturing sectors can be traced to
population growth.  Oregon's quality of life and low housing costs have
always encouraged in-migration.  The State's rapid job growth since 1987
pushed Oregon's population growth above the nation's.  The growth caused
Oregon housing starts to increase in 1987, 1988, 1989 and 1990, even though
national housing starts declined.  In 1990, Oregon housing starts (including
single and multiple family dwellings) increased by two percent, compared to
a national decline of 12.9%.  In 1991, housing starts declined, but
increased again in 1992 and 1993 primarily due to single family dwelling
increases.
    
   
  Oregon has a highly diversified agricultural base, with gross farm sales of
over $2.8 billion in 1993, over 84 commodities with sales of $1,000,000 or
more, and over 37 commodities with gross sales of $10,000,000 or more.
Agriculture in Oregon follows the national trend of increasing capital
intensity, with employment decreasing as constant dollar output has
increased.  Recent agricultural expansion is attributed to use of more
efficient methods and increased use of irrigation.  Although every county in
the State is involved in agricultural production, activity is concentrated
in Willamette Valley.
    
   
  Oregon's forest products industry consists of several components: lumber
and wood products, paper and allied products, and a small number of workers
in reforestation and other services.  In 1992, farm forest products were,
collectively, the third largest agricultural commodity for the State, with
gross sales of $258 million.  Employment for paper and allied products has
remained relatively constant at about 9,000.  Reforestation currently
employed about 4,000, and has been growing steadily.  Lumber and wood
products, once Oregon's manufacturing mainstay, has experienced massive, and
probably permanent, reductions in employment, with jobs declining from about
65,000 to about 50,000 during the period from 1988 to 1992.
    
   
  Oregon is located on the western coast of the United States, where the
Columbia River flows into the Pacific Ocean.  International trade and
exports are an important part of the Oregon economy, with much of the trade
occurring through Oregon's 23 port districts.  The Port of Portland is most
active, having developed an efficient system for dealing with large numbers
of vessels, including modern grain elevators, cranes, break-bulk and
containerized cargo facilities, and ship repair and dry dock facilities.
Substantial activity also occurs throughout the Columbia-Snake River basin
and through the ports of Newport and Coos Bay, on the Oregon coast.  Chief
export items include grains, logs, lumber and other forest products, paper
and paper products, vegetables, metal products and chemical/petroleum
products.  Items imported in amounts in excess of $100 million in 1991
include cars, chemical/petroleum products, metals/metal products, food and
headware/flat goods, computing equipment, electronic components, electrical
machinery, general purpose machinery and rubber/plastic.  Imports through
the Oregon Columbia-Snake River, Newport and Coos Bay Customs Districts
increased approximately 14% over the five year period beginning in 1987.  In
1992, the Columbia-Snake River ports, together with the ports of Newport and
Coos Bay, reported exports of over $5.3 billion (representing a 20.1%
increase from 1991) and imports of over $1.8 billion (representing a 4.0%
decrease from 1991).
    
   
  Recent Developments Affecting the Oregon Economy and Creditworthiness of
Oregon Issuers.  Article XI, section 11b of the Oregon Constitution, adopted
by Oregon's voters in November 1990 (the "Ballot Measure 5") imposes an
aggregate limit on the rate of property taxes, including      ad valorem
taxes, that may be levied against any real or personal property.  The limit
is being phased in over a 5-year period that will be complete in the 1995
tax year.  Beginning with the 1995 tax year, not more than $15.00 per $1,000
of real market value may be assessed against any real or personal property,
of which amount not more than $10.00 may be levied for combined general
governmental purposes and not more than $5 may be levied for educational
purposes.
    
   
  The Ballot Measure 5 limits do not apply to taxes imposed to pay the
principal of and interest bonds issued by the State of Oregon under a
specific provision of the State Constitution.  Therefore, the ability of the
State to levy taxes to service its general obligations bonds is not subject
to the limit.  In addition, because the State currently receives its
revenues from sources other than property taxes, the Ballot Measure 5 has
not directly affected State revenues.
    
   
  The Ballot Measure 5 does affect the financial condition of the State,
however, since it (1) requires the State to replace losses to school funds
until fiscal year 1996-97 and (2) restricts the ability of Oregon local
governments to raise revenues through the imposition of property tax
increases.  The Legislative Revenue Office of the State has projected that
the State's obligation to replace school revenues will be $1,535.2 million
during the 1993-95 biennium and $1,364.1 million during the 1995-96 fiscal
year.  The State's obligation to replace school revenues terminates after
fiscal year 1995-96.
    
   
  All local governments which use property taxes as a source of revenues will
be affected.  The Ballot Measure 5 does not apply to specially levied ad
valorem taxes to pay the principal and interest on general obligation bonds
for capital construction or improvements if the bonds were either: (1)
issued on or prior to November 6, 1990 or (2) approved by the electors of
the issuing governmental unit, so local general obligation bonds will be
unaffected.  To date, only a few local governments have experienced
restrictions on their ability to levy taxes as a result of the Ballot
Measure 5.
    
   
  User fees, licenses, excise or income taxes and incurred charges for local
improvements are also exempted from the Ballot Measure 5.  As a result,
local governments have begun to rely more heavily on such fees and taxes to
finance services and improvements.  However, a new initiative to amend the
Oregon Constitution (the "Proposed Amendment") has qualified to be placed on
the November 8, 1994 general election ballot.  The Proposed Amendment, if
approved by the Oregon voters, will require voter approval of all new
"taxes" and increases in the rates of existing "taxes."
    
   
  The Proposed Amendment defines "taxes" as "...any state or local government
fee or other charge..." except "...user fees charged by People's Utility
District or port districts; school, college, or university tuition or fees;
incurred charges and local improvements as defined by [the Oregon]
Constitution; other user fees paid voluntarily for specific services that
are not monopolized by government; increases in charges for monopolized
products solely to pass through increased costs of wholesale inputs that are
not State or local government labor costs and not otherwise under the
charging government's control; fines or forfeitures for violations of law;
and earnings from interest, investments, state lottery proceeds, donations
or asset sales."
    
   
  The potential impact of Proposed Amendment on the ability of Oregon
governmental units, both at the State and local level, to raise revenues
could be profound since it ostensibly affects income taxes, excise taxes, ad
valorem taxes and all fees and charges other than those specifically
expected.  The Proposed Amendment uses terms that it does not define, and
that do not have clearly established meanings in Oregon Law.  Therefore, if
the voters enact the Proposed Amendment, the courts will be required to
interpret the Proposed Amendment to determine what constitutes a "tax" or a
"tax increase" within the meaning of the Proposed Amendment.
    
   
  Various legal arguments could be advanced in support to protect tax, fee
and charge increases to pay principal and interest for bonds issued prior to
the effective date of the Proposed Amendment, including arguments based on
the prohibition in the Federal Constitution against legislative acts that
impair the obligations of contracts (Article I, Section 10, Paragraph 1 of
the United States Constitution).  However, no one can predict whether such
arguments would be successful.
    
   
  Pending litigation and environmental proceedings relating to the logging of
old growth forest and the protection of the Northern Spotted Owl make it
difficult to predict future timber supplies in Oregon.  Competitive
pressures, productivity improvements and fluctuations in demand for wood
products may result in additional losses.  In 1991 and 1992, in response to
concerns over diminishing salmon runs, three populations of Snake River
salmon were placed on the Endangered Species list.  More recently, the
National Marine Fisheries Service and the U.S. Fish and Wildlife Service
have commenced status reviews of hundreds of additional salmon and trout
populations in the Columbia Basin and throughout Western Oregon.  The Snake
River salmon listings have already had substantial economic impacts,
primarily through increased electricity rates and related impacts on rate-
sensitive industries such as the aluminum industry.  Efforts to protect
salmon and steelhead populations may eventually affect a wide variety of
industrial, recreational and land use activities, with corresponding impacts
on long-term economic growth.
    
   
  There is a relatively small active market for municipal bonds of Oregon
issuers other than the general obligations of the State itself, and the
market price of such other bonds may therefore be volatile.  If the Oregon
Series were forced to sell a large volume of Oregon Obligations owned by it
for any reason, such as to meet redemption requests for a large number of
its shares, there is a risk that the large sale itself would adversely
affect the value of the Fund's portfolio.
    


Pennsylvania Series
   

  General.  Pennsylvania historically has been identified as a heavy industry
state, although that reputation has changed with the decline of the coal,
steel and railroad industries and the resulting diversification of
Pennsylvania's economy.  The major new sources of economic growth in
Pennsylvania are in the service sector, including trade, medical and health
services, education and financial institutions.  Agriculture continues to be
an important component of the Commonwealth's economic structure, with nearly
one-fourth of the Commonwealth's total land area devoted to cropland,
pasture and farm woodlands.
    
   
  The population of Pennsylvania experienced a slight increase in the period
from 1984 to 1993 and has a high proportion of persons 65 or older.  The
Commonwealth is highly urbanized, with almost 85%  of the 1990 census
population residing in metropolitan statistical areas.  The cities of
Philadelphia and Pittsburgh, the Commonwealth's largest metropolitan
statistical areas, together comprise approximately 50% of the Commonwealth's
total population.
    
   
  Pennsylvania's average annual unemployment rate remained below the national
average between 1986 and 1990.  Slower economic growth caused the rate to
rise to 6.9% in 1991, 7.5% in 1992 and 7.0% in 1993, slightly above the
national average.  Seasonally adjusted data for February 1994, however,
shows an unemployment rate of 5.1% compared to an unemployment rate of 6.5%
for the United States as a whole.
    
   
  Financial Accounting.  Pennsylvania utilizes the fund method of accounting
and over 140 funds have been established for purposes of recording receipts
and disbursements, of which the General Fund is the largest.  Most of the
Pennsylvania's operating and administrative expenses are payable from the
General Fund.  The Motor License Fund is a special revenue fund that
receives tax and fee revenues relating to motor fuels and vehicles (except
one-half cent per gallon of the liquid fuels tax which is deposited in the
Liquid Fuels Tax Fund for distribution to local municipalities) and all such
revenues are required to be used for highway purposes.  Other special
revenue funds have been established to receive specified revenues
appropriated to specific departments, boards and/or commissions.  Such funds
include the Game, Fish, Boat, Banking Department, Milk Marketing, State Farm
Products Show, State Racing and State Lottery Funds.  The General Fund, all
special revenue funds, the Debt Service Funds and the Capital Project Funds
combine to form the Governmental Fund Types.
    
   
  Enterprise funds are maintained for departments or programs operated like
private enterprises.  The largest of the Enterprise funds is the State
Stores Fund, which is used for the receipts and disbursements of the
Commonwealth's liquor store system.  Sale and distribution of all liquor
within Pennsylvania is a government enterprise.
    
   
  Financial information for the funds is maintained on a budgetary basis of
accounting ("Budgetary").  Since 1984, the Commonwealth has also prepared
financial statements in accordance with generally accepted accounting
principles ("GAAP").  The GAAP statements have been audited jointly by the
Auditor General of the Commonwealth and an independent public accounting
firm.  The Budgetary information is adjusted at fiscal year end to reflect
appropriate accruals for financial reporting in conformity with GAAP.  The
Commonwealth maintains a June 30th fiscal year end.
    
   
  The Constitution of Pennsylvania provides that operating budget
appropriations may not exceed the estimated revenues and available surplus
in the fiscal year for which funds are appropriated.  Annual budgets are
enacted for the General Fund and for certain special revenue funds which
represent the majority of expenditures of the Commonwealth.
    
   
  Revenues and Expenditures.  Pennsylvania's Governmental Fund Types receive
over 57% of their revenues from taxes levied by the Commonwealth.  Interest
earnings, licenses and fees, lottery ticket sales, liquor store profits,
miscellaneous revenues, augmentations and federal government grants supply
the balance of the receipts of these funds.  Revenues not required to be
deposited in another fund are deposited in the General Fund.  The major tax
sources for the General Fund are the 6% sales and use tax (33% of General
Fund revenues in fiscal 1993), the 2.8% personal income tax (32.7% of
General Fund revenues in fiscal 1993) and the 12.25% corporate net income
tax (10.0% of General Fund revenues in fiscal 1993).  Tax and fee proceeds
relating to motor fuels and vehicles are constitutionally dedicated to
highway purposes and are deposited into the Motor License Fund.  The major
sources of revenue for the Motor License Fund include the liquid fuels tax,
the oil company franchise tax, aviation taxes and revenues from fees levied
on heavy trucks.  These revenues are restricted to the repair and
construction of highway bridges and aviation programs.  Lottery ticket sales
revenues are deposited in the State Lottery Fund and are reserved by statute
for programs to benefit senior citizens.
    
   
  Pennsylvania's major expenditures include funding for education ($6.2
billion of fiscal 1993 expenditures and $6.4 billion of the fiscal 1994
budget) and public health and human services ($11.7 billion of fiscal 1993
expenditures and $12.7 billion of the fiscal 1994 budget).
    
   
  Governmental Fund Types: Financial Condition/Results of Operations (GAAP
Basis).  Reduced revenue growth and increased expenses contributed to
negative unreserved-undesignated fund balances of the Governmental Fund
Types at the end of the 1990 and 1991 fiscal years, largely due to operating
deficits in the General Fund and State Lottery Fund during those years.
Actions taken during fiscal 1992 to bring the General Fund back into
balance, including tax increases and expenditure restraints, resulted in a
$1.1 billion reduction to the unreserved-undesignated fund deficit for
combined Governmental Fund Types and a return to a positive fund balance.
At the end of fiscal 1993, the total fund balance and other credits for the
total Governmental Fund Types was $1.960 billion, an increase of $732.1
million from the balance at the end of fiscal year 1992.  During fiscal
1993, total assets for all Governmental Fund Types increased by $1.297
billion to $7.1 billion, while liabilities increased $564.6 million to
$5.137 billion.
    
   
  General Fund: Financial Condition/Results of Operations.
    
   
  Five Year Overview (GAAP Basis).  The five year period from fiscal 1989
through fiscal 1993 was marked by public health and welfare costs growing at
a rate double the growth rate for all the state expenditures.  Rising
caseloads, increased utilization of services and rising prices joined to
produce the rapid rise of public health and welfare costs at a time when a
national recession caused tax revenues to stagnate and even decline.  During
the period from fiscal 1989 through fiscal 1993, public health and welfare
costs rose by an average annual rate of 10.9% while tax revenues were
growing at an average annual rate of 5.5%.  Consequently, spending on other
budget programs was restrained to a growth rate below 5.0% and sources of
revenues other than taxes became larger components of fund revenues.  Those
sources included transfers from other funds and hospital and nursing home
pooling of contributions to use as federal matching funds.
    
   
  Fiscal 1992 Financial Results (GAAP Basis).  During fiscal 1992, the
General Fund recorded a $1.1 billion operating surplus.  This operating
surplus was achieved through legislated tax rate increases and tax base
broadening measures enacted in August 1991 and by controlling expenditures
through numerous cost reduction measures implemented during the fiscal year.
As a result of the operating surplus, the General Fund balance increased to
$87.5 million at June 30, 1992.
    
   
  Fiscal 1993 Financial Results (GAAP Basis).  The fund balance of the
General Fund increases by $611.4 million during the fiscal year to a total
of $698.9 million at June 30, 1993.  A continuing recovery of the
Commonwealth's financial condition from the effects of the national economic
recession of 1990 and 1991 is demonstrated by this increase in the fund
balance.
    
   
  Fiscal 1994 Budget (Budgetary Basis).  The budget estimates revenue growth
of 3.7% over fiscal 1993 actual revenues.  The revenue estimate is based on
an expectation of continued economic recovery, but at a slow rate.  Sales
tax receipts are projected to rise 4.4% over 1993 receipts while personal
income tax receipts are projected to increase by 3.3%, a rate that is low
because of the tax rate reduction in July 1992.  The budget provides for
$14.995 billion of appropriations in fiscal 1994.  The largest increase in
appropriations ($235 million) is for the Department of Public Welfare to
meet the increasing costs of medical care and rising caseloads.  Other
departments slated to receive large appropriation increases include
education ($196 million) and correctional institutions ($104 million).
    
   
  In February 1994, the Governor recommended $46.4 million of additional
appropriations be enacted for fiscal 1994, raising total appropriations to
$15.041 billion.  The largest increase in additional appropriations is $27.3
million to make audit payments to the federal Department of Health and Human
Services.  No change to the aggregate Commonwealth revenue estimate was made
although individual tax estimates have been revised to reflect actual
receipts to date and the tax refund estimate was reduced to reflect a
favorable litigation ruling (see "Litigation" section).  Through May 1994,
General Fund revenues are slightly ($24.2 million or 2.2%) above estimate as
below corporate estimate tax receipts are being offset by above estimate
sales tax, personal income tax and non-tax revenue receipts.
    
   
  Realizing that the continuing rise in medical assistance costs cannot be
met from the resources provided by a much slower growing tax revenue base,
the Commonwealth plans to implement programs and financial changes in fiscal
1994 to keep costs within budget limits.  The Commonwealth plans to save
$247 million by receiving federal reimbursement for hospital services
provided to state general assistance recipients.  Prior to this time, these
costs were fully paid by the Commonwealth.  In addition, the Commonwealth
will continue to use pooled financing for medical assistance costs using
intergovernmental transfer in place of voluntary contributions as was done
in earlier fiscal years, resulting in an anticipated savings of $99 million.
    
   
  Proposed Fiscal 1995 Budget.  For the fiscal year beginning July 1, 1994,
the Governor has proposed a budget containing a 4.1% increase in
appropriations over the actual and proposed supplemental appropriations for
fiscal 1994.  Total appropriations recommended amount to $15.665 billion.
The budget is balanced by drawing down on a projected $267 million
unappropriated surplus for fiscal 1994.  The fastest growing portion of the
budget continues to be medical assistance, which is proposed to receive $264
million, or 42.4%, of the proposed net increase in spending.  Other program
areas budgeted to receive major increases are education ($165 million) and
corrections ($126 million).  The proposed budget recommends a tightening of
eligibility criteria for state-financed welfare benefits as a cost reduction
measure.
    
   
  The Governor's proposal also includes a recommended reduction in the
corporate net income tax rate from 12.25% to 9.99% over a three year period.
The corporate tax cut and a proposed increase in poverty exemption for the
personal income tax are estimated to cost $124.7 million in fiscal 1995.
The recommended budget includes Commonwealth revenue growth of 4.7% without
including the effect of the proposed tax reduction.  The revenue estimate is
based on the expectation of a continued slow national economy recovery and
continued economic growth of the Pennsylvania economy at a rate slightly
below the national rate.  Total estimated Commonwealth revenue, adjusted for
refunds and the proposed tax reduction, is $15.400 billion.
    
   
  Commonwealth Debt.  Current constitutional provisions permit Pennsylvania
to issue the following types of debt: (i) debt to suppress insurrection or
rehabilitate areas affected by disaster, (ii) electorate approved debt,
(iii) debt for capital projects subject to an aggregate debt limit of 1.75
times the annual average tax revenues of the preceding five fiscal years and
(iv) tax anticipation notes payable in the fiscal year of issuance.  All
debt except tax anticipation notes must be amortized in substantial and
regular amounts.
    
   
  General obligation debt totaled $5.039 billion at June 30, 1993.  Over the
10-year period ended June 30, 1993, total outstanding general obligation
debt increased at an annual rate of 1.2%; for the five year period ended
June 30, 1993, it increased at an annual rate of 1.4%.  All outstanding
general obligation bonds of the Commonwealth are rated AA- by Standard and
Poor's Corporation, A1 by Moody's Investors Service, and AA- by Fitch
Investors Service.  The ratings reflect only the views of the rating
agencies.
    
   
  Pennsylvania engages in short-term borrowing to fund expenses within a
fiscal year through the sale of tax anticipation notes which must mature
within the fiscal year of issuance.  The principal amount issued, when added
to that already outstanding, may not exceed in the aggregate 20% of the
revenues estimated to accrue to the appropriate fund in the fiscal year.
The Commonwealth is not permitted to fund deficits between fiscal years with
any form of debt.  All year-end deficit balances must be funded within the
succeeding fiscal year's budget.  Pennsylvania issued a total of $400.0
million of tax anticipation notes for the account of the General Fund in
fiscal 1994, all of which will mature on June 30, 1994, and will be paid
from fiscal 1994 General Fund receipts.
    
   
  Pending the issuance of bonds, Pennsylvania may issue bond anticipation
notes subject to the applicable statutory and constitutional limitations
generally imposed on bonds.  The term of such borrowings may not exceed
three years.  The Commonwealth currently has no bond anticipation notes
outstanding.
    
   
  State-related Obligations.  Certain state-created agencies have statutory
authorization to incur debt for which legislation providing for state
appropriations to pay debt service thereon is not required.  The debt of
these agencies is supported by assets of, or revenues derived from, the
various projects financed and the debt of such agencies is not an obligation
of Pennsylvania although some of the agencies are indirectly dependent on
Commonwealth appropriations.  The following agencies had debt currently
outstanding as of December 31, 1993: Delaware River Joint Toll Bridge
Commission ($57.4 million), Delaware River Port Authority ($239.4 million),
Pennsylvania Economic Development Financing Authority ($380.8 million),
Pennsylvania Energy Development Authority ($163.7 million), Pennsylvania
Higher Education Assistance Agency ($1.159 billion), Pennsylvania Higher
Education Facilities Authority ($1.806 billion), Pennsylvania Industrial
Development Authority ($256.4 million), Pennsylvania Infrastructure
Investment Authority ($192.5 million), Pennsylvania Turnpike Commission
($1.153 billion), Philadelphia Regional Port Authority ($53.8 million) and
the State Public School Building Authority ($306.4 million).  In addition,
the Governor is statutorily required to place in the budget of the
Commonwealth an amount sufficient to make up any deficiency in the capital
reserve fund created for, or to avoid default on, bonds issued by the
Pennsylvania Housing Finance Agency ($2.066 billion of revenue bonds and
notes outstanding as of December 31, 1993), and an amount of funds
sufficient to alleviate any deficiency that may arise in the debt service
reserve fund for bonds issued by The Hospitals and Higher Education
Facilities Authority of Philadelphia.  The budget as finally adopted by the
legislation may or may not include the amounts requested by the Governor.
    
   
  Local Government Debt.  Local government in Pennsylvania consists of
numerous individual units.  Each unit is distinct and independent of other
local units, although they may overlap geographically.  There is extensive
general legislation applying to local government.  For example, the Local
Government Unit Debt Act provides for uniform debt limits for local
government units (except the City of Philadelphia), including municipalities
and school districts, and prescribes methods of incurring, evidencing,
securing and collecting debt.  Under the Local Government Unit Debt Act, the
ability of Pennsylvania municipalities and school districts to engage in
general obligation borrowing without electoral approval is generally limited
by their recent revenue collection experience.  Generally, such subdivisions
can levy real property taxes unlimited as to rate or amount to pay debt
service on general obligation borrowings.  City of Philadelphia debt is
limited by the Pennsylvania Constitution to a percentage of the assessed
value of taxable realty in the City, except debt which is supported by
project revenues and is excluded from this limit.
    
   
  Municipalities may also issue revenue obligations without limit and without
affecting their general obligation borrowing capacity if the obligations are
projected to be paid solely from project revenues.  Municipal authorities
and industrial development authorities are also widespread in Pennsylvania.
An authority is organized by a municipality acting singly or jointly with
another municipality and is governed by a Board appointed by the governing
unit of the creating municipality or municipalities.  Typically, authorities
are established to acquire, own and lease or operate one or more projects
and to borrow money and issue revenue bonds to finance them.  Projects of
municipal authorities may include public facilities, such as public
buildings, parking facilities, airports, waterworks and sewage facilities as
well as projects for certain private not-for-profit entities, such as
hospitals and universities.  A project may be leased by a municipal
authority to a municipality or school district or to a private user, in
which event the lessee is obligated to make rental payments sufficient to
pay the debt service on obligations issued by the authority.  In cases
involving revenue producing public facilities, such as water or sewer
systems, a municipal authority may operate the system itself.  The debt of
municipal authorities is not governed by the Local Government Unit Debt Act
except indirectly when the debt is guaranteed by a local government unit or
the project is leased to such a unit.  Industrial development authorities
issue bonds to acquire or construct facilities for use by private companies,
and the debt service is normally dependent solely on the credit of the
private user.
    
   
  Litigation.  Certain litigation is pending against the Commonwealth that
could adversely affect the ability of the Commonwealth to pay debt service
on its obligations, including suits relating to the following matters:  (a)
approximately 3,500 tort suits are pending against the Commonwealth pursuant
to the General Assembly's 1978 approval of a limited waiver of sovereign
immunity which permits recovery of damages for any loss up to $250,000 per
person and $1,000,000 per accident ($17.5 million appropriated from the
Motor License Fund in fiscal 1993 has been increased to $32.0 million for
fiscal 1994 to fund possible higher and more numerous payments resulting
from recent decisions by the Pennsylvania Supreme Court); (b) the ACLU filed
suit in April 1990 in federal court demanding additional funding for child
welfare services (no available estimates of potential liability), which the
Commonwealth is seeking to have dismissed based on, among other things, the
settlement in a similar Commonwealth court action that provided for more
funding in fiscal 1991 as well as a commitment to pay to counties $30.0
million over 5  years (on April 12, 1993, the court dismissed all claims
except for the constitutional claims of some of the plaintiffs and two
Americans with Disabilities Act claims); (c) in 1987, the Supreme Court of
Pennsylvania held that the statutory scheme for county funding of the
judicial system was in conflict with the Pennsylvania Constitution but
stayed judgment pending enactment by the legislature of funding consistent
with the opinion (the legislature has yet to consider legislation
implementing the judgement); (d) several banks have filed suit against the
Commonwealth contesting the constitutionality of a 1989 law imposing a bank
shares tax on banking institutions (potential liability estimated at $1.024
billion through December 1993, plus appropriate statutory interest); (e) in
November 1990, the ACLU brought a class action suit on behalf of the inmates
in thirteen Commonwealth correctional institutions challenging confinement
conditions and including a variety of other allegations, and, although no
damages are sought, if injunctive relief is granted the cost to the
Commonwealth in capital and personnel expenses may be substantial (trial
began on December 6, 1993; prompted by settlement negotiations between the
parties, the court recessed on January 3, 1994; trial will resume if
settlement is not reached); (f) on December 10, 1993, the Pennsylvania
Supreme Court overturned a decision of the Commonwealth Court ruling that
dividends received by a corporate taxpayer which are accounted for under the
equity method of accounting are not includible in average net income for
purposes of determining capital stock value under the fixed formula (the
decision permits the Commonwealth to release $147 million held in reserve
for potential tax refund); (g) in 1991, a consortium of public interest law
firms filed a class action suit alleging that the Commonwealth had failed to
comply with the 1989 federal mandate with respect to certain services for
Medicaid-eligible children under the age of 21, which if the relief
requested were granted, would cost the Commonwealth approximately $98
million; (h) litigation has been filed in both state and federal court by an
association of rural and small schools and several individual school
districts and parents challenging the constitutionality of the
Commonwealth's system for funding local school districts -- the federal case
has been stayed pending resolution of the state case and the state case is
in the pre-trial discovery stage (no available estimate of potential
liability); and (i) approximately 150 hospitals challenged the state's
fiscal 1989 and 1990 reimbursement rates for inpatient hospital services
provided to needy citizens under the Medical Assistance Program, and these
lawsuits were settled in May 1991, with the dismissal of the litigation
pending the disposal of one appeal.
    
   
  Philadelphia.  For the fiscal year ending June 30, 1991, Philadelphia
experienced a cumulative General Fund balance deficit of $153.5 million.
The audit findings for the fiscal year ending June 30, 1992 place the
cumulative General Fund balance deficit at $224.9 million.
    
   
  Legislation providing for the establishment of the Pennsylvania
Intergovernmental Cooperation Authority ("PICA") to assist first class
cities in remedying fiscal emergencies was enacted by the General Assembly
and approved by the Governor in June 1991.  PICA is designed to provide
assistance through the issuance of funding debt to liquidate budget deficits
and to make factual findings and recommendations to the assisted city
concerning its budgetary and fiscal affairs.  An intergovernmental
cooperation agreement between Philadelphia and PICA was approved by City
Council on January 3, 1992, and approved by the PICA Board and signed by the
Mayor on January 8, 1992.  At this time, Philadelphia is operating under a
five year fiscal plan approved by PICA on April 6, 1992.  Full
implementation of the five year plan was delayed due to labor negotiations
that were not completed until October 1992, three months after the
expiration of the old labor contracts.  The terms of the new labor contracts
are estimated to cost approximately $144.0 million more than what was
budgeted in the original five year plan.  An amended five year plan was
approved by PICA in May 1993.  The audit findings show a surplus of
approximately $3 million for the fiscal year ending June 30, 1993.
    
   
  The fiscal 1994 budget projects no deficit and a balanced budget for the
year ended June 30, 1994.  The Mayor presented the latest update of the five
year financial plan on January 13, 1994, which is being considered by PICA.
    
   
  In June 1992, PICA issued $474.6 million of its Special Tax Revenue Bonds
to provide financial assistance to Philadelphia and to liquidate the
cumulative General Fund balance deficit.  In July 1993, PICA issued $643.4
million of Special Tax Revenue Bonds to refund certain general obligation
bonds of the city and to fund additional capital projects.

    

Texas Series
   

  General.  Beginning in late 1982, the decline of the State's oil and gas
industry, the devaluation of the Mexican peso and the generally soft
national economy combined to cause a significant reduction in the rate of
growth of State revenues.  During late 1985 and early 1986, the price of oil
fell dramatically worldwide.  This drop in oil prices created a ripple that
cause other sectors of the State's economy, such as real estate, to decline.
As a result of an increase in non-performing loans in the energy and real
estate sectors, major Texas bank holding companies, individual banks and
savings and loans experienced losses or sharp downturns in profitabilities
and many sought Federal assistance from the FDIC.
    
   
  As a further result of the drastic drop in the price of oil, the subsequent
loss of jobs and the overbuilding in the real estate markets, the State
experienced deficits for fiscal years ended August 31, 1986 and 1987 or $230
million and $744 million, respectively.  The deficits occurred despite
actions to trim the 1987 biennial budget by $582 million and increasing
taxes by $761 million.  However, as a result of the budget trimming and
increasing taxes and the improving Texas economy, the State finished fiscal
years 1988, 1989, 1990, 1991, 1992 and 1993 with surpluses in the General
Revenue Fund of $114 million, $298 million, $768 million, $712.8 million,
$609.2 million and $1.624 billion, respectively.
    
   
  The Texas economy bottomed out at the end of 1986 and moved into recovery.
Based upon information gathered by the U.S. Bureau of Labor, the State has
more than doubled the jobs that it lost during the 1986-87 recession.  By
December 1990, the Texas unemployment rate had declined to 6.6%.  The
unemployment rate, however, began to increase in 1991 and by December 1992
was 7.6%.  This increase appears to be merely temporary since by August 1993
the unemployment rate had again declined to 6.8%.
    
   
  Manufacturing employment added about 50,000 jobs in 1987, 1988 and 1989 but
has experienced a contraction since late 1990.  The slowdown of consumer
demand at the national level resulted in the job losses, which were more
pronounced nationwide.  Total employment in Texas continued to expand and
has been steadily improving since 1991.  Over the 12 month period ending in
June 1993 Texas gained 151,400 jobs, an increase of 2.1%.  Most of the new
jobs have been in services, with health, business and other miscellaneous
sectors adding approximately 142,100 jobs from June 1992 to June 1993.
During the 12 month period ended March 1994, the non-farm employment in
Texas increased by 3.4%.
    
   
  State Debt.  Except as specifically authorized, the Texas Constitution
generally prohibits the creation of debt by or on behalf of the State, with
two exceptions: (i) debt created to supply casual deficiencies in revenues
which does not exceed in the aggregate, at any one time, $200,000 and (ii)
debt to repel invasion, suppress insurrection, defend the State in war or
pay existing debt.  In addition, the State Constitution prohibits the
Legislature from lending the credit of the State to or in aid of any person,
including municipalities, or pledging the credit of the State in any manner
for the payment of the liabilities of any individual, association of
individuals, corporation or municipality.  The limitations of the State
Constitution do not prohibit the issuance of revenue bonds.  Furthermore,
obligations which are payable from funds expected to be available during the
current budget period, such as tax and revenue anticipation notes issued by
the State Treasurer, do not constitute "debt" within the meaning of the
Texas Constitution.  The State may issue tax and revenue anticipation notes
solely to coordinate the State's cash flow within a fiscal year and must
mature and be paid in full during the biennium in which notes were issued.
    
   
  At various times, State voters, by constitutional amendment, have
authorized the issuance of debt by the State, including general obligation
indebtedness for which the full faith and credit and the taxing power of the
State may be pledged.  The total amount of general obligation bonds that
have been authorized by the voters is in excess of $8.28 billion.  As of May
31, 1993, the general obligation and other constitutionally outstanding
bonded indebtedness of the State is designed to be eventually self-
supporting, even though the full faith and credit of the State is pledged
for its payment.
    
   
  Revenue Sources and Tax Collection.  Historically, the primary sources of
the State's revenues have been sales taxes, mineral severance taxes and
Federal grants.  Due to the collapse of oil and gas prices and the resulting
enactment by recent State Legislatures of new tax measures, including those
increasing the rates of existing taxes and expanding the tax base and adding
a corporate tax measured by income, there has been a reordering in the
relative importance of the State's taxes in terms of their contribution to
the State's revenue in any year.  Federal grants for the first time are the
State's largest revenue source, accounting for approximately 29.2% of total
revenue during fiscal year 1993.  Sales taxes are the State's second largest
source of tax revenue, accounting for approximately 27% of the State's total
revenues during fiscal year 1993.  Motor fuels taxes, licenses, fees and
permits, and interest and investment income, each accounted for
approximately 6% of the total revenue in fiscal year 1993.  The remainder of
the State's revenues are derived primarily from other excise taxes.  The
State has no personal or corporate income tax, although the State does
impose a corporate franchise tax based on the greater of a corporation's
capital or net earned surplus.  The franchise tax is based upon net income
apportionable to the State, and thus works very much like a corporate income
tax.  It is likely to become a substantially larger source of revenues in
future years.
    
   
  Total net revenues and opening balances for fiscal years 1988, 1989, 1990,
1991, 1992 and 1993 amounted to approximately $20.471 billion, $21.657
billion, $23.622 billion, $26.190 billion, $29.647 billion and $33,795
billion, respectively, which tax collections for the same periods amounted
to $12.364 billion, $12.905 billion, $14.922 billion, $15.849 billion and
$17.011 billion, respectively.
    
   
  The 73rd State Legislative Session convened in January, 1993 and before
adjourning passed a budget for the 1994-5 biennium.  The 1994-5 budget
provides for appropriations totalling $38.8 billion from general revenue
related funds and $70.1 billion from all fund sources.  The 1994-5 biennium
budget increases general revenue funding by 10.6%, while funding from all
funds increased by 11.4%.  Funding for education has been increased to $1.4
billion, or 5.8%, while health and human services increased $4.3 billion, or
22.5%.
    
   
  Limitations on Taxing Powers.  The State Constitution prohibits the State
from levying ad valorem taxes on property for general revenue purposes.
    
   
  The State Constitution also limits the rate of growth of appropriations
from tax revenues not dedicated by the Constitution during any biennium to
the estimated rate of growth for the State's economy.  The Legislature may
avoid the constitutional limitation if it finds, by a majority vote of both
houses, than an emergency exists.  The State Constitution authorizes the
Legislature to provide by law for the implementation of this restriction,
and the Legislature, pursuant to such authorization, has defined the
estimated rate of growth in the State's economy to mean the estimated
increase in State personal income.
    
   
  Petroleum Production and Mining.  The Texas economy and the oil and gas
industry have been intricately linked since the discovery of the Spindletop
Field in southeast Texas in 1901.  Dramatic increases in the price of oil in
1973-74 and 1979-81 propelled Texas into a leadership position in national
economic growth.  This situation, however, has changed rapidly for Texas in
the past decade.  The Texas economy reeled in 1982-3 and again in 1986 as
the price of West Texas Intermediate crude oil declined over 50% from $30
per barrel in November 1985 to under $12 per barrel in July 1986.  During
the oil-patch recession of 1986-7, employment levels declined as the effects
of the downturn in the energy industry rippled through the rest of the
economy.  But since 1987, a general economic rebound led by manufacturing,
service and government has resulted in the gain of over 746,000 jobs by
April 1992.  However, a decline in prices in 1991 led to the loss of 16,000
jobs in 1991 and 5,000 jobs in 1992 in the oil and gas industry.  This
decline is projected to continue through 1996.
    
   
  Financial Institutions.  The decline in oil prices, particularly since
January 1986, and the recession that followed have had a severe effect on
the banking and savings and loans industries in Texas.  In most cases, major
Texas bank holding companies, individual banks and savings and loans have
experienced losses or sharp downturns in profitability due to the increase
in non-performing loans in the energy and real estate sectors.  The
financial difficulties also have led to a number of closings among banks and
savings and loans.  Texas bank failures peaked in 1989, reaching 133 or two-
thirds of all bank closings in the nation.  Texas bank failures declined to
103 in 1990, 31 in 1991 and 29 in 1992, of which 20 were subsidiaries of a
single bank holding company.  Only 10 banks failed in 1993, through the
middle of November.
    
   
  Some signs of recovery are now appearing.  Texas bank profits in 1991 and
1992 were $1.1 billion and $1.9 billion, respectively, substantially more
than the $651 million profit in 1990, which was the first annualized profit
since 1985.  Also, total loans grew for the first time since 1985, to a
level of $76.3 billion in 1992.  Total deposits, total equity capital, and
total assets also rose.  Most loan growth was in consumer real estate, as
the total for business lending continued to decline slowly.  Mortgage
refinancing has contributed to a 9.0% increase in total loans for the first
half of 1993.  Most of the serious loan and foreclosed asset problems appear
to have been "written down" or adequately reserved.  Non-performing loans
for Texas banks decreased from $5.2 billion in December 1989 to $2.1 billion
in December 1991, and have decreased further to $.13 billion in December
1992.
    
   
  Many Texas banks and banking organizations have consolidated.  Texas had
1,121 banks as of the end of 1991 and 1,089 banks as of the end of 1992.
Also, in keeping with a nationwide trend, Texas banks have been shifting
some of their portfolios away from loans and into federal securities.  The
return on assets for Texas banks in 1992 was 1.08%, a figure higher than the
0.95% average nationwide.
    
   
  The condition of Texas' thrifts, however, remains a serious problem.  No
industry has been more severely affected by the decline in Texas real estate
values than the savings and loan industry.  At the end of 1992, assets of
private sector Texas savings associations total $47.6 billion, down from the
industry high in 1988 of $112.4 billion in assets.  However, in terms of
profits, after a nearly flat year in 1991, the State's thrifts posted a
record $705 million profit for 1992, the second highest in the nation.
    
   
  Property Values and Taxes.  Various State laws place limits upon the
amounts of tax that can be levied upon the property subject to ad valorem
taxes within various taxing units, such as cities, counties and the
districts which have ad valorem taxing powers (including [without
limitation] school and hospital districts).  Similarly, the amounts of sales
and use taxes which can be levied and the types of property and services to
which sales and use taxes apply are subject to legal restrictions.
    
   
  Given the importance of energy-related industries to the Texas economy, and
the over-building which occurred in many residential and commercial real
estate markets, property values throughout the State have experienced
little, if any, appreciation, since late 1985.  In some areas property
values have, in fact, declined.  Because ad valorem taxes are to be computed
upon the appraised property valuations, and the property appraisals are
required to be conducted only every three years, the full impact of such
declines in property values is not immediately reflected in tax collections.
Conversely, if the energy industry should experience a significant sustained
upturn or property values otherwise rebound, there may be a similar lag-time
before such a rise in property  values results in increased ad valorem tax
collections.  Areas whose tax bases include substantial oil and gas
producing properties are especially adversely affected by this.
    
   
  The 1990 total value of taxable property in Texas School Districts amounted
to approximately $632 billion in 1992, according to records compiled by the
Property Tax Division of the Office of the Comptroller derived from school
district data in the State.  This total included approximately $265.5
billion of single-family residences, approximately $25.5 billion of multi-
family residences, $94.3 billion of commercial real property, $54.8 billion
of commercial personal property, $50.7 billion of industrial real property,
$32.4 billion of industrial personal property, and $46.8 billion for
utilities.  This represents a 0.9% decline from 1991 taxable values, but
includes the effects of a 9.4% increase in property tax exemptions in school
districts, amounting to a decline in taxable value of $4.3 billion.  Before
exemptions, property values declined by only 0.2% from 1991 levels.
    
   
  In addition to any decline in property values and its anticipated effect on
the amount of taxes levied, the actual collectibility of such taxes may be
expected to decrease.  The security for any general obligation bond depends
in part on the ability of the taxing authority to collect delinquent taxes
on a timely basis through lawsuits and subsequent foreclosures in an amount
sufficient to service the debt.  The taxing authority's right to collect
taxes or enforce the lien through suits and foreclosures are subject to
various bankruptcy, reorganization, and other such proceedings.  Such
proceedings are often lengthy and result in the collection of taxes at a
significantly later date.
    
   
  Litigation.  In 1986, a group of school districts in the State with
relatively low ad valorem tax bases filed suit challenging the
constitutionality of Texas' system of financing public education.  In June
1987, a final judgment was entered by the District Court in Edgewood v.
Kirby, holding that the Texas School Financing System (implemented in
conjunction with local school district boundaries that contain unequal
taxable property wealth for the financing of public education) is
"unconstitutional and unenforceable" under the Texas Constitution.  On
October 2, 1989, the Texas Supreme Court ruled that the State's school
financing system violates the State constitutional requirement that the
State Legislature "establish and make suitable provisions for the support
and maintenance of an efficient system of public free schools."  The Texas
Supreme Court did not instruct the Legislature as to the specifics of the
legislation it should enact or order the Legislature to raise taxes.
    
   
  After four special sessions, the Legislature passed a comprehensive school
reform bill (Senate Bill 1) in June 1990.  In September 1990 a State
District judge ruled that the school finance section of Senate Bill 1 was
unconstitutional because it contained inequities in the system and ordered
the State to devise a new system by September 1, 1991.  The State appealed
the ruling and the Texas Supreme Court ruled in January 1991 to enforce the
injunction against State funding disbursements until April 1, 1991.
    
   
  On April 15, 1991 a new school finance reform bill (Senate Bill 351) was
enacted.  Under Senate Bill 351, local districts are entitled to a minimum
local property tax rate plus a guaranteed basic State allotment per pupil.
The funding mechanism is predicted upon tax base consolidation and created
188 new taxing units known as County Education Districts (CED's), drawn
largely along county lines.  Within each taxing unit, school districts share
the revenue raised by the minimum local property tax.  Local school
districts can raise additional monies and enrich programs by levying
additional amounts.
    
   
  Several school districts challenged the constitutionality of Senate Bill
351 in June 1991.  In August 1991, the State District Court held that the
creation of the CED's did not violate the Texas Constitution.  In November
1991 the case was appealed to the Texas Supreme Court.  The appeal was based
upon (among others) the claim that the creation of CED's amounted to a State
property tax in contravention of the State constitution.  On January 30,
1992 (the day before property tax in contravention of the State
constitution.  On January 30, 1992 (the day before property tax payments for
1991 could be paid without becoming delinquent and incurring penalties) the
Texas Supreme Court reversed the decision of the State District Court.
While the Texas Supreme Court concluded that the CED's and the taxes they
levy are unconstitutional, the Court allowed the Legislature until June 1,
1993 to develop a new plan to be put in place by September 1993.  In the
interim, the CED's can continue to collect and distribute the school
district property taxes for the 1991 and 1992 years, notwithstanding the
fact that the levy has been declared unconstitutional by the Texas Supreme
Court.
    
   
  In February, 1993, the Texas Legislature approved proposed constitutional
amendments that were intended to address the constitutional deficiencies in
the State's system of funding public schools that have been noted by the
courts.  At an election held on May 1, 1993, the voters of the State
rejected all of the proposed constitutional amendments.
    
   
  The 73rd State Legislature enacted in late May 1993 and the Governor signed
on May 31, 1993, Senate Bill 7, which included provisions concerning the
operation of school districts as well as created a whole new funding system
for public education in the State.  The legislation is complex and is
presently being studied by many parties, including school districts and the
attorney general's office which must approve the issuance of public debt by
school districts.  A number of parties also have raised certain
constitutionality issues with respect to the legislation and a lawsuit has
been filed.  In January 1994, a district court upheld Senate Bill 7 but
indicated that the State's funding of school facilities was inequitable.
The court ordered the State to devise a plan for equitably funding school
facilities by September 1, 1995, or the State would be enjoined from
approving and issuing any new bonds for school facilities.  All parties have
appealed this decision to the Texas Supreme Court which has not issued an
opinion at this time.
    
   
  Texas Credit-Enhanced Revenue Bonds.  Due to the overall economic downturn
in the State, many financial institutions in the State of Texas have been
weakened over the past several years as noted above.  A number of revenue
bonds, when issued, had their ratings enhanced by various means, including
letters of credit and other guaranties issued by Texas banks and/or savings
institutions.  To the extent that the financial institutions' ability to
make such payments is diminished, the risk of delay or default under such
bonds would be correspondingly increased.
    
   
  In addition, the downturn in the Texas economy has caused a number of real
estate developers to default on loans from banks and savings and loans.
Bond issues used to fund developer loans could be affected by such defaults.
    



Virginia Series
   

  Economic Growth and Structure.  The rate of economic growth in Virginia
slowed in 1990 and 1991 but has increased steadily over the past decade.
From 1983 to 1992, Virginia's 6.5% growth rate in per capita personal income
was greater than the national growth rate of 6.4%, although Virginia's per
capital personal income in 1990 and 1991 grew at a lower rate than the
national average.  Much of Virginia's per capital income gain in these years
has been due to the continued strength of the Federal government and
manufacturing sectors; rapid growth of high technology industries, basic
business services, corporate headquarters and regional offices, and the
attainment of parity with the nation and labor force participation rates.
Per capita income in Virginia has been consistently above national levels
over the past decade and in 1992 was $20,629 compared to the national level
of $19,841.
    
   
  The services sector is Virginia's largest employer, followed by wholesale
and retail trade, government employment (Federal, state and local), and
manufacturing.  With Northern Virginia being a part of the Washington, D.C.,
metropolitan statistical area and Hampton Roads being the home of the
nation's largest concentration of military installations, the Federal
government has a greater impact on Virginia relative to its size than all
states except Alaska and Hawaii.  It is unclear what the long-term effect of
the current efforts by the Federal government to restructure the defense
budget will have on the long-term economic conditions of Virginia.
    
   
  The manufacturing industry is Virginia's fourth largest employer and
accounts for 14% of the total non-agricultural employment.  The
manufacturing industries with the greatest employment are transportation
equipment, textiles, food processing, electric and electronic equipment,
printing, chemicals, apparel, lumber and wood products and furniture.  These
nine manufacturing industries account for two-thirds of Virginia's total
manufacturing employment.
    
   
  According to statistics published by the U.S. Department of Labor, Virginia
typically has one of the lowest unemployment rates in the nation.
Virginia's modest unemployment rates are generally attributed to the balance
among the various industries found in Virginia's economy, with no single
industry dominating its economy, resulting in a stabilization of employment.
During 1992, an average of 6.9% of Virginia's citizens were unemployed as
compared to the national average of 7.5%.  Virginia's 1992 population of
6,377,000 was 2.5% of the nation's total.  From 1983 to 1992, Virginia's
population increased 14.8% versus 8.9% for the nation, and Virginia's
population over the last decade has grown at a rate higher than the national
rate.  The rate of increase in Virginia's population growth reached a high
of 2% in 1987 and in 1992 was approximately 1.5%.
    
   
  Virginia is one of 20 states with a right-to-work law and has a favorable
business climate reflected in the relatively small number of strikes and
other work stoppages and a record of good labor/management relations.
Virginia is also one of the least unionized of the more industrialized
states.
    
   
  Virginia has approximately 54,600 miles of primary, secondary and
interstate highways, resulting in the third largest system of state-
maintained roads in the nation.  Virginia is a junction point between major
north/south rail lines (Richmond, Fredericksburg & Potomac Railroad, CSX
Transportation and Norfolk Southern Railway), and major east/west rail lines
(CSX Transportation and Norfolk Southern Railway).  In addition, the Eastern
Shore Railroad Company, Inc. maintains a line running the length of the
Eastern Shore from Norfolk to points north, with several shorter rail lines
connecting these main lines.  Virginia's port complex includes one of the
finest natural harbors in the world which is responsible for Virginia's
strong ties  with international commerce.  The Port of Hampton Roads
consists of marine terminals in Newport News, Norfolk, Portsmouth and
Chesapeake and is capable of handling nearly every category of sea cargo in
a large volume.  In 1991, over 64 million tons of foreign trade moved
through Virginia ports, primarily the Port of Hampton Roads.  Traditionally,
Hampton Roads leads all ports in the nation in volume of exports.
    
   
  Virginia's economy is strongly influenced by Federal government
installations and the growth of suburban communities around Washington, D.C.
With  Northern Virginia a part of the Washington D.C. metropolitan area and
Hampton Roads the home of the nation's largest concentration of military
installations, the Federal government has a greater impact on Virginia
relative to its size than any other state except Alaska and Hawaii.
Manufacturing is also an important segment of Virginia's economy.  The
manufacturing industry accounts for over 15% of total nonagricultural
employment and rank fourth behind services, wholesale and retail trade, and
government (Federal, state and local) in the number of jobs it provides.
    
   
  Budget Matters.  Virginia state government operates on a two-year budget.
Base budgets, maximum employment levels and policy guides for new
initiatives and service expectations for the subsequent biennium are
provided by the Governor to each state agency in May, approximately 14
months before the start of the biennium.  By the following mid-December,
final revenue estimates are submitted by the Department of Taxation for
review by the Governor.  Final adjustments to both revenues and services are
made to the original base budgets and initiatives and a bill of detail (the
"Budget Bill") on the Governor's budget is prepared and presented to the
Virginia General Assembly by December 20th in the year immediately before
each even-year session.  After the Budget Bill is passed by both Houses,
differences between the House and the Senate versions are reconciled by
Conference Committee consisting of equal representation from both Houses.
The Governor retains the right in his review of legislative action on the
Budget Bill to suggest alterations or veto appropriations made by the
General Assembly.  After enactment, the Budget Bill becomes law (the
"Appropriation Act").
    
   
  In the odd-year sessions of the General Assembly, amendments are considered
to the Appropriation Act through a Budget Bill submitted by the Governor by
December 20th of such odd-year session which includes the proposed
amendments.  The amended Budget Bill is introduced in both Houses and
considered in the same manner as the regular Budget Bill.  Any Appropriation
Act enacted in the odd-year session is effective upon passage, while the
regular biennial Appropriation Act is effective as of July 1st, the
beginning of the biennium.
    
   
  The Governor, assisted by the Secretary of Finance and the Department of
Planning and Budget, implement and administer the provisions of the
Appropriation Act which requires constant monitoring of revenue collections
and expenditures to ensure that a balanced budget is maintained.  If
projected revenue collections fall below the amounts appropriated, the
Governor must reduce expenditure and withhold allotments of appropriations,
except for amounts needed for debt service and specified other purposes, to
prevent any expenditure in excess of the estimated revenues.  Up to 15% of a
general fund appropriation to any agency may be withheld if required.
    
   
  The Constitution requires the Governor to ensure that expenses do not
exceed total revenues anticipated plus fund balances during the period of
two years and six months following the end of the General Assembly session
in which the appropriations are made.  Pursuant to an amendment to the
Constitution effective January 1, 1993, a Revenue Stabilization Fund was
established to be used to offset, in part, anticipated shortfalls and
revenues in years when appropriations, based on previous forecasts, exceed
expected revenues and subsequent forecasts.  The Revenue Stabilization Fund
consists of an amount not to exceed 10% of Virginia's average annual tax
revenues from income taxes and retail sales taxes as certified by the
Auditor of Public Accounts for the three immediately preceding fiscal years.
If in any year total revenues are forecast to decline by more than 2% of the
certified tax revenues collected in the most recently ended fiscal year, the
General Assembly may appropriate an amount for transfer from the Revenue
Stabilization Fund to the General Fund to stabilize revenues.  Such
transfers shall not exceed one-half of the forecasted shortfall and, if any
amounts accrue, such as through interest or dividends, to the credit of the
fund in excess of the 10% limitation, such excess earnings will be
transferred to the General Fund.
    
   

  The 1990-92 biennium which began July 1, 1990 and ended June 30, 1992 was
marked by declining tax revenues and increased demands for spending in the
pension area, medicaid and welfare programs (the result of new federal
mandates) and prisons.  Steps taken to balance the budget included
reductions in the budgets of most state agencies, use of lottery revenues
for capital projects and certain program costs, delays in the implementation
of certain tax policy and pre-funding of the state's employees retirement
system cost-of-living adjustment, and certain individual tax increases.  In
the fiscal year ended June 30, 1992, revenues increased 1.3% from the
previous year, while total expenditures declined by 1.5% with revenues
exceeding expenditures by $453.4 million, an increase of 50.2% over fiscal
year ended June 30, 1991.
    

  General Fund Revenues and Expenditures.  General Fund revenues are
principally composed of direct taxes to support a number of government
functions, primarily education, individual and family services, public
safety and general government and are available for payment of debt service
obligations of Virginia.
   

  In fiscal year 1993, approximately 95% of General Fund tax revenues was
derived from five major taxes imposed by Virginia:  Individual and Fiduciary
Income Taxes (60.3%), State Sales and Use Taxes (24.3%), Corporation Income
Taxes (6.3%), License Taxes on Public Service Corporations (1.6%) and
Insurance Companies (3.0%).
    
   

  General Fund expenditures relate to resources used for those services
traditionally provided by a state government, which are not accounted for in
any other fund.  These services include general government, legislative,
public safety, judicial, health and mental health, human resources,
licensing and regulation, and primary and secondary education.  In fiscal
year 1993, General Fund expenditures were allocated approximately as
follows:  General Government (4.9%), Education (44.6%), Transportation
(0.1%), Resources and Economic Development (2.9%), Individual and Family
Services (28.4%), Administration of Justice (18.8%) and Capital Outlay
(0.4%).
    
   
  The budgetary basis unreserved fund balance for the General Fund decreased
from $451.6 million in fiscal year 1988 to $166.3 million in fiscal year
1990 primarily because of a revenue shortfall.  The unreserved fund balance
on a budgetary basis for the General Fund decreased from $166.3 million in
fiscal year 1990 to $37.4 million in fiscal year 1991 primarily because
fiscal year 1990 lottery profits were transferred into the General Fund in
fiscal year 1990, but were not spent until fiscal year 1991.  The fiscal
year 1991 lottery profits were transferred into the General Fund and spent
throughout the fiscal year.  Tax revenues in fiscal year 1991 remained
nearly even with fiscal 1990, while expenditures increased 3%.  The decrease
in the unreserved fund balance is directly attributable to the factors
causing a decrease in the budgetary basis fund balance.  The unreserved fund
balance on a budgetary basis for the General Fund increased from $37.4
million in fiscal year 1991 to $195.1 million in fiscal year 1992, resulting
from a 1.3% increase in total revenues coupled with a 1.5% decrease of total
expenditures from fiscal year 1991 to fiscal year 1992.  The unreserved fund
balance on a budgetary basis for the General Fund increased from $195.1
million in fiscal year 1992 to $331.8 million in fiscal year 1993, a 70%
increase, resulting from a 9.1% increase in total revenues coupled with only
a 6.9% increase in total expenditures.  Revenues exceeded expenditures by
$609.1 million, an increase of 34.3% over fiscal year 1992.  The growth in
total revenues was fueled by a 7.9% increase in individual and fiduciary
income tax revenues, an 8.5% increase in institutional revenue and an 80.4%
increase in revenues derived from fines, forfeitures, court fees, penalties
and escheats.
    
   
  Nongeneral Revenues.  Nongeneral revenues consist of all revenues not
accounted for in the General Fund.  Included in this category are special
taxes and user charges earmarked for specific purposes, the majority of
institutional revenues and revenues from the sale of property and
commodities, and receipts from the Federal government.
    
   
  Approximately 50% of the nongeneral revenues are accounted for by grants
and donations from the Federal government, motor vehicle taxes and
institutional revenues.  Institutional revenues consist primarily of fees
and charges collected by institutions of higher education, medical and
mental hospitals, and correctional institutions.  Motor vehicle related
taxes include the motor vehicle fuel tax, a motor vehicle sales and use tax,
oil excise tax, driver's license fee, title registration fee, motor vehicle
registrations fee and other miscellaneous revenues.
    
   
  Development of Revenue Estimates.  The development of the General Fund
revenue estimates begins with a selection of a forecast of national economic
activity for the state budget period.  Virginia currently subscribes to the
macroeconomic forecasting services of the WEFA Group ("WEFA"), a major
economic forecasting firm in the United States.  Each month, WEFA prepares a
standard forecast based on the highest probability, as well as alternative
forecasts including high and low growth scenarios.  The Governor selects one
of these forecasts for developing Virginia's revenue estimates and such
forecast becomes the principal input to the Virginia Econometric model,
which is utilized to develop a forecast of similar indicators of in-state
activity.
    
   
  After the development of forecast of major Virginia economic indicators,
revenue estimates are generated using revenue forecasting models developed
and maintained by the Department of Taxation.  These models use regression
analysis to relate the historical relationship between each tax or revenue
source and the one or more economic variables that influence the collection
of that tax.  The forecast values of the economic variables derived from
either the macro or the in-state forecast are then inserted into the
equation to generate the revenue estimates.  Adjustments are made on a
revenue source-by-source basis for any legislative, judicial or
administrative changes that would affect the projected levels of revenues
but that cannot be forecast by models constructed using historical data.
Finally, adjustments are made if revenues are substantially above or below
the projected level.  This procedure was formalized in 1984 by statute
requiring that the Governor's six-year revenue plan be revised annually by
September 15th of each year, reviewed by the appropriate advisory boards and
accompanied by a description of the economic assumptions underlying the
plan.
    
   
  Debt Management.  In September 1991, the Debt Capacity Advisory Committee
(the "Committee") was created by the Governor through an executive order.
The Committee is charged with annually estimating the amount of tax-
supported debt which may be prudently authorized consistent with the
financial goals, capital needs and policies of Virginia.  The Committee
reviews the amounts and conditions of bonds, notes and other security
obligations of agencies, institutions, boards and authorities of Virginia
for which Virginia has either a direct or indirect pledge of tax revenues or
a moral obligation pledge to replenish reserve fund efficiencies.  The
Committee released its first report in January 1992 and its most recent
report in January 1994.  The Department of Planning and Budget has prepared
a Six-Year Capital Outlay Plan (the "Plan") for Virginia.  The Plan lists
proposed capital projects and recommends how the proposed project should be
financed.  More specifically, the plan distinguishes between immediate
demands and longer term needs, assesses Virginia's ability to meet its
highest priority needs, and outlines an approach for addressing priorities
in terms of costs, benefits and financing mechanisms.
    
   
  The Constitution of Virginia prohibits the creation of debt by or on behalf
of Virginia that is backed by Virginia's full faith and credit, except as
provided in Section 9 of Article X.  Section 9 of Article X contains several
different provisions for the issuance of general obligation and other debt.
    
   
  Section 9(a)(2) provides that the General Assembly may contract general
obligation debt to meet certain types of emergencies, subject to limitations
on amount and duration; to meet casual deficits in the revenue or in
anticipation of the collection of revenues of Virginia; and to redeem a
previous debt obligation of Virginia.  Total indebtedness issued pursuant to
Section 9(a)(2) may not exceed 30% of an amount equal to 1.15 times the
annual tax revenues derived from taxes on income and retail sales, as
certified by the Auditor of Public Accounts for the preceding fiscal year.
    
   
  Section 9(b) authorizes the creation of general obligation debt for capital
projects.  Such debt is required to be authorized by an affirmative vote of
a majority of each house of the General Assembly and approved in a statewide
election.  The outstanding amount of such debt is limited to an amount equal
to 1.15 times the average annual tax revenues derived from taxes on income
and retail sales, as certified by the Auditor of Public Accounts for the
three preceding fiscal years less the total amount of bonds outstanding.
The amount of 9(b) debt that may be authorized in any single fiscal year is
limited to 25% of the limit on all 9(b) debt less the amount of 9(b) debt
authorized in the current and prior three fiscal years.
    
   
  Section 9(c) authorizes the creation of general obligation debt for
revenue-producing capital projects (so-called "double-barrel" debt).  Such
debt is required to be authorized by an affirmative vote of two-thirds of
each house of the General Assembly and approved by the Governor.  The
Governor must certify before the enactment of the authorizing legislation
and again before the issuance of the debt that the net revenues pledged are
expected to be sufficient to pay principal of and interest on the debt.  The
outstanding amount of 9(c) debt is limited to an amount equal to 1.15 times
the average annual tax revenues derived from taxes on income and retail
sales, as certified by the Auditor of Public Accounts for the three
preceding fiscal years.  While the debt limits under Section 9(b) and 9(c)
are each calculated as the same percentage of the same average tax revenues,
these debt limits are separately computed and apply separately to each type
of debt.
    
   
  Article X further provides in Section 9(d) that the restrictions of Section
9 are not applicable to any obligation incurred by Virginia or any of its
institutions, agencies or authorities if the full faith and credit of
Virginia is not pledged or committed to the payment of such obligation.
There are currently outstanding various types of such 9(d) revenue bonds.
Certain of these bonds, however, are paid in part or in whole from revenues
received as appropriations by the General Assembly from general tax
revenues, while others are paid solely from revenues of the applicable
project.
    
   
  The debt repayments of the Virginia Public Building Authority, the Virginia
Port Authority, the Virginia College Building Authority Equipment Lease
Program and The Innovative Technology Authority are supported in large part
by general fund appropriations.  Together, payments to these authorities
totaled $41.5 million in fiscal year 1993.
    
   
  The Commonwealth Transportation Board has issued its $138.5 million
Transportation Contract Revenue Bonds (Route 28 Project), which were
refunded in 1993 with $111.7 million Transportation Contract Revenue
Refunding Bonds, and its $200 million Transportation Revenue Bonds (U.S.
Route 58 Corridor Development Program), which were partially refunded in
1993 with $91.5 million Transportation Revenue Refunding Bonds, Series
1993A.  The Transportation Board also issued $98.7 million Transportation
Revenue Bonds (U.S. Route 58 Corridor Development Program) in June 1993 and
$134.1 million in Transportation Revenue Bonds Series 1993C (Northern
Virginia Transportation District Program) in August 1993.  These bonds are
secured by and payable from funds appropriated by the General Assembly from
the Transportation Trust Fund for such purpose.  The Transportation Trust
Fund was established by the General Assembly in 1986 as a special non-
reverting fund administered and allocated by the Transportation Board to
provide increased funding for construction, capital and other needs of state
highways, airports, mass transportation and ports.  The Virginia Port
Authority has also issued bonds in the amount of $110.1 million which are
secured by a portion of the Transportation Trust Fund.  The fund balance of
the Transportation Trust Fund administered by the Transportation Board at
June 30, 1993, was $155.3 million.
    
   
  The Commonwealth is also involved in numerous lease agreements to lease
buildings and equipment containing nonappropriation clauses indicating that
continuation of the lease is subject to funding by the General Assembly.
For all capital leases, the present value of net minimum leases payments was
$21.1 million as of June 30, 1993.
    
   
  The Commonwealth also finances the acquisition of certain personal property
and equipment through installment purchase agreements.  The length of the
agreements and the interest rates charged vary.  In most cases, the
agreements are collateralized by the personal property and equipment
acquired.  Installment purchase agreements contain nonappropriation clauses
indicating that continuation of the installment purchase is subject to
funding by the General Assembly.  The balance of installment purchase
obligations outstanding was $48.3 million as of June 30, 1993.
    
   
  Bonds issued by the Virginia Housing Development Authority, the Virginia
Resources Authority and the Virginia Public School Authority are designed to
be self-supporting from their individual loan programs.  A portion of the
Virginia Housing Development Authority bonds and all of the Virginia
Resources Authority bonds are secured in part by a moral obligation pledge
of Virginia.  The Virginia Public School Authority was authorized by the
1991 General Assembly to issue and have outstanding up to $500 million of
debt secured in part by a moral obligation pledge of Virginia, and the
Authority has issued, as of June 30, 1993, $124.4 million of such bonds.
Virginia may fund deficiencies that may occur in debt service reserves for
its moral obligation debt.  To date, these authorities have not requested
Virginia to fund reserve deficiencies for this debt.
    
   
  Local Government.  Local government in Virginia is comprised of 95
counties, 41 incorporated cities, and 188 incorporated towns.  Virginia is
unique among the several states in that cities are independent of counties,
and their land areas do not overlap.  Cities and counties are the units of
general government that have traditionally provided all services not
provided by Virginia, levy and collect their own taxes and provide their own
services.  Towns are units of local government that continue to be part of
the counties in which they are located.  Towns levy and collect taxes for
town purposes, but their residents are also subject to county taxes.  The
largest expenditure by local governments in Virginia is for public
elementary and secondary education, and local governments also provide other
services such as water and sewer services, police and fire protection and
recreational facilities.
    
   
  According to figures prepared by the Auditor of Public Accounts of
Virginia, the total outstanding debt of counties in Virginia was
approximately $7.2 billion as of June 30, 1992, most of which was borrowed
for school construction.  The amount of debt of Virginia's cities
outstanding as of June 30, 1992, was approximately $3.4 billion, while towns
had approximately $163 million outstanding as of June 30, 1992.
    
   
  Litigation.  Virginia's officials and employees are named as defendants in
legal proceedings that occur in the normal course of governmental
operations, some involving substantial amounts.  It is not possible at the
present time to estimate Virginia's ultimate outcome of liability, if any,
with respect to these lawsuits.  However, the ultimate liability resulting
from these suits is not expected to have a material, adverse effect on
Virginia's financial condition.
    
   
  In Davis v. Michigan (decided March 28, 1989), the United States Supreme
Court ruled unconstitutional state's exempting from state income tax the
retirement benefits paid by the state or local governments without exempting
retirement benefits paid by the federal government.  At that time, Virginia
exempted state and local retirement benefits but not Federal retirement
benefits.  At a Special Session held in April 1989, the General Assembly
repealed the exemption of state and local retirement benefits.
    
   
  Following the decision in Davis, at least five suits, some with multiple
plaintiffs, for refunds of Virginia income taxes, were filed by federal
retirees.  On February 12, 1990, the Circuit Court of the City of Alexandria
denied federal retirees' refund claims.  On March 1, 1991, the Virginia
Supreme Court affirmed the Circuit Court ruling.  Petitions for review were
filed in the United States Supreme Court, which remanded the cases to the
Virginia Supreme Court for further consideration in light of James B. Beam
Distilling Co. v. Georgia (decided June 20, 1991).  On November 8, 1991, the
Virginia Supreme Court affirmed its March 1, 1991 ruling denying refunds,
and petitions for review were again filed in the United States Supreme
Court.  On May 18, 1992, the United States Supreme Court granted the
taxpayers' petition in Harper v. Virginia Department of Taxation (No. 91-
794).  On June 18, 1993, the United States Supreme Court reversed the
November 8, 1991 ruling of the Virginia Supreme Court and remanded the case
to the Virginia Supreme Court for further proceedings consistent with its
opinion.  The syllabus for that opinion states that "Virginia is free to
choose the form of relief it will provide, so long as that relief is
consistent with Federal due process principles.  A State retains flexibility
in responding to the determination that it has imposed an impermissibly
discretionary tax.  The availability of a predeprivation hearing constitutes
a procedural safeguard sufficient to satisfy due process, but if no such
relief exists, the State must provide meaningful backward-looking relief
either by awarding full refunds or by issuing some other order that creates
in hindsight a nondiscriminatory scheme."  In July 1993, the Virginia
Supreme Court remanded the Harper case to the Circuit Court of Alexandria
for consideration of these issues.  On January 7, 1994, the Alexandria
Circuit Court again ruled in favor of Virginia and denied refunds to the
federal retirees.  The federal retirees have filed a petition for appeal in
the Virginia Supreme Court.
    
   
  On July 6, 1994, the General Assembly approved a settlement proposal to the
lawsuit with the federal retirees.  If the settlement proposal is accepted
by the federal retirees, Virginia would be required to refund $340 million
of taxes and interest to the federal retirees over a period of five years.
In addition, Virginia would provide tax benefits for other retirees.
However, if federal retirees with claims totalling more than $20 million
refuse Virginia's proposed settlement, then Virginia may withdraw the
proposal.
    
   
  If the courts ultimately rule that the Commonwealth must make full refunds
of taxes imposed prior to Davis v. Michigan, the Department of Taxation has
calculated the potential cost of making full refunds to the federal retirees
of all Virginia income taxes paid on Federal pensions for taxable years
1985, 1986, 1987 and 1988.  The Department's estimate of Virginia's maximum
liability (including interest payable calculated as of December 31, 1993) is
approximately $707.5 million.  The outcome of this lawsuit cannot be
predicted.
    


                                  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 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 is the highest rating assigned by S&P.  Capacity to pay
interest and repay principal is extremely strong.
                                      AA

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

                                       A

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

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

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

                                      BBB

     Of the investment grade, this is the lowest.

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

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

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

                                      BB

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

                                       B

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

                                      CCC

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

                                      CC

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

                                       C

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

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

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

Municipal Note Ratings
                                      SP-1

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


                                      SP-2

     The issuers of these municipal notes exhibit satisfactory capacity to
pay principal and interest.
                                      SP-3

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

Commercial Paper Ratings

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

                                      A-1

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

                                      A-2

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

                                      A-3

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



Moody's

Municipal Bond Ratings
                                      Aaa

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

                                      Aa

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

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

                                      Baa

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

                                      Ba

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

                                       B

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

                                      Caa

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

                                      Ca

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

                                       C

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

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

Municipal Note Ratings

     Moody's ratings for state and municipal notes and other short-term
loans are designated Moody's Investment Grade (MIG).  Such ratings recognize
the 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.



                                 MIG 3/VMIG 3

     This designation denotes favorable quality.  All security elements are
accounted for but there is lacking the undeniable strength of the preceding
grades.  Liquidity and cash flow protection may be narrow and market access
for refinancing is likely to be less well established.
                                 MIG 4/VMIG 4

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

Commercial Paper Ratings

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

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

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

Fitch

Municipal Bond Ratings

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





                                      AAA

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

                                      AA

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

                                       A

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

                                      BBB

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

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

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

                                      CCC

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

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

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

                                 DDD, DD and D

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

     Plus (+) and minus (-) signs are used with a rating symbol to indicate
the relative position of a credit within the rating category.  Plus and
minus signs, however, are not used in the AAA category covering 13-36 months
or the DDD, DD, or D categories.

Short-Term Ratings

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

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

                                     F-1+

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

                                      F-1

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

                                      F-2

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

<TABLE>
<CAPTION>

PREMIER STATE MUNICIPAL BOND FUND, ARIZONA SERIES
STATEMENT OF INVESTMENTS
APRIL 30, 1994
                                                                                            PRINCIPAL
MUNICIPAL BONDS--93.1%                                                                         AMOUNT          VALUE
                                                                                         --------------      ---------
<S>                                                                                         <C>             <C>
ARIZONA--81.7%
Arizona Board of Regents - Arizona State University, System Revenue,
Refunding:
    6.125%, 7/1/2015........................................................                $  100,000      $   99,578
    5.50%, 7/1/2019.........................................................                   750,000         678,165
Arizona Educational Loan Marketing Corp., Educational Loan Revenue 6.375%,
    9/1/2005................................................................                   100,000         104,678
Arizona Health Facilities Authority, Hospital System Revenue, Refunding
    (Samaritan Health System) 5.625%, 12/1/2015 (Insured; MBIA).............                   700,000         649,271
Arizona Power Authority, Power Resources Revenue, Refunding
    (Hoover Uprating Project) 5.375%, 10/1/2013 (Insured; MBIA).............                   250,000         229,255
Casa Grande Industrial Development Authority, PCR (Frito-Lay, Inc. Pollution
Control
    Project) 6.60%, 12/1/2010 (Guaranteed; Pepsico).........................                   200,000         202,896
Chandler, Water and Sewer Revenue, Refunding 6.25%, 7/1/2013 (Insured; FGIC)                   200,000         202,226
Town of Gilbert, Water and Wastewater Revenue, Refunding
    6.50%, 7/1/2022 (Insured; FGIC).........................................                   100,000         102,183
Glendale Improvement District Number 59 6%, 1/1/2013........................                   100,000          96,616
Maricopa County Chandler Unified School District Number 80, School
Improvement and
    Refunding 6.40%, 7/1/2010 (Insured; FGIC)...............................                   300,000         308,124
Maricopa County Hospital District Number 1, Hospital Facilities Refunding:
    6.25%, 6/1/2010 (Insured; FGIC).........................................                   100,000         102,034
    6.125%, 6/1/2015 (Insured; FGIC)........................................                   200,000         197,770
Maricopa County Industrial Development Authority, Health Facility Revenue
    (Catholic Healthcare West) 5.50%, 7/1/2010 (Insured; MBIA)..............                   500,000         475,295
Maricopa County Pollution Control Corp., PCR, Refunding
    (Public Service Co. - Palo Verde) 6.375%, 8/15/2023.....................                 1,000,000         891,950
Maricopa County School District Number 6 (Washington Elementary)
    6%, 7/1/2009 (Insured; AMBAC)...........................................                   100,000         100,899
Maricopa County School District Number 28 (Kyrene Elementary):
    6%, 7/1/2001 (Insured; FGIC)............................................                   175,000         183,171
    6%, 7/1/2013 (Insured; FGIC)............................................                    25,000          24,689
Maricopa County Scottsdale Unified School District Number 48, School
Improvement
    6%, 7/1/2012 (Prerefunded 7/1/2002) (a).................................                   100,000         105,305
Maricopa County Stadium District, Revenue 5.50%, 7/1/2013 (Insured; MBIA)...                 1,000,000         934,760
Maricopa County Tempe Elementary School District Number 3, School
Improvement
    6%, 7/1/2008 ...........................................................                   200,000         203,788
Maricopa County Unified School District Number 69, School Improvement
    (Paradise Valley) 5.875%, 7/1/2012 (Insured; FGIC)......................                   200,000         194,542
City of Mesa 5.70%, 7/1/2008 (Insured; MBIA)................................                   300,000         297,099
Navajo County Pollution Control Corp., PCR, Refunding (Arizona Public
Service Co.)
    5.875%, 8/15/2028 (Insured; AMBAC)......................................                 1,000,000         904,130
City of Phoenix, Refunding:
    5.10%, 7/1/2013.........................................................                   750,000         665,055
    6.375%, 7/1/2013........................................................                   200,000         205,474

PREMIER STATE MUNICIPAL BOND FUND, ARIZONA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)
APRIL 30, 1994
                                                                                            PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                  AMOUNT            VALUE
                                                                                         -------------        --------
ARIZONA (CONTINUED)
City of Phoenix, Refunding (continued):
    Street and Highway User Revenue:
      6.60%, 7/1/2007.......................................................                $  250,000     $   265,970
      5.125%, 7/1/2011......................................................                 1,000,000         889,220
      6.25%, 7/1/2011 (Insured; FGIC).......................................                   200,000         202,832
Phoenix Civic Improvement Corp., Wastewater System Lease Revenue:
    6.125%, 7/1/2014 (Prerefunded 7/1/2003) (a).............................                   100,000         106,183
    6.125%, 7/1/2023 (Prerefunded 7/1/2003) (a).............................                   500,000         530,915
Phoenix Civic Improvement Corp., Water Systems Revenue 5.40%, 7/1/2014......                 1,000,000         902,140
Pima County, Sewer Revenue, Refunding 5%, 7/1/2015 (Insured; FGIC)..........                   750,000         644,617
Pima County Industrial Development Authority, Health Care Corp. Revenue,
Refunding
    (Carondelet Health Care Corp.) 5.25%, 7/1/2013 (Insured; MBIA)..........                   555,000         495,143
Pima County Tucson Unified School District Number 1, School Improvement
    6.10%, 7/1/2010 (Insured; FGIC).........................................                   100,000         100,743
Pima and Maricopa Counties Industrial Development Authority, Multi-Family
Revenue
    5.875%, 1/1/2029 (Insured; FNMA)........................................                   500,000         451,425
Salt River Project Agricultural Improvement and Power District, Salt River
Project
    Electric System Revenue:
      6%, 1/1/2013..........................................................                   150,000         147,342
      5.50%, 1/1/2028.......................................................                 1,000,000         879,230
      Refunding 5.75%, 1/1/2013.............................................                   200,000         190,530
City of Scottsdale Municipal Property Corp., Excise Tax Revenue, Refunding
    6.25%, 11/1/2014 (Insured; FGIC)........................................                   100,000         100,260
City of Tempe 6%, 7/1/2009..................................................                   200,000         200,958
City of Tucson, Refunding:
    6.10%, 7/1/2012 (Insured; FGIC).........................................                   250,000         249,700
    Water System Revenue:
      5.75%, 7/1/2012.......................................................                   100,000          95,913
      5.75%, 7/1/2018.......................................................                   500,000         468,985
University of Arizona Medical Center Corp., HR, Refunding
    6.25%, 7/1/2010 (Insured; MBIA).........................................                   200,000         202,680
U.S. RELATED--11.4%
Guam Power Authority, Revenue 6.30%, 10/1/2022..............................                   500,000         487,820
Puerto Rico Commonwealth, Refunding 6%, 7/1/2014............................                   400,000         384,240
Puerto Rico Electric Power Authority, Power Revenue:
    6%, 7/1/2010............................................................                   550,000         534,193
    6.25%, 7/1/2017.........................................................                   520,000         512,398
Puerto Rico Highway and Transportation Authority, Highway Revenue 6.50%,
    7/1/2022................................................................                   200,000         218,128
                                                                                                            ----------
TOTAL MUNICIPAL BONDS
    (cost $18,389,638)......................................................                               $17,420,518
                                                                                                          ============

PREMIER STATE MUNICIPAL BOND FUND, ARIZONA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)
APRIL 30, 1994
                                                                                            PRINCIPAL
SHORT-TERM MUNICIPAL INVESTMENTS--6.9%                                                       AMOUNT             VALUE
                                                                                         -------------        --------
ARIZONA:
Apache County Industrial Development Authority, IDR, VRDN (Springerville
Project)
    3.30% (LOC; The Bank of New York) (b,c).................................               $  300,000       $  300,000
Pima County Industrial Development Authority, Industrial Revenue, VRDN
    (Tuscon Electric) 3.25% (LOC; Bank of America National Trust and
    Savings) (b,c)                                                                                           1,000,000
                                                                                                          ============
TOTAL SHORT-TERM MUNICIPAL INVESTMENTS
    (cost $1,300,000).......................................................                              $  1,300,000
                                                                                                          ============
TOTAL INVESTMENTS--100.0%
    (cost $19,689,638)......................................................                              $ 18,720,518
                                                                                                          ============
</TABLE>

<TABLE>
<CAPTION>
SUMMARY OF ABBREVIATIONS
<S>           <C>                                                <S>      <C>
AMBAC         American Municipal Bond Assurance Corporation      LOC      Letter of Credit
FGIC          Financial Guaranty Insurance Corporation           MBIA     Municipal Bond Insurance Association
FNMA          Federal National Mortgage Association              PCR      Pollution Control Revenue
HR            Hospital Revenue                                   VRDN     Variable Rate Demand Notes
IDR           Industrial Development Revenue
</TABLE>

<TABLE>
<CAPTION>
SUMMARY OF COMBINED RATINGS (UNAUDITED)
FITCH (D)              OR          MOODY'S             OR         STANDARD & POOR'S          PERCENTAGE OF VALUE
- ---------                          ---------                      --------------------    -----------------------
<S>                                <C>                            <S>                               <C>
AAA                                Aaa                            AAA                               35.6%
AA                                 Aa                             AA                                28.2
A                                  A                              A                                 17.1
BBB                                Baa                            BBB                                7.4
BB                                 Ba                             BB                                 4.8
F1                                 P1                             A1                                 6.9
                                                                                                  ------
                                                                                                  100.0%
                                                                                                  ======
</TABLE>

NOTES TO STATEMENT OF INVESTMENTS:
    (a)  Bonds which are prerefunded are collateralized by U.S. Government
    securities which are held in escrow and are used to pay principal and
    interest on the tax-exempt issue and to retire the bonds in full at the
    earliest refunding date.
    (b)  Secured by letters of credit.
    (c)  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.
    (d)  Fitch currently provides creditworthiness information for a limited
    amount of investments.


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

PREMIER STATE MUNICIPAL BOND FUND, ARIZONA SERIES
STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1994
ASSETS:
    <S>                                                                                       <C>          <C>
    Investments in securities, at value
      (cost $19,689,638)-see statement......................................                               $18,720,518
    Interest receivable.....................................................                                   339,515
    Receivable for shares of Beneficial Interest subscribed.................                                     8,325
    Prepaid expenses........................................................                                    17,044
    Due from The Dreyfus Corporation........................................                                    47,711
                                                                                                          ------------
                                                                                                            19,133,113
LIABILITIES:
    Due to Custodian........................................................                  $  9,833
    Accrued expenses........................................................                    47,991          57,824
                                                                                              --------     -----------
NET ASSETS  ................................................................                               $19,075,289
                                                                                                          ============
REPRESENTED BY:
    Paid-in capital.........................................................                               $20,044,418
    Accumulated net realized (loss) on investments..........................                                        (9)
    Accumulated net unrealized (depreciation) on investments-Note 3.........                                  (969,120)
                                                                                                          -------------
NET ASSETS at value.........................................................                               $19,075,289
                                                                                                          ============
Shares of Beneficial Interest outstanding:
    Class A Shares
      (unlimited number of $.001 par value shares authorized)...............                                   992,737
                                                                                                          ============
    Class B Shares
      (unlimited number of $.001 par value shares authorized)...............                                   521,114
                                                                                                          ============
NET ASSET VALUE per share:
    Class A Shares
      ($12,506,248 / 992,737 shares)........................................                                    $12.60
                                                                                                               =======
    Class B Shares
      ($6,569,041 / 521,114 shares).........................................                                    $12.61
                                                                                                               =======


                                   See notes to financial statements.

</TABLE>

<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, ARIZONA SERIES
STATEMENT OF OPERATIONS
                                                                                             YEAR ENDED APRIL 30, 1994
INVESTMENT INCOME:
    <S>                                                                                      <C>             <C>
    INTEREST INCOME.........................................................                                 $ 771,240
    EXPENSES:
      Management fee--Note 2(a).............................................                 $  77,253
      Shareholder servicing costs-Note 2(c).................................                    54,125
      Distribution fees (Class B shares)-Note 2(b)..........................                    22,645
      Prospectus and shareholders' reports..................................                    10,186
      Registration fees.....................................................                     8,338
      Auditing fees.........................................................                     6,304
      Legal fees............................................................                     6,000
      Organization expenses.................................................                     4,600
      Custodian fees........................................................                     2,540
      Trustees' fees and expenses-Note 2(d).................................                       118
      Miscellaneous.........................................................                     8,088
                                                                                            ----------
                                                                                               200,197
      Less-expense reimbursement from Manager due to
          undertaking-Note 2(a).............................................                   177,552
                                                                                            ----------
            TOTAL EXPENSES..................................................                                    22,645
                                                                                                          ------------
INVESTMENT INCOME--NET......................................................                                   748,595
NET UNREALIZED (DEPRECIATION) ON INVESTMENTS................................                                (1,152,136)
                                                                                                          ------------
NET (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS......................                               $  (403,541)
                                                                                                           ===========

                                      See notes to financial statements.
</TABLE>



<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, ARIZONA SERIES
STATEMENT OF CHANGES IN NET ASSETS
                                                                                                YEAR ENDED APRIL 30,
                                                                                       ---------------------------------
                                                                                             1993(1)            1994
                                                                                       ---------------    ---------------
<S>                                                                                        <C>             <C>
OPERATIONS:
    Investment income--net..................................................               $   124,952     $  748,595
    Net realized gain on investments........................................                     8,166         ---
    Net unrealized appreciation (depreciation) on investments for the year..                   183,016     (1,152,136)
                                                                                            ----------    -----------
          NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS...                   316,134       (403,541)
                                                                                            ----------    -----------
DIVIDENDS TO SHAREHOLDERS FROM:
    Investment income--net:
      Class A shares........................................................                  (116,608)      (524,294)
      Class B shares........................................................                    (8,344)      (224,301)
    Net realized gain on investments:
      Class A shares........................................................                       ---         (5,370)
      Class B shares........................................................                       ---         (2,805)
                                                                                            ----------    -----------
          TOTAL DIVIDENDS...................................................                  (124,952)      (756,770)
                                                                                            ----------    -----------
BENEFICIAL INTEREST TRANSACTIONS:
    Net proceeds from shares sold:
      Class A shares........................................................                 6,156,515      8,029,274
      Class B shares........................................................                 1,750,002      5,684,625
    Dividends reinvested:
      Class A shares........................................................                    64,484        282,465
      Class B shares........................................................                     2,426         94,531
    Cost of shares redeemed:
      Class A shares........................................................                  (741,360)      (736,531)
      Class B shares........................................................                    (7,534)      (534,479)
                                                                                            ----------   -----------
          INCREASE IN NET ASSETS FROM BENEFICIAL INTEREST TRANSACTIONS......                 7,224,533     12,819,885
                                                                                            ----------   -----------
            TOTAL INCREASE IN NET ASSETS....................................                 7,415,715     11,659,574
NET ASSETS:
    Beginning of year.......................................................                     --         7,415,715
                                                                                            ----------   -----------
    End of year.............................................................              $  7,415,715    $19,075,289
                                                                                         --------------   -----------
</TABLE>


<TABLE>
<CAPTION>

                                                                                       SHARES
                                                      -------------------------------------------------------------------
                                                                  CLASS A                               CLASS B
                                                      ---------------------------------     -----------------------------
                                                            YEAR ENDED APRIL 30,                YEAR ENDED APRIL 30,
                                                      ---------------------------------     -----------------------------
                                                               1993(1)          1994           1993(2)           1994
                                                             --------         --------       --------         ---------
<S>                                                           <C>             <C>              <C>             <C>
CAPITAL SHARE TRANSACTIONS:
    Shares sold............................                   486,435         594,166          133,372         420,705
    Shares issued for dividends reinvested.                     5,019          21,163              185           7,085
    Shares redeemed........................                   (59,255)         (54,791)           (567)        (39,666)
                                                             --------         -------           --------      ---------
          NET INCREASE IN SHARES OUTSTANDING...........       432,199         560,538          132,990         388,124
                                                            =========        ========          =========      =========
(1)From September 3, 1992 (commencement of operations) to April 30, 1993.
(2)From January 15, 1993 (commencement of initial offering) to April 30, 1993.

                                      See notes to financial statements.
</TABLE>



PREMIER STATE MUNICIPAL BOND FUND, ARIZONA SERIES
FINANCIAL HIGHLIGHTS
   Reference is made to page 8 of the Fund's Prospectus dated September 1, 1994.
                                          See notes to financial statements.



PREMIER STATE MUNICIPAL BOND FUND, ARIZONA SERIES
NOTES TO FINANCIAL STATEMENTS
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:
    Premier State Municipal Bond Fund (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a non-diversified open-end
management investment company and operates as a series company currently
offering fifteen series including the Arizona Series (the "Series"). Dreyfus
Service Corporation ("Distributor") acts as the distributor of the Fund's
shares. The Distributor is a wholly-owned subsidiary of The Dreyfus
Corporation ("Manager").
    The Fund accounts separately for the assets, liabilities and operations
of each series. Expenses directly attributable to each series are charged to
that series' operations; expenses which are applicable to all series are
allocated among them.
    The Series offers both Class A and Class B shares. Class A shares are
subject to a sales charge imposed at the time of purchase and Class B shares
are subject to a contingent deferred sales charge imposed at the time of
redemption on redemptions made within five years of purchase. Other
differences between the two Classes include the services offered to and the
expenses borne by each Class and certain voting rights.
    (A) PORTFOLIO VALUATION: The Series' investments (excluding options and
financial futures on municipal and U.S. treasury securities) are valued each
business day by an independent pricing service ("Service") approved by the
Board of Trustees. Investments for which quoted bid prices in the judgment of
the Service are readily available and are representative of the bid side of
the market are valued at the mean between the quoted bid prices (as obtained
by the Service from dealers in such securities) and asked prices (as
calculated by the Service based upon its evaluation of the market for such
securities). Other investments (which constitute a majority of the portfolio
securities) are carried at fair value as determined by the Service, based on
methods which include consideration of: yields or prices of municipal
securities of comparable quality, coupon, maturity and type; indications as
to values from dealers; and general market conditions. Options and financial
futures on municipal and U.S. treasury securities are valued at the last
sales price on the securities exchange on which such securities are primarily
traded or at the last sales price on the national securities market on each
business day. Investments not listed on an exchange or the national
securities market, or securities for which there were no transactions, are
valued at the average of the most recent bid and asked prices. Bid price is
used when no asked price is available.
    (B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Interest
income, adjusted for amortization of premiums and, when appropriate,
discounts on investments, is earned from settlement date and recognized on
the accrual basis. Securities purchased or sold on a when-issued or
delayed-delivery basis may be settled a month or more after the trade date.
    The Series 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 Series.
    (C) DIVIDENDS TO SHAREHOLDERS: It is the policy of the Series 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 Series 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, if any, it is the policy of the Series not to distribute such
gain.

PREMIER STATE MUNICIPAL BOND FUND, ARIZONA SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    (D) FEDERAL INCOME TAXES: It is the policy of the Series to continue to
qualify as a regulated investment company, which can distribute tax exempt
dividends, by complying with the provisions available to certain investment
companies, as defined in applicable sections of the Internal Revenue Code,
and to make distributions of income and net realized capital gain sufficient
to relieve it from all, or substantially all, Federal income taxes.
NOTE 2--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
    (A) Pursuant to a management agreement ("Agreement") with the Manager,
the management fee is computed at the annual rate of .55 of 1% of the average
daily value of the Series' net assets and is payable monthly. The Agreement
provides for an expense reimbursement from the Manager should the Series'
aggregate expenses, exclusive of taxes, brokerage, interest on borrowings and
extraordinary expenses, exceed the expense limitation of any state having
jurisdiction over the Series for any full fiscal year. However, the Manager
has undertaken from May 1, 1993 through July 1, 1994 or until such time as
the net assets of the Series exceed $25 million, regardless of whether they
remain at that level, to reimburse all fees and expenses of the Series
(excluding 12b-1 distribution plan fees and certain expenses as described
above). The expense reimbursement, pursuant to the undertaking, amounted to
$177,552 for the year ended April 30, 1994.
    The undertaking may be modified by the Manager from time to time,
provided that the resulting expense reimbursement would not be less than the
amount required pursuant to the Agreement.
    The Distributor retained $15,911 during the year ended April 30, 1994
from commissions earned on sales of the Series' Class A shares.
    The Distributor retained $14,163 during the year ended April 30, 1994
from contingent deferred sales charges imposed upon redemptions of the
Series' Class B shares.
    (B) Under the Distribution Plan ("Class B Distribution Plan") adopted
pursuant to Rule 12b-1 under the Act, the Series pays the Distributor at an
annual rate of .50 of 1% of the value of the Series' Class B shares average
daily net assets, for the costs and expenses in connection with advertising,
marketing and distributing the Series' Class B shares. The Distributor may
make payments to one or more Service Agents (a securities dealer, financial
institution, or other industry professional) based on the value of the
Series' Class B shares owned by clients of the Service Agent. During the year
ended April 30, 1994, $22,645 was charged to the Series pursuant to the Class
B Distribution Plan.
    (C) Under the Shareholder Services Plan, the Series pays the Distributor,
at an annual rate of .25 of 1% of the value of the average daily net assets
of Class A and Class B shares for servicing shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Series and
providing reports and other information, and services related to the
maintenance of shareholder accounts. The Distributor may make payments to
Service Agents in respect of these services. The Distributor determines the
amounts to be paid to Service Agents. For the year ended April 30, 1994,
$23,793 and $11,322 were charged to the Class A and Class B shares,
respectively, pursuant to the Shareholder Services Plan.
    (D) Certain officers and trustees of the Fund are "affiliated persons,"
as defined in the Act, of the Manager and/or the Distributor. Each trustee
who is not an "affiliated person" receives from the Fund an annual fee of
$2,500 and an attendance fee of $250 per meeting.

PREMIER STATE MUNICIPAL BOND FUND, ARIZONA SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    (E) On December 5, 1993, the Manager entered into an Agreement and Plan
of Merger (the "Merger Agreement") providing for the merger of the Manager
with a subsidiary of Mellon Bank Corporation ("Mellon").
    Following the merger, it is planned that the Manager will be a direct
subsidiary of Mellon Bank, N.A. Closing of this merger is subject to a number
of contingencies, including receipt of certain regulatory approvals and
approvals of the stockholders of the Manager and of Mellon. The merger is
expected to occur in mid-1994, but could occur later.
    As a result of regulatory requirements and the terms of the Merger
Agreement, the Manager will seek various approvals from the Fund's board and
shareholders before completion of the merger. Shareholder approval will be
solicited by a proxy statement.
NOTE 3--SECURITIES TRANSACTIONS:
    Purchases and sales of securities amounted to $18,443,252 and $6,085,044,
respectively, for the year ended April 30, 1994, and consisted entirely of
municipal bonds and short-term municipal investments.
    At April 30, 1994, accumulated net unrealized depreciation on investments
was $969,120, consisting of $113,792 gross unrealized appreciation and
$1,082,912 gross unrealized depreciation.
    At April 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).

PREMIER STATE MUNICIPAL BOND FUND, ARIZONA SERIES
REPORT OF ERNST & YOUNG, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
PREMIER STATE MUNICIPAL BOND FUND, ARIZONA SERIES
    We have audited the accompanying statement of assets and liabilities of
Premier State Municipal Bond Fund, Arizona Series (one of the Series
constituting the Premier State Municipal Bond Fund), including the statement
of investments, as of April 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 April 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 Premier State Municipal Bond Fund, Arizona Series at April 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 and Young Logo Signature)

New York, New York
June 7, 1994
<TABLE>
<CAPTION>

    Premier State Municipal Bond Fund, Colorado Series
    Statement of Investments                                                                                June 30, 1994 (Unaudited

                                                                                                          Principal
    Municipal Bonds--82.8%                                                                                  Amount        Value
                                                                                                         ------------  -----------
                                                                                                         <C>           <C>
<S>
    Adams County, Pollution Control Revenue, Refunding
      (Public Service Co. of Colorado Project) 5.875%, 4/1/2014 (Insured; MBIA).......................   $    200,000  $    194,18

    Colorado Health Facilities Authority, Revenues:
      Refunding (Boulder Community Hospital) 5.875%, 10/1/2023........................................        200,000       188,93
      Retirement Facilities (Liberty Heights) Zero Coupon, 7/15/2022..................................        200,000        26,06

    Colorado Housing Finance Authority, Single Family Program 7.55%, 8/1/2023.........................        200,000       204,32

    Colorado Springs, Utilities Revenue, Refunding 6.50%, 11/15/2015..................................        165,000       168,69

    Denver City and County, Airport Revenue 7%, 11/15/2025............................................        200,000       180,10
                                                                                                                        ----------
    TOTAL MUNICIPAL BONDS
      (cost $977,072).................................................................................                 $    962,30
                                                                                                                       ===========
    Short Term Municipal Investment--17.2%

    Colorado Student Obligation Board Authority, Student Loan Revenue, VRDN
      2.30% (LOC: Sumitomo Bank and Student Loan Marketing Association) (a,b)
      (cost $200,000).................................................................................   $    200,000  $    200,00
                                                                                                                       ===========
    TOTAL INVESTMENTS--100.0%
      (cost $1,177,072)...............................................................................                 $  1,162,30
                                                                                                                       ===========

</TABLE>


Summary of Abbreviations

LOC          Letter of Credit
MBIA         Municipal Bond Insurance Association
VRDN         Variable Rate Demand Notes


<TABLE>

Summary of Combined Ratings

Fitch (c)           or        Moody's             or        Standard & Poor's             Percentage of Value
- ---------                     -------                       -----------------             -------------------
<S>                           <C>                           <C>                                  <C>
AAA                           Aaa                           AAA                                  35.2%
AA                            Aa                            AA                                   32.1
BBB                           Baa                           BBB                                  15.5
F1                            MIG1                          SP1                                  17.2
                                                                                                ______
                                                                                                100.0%
                                                                                                ======
</TABLE>



Notes to Statement of Investments:

(a) Secured by letters of credit.
(b) 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.
(c) Fitch currently provides credit worthiness information for a limited
    number of investments.




                                            See notes to financial statements.


<TABLE>


Premier State Municipal Bond Fund, Colorado Series
Statement of Assets and Liabilities                                              June 30, 1994 (Unaudited)
<S>                                                                              <C>         <C>

ASSETS:
   Investments in securities, at value
     (cost $1,177,072)--see statement........................................                 $ 1,162,307
   Cash......................................................................                     439,346
   Receivable for shares of Beneficial Interest subscribed...................                      94,218
   Interest receivable.......................................................                      13,708
   Prepaid expenses--Note 1(e)...............................................                      29,967
   Due from The Dreyfus Corporation..........................................                       3,402
                                                                                              -----------
                                                                                                1,742,948

LIABILITIES;
   Accrued expenses..........................................................                      32,961
                                                                                              -----------
NET ASSETS...................................................................                 $ 1,709,987
                                                                                              ===========

REPRESENTED BY:
   Paid-in capital...........................................................                 $ 1,724,649
   Accumulated undistributed net realized gain on investments................                         103
   Accumulated gross unrealized (depreciation) on investments................                     (14,765)
                                                                                              -----------
NET ASSETS at value..........................................................                 $ 1,709,987
                                                                                              ===========

Shares of Beneficial Interest outstanding:
   Class A Shares
     (unlimited number of $.001 par value shares authorized).................                      36,129
                                                                                              ===========
   Class B Shares
     (unlimited number of $.001 par value shares authorized).................                     101,280
                                                                                              ===========
NET ASSET VALUE per share:
   Class A Shares
     ($449,633 / 36,129 shares)...........................................                         $12.45
                                                                                                   ======
   Class B Shares
     ($1,260,354 / 101,280 shares)...........................................                      $12.44
                                                                                                   ======


                                                See notes to financial statements.


</TABLE>
<TABLE>
Premiere State Municipal Bond Fund, Colorado Series
Statement of Operations
from May 6, 1994 (commencement of operations) to June 30, 1994 (Unaudited)
<S>                                                                      <C>                   <C>


INVESTMENT INCOME:
   Interest Income..................................................                           $     7,456

   Expenses:
     Management fee--Note 2(a)......................................     $       759
     Shareholder servicing costs--Note 2(c).........................           1,271
     Organization expenses--Note 1(e)...............................           1,033
     Shareholders' reports..........................................             804
     Registration fees..............................................             593
     Distribution fees (Class B shares)--Note 2(b)..................             450
     Custodian fees.................................................             143
     Miscellaneous..................................................             355
                                                                         -----------
                                                                               5,408
     Less--expense reimbursement from Manager due to
       undertaking--Note 2(a).......................................           4,958
                                                                         -----------
          Total Expenses............................................                                   450
                                                                                               -----------
          INVESTMENT INCOME--NET....................................                                 7,006
                                                                                               -----------
REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS:
   Net realized gain on investments--Note 3.........................     $       103
   Net unrealized (depreciation) on investments.....................         (14,765)
                                                                         -----------

          NET REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS.........                               (14,662)
                                                                                               -----------
NET (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS..............                           $    (7,656)
                                                                                               ===========


                                                    See notes to financial statements.


</TABLE>
<TABLE>

Premier State Municipal Bond Fund, Colorado Series
Statement of Changes in Net Assets
from May 6, 1994 (commencement of operations) to June 30, 1994 (Unaudited)


<S>                                                                                                          <C>            <C>
OPERATIONS:
   Investment income--net............................................................................        $     7,006
   Net realized gain on investments..................................................................                103
   Net unrealized (depreciation) on investments for the period.......................................            (14,765)
                                                                                                             -----------
       Net (Decrease) In Net Assets Resulting From Operations........................................             (7,656)
                                                                                                             -----------
DIVIDENDS TO SHAREHOLDERS FROM;
   Investment income--net:
     Class A shares..................................................................................             (2,963)
     Class B shares..................................................................................             (4,043)
                                                                                                             -----------
       Total Dividends...............................................................................             (7,006)
                                                                                                             -----------

BENEFICIAL INTEREST TRANSACTIONS:
   Net proceeds from shares sold:
     Class A shares..................................................................................            448,352
     Class B shares..................................................................................          1,270,152

   Dividends reinvested:
     Class A shares..................................................................................              2,957
     Class B shares..................................................................................              3,188

   Cost of shares redeemed:
     Class A shares..................................................................................              --
     Class B shares..................................................................................              --
                                                                                                             -----------
       Increase In Net Assets From Beneficial Interest Transactions..................................          1,724,649
                                                                                                             -----------
         Total Increase In Net Assets................................................................          1,709,987

NET ASSETS:
   Beginning of period...............................................................................              --
                                                                                                             -----------
   End of period.....................................................................................        $ 1,709,987
                                                                                                             ===========

                                                                                                      Shares
                                                                                            ----------------------------
                                                                                             Class A           Class B
                                                                                            ----------        ----------
CAPITAL SHARE TRANSACTIONS:
   Shares sold.....................................................................             35,892           101,024
   Shares issued for dividends reinvested..........................................                237               256
   Shares redeemed.................................................................              --                --
                                                                                            ----------        ----------
        Net Increase In Shares Outstanding.........................................             36,129           101,280
                                                                                            ==========        ==========



                                                          See notes to financial statements.



</TABLE>


Premier State Municipal Bond Fund, Colorado Series
Financial Highlights (Unaudited)

  Reference is made to page 9 of the Fund's Prospectus dated September 1, 1994.

                                           See notes to financial statements.


Premier State Municipal Bond Fund, Colorado Series
NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1--Significant Accounting Policies:

    Premier State Municipal Bond Fund (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a non-diversified open-end management
investment company and operates as a series
company currently offering fifteen series of shares of Beneficial Interest
including the Colorado Series (the "Series") which commenced operations on May
6, 1994.  Dreyfus Service Corporation ("Distributor") acts as the distributor of
the Fund's shares.  The Distributor is a wholly-owned subsidiary of The Dreyfus
Corporation ("Manager"). As of June 30, 1994, the Manager held 24,480 shares
of Class A and 24,461 shares of Class B, respectively. The series' fiscal year
ends on April 30.

    The Fund accounts separately for the assets, liabilities and operations of
each series.  Expenses directly attributable to each series are charged to that
series' operations; expenses which are applicable to all series are allocated
among them.

    The Series offers both Class A and Class B shares. Class A shares are
subject to a sales charge imposed at the time of purchase and Class B shares
are subject to a contingent deferred sales charge imposed at the time of
redemption on redemptions made within five years of purchase. Other differences
between the two Classes include the services offered to and the expenses borne
by each Class and certain voting rights.

    (a) Portfolio valuation: The Series' investments (excluding options and
financial futures on municipal and U.S. treasury securities) are valued each
business day by an independent pricing service ("Service") approved by the
Board of Trustees.  Investments for which quoted bid prices are readily
available and are representative of the bid side of the market in the judgment
of the Service are valued at the mean between the quoted bid prices (as
obtained by the Service from dealers in such securities) and asked prices (as
calculated by the Service based upon its evaluation of the market for such
securities).  Other investments (which constitute a majority of the portfolio
securities) are carried at fair value as determined by the Service, based on
methods which include consideration of: yields or prices of municipal
securities of comparable quality, coupon, maturity and type; indications as to
values from dealers; and general market conditions.  Options and financial
futures on municipal and U.S.  treasury securities are valued at the last sales
price on the securities exchange on which such securities are primarily traded
or at the last sales price on the national securities market on each business
day.  Investments not listed on an exchange or the national securities market,
or securities for which there were no transactions, are valued at the average of
the most recent bid and asked prices.  Bid price is used when no asked price is
available.

    (b) Securities transactions and investment income: Securities transactions
are recorded on a trade date basis.  Realized gain and loss from securities
transactions are recorded on the identified cost basis.  Interest income,
adjusted for amortization of premiums and, when appropriate, discounts on
investments, is earned from settlement date and recognized on the accrual
basis.  Securities purchased or sold on a when-issued or delayed-delivery basis
may be settled a month or more after the trade date.

    The Series 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 Series.

    (c) Dividends to shareholders: It is the policy of the Series 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 Series 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,
if any, it is the policy of the Series not to distribute such gain.

    (d) Federal income taxes: It is the policy of the Series 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 taxes.

    (e) Organization expenses paid by the Fund are included in prepaid expenses
and are being amortized to operations from May 6, 1994, the date operations
commenced, over the period during which it is expected that a benefit will be
realized, not to exceed five years. At June 30, 1994, the unamortized balance
of such expenses amounted to $29,967. In the event that any of the Initial
Shares are redeemed during the amortization period, the redemption proceeds
will be reduced by any unamortized organization expenses in the same proportion
as the number of such shares being redeemed bears to the number of such shares
outstanding at the time of such redemption.

NOTE 2--Management Fee and Other Transactions With Affiliates:

    (a) Pursuant to a management agreement ("Agreement") with the Manager, the
management fee is computed at the annual rate of .55 of 1% of the average
daily value of the Series' net assets and is payable monthly. The Agreement
provides for an expense reimbursement from the Manager should the Series'
aggregate expenses, exclusive of taxes, brokerage, interest on borrowings and
extraordinary expenses, exceed the expense limitation of any state having
jurisdiction over the Series for any full fiscal year.  However, the Manager
has undertaken from May 6, 1994 through October 1, 1994 or until such time as
the net assets of the Series exceed $25 million, regardless of whether they
remain at that level, to reimburse all fees and expenses of the Series
(excluding 12b-1 distribution plan fees and certain expenses as described
above).  The expense reimbursement, pursuant to the undertaking, amounted to
$4,958 for the period ended June 30, 1994.

    The undertaking may be modified by the Manager from time to time, provided
that the resulting expense reimbursement would not be less than the amount
required pursuant to the Agreement.

    The Distributor retained $44 during the period ended June 30, 1994 from
commissions earned on sales of the Series' Class A shares.

    No amounts were retained by the Distributor during the period ended June
30, 1994 from contingent deferred sales charges imposed upon redemptions of the
Series' Class B shares.

    (b) Under the Distribution Plan ("Class B Distribution Plan") adopted
pursuant to Rule 12b-1 under the Act, the Series pays the Distributor at an
annual rate of .50 of 1% of the value of the Series' Class B shares average
daily net assets, for the costs and expenses in connection with advertising,
marketing and distributing the Series' Class B shares. The Distributor may
make payments to one or more Service Agents (a securities dealer, financial
institution, or other industry professional) based on the value of the Series'
Class B shares owned by clients of the Service Agent.  During the period ended
June 30, 1994, $450 was charged to the Series pursuant to the Class B
Distribution Plan.

    (c) Under the Shareholder Services Plan, the Series pays the Distributor,
at an annual rate of .25 of 1% of the value of the average daily net assets of
Class A and Class B shares for servicing shareholder accounts. The services
provided may include personal services relating to shareholder accounts, such
as answering shareholder inquiries regarding the Series and providing reports
and other information, and services related to the maintenance of shareholder
accounts.  The Distributor may make payments to Service Agents in respect of
these services. The Distributor determines the amounts to be paid to Service
Agents.  For the period ended June 30, 1994, $120 and $225 were charged to
the Class A and Class B shares, respectively, pursuant to the Shareholder
Services Plan.

    (d) Certain officers and trustees of the Fund are "affiliated persons," as
defined in the Act, of the Manager and/or the Distributor.  Each trustee who is
not an "affiliated person" receives from the Fund an annual fee of $2,500 and
an attendance fee of $250 per meeting.

    (e) On December 5, 1993, the Manager entered into an Agreement and Plan of
Merger (the "Merger Agreement") providing for the merger of the Manager with a
subsidiary of Mellon Bank Corporation("Mellon").

    Following the merger, it is planned that the Manager will be a direct
subsidiary of Mellon Bank, N.A.  Closing of this merger is subject to a number
of contingencies, including receipt of certain regulatory approvals and
approvals of the stockholders of the Manager and of Mellon.  The merger is
expected to occur in August 1994, but could occur later.

    As a result of regulatory requirements and the terms of the Merger
Agreement, the Manager will seek various approvals from the Fund's shareholders
before completion of the merger.  Proxy materials, approved by the Fund's
Board, recently have been mailed to Fund shareholders.

NOTE 3--Securities Transactions:

    Purchases and sales of securities amounted to $1,664,687 and $487,940,
respectively, for the period ended June 30, 1994, and consisted entirely of
municipal bonds and short-term municipal investments.

    At June 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).








<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, CONNECTICUT SERIES
STATEMENT OF INVESTMENTS
APRIL 30, 1994
                                                                                             PRINCIPAL
MUNICIPAL BONDS--100.0%                                                                        AMOUNT           VALUE
                                                                                          --------------    --------------
CONNECTICUT--84.8%
Connecticut:
    <S>                                                                                 <C>               <C>
    6.50%, 8/1/2006.........................................................            $    2,000,000    $    2,162,100
    7.20%, 3/1/2007.........................................................                 1,350,000         1,498,621
    6.90%, 3/15/2009........................................................                 3,000,000         3,307,290
    Zero Coupon, 11/1/2009..................................................                 1,000,000           386,820
    5.50%, 3/15/2010........................................................                 3,000,000         2,877,180
    6.875%, 7/15/2010.......................................................                 7,100,000         7,837,406
    6.75%, 3/1/2011.........................................................                 3,000,000         3,300,240
    Special Tax Obligation Revenue (Transportation Infrastructure):
      Refunding 6.125%, 2/15/2008...........................................                 8,800,000         8,873,128
      Refunding 5.375%, 9/1/2008............................................                 2,500,000         2,390,250
      6.80%, 12/1/2009......................................................                 3,000,000         3,293,340
      7.125%, 6/1/2010......................................................                 8,400,000         9,310,560
      6.75%, 6/1/2011.......................................................                 8,500,000         9,270,440
      6.125%, 9/1/2012......................................................                 2,000,000         2,003,080
Connecticut Clean Water Fund, Revenue
    7%, 1/1/2011............................................................                 6,700,000         7,105,283
Connecticut Development Authority, Revenue:
    5.25%, 11/15/2010.......................................................                 1,000,000           909,760
    First Mortgage Gross
      (Elim Park Baptist Home Inc. Project) 9%, 12/1/2020...................                 3,565,000         3,790,558
    Health Care:
      (Jerome Home Project) 8%, 11/1/2019...................................                 1,995,000         2,102,231
      (Masonic Charity Foundation of Connecticut) 6.50%, 8/1/2020 (Insured; AMBAC)           4,400,000         4,466,704
    Life Care Facilities
      (Seabury Project) 10%, 9/1/2021.......................................                11,175,000        11,617,195
    Pollution Control:
      (New England Power Co. Project) 7.25%, 10/15/2015.....................                 4,000,000         4,285,760
      (Pfizer Inc. Project) 6.55%, 2/15/2013................................                 2,000,000         2,086,680
    Solid Waste and Electric
      (Ogden Martin System-Bristol Inc.) 10%, 7/1/2014......................                 2,250,000         2,445,750
    Water Facilities, Refunding:
      (Bridgeport Hydraulic Project):
          7.25%, 6/1/2020...................................................                 1,000,000         1,064,800
          5.60%, 6/1/2028 (Insured; MBIA)...................................                 2,800,000         2,540,720
      (Stamford Water Company Project) 5.30%, 9/1/2028......................                 1,000,000           846,870
Connecticut Health and Educational Facilities Authority, Revenue:
    7%, 1/1/2020 (Insured; MBIA)............................................                 3,000,000         3,228,810
    (Bristol Hospital) 7%, 7/1/2020 (Insured; MBIA).........................                 2,850,000         3,055,827
    (Cherry Brook Nursing Center Project) 6%, 11/1/2022.....................                 4,600,000         4,303,254
    (Connecticut College) 6.625%, 7/1/2011 (Insured; MBIA)..................                 1,400,000         1,449,896
    (Danbury Hospital) 6.50%, 7/1/2014 (Insured; MBIA)......................                 5,000,000         5,134,800
    (Fairfield University) 6.90%, 7/1/2014..................................                 1,500,000         1,573,125
    (Hartford University):
      6.75%, 7/1/2012.......................................................                 3,500,000         3,521,910
      6.80%, 7/1/2022.......................................................                 8,500,000         8,382,190
PREMIER STATE MUNICIPAL BOND FUND, CONNECTICUT SERIES
STATEMENT OF INVESTMENTS (CONTINUED)      APRIL 30, 1994
                                                                                             PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                  AMOUNT           VALUE
                                                                                        --------------    --------------
CONNECTICUT (CONTINUED)
Connecticut Health and Educational Facilities Authority, Revenue (continued):
    (Hebrew Home and Hospital) 7%, 8/1/2030 (Insured; FHA)..................              $    865,000      $    912,255
    (Johnson Evergreen Corp.) 8.50%, 7/1/2022...............................                 4,500,000         4,692,195
    (Lawrence and Memorial Hospital):
      7%, 7/1/2020 (Insured; MBIA)..........................................                 2,750,000         3,055,992
      Refunding 5%, 7/1/2013 (Insured; MBIA)................................                 3,500,000         3,028,865
      6.25%, 7/1/2022.......................................................                 3,750,000         4,019,438
    (Lutheran General Health Care System) 7.375%, 7/1/2019..................                 1,400,000         1,596,336
    (Manchester Memorial Hospital):
      7%, 7/1/2010 (Insured; MBIA)..........................................                 1,000,000         1,072,220
      5.75%, 7/1/2022 (Insured; MBIA).......................................                 1,100,000         1,027,422
    (Mansfield Nursing Center Project) 6%, 11/1/2022........................                 2,700,000         2,525,823
    (Middlesex Hospital) 6.25%, 7/1/2022 (Insured; MBIA)....................                 2,500,000         2,507,175
    (New Britain Memorial Hospital) 7.75%, 7/1/2022.........................                16,000,000        16,777,600
    (Norwalk Hospital) 6.25%, 7/1/2022 (Insured; MBIA)......................                 3,600,000         3,610,332
    (Nursing Home Program-Noble Horizon) 6%, 11/1/2022......................                 1,500,000         1,403,235
    (Quinnipiac College):
      6%, 7/1/2013..........................................................                 4,550,000         4,196,875
      7.25%, 7/1/2019.......................................................                 2,375,000         2,641,618
      7.75%, 7/1/2020.......................................................                 1,000,000         1,128,170
    (Refunding- Saint Francis Hospital and Medical Center)
      6.20%, 7/1/2022 (Insured; MBIA).......................................                 1,725,000         1,724,810
    (Saint Raphael Hospital):
      6.20%, Series F, 7/1/2014 (Insured; AMBAC)............................                 1,100,000         1,106,061
      6.20%, Series G, 7/1/2014 (Insured; AMBAC)............................                   525,000           527,893
      6.625%, 7/1/2014 (Insured; AMBAC).....................................                 2,750,000         2,848,010
    (Taft School) 7.375%, 7/1/2020..........................................                 1,150,000         1,300,915
    (Waterbury Hospital) 7%, 7/1/2020 (Insured; FSA)........................                 4,450,000         4,771,379
    (William W. Backus Hospital):
      6%, 7/1/2012..........................................................                 1,500,000         1,438,155
      6.375%, 7/1/2022......................................................                 2,250,000         2,177,550
    (Yale-New Haven Hospital) 7.10%, 7/1/2025 (Insured; MBIA)...............                10,475,000        11,290,793
    (Yale University) 6.375%, 7/1/2013......................................                   820,000           833,046
Connecticut Higher Education Supplemental Loan Authority, Revenue:
    7.375%, 11/15/2005......................................................                   485,000           503,391
    7.50%, 11/15/2010.......................................................                 2,035,000         2,118,923
Connecticut Housing Finance Authority (Housing Mortgage Finance Program):
    7.20%, 11/15/2008.......................................................                12,855,000        13,039,983
    7.50%, 11/15/2009.......................................................                 2,490,000         2,581,856
    7.70%, 11/15/2009.......................................................                   295,000           308,287
    5.60%, 5/15/2014........................................................                 4,000,000         3,651,800
    6.70%, 11/15/2022.......................................................                17,000,000        17,165,410
    6.75%, 11/15/2023.......................................................                 6,000,000         6,126,660
    6.05%, 11/15/2025.......................................................                11,280,000        10,573,872
Connecticut Municipal Electric Energy Cooperative, Power Supply System
Revenue
    7%, 1/1/2016 (Insured; AMBAC)...........................................                 1,310,000         1,387,041

PREMIER STATE MUNICIPAL BOND FUND, CONNECTICUT SERIES
STATEMENT OF INVESTMENTS (CONTINUED)
APRIL 30, 1994
                                                                                             PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                   AMOUNT           VALUE
                                                                                          --------------    --------------
CONNECTICUT (CONTINUED)
Connecticut Resources Recovery Authority:
    (Bridgeport Resco Co.) 7.625%, 1/1/2009.................................              $    895,000      $    959,682
    (Middle Connecticut System Bonds) 7.875%, 11/15/2012 (Insured; MBIA)....                 2,500,000         2,759,275
    (Municipal Service Fee Subordinated Bridgeport) 7.50%, 1/1/2009.........                 2,500,000         2,647,550
    (Resources Recovery-American Refunding-Fuel) 8%, 11/15/2015.............                12,835,000        14,082,690
    (Wallingford Resources Recovery Project) 7.125%, 11/15/2008
      (LOC; Industrial Bank of Japan) (a)...................................                   700,000           739,025
Eastern Connecticut Resource Recovery Authority, Solid Waste Revenue
    (Wheelabrator Lisbon Project):
      5.50%, 1/1/2014.......................................................                10,000,000         8,615,100
      5.50%, 1/1/2020.......................................................                 7,250,000         6,039,322
Montville:
    6.60%, 6/15/2007........................................................                   575,000           618,459
    6.60%, 6/15/2008........................................................                   575,000           614,301
New Haven:
    7.40%, 8/15/2011........................................................                 1,500,000         1,570,470
    Air Rights Package Facilities Revenue 6.50%, 12/1/2015 (Insured; MBIA)..                 6,410,000         6,556,276
South Central Connecticut Regional Water Authority, Water Systems Revenue:
    5.75%, 8/1/2012 (Insured; AMBAC)........................................                 6,000,000         5,802,060
    7.125%, 8/1/2012........................................................                 2,480,000         2,663,322
Stamford 6.60%, 1/15/2010...................................................                 2,750,000         2,974,510
Stratford 7.30%, 3/1/2012...................................................                 1,130,000         1,277,872
U. S. RELATED--15.2%
Guam Government 5.40%, 11/15/2018...........................................                 2,000,000         1,721,800
Puerto Rico:
    (Public Improvement):
      7.70%, 7/1/2020.......................................................                 3,000,000         3,458,460
      6.80%, 7/1/2021.......................................................                 6,000,000         6,661,920
    Refunding 5.50%, 7/1/2013 ..............................................                 8,000,000         7,271,120
Puerto Rico Aqueduct and Sewer Authority, Revenue
    7.875%, 7/1/2017........................................................                 1,860,000         2,054,965
Puerto Rico Electric Power Authority, Power Revenue 7%, 7/1/2021............                10,000,000        10,767,800
Puerto Rico Highway and Transportation Authority, Highway Revenue:
    7.661%, 7/1/2010(b).....................................................                 3,200,000         2,712,000
    6.625%, 7/1/2018........................................................                 5,000,000         5,494,150
Puerto Rico Industrial Medical and Environmental Pollution Control Facilities
Financing
    Authority, Revenue (Motorola Inc. Project) 6.75%, 1/1/2014..............                 2,000,000         2,098,300
Puerto Rico Ports Authority, Special Facilities Revenue (American Airlines)
    6.30%, 6/1/2023........................................................                  2,000,000         1,829,260
Puerto Rico Public Buildings Authority, Guaranteed Public Education and
Health Facilities:
    7.125%, 7/1/2009........................................................                 4,830,000         5,294,598
    Refunding 5.75%, 7/1/2015...............................................                 8,000,000         7,350,800

PREMIER STATE MUNICIPAL BOND FUND, CONNECTICUT SERIES
STATEMENT OF INVESTMENTS (CONTINUED)
APRIL 30, 1994
                                                                                            PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                    AMOUNT           VALUE
                                                                                           --------------    --------------
U.S. RELATED (CONTINUED)
Virgin Islands Public Finance Authority, Revenue, Refunding
    7.25%, 10/1/2018........................................................               $  2,000,000    $  2,127,580
                                                                                                         --------------
TOTAL INVESTMENTS (cost $375,107,653).......................................                               $386,856,631
                                                                                                           ============
</TABLE>
<TABLE>
<CAPTION>
SUMMARY OF ABBREVIATIONS
<S>           <C>                                                <S>     <C>
AMBAC         American Municipal Bond Assurance Corporation      LOC     Letter of Credit
FHA           Federal Housing Administration                     MBIA    Municipal Bond Insurance Association
FSA           Financial Security Assurance
</TABLE>
<TABLE>
<CAPTION>
SUMMARY OF COMBINED RATINGS (UNAUDITED)
FITCH (C)              OR          MOODY'S             OR         STANDARD & POOR'S          PERCENTAGE OF VALUE
- ---------                          ---------                      --------------------    -----------------------
<S>                                <C>                            <S>                               <C>
AAA                                Aaa                            AAA                               30.5%
AA                                 Aa                             AA                                34.3
A                                  A                              A                                 16.3
BBB                                Baa                            BBB                               12.3
Not Rated                          Not Rated                      Not Rated                          6.6
                                                                                                   -----
                                                                                                  100.0%
                                                                                                  ======
</TABLE>
NOTES TO STATEMENT OF INVESTMENTS:
    (a)  Secured by letters of credit.
    (b)  Residual interest security - the interest rate is subject to change
    periodically.
    (c)  Fitch currently provides creditworthiness information for a limited
    amount of investments.
    (d)  At April 30, 1994 the Series had $103,243,982 (26.0% of net assets)
    invested in securities whose payment of principal and interest is
    dependent upon revenues generated from health care projects.

                                  See notes to financial statements.
<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, CONNECTICUT SERIES
STATEMENT OF ASSETS AND LIABILITIES                                                   APRIL 30, 1994
ASSETS:
    <S>                                                                                       <C>         <C>
    Investments in securities, at value
      (cost $375,107,653)-see statement.....................................                              $386,856,631
    Cash....................................................................                                   978,979
    Interest receivable.....................................................                                 8,904,634
    Receivable for shares of Beneficial Interest subscribed.................                                   510,026
    Prepaid expenses........................................................                                    35,026
                                                                                                          ------------
                                                                                                           397,285,296
LIABILITIES:
    Due to The Dreyfus Corporation..........................................                  $256,355
    Payable for shares of Beneficial Interest redeemed......................                   573,381
    Accrued expenses........................................................                    27,112         856,848
                                                                                            ----------    ------------
NET ASSETS  ................................................................                              $396,428,448
                                                                                                          ============
REPRESENTED BY:
    Paid-in capital.........................................................                              $384,884,189
    Accumulated net realized capital losses and distributions in excess of
net realized
      gain on investments-Note 1(c).........................................                                  (204,719)
    Accumulated net unrealized appreciation on investments-Note 3...........                                11,748,978
                                                                                                        --------------
NET ASSETS at value.........................................................                              $396,428,448
                                                                                                          ============
Shares of Beneficial Interest outstanding:
    Class A Shares
      (unlimited number of $.001 par value shares authorized)...............                               30,849,389
                                                                                                          ============
    Class B Shares
      (unlimited number of $.001 par value shares authorized)...............                                 2,732,547
                                                                                                          ============
NET ASSET VALUE per share:
    Class A Shares
      ($364,182,455 / 30,849,389 shares)....................................                                    $11.81
                                                                                                                ======
    Class B Shares
      ($32,245,993 / 2,732,547 shares)......................................                                    $11.80
                                                                                                                ======

                                              See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, CONNECTICUT SERIES
STATEMENT OF OPERATIONS
YEAR ENDED APRIL 30, 1994
INVESTMENT INCOME:
    INTEREST INCOME.........................................................                             $25,177,881
    EXPENSES:
      Management fee--Note 2(a).............................................              $  2,222,426
      Shareholder servicing costs-Note 2(c).................................                 1,195,771
      Distribution fees (Class B shares)-Note 2(b)..........................                   113,646
      Professional fees.....................................................                    69,032
      Custodian fees........................................................                    40,470
      Prospectus and shareholders' reports..................................                    36,011
      Registration fees.....................................................                    11,751
      Trustees' fees and expenses-Note 2(d).................................                     3,215
      Miscellaneous.........................................................                    61,004
                                                                                         -------------
                                                                                             3,753,326
      Less-reduction in management fee due to
          undertakings-Note 2(a)............................................                   378,489
                                                                                         -------------
            TOTAL EXPENSES..................................................                                 3,374,837
                                                                                                         -------------
            INVESTMENT INCOME--NET..........................................                               21,803,044
REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS:
    Net realized (loss) on investments--Note 3..............................          $    (185,245)
    Net unrealized (depreciation) on investments............................            (15,446,724)
                                                                                       -------------
            NET REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS...............                             (15,631,969)
                                                                                                        -------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS........................                             $  6,171,075
                                                                                                         ============


                                       See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, CONNECTICUT SERIES
STATEMENT OF CHANGES IN NET ASSETS
                                                                                             YEAR ENDED APRIL 30,
                                                                                        --------------------------------
                                                                                             1993             1994
                                                                                        --------------    --------------
OPERATIONS:
    Investment income--net..................................................             $  19,151,051    $  21,803,044
    Net realized gain (loss) on investments.................................                 1,918,520         (185,245)
    Net unrealized appreciation (depreciation) on investments for the year..                19,902,968      (15,446,724)
                                                                                        --------------    --------------
          NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS..............                40,972,539        6,171,075
                                                                                        --------------    --------------
DIVIDENDS TO SHAREHOLDERS FROM:
    Investment income--net:
      Class A shares........................................................               (19,093,929)    (20,717,006)
      Class B shares........................................................                   (57,122)     (1,086,038)
    Net realized gain on investments:
      Class A shares........................................................                   (43,796)       (758,152)
      Class B shares........................................................                     --            (50,982)
    Excess net realized gain on investments:
      Class A shares........................................................                     --            (18,247)
      Class B shares........................................................                     --             (1,227)
                                                                                        --------------    --------------
          TOTAL DIVIDENDS...................................................               (19,194,847)    (22,631,652)
                                                                                        --------------    --------------
BENEFICIAL INTEREST TRANSACTIONS:
    Net proceeds from shares sold:
      Class A shares........................................................                70,873,528      44,016,008
      Class B shares........................................................                 9,511,115      25,201,426
    Dividends reinvested:
      Class A shares........................................................                10,964,716      12,291,154
      Class B shares........................................................                    37,894         839,531
    Cost of shares redeemed:
      Class A shares........................................................               (23,878,593)    (37,453,609)
      Class B shares........................................................                   (77,889)     (1,518,578)
                                                                                        --------------   --------------
          INCREASE IN NET ASSETS FROM BENEFICIAL INTEREST TRANSACTIONS......                67,430,771      43,375,932
                                                                                        --------------     ------------
            TOTAL INCREASE IN NET ASSETS....................................                89,208,463      26,915,355
NET ASSETS:
    Beginning of year.......................................................               280,304,630     369,513,093
                                                                                        --------------    --------------
    End of year.............................................................              $369,513,093    $396,428,448
                                                                                          ===========      ============
</TABLE>
<TABLE>
<CAPTION>
                                                                                       SHARES
                                                      -------------------------------------------------------------------
                                                                  CLASS A                               CLASS B
                                                      ---------------------------------     -----------------------------
                                                            YEAR ENDED APRIL 30,                YEAR ENDED APRIL 30,
                                                      ---------------------------------     -----------------------------
                                                               1993             1994           1993(1)           1994
                                                             --------         --------       --------         ---------
<S>                                                        <C>             <C>                 <C>           <C>
CAPITAL SHARE TRANSACTIONS:
    Shares sold............................                 5,971,148       3,521,978          777,809       2,016,083
    Shares issued for dividends reinvested.                   919,670         987,215            3,098          67,670
    Shares redeemed........................                (2,009,056)     (3,026,083)          (6,373)       (125,740)
                                                             --------         --------       --------         ---------
          NET INCREASE IN SHARES OUTSTANDING                4,881,762       1,483,110          774,534       1,958,013
                                                            =========        ==========        =========        =========
</TABLE>

- --------------------
(1)From January 15, 1993 (commencement of initial offering) to April 30, 1993.

                                     See notes to financial statements.

PREMIER STATE MUNICIPAL BOND FUND, CONNECTICUT SERIES
FINANCIAL HIGHLIGHTS
  Reference is made to page 10 of the Fund's Prospectus dated September 1, 1994.


                                      See notes to financial statements.

PREMIER STATE MUNICIPAL BOND FUND, CONNECTICUT SERIES
NOTES TO FINANCIAL STATEMENTS
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:
    Premier State Municipal Bond Fund (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a non-diversified open-end
management investment company and operates as a series company currently
offering fifteen series including the Connecticut Series (the "Series").
Dreyfus Service Corporation ("Distributor") acts as the distributor of the
Fund's shares. The Distributor is a wholly-owned subsidiary of The Dreyfus
Corporation ("Manager").
    The Fund accounts separately for the assets, liabilities and operations
of each series. Expenses directly attributable to each series are charged to
that series' operations; expenses which are applicable to all series are
allocated among them.
    The Series offers both Class A and Class B shares. Class A shares are
subject to a sales charge imposed at the time of purchase and Class B shares
are subject to a contingent deferred sales charge imposed at the time of
redemption on redemptions made within five years of purchase. Other
differences between the two Classes include the services offered to and the
expenses borne by each Class and certain voting rights.
    (A) PORTFOLIO VALUATION: The Series' investments (excluding options and
financial futures on municipal and U.S. treasury securities) are valued each
business day by an independent pricing service ("Service") approved by the
Board of Trustees. Investments for which quoted bid prices in the judgment of
the Service are readily available and are representative of the bid side of
the market are valued at the mean between the quoted bid prices (as obtained
by the Service from dealers in such securities) and asked prices (as
calculated by the Service based upon its evaluation of the market for such
securities). Other investments (which constitute a majority of the portfolio
securities) are carried at fair value as determined by the Service, based on
methods which include consideration of: yields or prices of municipal
securities of comparable quality, coupon, maturity and type; indications as
to values from dealers; and general market conditions. Options and financial
futures on municipal and U.S. treasury securities are valued at the last
sales price on the securities exchange on which such securities are primarily
traded or at the last sales price on the national securities market on each
business day. Investments not listed on an exchange or the national
securities market, or securities for which there were no transactions, are
valued at the average of the most recent bid and asked prices. Bid price is
used when no asked price is available.
    (B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Interest
income, adjusted for amortization of premiums and, when appropriate,
discounts on investments, is earned from settlement date and recognized on
the accrual basis. Securities purchased or sold on a when-issued or
delayed-delivery basis may be settled a month or more after the trade date.
    The Series 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 Series.
    (C) DIVIDENDS TO SHAREHOLDERS: It is the policy of the Series 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 Series 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, if any, it is the policy of the Series not to distribute such
gain.

PREMIER STATE MUNICIPAL BOND FUND, CONNECTICUT SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    Dividends in excess of net realized gains on investment for financial
statement purposes result primarily from wash sale losses in certain security
transactions during the year ended April 30, 1994 which have been currently
deferred for Federal income tax purposes.
    (D) FEDERAL INCOME TAXES: It is the policy of the Series to continue to
qualify as a regulated investment company, which can distribute tax exempt
dividends, by complying with the provisions available to certain investment
companies, as defined in applicable sections of the Internal Revenue Code,
and to make distributions of income and net realized capital gain sufficient
to relieve it from all, or substantially all, Federal income taxes.
    The Fund has an unused capital loss carryover of approximately $33,000
available for Federal income tax purposes to be applied against future net
securities profits, if any realized subsequent to April 30, 1994. If not
applied, the carryover expires in fiscal 2002.
NOTE 2--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
    (A) Pursuant to a management agreement ("Agreement") with the Manager,
the management fee is computed at the annual rate of .55 of 1% of the average
daily value of the Series' net assets and is payable monthly. The Agreement
provides for an expense reimbursement from the Manager should the Series'
aggregate expenses, exclusive of taxes, brokerage, interest on borrowings and
extraordinary expenses, exceed the expense limitation of any state having
jurisdiction over the Series for any full fiscal year. However, the Manager
had undertaken from May 1, 1993 through January 13, 1994 to reduce the
management fee paid by the Series to the extent that the Series' aggregate
expenses (excluding certain expenses as described above) exceeded specified
annual percentages of the Series' average daily net assets. The Manager has
currently undertaken from January 14, 1994 through July 1, 1994, to waive
receipt of the management fee payable to it by the Series in excess of an
annual rate of .50 of 1% of the Series' average daily net assets. The
reduction in management fee, pursuant to the undertakings, amounted to
$378,489 for the year ended April 30, 1994.
    The undertaking may be modified by the Manager from time to time,
provided that the resulting expense reimbursement would not be less than the
amount required pursuant to the Agreement.
    The Distributor retained $105,468 during the year ended April 30, 1994
from commissions earned on sales of the Series' Class A shares.
    The Distributor retained $36,001 during the year ended April 30, 1994
from contingent deferred sales charges imposed upon redemptions of the
Series' Class B shares.
    (B) Under the Distribution Plan ("Class B Distribution Plan") adopted
pursuant to Rule 12b-1 under the Act, the Series pays the Distributor at an
annual rate of .50 of 1% of the value of the Series' Class B shares average
daily net assets, for the costs and expenses in connection with advertising,
marketing and distributing the Series' Class B shares. The Distributor may
make payments to one or more Service Agents (a securities dealer, financial
institution, or other industry professional) based on the value of the
Series' Class B shares owned by clients of the Service Agent. During the year
ended April 30, 1994, $113,646 was charged to the Series pursuant to the
Class B Distribution Plan.


PREMIER STATE MUNICIPAL BOND FUND, CONNECTICUT SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    (C) Under the Shareholder Services Plan, the Series pays the Distributor,
at an annual rate of .25 of 1% of the value of the average daily net assets
of Class A and Class B shares for servicing shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Series and
providing reports and other information, and services related to the
maintenance of shareholder accounts. The Distributor may make payments to
Service Agents in respect of these services. The Distributor determines the
amounts to be paid to Service Agents. For the year ended April 30, 1994,
$953,370 and $56,824 were charged to the Class A and Class B shares,
respectively, pursuant to the Shareholder Services Plan.
    (D) Certain officers and trustees of the Fund are "affiliated persons,"
as defined in the Act, of the Manager and/or the Distributor. Each trustee
who is not an "affiliated person" receives from the Fund an annual fee of
$2,500 and an attendance fee of $250 per meeting.
    (E) On December 5, 1993, the Manager entered into an Agreement and Plan
of Merger (the "Merger Agreement") providing for the merger of the Manager
with a subsidiary of Mellon Bank Corporation ("Mellon").
    Following the merger, it is planned that the Manager will be a direct
subsidiary of Mellon Bank, N.A. Closing of this merger is subject to a number
of contingencies, including receipt of certain regulatory approvals and
approvals of the stockholders of the Manager and of Mellon. The merger is
expected to occur in mid-1994, but could occur later.
    As a result of regulatory requirements and the terms of the Merger
Agreement, the Manager will seek various approvals from the Fund's board and
shareholders before completion of the merger. Shareholder approval will be
solicited by a proxy statement.
NOTE 3--SECURITIES TRANSACTIONS:
    Purchases and sales of securities amounted to $99,625,676 and
$55,909,850, respectively, for the year ended April 30, 1994, and consisted
entirely of municipal bonds and short-term municipal investments.
    At April 30, 1994, accumulated net unrealized appreciation on investments
was $11,748,978, consisting of $18,060,447 gross unrealized appreciation and
$6,311,469 gross unrealized depreciation.
    At April 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).

PREMIER STATE MUNICIPAL BOND FUND, CONNECTICUT SERIES
REPORT OF ERNST & YOUNG, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
PREMIER STATE MUNICIPAL BOND FUND, CONNECTICUT SERIES
    We have audited the accompanying statement of assets and liabilities of
Premier State Municipal Bond Fund, Connecticut Series (one of the Series
constituting the Premier State Municipal Bond Fund), including the statement
of investments, as of April 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 April 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 Premier State Municipal Bond Fund, Connecticut Series at April
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 and Young Signature Logo)
New York, New York
June 7, 1994




<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, FLORIDA SERIES
STATEMENT OF INVESTMENTS                                                                         APRIL 30, 1994

                                                                                          PRINCIPAL
MUNICIPAL BONDS--95.5%                                                                      AMOUNT           VALUE
                                                                                        --------------    --------------
<S>                                                                                      <C>               <C>
FLORIDA--88.9%
Alachua County Health Facilities Authority, Health Facilities Revenue
    (Refunding - Santa Fe Healthcare Facilities Project):
      6%, 11/15/2009........................................................             $    2,500,000    $  2,307,300
      7.60%, 11/15/2013.....................................................                  3,500,000       3,631,740
Arcadia, Water and Sewer Revenue 7.75%, 12/1/2021...........................                  2,240,000       2,385,824
Brevard County Health Facilities Authority, HR
    (Holmes Regional Medical Center Project) 5.70%, 10/1/2008...............                  4,585,000       4,397,749
Brevard County Housing Finance Authority, SFMR, Refunding
    7%, 3/1/2013 (Insured; FSA).............................................                  1,350,000       1,405,161
Broward County, RRR (SES Broward County - South Project) 7.95%, 12/1/2008...                  1,935,000       2,142,742
Broward County Educational Facilities Authority, Revenue (Nova University):
    8.50%, 4/1/2010.........................................................                  1,000,000       1,096,890
    7.50%, 4/1/2017.........................................................                  2,365,000       2,485,781
Broward County Health Facilities Authority, Revenue, Refunding
    (Broward County Nursing Home) 7.50%, 8/15/2020 (LOC; Allied Irish Bank)
      (a)...................................................................                  1,000,000       1,050,300
Charlotte County, Revenue:
    Health Care Facilities (Charlotte Community Mental Health Project)
      9.25%, 7/1/2020.......................................................                  1,665,000       1,859,922
    Sewer Industrial Development (West Charlotte Utilities Project)
      9.50%, 12/1/2019 (b)..................................................                  3,800,000       3,496,000
Citrus County, PCR, Refunding (Florida Power Corp.- Crystal River) 6.35%,
      2/1/2022..............................................................                  1,500,000       1,513,305
Clay County Housing Finance Authority, SFMR:
    8.20%, 6/1/2021 (Collateralized; GNMA)..................................                    710,000         734,012
    7.45%, 9/1/2023 (Collateralized; GNMA)..................................                    375,000         387,675
Dade County:
    Aviation Revenue 6.55%, 10/1/2013 (Insured; MBIA).......................                  1,750,000       1,812,685
    (Seaport) 6.50%, 10/1/2026 (Insured; AMBAC).............................                 10,000,000      10,182,400
Dade County Educational Facilities Authority, Revenue:
    (Florida International University - North Miami Project)
      7.10%, 10/1/2016 (Insured; MBIA, Prerefunded 10/1/2001)(c)............                  2,000,000       2,241,620
    (Saint Thomas University) 7.65%, 1/1/2014 (LOC; Sun Bank) (a)...........                  2,500,000       2,691,275
Dade County Health Facilities Authority, HR
    (South Shore Hospital and Medical Center) 7.60%, 8/1/2024...............                  2,615,000       2,843,525
Dade County Housing Finance Authority:
    MFMR, Refunding (Cutler Meadows Apartment) 6.50%, 7/1/2022 (Insured;
      FHA)..................................................................                  1,785,000       1,776,039
    SFMR:
      7.75%, 9/1/2022 (Collateralized; GNMA)................................                  4,615,000       4,842,058
      7.25%, 9/1/2023 (Collateralized; FNMA and GNMA).......................                    300,000         309,621
      Refunding 6.95%, 12/15/2012 (Insured; FSA)............................                  1,000,000       1,030,280
Dunes Community Development District, Revenue, Refunding (Intracoastal
    Waterway Bridge) 5.50%, 10/1/2007.......................................                  4,645,000       4,457,481
Duval County Housing Finance Authority, SFMR:
    7.85%, 12/1/2022 (Collateralized; GNMA).................................                  2,625,000       2,744,306
    7.70%, 9/1/2024 (Collateralized; GNMA)..................................                  1,500,000       1,567,740

PREMIER STATE MUNICIPAL BOND FUND, FLORIDA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                            APRIL 30, 1994

                                                                                          PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                 AMOUNT           VALUE
                                                                                        --------------    --------------
FLORIDA (CONTINUED)
Escambia County Housing Finance Authority, SFMR 7.80%, 4/1/2022.............             $    1,205,000   $   1,251,079
Florida Board of Education, Capital Outlay:
    7%, 6/1/2000............................................................                  2,285,000       2,536,921
    7%, 6/1/2020 (Prerefunded 6/1/2000)(c)..................................                  2,695,000       2,882,437
    Public Education:
      6%, 6/1/2022..........................................................                  1,000,000         964,470
      Refunding:
          7.25%, 6/1/2000...................................................                  1,830,000       2,050,314
          7.25%, 6/1/2023 (Prerefunded 6/1/2000)(c).........................                  1,420,000       1,544,307
Florida Housing Finance Agency:
    Home Ownership Revenue 7.90%, 3/1/2022 (Collateralized; GNMA)...........                  4,100,000       4,263,959
    Multi-Family Housing (Driftwood Terrace Project)
      7.65%, 12/20/2031 (Collateralized; GNMA)..............................                  3,440,000       3,612,069
    SFMR, Zero Coupon, 1/1/2016.............................................                 45,245,000       4,169,327
Florida Turnpike Authority, Turnpike Revenue 7.50%, 7/1/2019
    (Prerefunded 7/1/1999)(c)...............................................                  5,685,000       6,382,720
Fort Meade, Electrical System Revenue 6.50%, 1/1/2012 (Insured; MBIA).......                  2,145,000       2,204,781
Gainesville, Utilities Systems Revenue 6.50%, 10/1/2012.....................                  2,000,000       2,065,580
Greater Orlando Aviation Authority, Airport Facilities Revenue, Refunding
    5.50%, 10/1/2008 (Insured; AMBAC).......................................                  5,940,000       5,755,860
Highlands County Health Facilities Authority, Revenue (Adventist Sunbelt
Hospital)
    7%, 11/15/2014..........................................................                  1,500,000       1,635,945
Hillsborough County, Utility Revenue, Refunding:
    7%, 8/1/2001............................................................                   985,000        1,092,158
    6.625%, 8/1/2011........................................................                  4,000,000       4,034,040
    7%, 8/1/2014 (Prerefunded 8/1/2001)(c)..................................                  4,765,000       4,855,440
Hillsborough County Aviation Authority, Revenue, Refunding:
    (Delta Airlines) 7.75%, 1/1/2024........................................                  1,500,000       1,555,845
    (Tampa International Airport) 5.375%, 10/1/2008 (Insured; FGIC).........                  2,000,000       1,917,580
Hillsborough County Port District, Revenue (Tampa Port Authority)
    8.25%, 6/1/2009.........................................................                  3,000,000       3,320,550
Indian Trace Community Development District, Water and Sewer Revenue 8.50%,
4/1/1997....................................................................                    500,000         553,610
Jackson County, PCR, Refunding (Gulf Power Co. Project) 6.75%, 3/1/2022.....                  3,930,000       4,083,465
Jacksonville Electric Authority, Revenue, Refunding (Saint John's River Power
Park)
    6%, 10/1/2015...........................................................                  6,000,000       5,837,640
Jacksonville Health Facilities Authority:
    Health Facilities Revenue (Daughters Health - Saint Vincent's) 7.50%,
11/1/2015
      (Prerefunded 11/1/2000)(c)............................................                  1,500,000       1,710,735
    HR, Refunding (Saint Luke's Hospital) 7.125%, 11/15/2020................                  6,700,000       7,146,153
Jupiter, Sales Tax Revenue 7.40%, 9/1/2020 (Prerefunded 11/1/2000)(c).......                  1,750,000       1,981,332
Lake County, Resource Recovery Industrial Development Revenue, Refunding
    (NRG/Recovery Group):
      5.85%, 10/1/2009......................................................                  6,000,000       5,545,680
      5.95%, 10/1/2013......................................................                  1,750,000       1,596,945

PREMIER STATE MUNICIPAL BOND FUND, FLORIDA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                            APRIL 30, 1994

                                                                                          PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                 AMOUNT           VALUE
                                                                                        --------------    --------------
FLORIDA (CONTINUED)
Leesburg, HR, Refunding:
    Capital Improvement:
      (Leesburg Regional Medical Center Project - A) 7.375%, 7/1/2011
          (Prerefunded 7/1/2002)(c).........................................             $    1,270,000    $  1,447,635
      (Regional Medical Center Project - B) 8.60%, 7/1/2018
          (Prerefunded 7/1/1996)(c).........................................                  1,100,000       1,213,157
    (Leesburg Regional Medical Center Project - A) 6.25%, 7/1/2009..........                  1,850,000       1,765,899
    (Leesburg Regional Medical Center Project - B) 5.65%, 7/1/2008..........                  2,000,000       1,809,720
Leon County Educational Facilities Authority, COP (Southgate Residence Hall
Project):
    3.75%, 12/1/1995........................................................                    259,200         257,062
    9%, 9/1/2014 (d)........................................................                  5,235,000       3,664,500
Manatee County Housing Finance Authority, SFMR 8.10% 11/1/2020..............                    615,000         639,901
Miami Beach Redevelopment Agency, Tax Increment Revenue
    (City Center - Historic Convention Village) 5.625%, 12/1/2009...........                  2,000,000       1,857,220
Nassau County, PCR, Refunding (ITT Rayonier, Inc. Project):
    7.65%, 6/1/2006.........................................................                  4,500,000       4,731,480
    6.20%, 7/1/2015.........................................................                  1,420,000       1,342,014
North Miami Educational Facilities Revenue (Johnson & Whales University
Project)
    6.10%, 4/1/2013.........................................................                  5,000,000       4,652,700
North Miami Health Facilities Authority, Health Facilities Revenue
    (Villa Maria Nursing Housing Project) 7.50%, 9/1/2012...................                  2,800,000       3,027,220
North Palm Beach Heights Water Control District, Refunding (Special
Assessment)
    6.50%, 10/1/2012 (Insured; MBIA)........................................                  2,000,000       2,064,020
Orange County, Tourist Development Tax Revenue 6.50%, 10/1/2019 (Insured;
    AMBAC)..................................................................                  2,500,000       2,556,775
Orange County Health Facilities Authority:
    Health Facilities Revenue (Mental Health Service Project) 9.25%, 7/1/2020                 3,885,000       4,242,265
    HR (Orlando Regional Healthcare - A) 6%, 11/1/2014 (Insured; MBIA)......                  2,000,000       1,990,640
Orange County Housing Finance Authority, Mortgage Revenue 8.10%, 11/1/2021..                    875,000         906,168
Orlando and Orange County Expressway Authority, Expressway Revenue
    (Junior Lien) 6.50%, 7/1/2011...........................................                  5,000,000       5,287,200
Orlando Utilities Commission, Water and Electric Revenue:
    6.50%, 10/1/2020........................................................                  3,000,000       3,268,740
    7%, 10/1/2023 (Prerefunded 10/1/1999)(c)................................                  1,000,000       1,105,180
Osceola County Industrial Development Authority, Revenue
    (Community Provider Pooled Loan Program) 7.75%, 7/1/2017................                  5,235,000       5,169,981
Palm Beach County, Solid Waste Industrial Development Revenue (Okeelanta
Power LP Project)
    6.85%, 2/15/2021........................................................                  6,750,000       6,299,303
Palm Beach County Housing Finance Authority, Single Family Mortgage Purchase
Revenue
    7.60%, 3/1/2023.........................................................                  3,405,000       3,533,403
Pinellas County, PCR, Refunding (Florida Power Corp.) 7.20%, 12/1/2014......                  3,000,000       3,231,990
Pinellas County Health Facilities Authority, Revenue
    (Hospital - Morton Plant Health Systems Project) 5.50%, 11/15/2009
    (Insured; MBIA).........................................................                  2,000,000       1,919,240
Pinellas County Housing Finance Authority, SFMR 7.70%, 8/1/2022.............                  2,810,000       2,905,175

PREMIER STATE MUNICIPAL BOND FUND, FLORIDA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                            APRIL 30, 1994

                                                                                          PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                 AMOUNT           VALUE
                                                                                        --------------    --------------
FLORIDA (CONTINUED)
Polk County Housing Finance Authority, SFMR:
    8.10%, 9/1/2020.........................................................            $       605,000    $    639,049
    7.875%, 9/1/2022........................................................                  1,330,000       1,373,717
St. Lucie County, SWDR (Florida Power and Light Co. Project)
    7.15%, 2/1/2023.........................................................                  4,000,000       4,187,240
Sarasota, Water and Sewer Utility Revenue, Refunding
    8.385%, 10/1/2011 (e)...................................................                  6,585,000       6,749,888
South Indian River Water Control District, Refunding 7.50%, 10/1/2006
    (Prerefunded 10/1/1998)(c)..............................................                  1,000,000       1,115,920
Sunrise, Special Tax District Number 1, Refunding
    6.375%, 11/1/2021 (LOC; Bayerische Hypotheken-und Weschel Bank) (a).....                  2,500,000       2,527,475
Tampa:
    Allegany Health System Revenue (Saint Joseph Hospital):
      7.125%, 12/1/2005 (Prerefunded 12/1/1999(c)...........................                  2,500,000       2,779,775
      7.375%, 12/1/2023 (Prerefunded 12/1/1999)(c)..........................                  3,455,000       3,883,178
    Water and Sewer Revenue:
      8.335%, 10/1/2006 (d).................................................                  6,100,000       6,451,970
      Refunding 6.60%, 10/1/2014 (Insured; FGIC, Prerefunded 10/1/2002)(c)..                 10,000,000      10,866,700
Volushia County, Sales Tax Improvement Revenue, Refunding
    6%, 10/1/2010 (Insured; MBIA)...........................................                  4,295,000       4,290,276
Volushia County Health Facilities Authority, Hospital Facilities Revenue
    (Memorial Health System Project):
      8.125%, 6/1/2008......................................................                  1,970,000       2,297,256
      8.25%, 6/1/2020 (Prerefunded 6/1/2000)(c).............................                  2,500,000       2,931,425
U. S. RELATED--6.6%
Guam Airport Authority, Revenue 6.70%, 10/1/2023............................                  5,000,000       5,058,800
Puerto Rico Commonwealth:
    6.25%, 7/1/2010.........................................................                  2,000,000       1,996,700
    6.80%, 7/1/2021 (Prerefunded 7/1/2000)(c)...............................                  2,000,000       2,220,640
Puerto Rico Municipal Finance Agency 5.875%, 7/1/2006.......................                  5,000,000       5,014,850
Puerto Rico Public Buildings Authority, Public Education and Health
Facilities
    6.875%, 7/1/2012 (Prerefunded 7/1/2002)(c)..............................                  3,000,000       3,345,510
Virgin Islands Port Authority, Airport Revenue (Cyril E. King Airport
Project)
    8.10%, 10/1/2005........................................................                  2,500,000       2,758,675
                                                                                                        --------------
TOTAL MUNICIPAL BONDS (cost $284,021,357)...................................                               $293,322,005
                                                                                                        ===============
SHORT-TERM MUNICIPAL INVESTMENTS--4.5%
FLORIDA:
Jacksonville Health Facilities Authority, HR, Refunding, VRDN
    (Baptist Medical Center Project) 3.25% (f)..............................                $11,700,000   $  11,700,000
Pinellas County Health Facilities Authority, Revenue, Refunding, VRDN
    (Pooled Hospital Loan Program) 2.95% (LOC; Chemical Bank) (a,f).........                  2,000,000       2,000,000
                                                                                                         --------------
TOTAL SHORT-TERM MUNICIPAL INVESTMENTS (cost $13,700,000)...................                              $  13,700,000
                                                                                                        ===============
TOTAL INVESTMENTS--100.0%
    (cost $297,721,357).....................................................                               $307,022,005
                                                                                                        ===============
</TABLE>

<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, FLORIDA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                         APRIL 30, 1994
SUMMARY OF ABBREVIATIONS

<S>           <C>                                                <S>     <C>
AMBAC         American Municipal Bond Assurance Corporation      LOC     Letter of Credit
COP           Certificate of Participation                       MBIA    Municipal Bond Insurance Association
FGIC          Financial Guaranty Insurance Corporation           MFMR    Multi-Family Mortgage Revenue
FHA           Federal Housing Administration                     PCR     Pollution Control Revenue
FNMA          Federal National Mortgage Association              RRR     Resources Recovery Revenue
FSA           Financial Security Assurance                       SFMR    Single Family Mortgage Revenue
GNMA          Government National Mortgage Association           SWDR    Solid Waste Disposal Revenue
HR            Hospital Revenue                                   VRDN    Variable Rate Demand Notes
</TABLE>

<TABLE>
<CAPTION>

SUMMARY OF COMBINED RATINGS (UNAUDITED)
FITCH (G)              OR          MOODY'S             OR         STANDARD & POOR'S          PERCENTAGE OF VALUE
- ---------                          ---------                      --------------------    -----------------------
<S>                                <C>                            <C>                               <C>
AAA                                Aaa                            AAA                               40.3%
AA                                 Aa                             AA                                11.7
A                                  A                              A                                 13.6
BBB                                Baa                            BBB                               18.9
BB                                 Ba                             BB                                  .5
F1+ & F1                           MIG1, VMIG1 & P1               SP1 & A1                           4.5
Not Rated (h)                      Not Rated (h)                  Not Rated (h)                     10.5
                                                                                                   ------
                                                                                                   100.0%
                                                                                                   =====
</TABLE>

NOTES TO STATEMENT OF INVESTMENTS:
    (a)  Secured by letters of credit.
    (b)  Non-income producing security; interest payment in default
    subsequent to year end.
    (c)  Bonds which are prerefunded are collateralized by U.S. Government
    securities which are held in escrow and are used to pay principal and
    interest on the tax-exempt issue and to retire the bonds in full at the
    earliest refunding date.
    (d)  Non-income producing security; interest payment in default. The
    valuation of this security has been determined in good faith under the
    direction of the Board of Trustees.
    (e)  Residual interest security - the interest rate is subject to change
    periodically.
    (f)  Security payable on demand. The interest rate, which is subject to
    change, is based upon bank prime rates or an index of market interest
    rates.
    (g)  Fitch currently provides creditworthiness information for a limited
    amount of investments.
    (h)  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>

PREMIER STATE MUNICIPAL BOND FUND, FLORIDA SERIES
STATEMENT OF ASSETS AND LIABILITIES                                                                   APRIL 30, 1994
<S>                                                                                      <C>              <C>
ASSETS:
    Investments in securities, at value
      (cost $297,721,357)-see statement.....................................                              $307,022,005
    Cash....................................................................                                   667,959
    Interest receivable.....................................................                                 4,764,875
    Receivable for shares of Beneficial Interest subscribed.................                                   413,897
    Prepaid expenses........................................................                                    18,348
                                                                                                        --------------
                                                                                                           312,887,084
LIABILITIES:
    Due to The Dreyfus Corporation..........................................             $     201,502
    Payable for shares of Beneficial Interest redeemed......................                   327,044
    Accrued expenses........................................................                    91,131         619,677
                                                                                         -------------    --------------
NET ASSETS  ................................................................                              $312,267,407
                                                                                                        ==============
REPRESENTED BY:
    Paid-in capital.........................................................                              $303,730,701
    Accumulated distributions in excess of net realized gains on investments-Note 1(c)                        (763,942)
    Accumulated net unrealized appreciation on investments-Note 3...........                                 9,300,648
                                                                                                        --------------
NET ASSETS at value.........................................................                              $312,267,407
                                                                                                        ==============
Shares of Beneficial Interest outstanding:
    Class A Shares
      (unlimited number of $.001 par value shares authorized)...............                               20,082,592
                                                                                                        ==============
    Class B Shares
      (unlimited number of $.001 par value shares authorized)...............                                 1,558,216
                                                                                                        ==============
NET ASSET VALUE per share:
    Class A Shares
      ($289,791,392 / 20,082,592 shares)....................................                                    $14.43
                                                                                                               =======
    Class B Shares
      ($22,476,015 / 1,558,216 shares)......................................                                    $14.42
                                                                                                               =======







See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, FLORIDA SERIES
STATEMENT OF OPERATIONS
                                                                                           YEAR ENDED APRIL 30, 1994
INVESTMENT INCOME:
    INTEREST INCOME.........................................................                             $  21,070,401
    EXPENSES:
      Management fee--Note 2(a).............................................              $  1,811,102
      Shareholder servicing costs-Note 2(c).................................                   987,756
      Distribution fees (Class B shares)-Note 2(b)..........................                    80,470
      Professional fees.....................................................                    48,110
      Prospectus and shareholders' reports..................................                    37,172
      Custodian fees........................................................                    34,805
      Registration fees.....................................................                     7,095
      Trustees' fees and expenses-Note 2(d).................................                     2,540
      Miscellaneous.........................................................                    28,002
                                                                                         -------------
                                                                                             3,037,052
      Less-reduction in management fee due to
          undertakings-Note 2(a)............................................                   328,323
                                                                                         -------------
            TOTAL EXPENSES..................................................                                 2,708,729
                                                                                                        --------------
            INVESTMENT INCOME--NET..........................................                                18,361,672
REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS:
    Net realized gain on investments--Note 3................................            $      322,634
    Net unrealized (depreciation) on investments............................               (12,210,827)
                                                                                         -------------
            NET REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS...............                               (11,888,193)
                                                                                                        --------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS........................                            $    6,473,479
                                                                                                        ==============


                          See notes to financial statements.
</TABLE>


<TABLE>
<CAPTION>

PREMIER STATE MUNICIPAL BOND FUND, FLORIDA SERIES
STATEMENT OF CHANGES IN NET ASSETS

                                                                                            YEAR ENDED APRIL 30,

                                                                                        ------------------------------
                                                                                             1993             1994
                                                                                        --------------    ------------
<S>                                                                                      <C>              <C>
OPERATIONS:
    Investment income--net..................................................             $  16,886,211    $ 18,361,672
    Net realized gain on investments........................................                 2,950,036         322,634
    Net unrealized appreciation (depreciation) on investments for the year..                12,932,318     (12,210,827)
                                                                                        --------------  --------------
          NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS..............                32,768,565       6,473,479
                                                                                        --------------  --------------
DIVIDENDS TO SHAREHOLDERS FROM:
    Investment income--net:
      Class A shares........................................................               (16,848,394)    (17,572,099)
      Class B shares........................................................                   (37,817)       (789,573)
    Net realized gain on investments:
      Class A shares........................................................                (3,177,441)       (884,752)
      Class B shares........................................................                   ---             (51,557)
    Excess net realized gain on investments:
      Class A shares........................................................                   ---            (721,877)
      Class B shares........................................................                   ---             (42,065)
                                                                                        --------------  --------------
          TOTAL DIVIDENDS...................................................               (20,063,652)    (20,061,923)
                                                                                        --------------  --------------
BENEFICIAL INTEREST TRANSACTIONS:
    Net proceeds from shares sold:
      Class A shares........................................................                66,050,460      43,755,340
      Class B shares........................................................                 5,856,989      18,173,895
    Dividends reinvested:
      Class A shares........................................................                 7,518,030       6,943,770
      Class B shares........................................................                    16,199         401,953
    Cost of shares redeemed:
      Class A shares........................................................               (31,929,008)    (48,253,346)
      Class B shares........................................................                        (4)       (856,937)
                                                                                        --------------    --------------
          INCREASE IN NET ASSETS FROM BENEFICIAL INTEREST TRANSACTIONS......                47,512,666      20,164,675
                                                                                        --------------  --------------
            TOTAL INCREASE IN NET ASSETS....................................                60,217,579       6,576,231
NET ASSETS:
    Beginning of year.......................................................               245,473,597     305,691,176
                                                                                        --------------  --------------
    End of year.............................................................            $305,691,176      $312,267,407
                                                                                        ==============  ==============
</TABLE>


<TABLE>
<CAPTION>


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

                                                             YEAR ENDED APRIL 30,             YEAR ENDED APRIL 30,
                                                       --------------------------------  -----------------------------

                                                            1993             1994           1993*             1994
                                                       --------------   -------------    --------------    -------------
<S>                                                        <C>             <C>                 <C>           <C>
CAPITAL SHARE TRANSACTIONS:
    Shares sold............................                 4,488,511       2,866,976          393,001       1,194,240
    Shares issued for dividends reinvested.                   511,735         457,470            1,081          26,554
    Shares redeemed........................                (2,173,234)     (3,200,998)           ---           (56,660)
                                                       --------------      ------------  --------------  --------------
          NET INCREASE IN SHARES OUTSTANDING                2,827,012         123,448          394,082       1,164,134
                                                       ==============        ========     ============    ============
</TABLE>
- --------------------------
* From January 15, 1993 (commencement of initial offering) to April 30, 1993.

                   See notes to financial statements.



PREMIER STATE MUNICIPAL BOND FUND, FLORIDA SERIES
FINANCIAL HIGHLIGHTS
  Reference is made to page 11 of the Fund's Prospectus dated September 1, 1994.
                                 See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, FLORIDA SERIES
NOTES TO FINANCIAL STATEMENTS
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:
    Premier State Municipal Bond Fund (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a non-diversified open-end
management investment company and operates as a series company currently
offering fifteen series including the Florida Series (the "Series"). Dreyfus
Service Corporation ("Distributor") acts as the distributor of the Fund's
shares. The Distributor is a wholly-owned subsidiary of The Dreyfus
Corporation ("Manager").
    The Fund accounts separately for the assets, liabilities and operations
of each series. Expenses directly attributable to each series are charged to
that series' operations; expenses which are applicable to all series are
allocated among them.
    The Series offers both Class A and Class B shares. Class A shares are
subject to a sales charge imposed at the time of purchase and Class B shares
are subject to a contingent deferred sales charge imposed at the time of
redemption on redemptions made within five years of purchase. Other
differences between the two Classes include the services offered to and the
expenses borne by each Class and certain voting rights.
    (A) PORTFOLIO VALUATION: The Series' investments (excluding options and
financial futures on municipal and U.S. treasury securities) are valued each
business day by an independent pricing service ("Service") approved by the
Board of Trustees. Investments for which quoted bid prices in the judgment of
the Service are readily available and are representative of the bid side of
the market are valued at the mean between the quoted bid prices (as obtained
by the Service from dealers in such securities) and asked prices (as calculated
by the Service based upon its evaluation of the market for such
securities). Other investments (which constitute a majority of the portfolio
securities) are carried at fair value as determined by the Service, based on
methods which include consideration of: yields or prices of municipal
securities of comparable quality, coupon, maturity and type; indications as
to values from dealers; and general market conditions. Options and financial
futures on municipal and U.S. treasury securities are valued at the last
sales price on the securities exchange on which such securities are primarily
traded or at the last sales price on the national securities market on each
business day. Investments not listed on an exchange or the national
securities market, or securities for which there were no transactions, are
valued at the average of the most recent bid and asked prices. Bid price is
used when no asked price is available.
    (B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Interest
income, adjusted for amortization of premiums and, when appropriate,
discounts on investments, is earned from settlement date and recognized on
the accrual basis. Securities purchased or sold on a when-issued or
delayed-delivery basis may be settled a month or more after the trade date.
    The Series 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 Series.
    (C) DIVIDENDS TO SHAREHOLDERS: It is the policy of the Series 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 Series 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, if any, it is the policy of the Series not to distribute such
gain.
PREMIER STATE MUNICIPAL BOND FUND, FLORIDA SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    Dividends in excess of net realized gains on investments for financial
statement purposes result primarily from losses from securities transactions
during the year ended April 30, 1994 which are treated for Federal income tax
purposes as arising in fiscal 1995.
    (D) FEDERAL INCOME TAXES: It is the policy of the Series to continue to
qualify as a regulated investment company, which can distribute tax exempt
dividends, by complying with the provisions available to certain investment
companies, as defined in applicable sections of the Internal Revenue Code,
and to make distributions of income and net realized capital gain sufficient
to relieve it from all, or substantially all, Federal income taxes.
NOTE 2--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
    (A) Pursuant to a management agreement ("Agreement") with the Manager,
the management fee is computed at the annual rate of .55 of 1% of the average
daily value of the Series' net assets and is payable monthly. The Agreement
provides for an expense reimbursement from the Manager should the Series'
aggregate expenses, exclusive of taxes, brokerage, interest on borrowings and
extraordinary expenses, exceed the expense limitation of any state having
jurisdiction over the Series for any full fiscal year. However, the Manager
had undertaken from May 1, 1993 through January 16, 1994, to reduce the
management fee paid by the Series, to the extent that the Series' aggregate
expenses (excluding certain expenses as described above) exceeded specified
annual percentages of the Series' average daily net assets. The Manager has
currently undertaken from January 17, 1994 through July 1, 1994, to waive
receipt of the management fee payable to it by the Series in excess of an
annual rate of .50 of 1% of the Series' average daily net assets. The
reduction in management fee, pursuant to the undertakings, amounted to
$328,323 for the year ended April 30, 1994.
    The undertaking may be modified by the Manager from time to time,
provided that the resulting expense reimbursement would not be less than the
amount required pursuant to the Agreement.
    The Distributor retained $99,188 during the year ended April 30, 1994
from commissions earned on sales of the Series' Class A shares.
    The Distributor retained $27,161 during the year ended April 30, 1994
from contingent deferred sales charges imposed upon redemptions of the
Series' Class B shares.
    (B) Under the Distribution Plan ("Class B Distribution Plan") adopted
pursuant to Rule 12b-1 under the Act, the Series pays the Distributor at an
annual rate of .50 of 1% of the value of the Series' Class B shares average
daily net assets, for the costs and expenses in connection with advertising,
marketing and distributing the Series' Class B shares. The Distributor may
make payments to one or more Service Agents (a securities dealer, financial
institution, or other industry professional) based on the value of the
Series' Class B shares owned by clients of the Service Agent. During the year
ended April 30, 1994, $80,470 was charged to the Series pursuant to the Class
B Distribution Plan.
    (C) Under the Shareholder Services Plan, the Series pays the Distributor,
at an annual rate of .25 of 1% of the value of the average daily net assets
of Class A and Class B shares for servicing shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Series and
providing reports and other information, and services related to the
maintenance of shareholder accounts. The Distributor may make payments to
Service Agents in

PREMIER STATE MUNICIPAL BOND FUND, FLORIDA SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
respect of these services. The Distributor determines the amounts to be paid
to Service Agents. For the year ended April 30, 1994, $782,993 and $40,235
were charged to the Class A and Class B shares, respectively, pursuant to the
Shareholder Services Plan.
    (D) Certain officers and trustees of the Fund are "affiliated persons,"
as defined in the Act, of the Manager and/or the Distributor. Each trustee
who is not an "affiliated person" receives from the Fund an annual fee of
$2,500 and an attendance fee of $250 per meeting.
    (E) On December 5, 1993, the Manager entered into an Agreement and Plan
of  Merger (the "Merger Agreement") providing for the merger of the Manager
with a  subsidiary of Mellon Bank Corporation ("Mellon").
    Following the merger, it is planned that the Manager will be a direct
subsidiary  of Mellon Bank, N.A. Closing of this merger is subject to a
number of contingencies,  including receipt of certain regulatory approvals
and approvals of the stockholders  of the Manager and of Mellon. The merger
is expected to occur in mid-1994, but could  occur later.
    As a result of regulatory requirements and the terms of the Merger
Agreement,  the Manager will seek various approvals from the Fund's board and
shareholders before  completion of the merger. Shareholder approval will be
solicited by a proxy  statement.
NOTE 3--SECURITIES TRANSACTIONS:
    Purchases and sales of securities amounted to $134,196,286 and
$121,300,701, respectively, for the year ended April 30, 1994, and consisted
entirely of municipal bonds and short-term municipal investments.
    At April 30, 1994, accumulated net unrealized appreciation on investments
was $9,300,648 consisting of $14,417,604 gross unrealized appreciation and
$5,116,956 gross unrealized depreciation.
    At April 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).

PREMIER STATE MUNICIPAL BOND FUND, FLORIDA SERIES
REPORT OF ERNST & YOUNG, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
PREMIER STATE MUNICIPAL BOND FUND, FLORIDA SERIES
    We have audited the accompanying statement of assets and liabilities of
Premier State Municipal Bond Fund, Florida Series (one of the Series
constituting the Premier State Municipal Bond Fund), including the statement
of investments, as of April 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 April 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 Premier State Municipal Bond Fund, Florida Series at April 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 Signature Logo)


New York, New York
June 7, 1994

<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, GEORGIA SERIES
STATEMENT OF INVESTMENTS
APRIL 30, 1994
                                                                                              PRINCIPAL
MUNICIPAL BONDS--96.2%                                                                         AMOUNT          VALUE
                                                                                            ----------      ----------
<S>                                                                                         <C>             <C>
GEORGIA--90.9%
Albany, Sewer System Revenue 6.50%, 7/1/2009 (Insured; MBIA)................                $  100,000      $  104,064
Albany-Dougherty Inner City Authority, Revenue, Refunding 6%, 2/1/2011......                   200,000         196,662
Athens-Clarke County Unified Government, Water and Sewer Revenue, Refunding
    5.875%, 1/1/2008 (Insured; FGIC)........................................                   265,000         266,818
Atlanta:
    Airport Facilities Revenue 6.50%, 1/1/2013..............................                   150,000         151,216
    COP (Atlanta Pretrial Detention Center Project) 6.25%, 12/1/2011 (Insured; MBIA)           300,000         303,918
    School Improvement:
      5.60%, 12/1/2012......................................................                 1,000,000         953,330
      5.60%, 12/1/2018......................................................                 1,000,000         916,490
Atlanta Downtown Development Authority, Revenue, Refunding
    (Underground Atlanta Project) 6.25%, 10/1/2016..........................                   200,000         198,556
Bartow County, Water and Sewer Revenue, Refunding 6%, 9/1/2015 (Insured; AMBAC)                450,000         440,946
Buford, GO School Boards 5.90%, 2/1/2013....................................                   300,000         286,233
Cherokee County School Systems 5.375%, 2/1/2014 (Insured; AMBAC)............                 1,000,000         916,230
Clarke County Hospital Authority, Revenue Certificates
    (Athens Regional Medical Center Project) 5.75%, 1/1/2010 (Insured; MBIA)                   265,000         260,413
Cobb County Housing Authority, MFMR, Refunding (Garrison Plantation
Development)
    5.75%, 7/1/2014 (Insured; FHA)..........................................                 1,070,000         989,429
Cobb County Kennestone Hospital Authority, Revenue Certificates
    5.50%, 4/1/2017 (Insured; MBIA).........................................                   300,000         271,413
Columbia County, Water and Sewerage Revenue, Refunding
    5.55%, 12/1/2008 (Insured; AMBAC).......................................                   650,000         635,986
Columbus, Water and Sewer Revenue, Refunding:
    6.25%, 5/1/2011 (Insured; FGIC).........................................                   155,000         158,350
    5.70%, 5/1/2020.........................................................                   500,000         460,670
    5.70%, 5/1/2020 (Insured; FGIC).........................................                   500,000         468,525
Columbus Hospital Authority, Revenue Certificates (St. Francis Hospital)
    6.20%, 1/1/2010 (Insured; MBIA).........................................                   200,000         203,464
Coweta County School System:
    6.35%, 8/1/2012.........................................................                   100,000         101,644
    Refunding 5.75%, 2/1/2010 (Insured; FGIC)...............................                   200,000         196,726
Dade County Water and Sewer Authority, Revenue, Refunding and Improvement
    5.375%, 7/1/2018 (Insured; FGIC)........................................                 1,135,000       1,019,684
Dekalb County Development Authority, Revenue
    (Wesley Homes, Inc-Budd Terrace Project) 6.75%, 10/1/2013
    (LOC; Wachovia Bank of Georgia, N.A.) (a)...............................                   200,000         201,470
Dekalb County Health Facilities, GO 5.50%, 1/1/2020.........................                 1,000,000         896,420
Dekalb County School District, Refunding 5.60%, 7/1/2010....................                   500,000         484,455
Dekalb County Water and Sewer Authority, Revenue 5.125%, 10/1/2014..........                 1,000,000         874,290
Downtown Savannah Authority, Revenue, Refunding
    (Chatham County Projects) 5%, 1/1/2011..................................                 1,000,000         880,080
Downtown Smyrna Development Authority, Revenue, Refunding 5.50%, 2/1/2012...                   500,000         460,565
Fayette County School District 6.125%, 3/1/2015.............................                   500,000         500,000

PREMIER STATE MUNICIPAL BOND FUND, GEORGIA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)
APRIL 30, 1994
                                                                                            PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                   AMOUNT          VALUE
                                                                                            ----------      ----------
GEORGIA (CONTINUED)
Fulco Hospital Authority, Revenue Anticipation Certificates
    (Georgia Baptist Healthcare) 6.25%, 9/1/2013............................                $  250,000      $  243,682
Fulton County, Water and Sewer Revenue, Refunding 6.375%, 1/1/2014 (Insured; FGIC)             290,000         300,724
Fulton County Building Authority, Revenue, Refunding (County Government and
Health
    Facilities Project) 6.125%, 1/1/2011 (Prerefunded 1/1/2005) (b).........                   300,000         302,658
Fulton County Development Authority, Special Facilities Revenue, Refunding
    (Delta Air Lines Inc., Project) 6.95%, 11/1/2012........................                   245,000         241,242
Fulton County Hospital Authority, Revenue Anticipation Certificates
    (Northside Hospital Project) 6.625%, 10/1/2016 (Insured; MBIA)..........                   200,000         219,662
Fulton Dekalb Hospital Authority, HR, Refunding Certificates
    5.50%, 1/1/2012 (Insured; MBIA).........................................                 1,000,000         929,430
Gainesville, Water and Sewer Revenue, Refunding 6%, 11/15/2012 (Insured; FGIC)                 300,000         300,990
Georgia, GO 6.30%, 3/1/2008.................................................                   100,000         106,421
Georgia Environmental Facilities Authority, Revenue
    (Guaranteed-Water and Sewer Loan Program) 6.125%, 7/1/1996..............                   470,000         489,552
Georgia Housing and Finance Authority, Revenue:
    (Home Ownership Opportunity Program) 6.50%, 12/1/2011...................                   180,000         182,459
    Single Family Mortgage 5.20%, 12/1/2013 (Insured; FHA)..................                 1,000,000         875,100
Georgia Municipal Electric Authority, Power Revenue, Refunding
    6.125%, 1/1/2014 (Insured; FGIC)........................................                   300,000         297,093
Gwinnett County School District 6.25%, 2/1/2011.............................                   500,000         509,020
Habersham County Hospital Authority, Revenue Anticipation Certificates
    5.60%, 12/1/2013 (Insured; MBIA)........................................                   500,000         469,440
Hall County and the City of Gainesville Development Authority,
    Revenue Anticipation Certificates (Northeast Georgia Healthcare Project)
    6.25%, 10/1/2012 (Insured; MBIA)........................................                   100,000         101,061
Henry County and Henry County Water and Sewer Authority, Revenue, Refunding
    6.50%, 2/1/2011 (Insured; MBIA).........................................                   100,000         104,315
Metropolitan Atlanta Rapid Transportation Authority, Sales Tax Revenue,
Refunding
    6.25%, 7/1/2020 (Insured; AMBAC)........................................                   300,000         302,673
Monroe County Development Authority, PCR (Oglethorpe Power Corp. Scherer
Project)
    6.80%, 1/1/2011.........................................................                   100,000         104,155
Municipal Electric Authority of Georgia, Special Obligation
    (First Crossover-General Resolution) 6.50%, 1/1/2020....................                   100,000         103,294
Private Colleges and Universities Authority, Revenue
    (Agnes Scott College Projects) 5.50%, 6/1/2013..........................                 1,000,000         914,920
Putnam County Development Authority, PCR (Georgia Power Co. Plant Branch)
    6.20%, 8/1/2022.........................................................                   300,000         289,890
Savannah Economic Development Authority, PCR, Refunding
    (Union Camp Corp. Project) 6.80%, 2/1/2012..............................                   200,000         206,884
Savannah Hospital Authority, Revenue, Refunding:
    Improvement (Candler Hospital) 7%, 1/1/2011.............................                   200,000         200,818
    (Saint Joseph's Hospital Project) 6.20%, 7/1/2023.......................                   500,000         470,515

PREMIER STATE MUNICIPAL BOND FUND, GEORGIA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)
APRIL 30, 1994
                                                                                             PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                    AMOUNT          VALUE
                                                                                            ----------      ----------
GEORGIA (CONTINUED)
Sugar Hill Public Utility, Revenue, Refunding 5.90%, 1/1/2014 (Insured; FSA)                $  500,000      $  485,240
Upson County Hospital Authority, Revenue Certificates
    5.75%, 1/1/2012 (Insured; MBIA).........................................                   350,000         337,193
Wayne County Development Authority, PCR (ITT Rayonier, Inc. Project)
    6.10%, 11/1/2007........................................................                   750,000         728,528
U.S. RELATED--5.3%
Guam Power Authority, Revenue 6.30%, 10/1/2022..............................                   500,000         487,820
Puerto Rico, GO, Refunding 6%, 7/1/2014.....................................                   600,000         576,360
Puerto Rico Highway and Transportation Authority, Highway Revenue
    6.50%, 7/1/2022 (Prerefunded 7/1/2002) (b)..............................                   300,000         327,192
                                                                                                            ----------
TOTAL MUNICIPAL BONDS (cost $26,114,346)....................................                               $25,006,378
                                                                                                           ===========
SHORT-TERM MUNICIPAL INVESTMENT--3.8%
GEORGIA;
Marietta Housing Authority, MFHR, VRDN (Franklin Walk Apartments)
    3.325% (LOC; Bankers Trust) (a,c) (cost $1,000,000).....................              $  1,000,000    $  1,000,000
                                                                                                           ===========
TOTAL INVESTMENTS--100.0% (cost $27,114,346)................................                              $ 26,006,378
                                                                                                           ===========
</TABLE>
<TABLE>
SUMMARY OF ABBREVIATIONS
<S>           <C>                                                <C>     <C>
AMBAC         American Municipal Bond Assurance Corporation      LOC     Letter of Credit
COP           Certificate of Participation                       MBIA    Municipal Bond Insurance Association
FGIC          Financial Guaranty Insurance Corporation           MFHR    Multi-Family Housing Revenue
FHA           Federal Housing Administration                     MFMR    Multi-Family Mortgage Revenue
FSA           Financial Security Assurance                       PCR     Pollution Control Revenue
GO            General Obligation                                 VRDN    Variable Rate Demand Notes
HR            Hospital Revenue
</TABLE>
<TABLE>
SUMMARY OF COMBINED RATINGS (UNAUDITED)
FITCH (D)              OR          MOODY'S             OR         STANDARD & POOR'S          PERCENTAGE OF VALUE
- ---------                          ---------                      --------------------    -----------------------
<S>                                <C>                            <C>                               <C>
AAA                                Aaa                            AAA                               42.3%
AA                                 Aa                             AA                                34.2
A                                  A                              A                                 13.2
BBB                                Baa                            BBB                                5.5
BB                                 Ba                             BB                                  .9
F1                                 MIG1                           SP1                                3.9
                                                                                                   ------
                                                                                                   100.0%
                                                                                                   ======
</TABLE>

NOTES TO STATEMENT OF INVESTMENTS:
    (a)  Secured by letters of credit.
    (b)  Bonds which are prerefunded are collateralized by U.S. Government
    securities which are held in escrow and are used to pay principal and
    interest on the tax-exempt issue and to retire the bonds in full at the
    earliest refunding date.
    (c)  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.
    (d)  Fitch currently provides creditworthiness information for a limited
    amount of investments.
                                            See notes to financial statements.
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, GEORGIA SERIES
STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1994
<S>                                                                                            <C>         <C>
ASSETS:
    Investments in securities, at value
      (cost $27,114,346)-see statement......................................                               $26,006,378
    Cash....................................................................                                   142,049
    Interest receivable.....................................................                                   497,540
    Receivable for shares of Beneficial Interest subscribed.................                                   199,996
    Prepaid expenses........................................................                                    16,434
    Due from The Dreyfus Corporation........................................                                     9,416
                                                                                                            ----------
                                                                                                            26,871,813
LIABILITIES:
    Payable for investment securities purchased.............................                   $503,998
    Payable for shares of Beneficial Interest redeemed......................                     30,140
    Accrued expenses........................................................                     36,913        571,051
                                                                                               --------     ----------
NET ASSETS  ................................................................                               $26,300,762
                                                                                                           ===========
REPRESENTED BY:
    Paid-in capital.........................................................                               $27,429,375
    Accumulated net realized (loss) on investments..........................                                   (20,645)
    Accumulated net unrealized (depreciation) on investments-Note 3.........                                (1,107,968)
                                                                                                          -------------
NET ASSETS at value.........................................................                               $26,300,762
                                                                                                           ===========
Shares of Beneficial Interest outstanding:
    Class A Shares
      (unlimited number of $.001 par value shares authorized)...............                                   792,541
                                                                                                           ===========
    Class B Shares
      (unlimited number of $.001 par value shares authorized)...............                                 1,279,595
                                                                                                           ===========
NET ASSET VALUE per share:
    Class A Shares
      ($10,057,607 / 792,541 shares)........................................                                    $12.69
                                                                                                               =======
    Class B Shares
      ($16,243,155 / 1,279,595 shares)......................................                                    $12.69
                                                                                                               =======

                                            See notes to financial statements.
</TABLE>
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, GEORGIA SERIES
STATEMENT OF OPERATIONS
YEAR ENDED APRIL 30, 1994
<S>                                                                                        <C>              <C>
INVESTMENT INCOME:
    INTEREST INCOME.........................................................                                $1,191,802
    EXPENSES:
      Management fee--Note 2(a).............................................               $   120,183
      Shareholder servicing costs-Note 2(c).................................                    79,126
      Distribution fees (Class B shares)-Note 2(b)..........................                    62,714
      Prospectus and shareholders' reports..................................                    14,693
      Registration fees.....................................................                     5,162
      Organization expenses.................................................                     4,500
      Professional fees.....................................................                     3,250
      Custodian fees........................................................                     2,565
      Trustees' fees and expenses-Note 2(d).................................                       198
      Miscellaneous.........................................................                    10,399
                                                                                          ------------
                                                                                               302,790
      Less-expense reimbursement from Manager due to
          undertaking-Note 2(a).............................................                   223,583
                                                                                          ------------
            TOTAL EXPENSES..................................................                                    79,207
                                                                                                            ----------
            INVESTMENT INCOME--NET..........................................                                 1,112,595
                                                                                                            ----------
REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS:
    Net realized (loss) on investments--Note 3..............................               $    (5,970)
    Net unrealized (depreciation) on investments............................                (1,498,005)
                                                                                          ------------
            NET REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS...............                                (1,503,975)
                                                                                                            ------------
NET (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS......................                               $  (391,380)
                                                                                                           ============


                                           See notes to financial statements.
</TABLE>
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, GEORGIA SERIES
STATEMENT OF CHANGES IN NET ASSETS
                                                                                                YEAR ENDED APRIL 30,
                                                                                       ---------------------------------
                                                                                             1993(1)            1994
                                                                                       ---------------    ---------------
<S>                                                                                         <C>             <C>
OPERATIONS:
    Investment income--net..................................................                $  192,429      $ 1,112,595
    Net realized (loss) on investments......................................                   (14,675)          (5,970)
    Net unrealized appreciation (depreciation) on investments for the year..                   390,037       (1,498,005)
                                                                                            ----------      -----------
          NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS...                   567,791        (391,380)
                                                                                            ----------      -----------
DIVIDENDS TO SHAREHOLDERS FROM;
    Investment income--net:
      Class A shares........................................................                  (143,166)         (503,813)
      Class B shares........................................................                   (49,263)         (608,782)
                                                                                            ----------      -----------
          TOTAL DIVIDENDS...................................................                  (192,429)       (1,112,595)
                                                                                            ----------      -----------
BENEFICIAL INTEREST TRANSACTIONS:
    Net proceeds from shares sold:
      Class A shares........................................................                 9,210,060         4,256,182
      Class B shares........................................................                 6,237,874        11,270,678
    Dividends reinvested:
      Class A shares........................................................                   103,827          363,383
      Class B shares........................................................                    22,493          335,961
    Cost of shares redeemed:
      Class A shares........................................................                (2,301,609)      (1,324,053)
      Class B shares........................................................                   (24,753)        (720,668)
                                                                                            ----------       -----------
          INCREASE IN NET ASSETS FROM BENEFICIAL INTEREST TRANSACTIONS......                13,247,892       14,181,483
                                                                                            ----------       -----------
            TOTAL INCREASE IN NET ASSETS....................................                13,623,254       12,677,508
NET ASSETS:
    Beginning of year.......................................................                   --            13,623,254
                                                                                            ----------       -----------
    End of year.............................................................               $13,623,254      $26,300,762
                                                                                           ============      ==========
</TABLE>
<TABLE>
                                                                                       SHARES
                                                      -------------------------------------------------------------------
                                                                  CLASS A                               CLASS B
                                                      ---------------------------------     -----------------------------
                                                            YEAR ENDED APRIL 30,                YEAR ENDED APRIL 30,
                                                      ---------------------------------     -----------------------------
                                                               1993(1)          1994           1993(2)           1994
                                                             --------         --------       --------         ---------
<S>                                                           <C>             <C>              <C>              <C>
CAPITAL SHARE TRANSACTIONS:
    Shares sold............................                   722,509         314,626          476,432          832,134
    Shares issued for dividends reinvested.                     7,993          26,952            1,698           24,944
    Shares redeemed........................                  (179,901)        (99,638)          (1,866)         (53,747)
                                                             --------         --------         --------         ---------
          NET INCREASE IN SHARES OUTSTANDING                  550,601         241,940          476,264          803,331
                                                            =========        ==========        =========        =========
</TABLE>
(1)From September 3, 1992 (commencement of operations) to April 30, 1993.
(2)From January 15, 1993 (commencement of initial offering) to April 30, 1993.




                                           See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, GEORGIA SERIES
FINANCIAL HIGHLIGHTS
  Reference is made to page 12 of the Fund's Prospectus dated September 1, 1994.

                                      See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, GEORGIA SERIES
NOTES TO FINANCIAL STATEMENTS
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:
    Premier State Municipal Bond Fund (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a non-diversified open-end
management investment company and operates as a series company currently
offering fifteen series including the Georgia Series (the "Series"). Dreyfus
Service Corporation ("Distributor") acts as the distributor of the Fund's
shares. The Distributor is a wholly-owned subsidiary of The Dreyfus
Corporation ("Manager").
    The Fund accounts separately for the assets, liabilities and operations
of each series. Expenses directly attributable to each series are charged to
that series' operations; expenses which are applicable to all series are
allocated among them.
    The Series offers both Class A and Class B shares. Class A shares are
subject to a sales charge imposed at the time of purchase and Class B shares
are subject to a contingent deferred sales charge imposed at the time of
redemption on redemptions made within five years of purchase. Other
differences between the two Classes include the services offered to and the
expenses borne by each Class and certain voting rights.
    (A) PORTFOLIO VALUATION: The Series' investments (excluding options and
financial futures on municipal and U.S. treasury securities) are valued each
business day by an independent pricing service ("Service") approved by the
Board of Trustees. Investments for which quoted bid prices in the judgment of
the Service are readily available and are representative of the bid side of
the market are valued at the mean between the quoted bid prices (as obtained
by the Service from dealers in such securities) and asked prices (as calculate
d by the Service based upon its evaluation of the market for such
securities). Other investments (which constitute a majority of the portfolio
securities) are carried at fair value as determined by the Service, based on
methods which include consideration of: yields or prices of municipal
securities of comparable quality, coupon, maturity and type; indications as
to values from dealers; and general market conditions. Options and financial
futures on municipal and U.S. treasury securities are valued at the last
sales price on securities exchange on which such securities are primarily
traded or at the last sales price on the national securities market on each
business day. Investments not listed on an exchange or the national
securities market, or securities for which there were no transactions, are
valued at the average of the most recent bid and asked prices. Bid price is
used when no asked price is available.
    (B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Interest
income, adjusted for amortization of premiums and, when appropriate,
discounts on investments, is earned from settlement date and recognized on
the accrual basis. Securities purchased or sold on a when-issued or
delayed-delivery basis may be settled a month or more after the trade date.
    The Series 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 Series.
    (C) DIVIDENDS TO SHAREHOLDERS: It is the policy of the Series 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 Series 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, if any, it is the policy of the Series not to distribute such
gain.

PREMIER STATE MUNICIPAL BOND FUND, GEORGIA SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    (D) FEDERAL INCOME TAXES: It is the policy of the Series to continue to
qualify as a regulated investment company, which can distribute tax exempt
dividends, by complying with the provisions available to certain investment
companies, as defined in applicable sections of the Internal Revenue Code,
and to make distributions of income and net realized capital gain sufficient
to relieve it from all, or substantially all, Federal income taxes.
    The Fund has an unused capital loss carryover of $14,625 available for
Federal income tax purposes to be applied against future net securirites
profits, if any, realized susequent to April 30, 1994. If not applied, the
carryover expires in fiscal 2002.
NOTE 2--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
    (A) Pursuant to a management agreement ("Agreement") with the Manager,
the management fee is computed at the annual rate of .55 of 1% of the average
daily value of the Series' net assets and is payable monthly. The Agreement
provides for an expense reimbursement from the Manager should the Series'
aggregate expenses, exclusive of taxes, brokerage, interest on borrowings and
extraordinary expenses, exceed the expense limitation of any state having
jurisdiction over the Series for any full fiscal year. However, the Manager
had undertaken from May 1, 1993 through January 11, 1994 to reimburse all
fees and expenses of the Series (excluding 12b-1 distribution plan fees and
certain expenses as described above) and thereafter had undertaken through
February 14, 1994 to reduce the management fee paid by the Series, to the
extent that the Series aggregate expenses (excluding 12b-1 distribution plan
fees and certain expenses as described above) exceeded specified annual
percentages of the Series' average daily net assets. The Manager has
currently undertaken from February 15, 1994 through July 1, 1994 or until
such time as the net assets of the Series exceed $50 million, regardless of
whether they remain at that level, to reimburse all fees and expenses of the
Series (excluding Shareholder Services Plan fees, 12b-1 distribution plan
fees, and certain expenses as described above). The expense reimbursement,
pursuant to the undertakings, amounted to $223,583 for the year ended April
30, 1994.
    The undertaking may be modified by the Manager from time to time,
provided that the resulting expense reimbursement would not be less than the
amount required pursuant to the Agreement.
    The Distributor retained $9,022 during the year ended April 30, 1994 from
commissions earned on sales of the Series' Class A shares.
    The Distributor retained $11,423 during the year ended April 30, 1994
from contingent deferred sales charges imposed upon redemptions of the
Series' Class B shares.
    (B) Under the Distribution Plan ("Class B Distribution Plan") adopted
pursuant to Rule 12b-1 under the Act, the Series pays the Distributor at an
annual rate of .50 of 1% of the value of the Series' Class B shares average
daily net assets, for the costs and expenses in connection with advertising,
marketing and distributing the Series' Class B shares. The Distributor may
make payments to one or more Service Agents (a securities dealer, financial
institution, or other industry professional) based on the value of the
Series' Class B shares owned by clients of the Service Agent. During the year
ended April 30, 1994, $62,714 was charged to the Series pursuant to the Class
B Distribution Plan.
    (C) Under the Shareholder Services Plan, the Series pays the Distributor,
at an annual rate of .25 of 1% of the value of the average daily net assets
of Class A and Class B shares for servicing shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such as
PREMIER STATE MUNICIPAL BOND FUND, GEORGIA SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
answering shareholder inquiries regarding the Series and providing reports
and other information, and services related to the maintenance of shareholder
accounts. The Distributor may make payments to Service Agents in respect of
these services. The Distributor determines the amounts to be paid to Service
Agents. For the year ended April 30, 1994, $23,272 and $31,357 were charged
to the Class A and Class B shares, respectively, pursuant to the Shareholder
Services Plan.
    (D) Certain officers and trustees of the Fund are "affiliated persons,"
as defined in the Act, of the Manager and/or the Distributor. Each trustee
who is not an "affiliated person" receives from the Fund an annual fee of
$2,500 and an attendance fee of $250 per meeting.
    (E) On December 5, 1993, the Manager entered into an Agreement and Plan
of Merger (the "Merger Agreement") providing for the merger of the Manager
with a subsidiary of Mellon Bank Corporation ("Mellon").
    Following the merger, it is planned that the Manager will be a direct
subsidiary of Mellon Bank, N.A. Closing of this merger is subject to a number
of contingencies, including receipt of certain regulatory approvals and
approvals of the stockholders of the Manager and of Mellon. The merger is
expected to occur in mid-1994, but could occur later.
    As a result of regulatory requirements and the terms of the Merger
Agreement, the Manager will seek various approvals from the Fund's board and
shareholders before completion of the merger. Shareholder approval will be
solicited by a proxy statement.
NOTE 3--SECURITIES TRANSACTIONS:
    Purchases and sales of securities amounted to $14,988,477 and $1,469,980,
respectively, for the year ended April 30, 1994, and consisted entirely of
municipal bonds and short-term municipal investments.
    At April 30, 1994, accumulated net unrealized depreciation on investments
was $1,107,968, consisting of $119,174 gross unrealized appreciation and
$1,227,142 gross unrealized depreciation.
    At April 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).

PREMIER STATE MUNICIPAL BOND FUND, GEORGIA SERIES
REPORT OF ERNST & YOUNG, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
PREMIER STATE MUNICIPAL BOND FUND, GEORGIA SERIES
    We have audited the accompanying statement of assets and liabilities of
Premier State Municipal Bond Fund, Georgia Series (one of the Series
constituting the Premier State Municipal Bond Fund), including the statement
of investments, as of April 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 April 30, 1994 by correspondence with the custodian
and brokers. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits provide
a reasonable basis for our opinion.
    In our opinion, the financial statements and financial highlights
referred to above present fairly, in all material respects, the financial
position of Premier State Municipal Bond Fund, Georgia Series at April 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 and Young Logo Signature)
New York, New York
June 7, 1994

<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, MARYLAND SERIES
STATEMENT OF INVESTMENTS                                                                             APRIL 30, 1994
                                                                                              PRINCIPAL
MUNICIPAL BONDS-96.2%                                                                         AMOUNT          VALUE
                                                                                          -------------   -------------
<S>                                                                                      <C>             <C>
MARYLAND-89.6%
Anne Arundel County:
    Consolidated Water and Sewer 7.75%, 3/15/2008...........................             $    1,000,000  $    1,104,040
    Mortgage Revenue, Refunding (Mill Pond Apartments)
      5.875%, 7/1/2011 (Insured; MBIA)......................................                  1,610,000       1,540,271
Baltimore:
    7%, 10/15/2007 (Insured; MBIA)..........................................                  1,500,000       1,677,000
    7.15%, 10/15/2008.......................................................                  1,275,000       1,433,878
    City Parking System Facilities Revenue, Refunding:
      4.65%, 7/1/2006.......................................................                  1,735,000       1,590,804
      4.75%, 7/1/2007.......................................................                  1,820,000       1,661,205
      4.70%, 7/1/2008.......................................................                  2,105,000       1,888,795
    PCR (General Motors Corp.) 5.35%, 4/1/2008..............................                  6,000,000       5,586,540
    Port Facilities Revenue (Consolidated Coal Sales) 6.50%, 12/1/2010......                  6,240,000       6,377,966
    Project Revenue (City Parking System Facilities) 6.25%, 7/1/2021
      (Insured; FGIC).......................................................                  1,000,000       1,002,120
    Revenue, Refunding (Water Projects) 8.12%, 7/1/2020 (Insured; MBIA) (a).                  5,750,000       4,930,625
Baltimore City Housing Corp., MFHR, Refunding
    7.25%, 7/1/2023 (Collateralized; FNMA)..................................                  3,300,000       3,414,279
Baltimore County:
    Mortgage Revenue:
      (First Mortgage - Pickersgill) 7.70%, 1/1/2021........................                  3,000,000       3,105,120
      (Refunding - Tindeco Wharf Project) 6.50%, 12/20/2012
        (Collateralized; GNMA)..............................................                  1,500,000       1,512,375
    (Refunding - County Pension Funding) 5.20%, 4/1/2009....................                  3,500,000       3,267,145
Baltimore County Revenue Authority, Revenue:
    7.20%, 7/1/1999 (Insured; MBIA, Prerefunded 7/1/1999)(b)................                  2,175,000       2,413,663
    7.20%, 7/1/2019 (Insured; MBIA).........................................                    220,000         237,765
Bel Air, COP:
    Parking Facilities Revenue 7.80%, 6/1/2010..............................                    250,000         283,460
    Refunding (Bel Air Parking) 5.60%, 6/1/2010.............................                  1,000,000         963,010
Calvert County, PCR, Refunding
    (Baltimore Gas and Electric Co. Project) 5.55%, 7/15/2014...............                  4,000,000       3,672,120
Frederick, Mortgage Revenue, Refunding (Carrollton Apartments)
    5.80%, 9/1/2024 (Insured; FHA)..........................................                  1,530,000       1,389,164
Gaithersburg, Economic Development Revenue, Refunding
    (First Mortgage - Asbury Methodist) 5.75%, 1/1/2011.....................                  3,000,000       2,811,900
Harford County, Public Improvement 5.90%, 9/1/2002 (Prerefunded 9/1/2002)(b)                  1,445,000       1,526,556
Howard County:
    COP 8.15%, 2/15/2020....................................................                    605,000         762,736
    Consolidated Public Improvement, Refunding 5.25%, 8/15/2012.............                  1,500,000       1,388,475
    EDR, Refunding (M.O.R. XIV Associates Project)
      7.75%, 6/1/2012.......................................................                  2,500,000       2,674,950
Howard County Metropolitan District:
    6.625%, 2/15/2021 (Prerefunded 2/15/2001)(b)............................                  2,090,000       2,256,991
    Refunding 6%, 8/15/2019.................................................                  5,500,000       5,352,985
Kent County, College Revenue, Refunding (Washington College Project)
    7.70%, 7/1/2018.........................................................                  1,750,000       1,908,200

PREMIER STATE MUNICIPAL BOND FUND, MARYLAND SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                                APRIL 30, 1994
                                                                                              PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                   AMOUNT           VALUE
                                                                                           ------------    ------------
MARYLAND (CONTINUED)
Maryland Community Development Administration,
    Department of Housing and Community Development:
      Infrastructure Finance 8.50%, 6/1/2018................................             $      100,000    $    111,010
      MFHR:
          5.45%, 5/15/2013 (Insured; FHA)...................................                  1,750,000       1,575,525
          6.50%, 5/15/2013..................................................                  5,000,000       5,062,600
          8.546%, 5/15/2013 (a,c)...........................................                  6,100,000       5,474,750
          8.875%, 5/15/2021.................................................                    525,000         555,565
          7.30%, 5/15/2023..................................................                  2,205,000       2,304,181
          7.10%, 5/15/2028..................................................                  2,400,000       2,487,240
          7.50%, 5/15/2031..................................................                    100,000         104,258
          Zero Coupon, 5/15/2032............................................                 11,550,000         613,305
          6.85%, 5/15/2033..................................................                  5,000,000       5,061,250
      Single Family Program:
          7.40%, 4/1/2009...................................................                  1,000,000       1,035,390
          6.85%, 4/1/2011...................................................                  1,500,000       1,542,165
          6.95%, 4/1/2011...................................................                  6,450,000       6,687,940
          7.125%, 4/1/2014..................................................                  3,975,000       4,129,985
          7.70%, 4/1/2015...................................................                  1,685,000       1,774,457
          7.40%, 4/1/2017...................................................                    800,000         832,344
          8.125%, 4/1/2017..................................................                    245,000         257,429
          7.375%, 4/1/2026..................................................                  2,000,000       2,061,380
          Zero Coupon, 4/1/2029.............................................                 85,075,000       5,696,622
          7.625%, 4/1/2029..................................................                  8,000,000       8,256,640
          7.45%, 4/1/2032...................................................                  6,410,000       6,637,106
Maryland Department of Transportation, Consolidated Transportation
    6.375%, 9/1/2006........................................................                  5,000,000       5,214,350
Maryland Economic Development Corp., Revenue
    (Health and Mental Hygiene Providers Facilities Acquisition Program):
      8.375%, 3/1/2013......................................................                  4,615,000       4,771,956
      8.75%, 3/1/2017.......................................................                  5,340,000       5,623,661
Maryland Health and Higher Educational Facilities Authority, Revenue:
    (Anne Arundel Medical Center) 5.25%, 7/1/2013 (Insured; AMBAC)..........                  3,530,000       3,167,469
    (Bon Secours Hospital) 7.375%, 9/1/2017 (Prerefunded 7/1/2000)(b).......                  2,575,000       2,912,917
    (Francis Scott Key Medical Center) 7%, 7/1/2025 (Prerefunded
      7/1/2000)(b)..........................................................                  6,500,000       7,223,255
    (Good Samaritan Hospital):
      5.70%, 7/1/2009.......................................................                  3,140,000       2,963,155
      7.50%, 7/1/2021 (Prerefunded 7/1/1999)(b).............................                  4,000,000       4,490,920
    (Greater Baltimore Medical Center) 6.75%, 7/1/2019 (Prerefunded
      7/1/2001)(b)..........................................................                  4,250,000       4,685,115
    (Hartford Memorial and Fallston Hospital) 8.50%, 7/1/2014...............                    750,000         822,022
    (Howard County General Hospital):
      7%, 7/1/2017 (Prerefunded 7/1/1997)(b)................................                  1,150,000       1,246,784
      8.25%, 7/1/2018 (Prerefunded 7/1/1998)(b).............................                  2,600,000       2,971,514
    (Kaiser Permanente Medical Program) 9.125%, 7/1/2015....................                    250,000         267,567
    (Memorial Hospital of Cumberland):
      9.25%, 7/1/2017 (Prerefunded 7/1/1997)(b).............................                  3,000,000       3,448,380
      Refunding 6.50%, 7/1/2017 (Insured; MBIA).............................                  3,000,000       2,992,500

PREMIER STATE MUNICIPAL BOND FUND, MARYLAND SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                               APRIL 30, 1994
                                                                                             PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                   AMOUNT           VALUE
                                                                                           ------------    ------------
MARYLAND (CONTINUED)
Maryland Health and Higher Educational Facilities Authority, Revenue
(continued):
    (Mercy Medical Center) 8%, 7/1/2020 (Prerefunded 7/1/1999)(b)...........             $    4,675,000   $   5,365,311
    (North Arundel Hospital) 7.875%, 7/1/2021 (Prerefunded 7/1/1998)(b).....                    500,000         563,635
    (Refunding - Church Hospital) 8%, 7/1/2013..............................                    200,000         220,084
    (Refunding - Johns Hopkins Hospital) 5%, 7/1/2023.......................                  2,000,000       1,645,540
    (Refunding - Johns Hopkins University) 7.50%, 7/1/2020..................                  1,300,000       1,420,419
    (Refunding - Roland Park Project) 7.75%, 7/1/2012.......................                  2,230,000       2,396,759
    (Sinai Hospital of Baltimore):
      7%, 7/1/2019 (Insured; AMBAC, Prerefunded 7/1/2000)(b)................                  5,250,000       5,822,408
      Refunding 5.50%, 7/1/2007 (Insured; AMBAC)............................                  1,000,000         971,640
    (Union Hospital of Cecil County) 6.70%, 7/1/2009........................                  2,320,000       2,314,734
    (University of Maryland Medical Systems):
      7%, 7/1/2022 (Insured; FGIC) .........................................                  4,500,000       5,087,565
      Refunding:
          5.40%, 7/1/2007 (Insured; FGIC)...................................                  1,000,000         962,530
          5.40%, 7/1/2008 (Insured; FGIC)...................................                  2,625,000       2,509,579
          5.375%, 7/1/2013 (Insured; FGIC)..................................                  4,500,000       4,100,580
Maryland Industrial Development Financing Authority, EDR
    (Medical Waste Association) 8.625%, 11/15/1999 (d)......................                  2,050,000         553,500
Maryland Local Government Insurance Trust, Capitalization Program, COP
    7.125%, 8/1/2009........................................................                  3,250,000       3,504,930
Maryland Stadium Authority, Sports Facility LR 7.60%, 12/15/2019............                  5,250,000       5,781,825
Maryland State, COP (Saint Mary's Multi-Service Center Project)
    7.875%, 6/1/2013........................................................                    250,000         274,298
Maryland Transportation Authority, Transportation Facilities Project
    Revenue:
    9%, 7/1/2015 (Prerefunded 7/1/1995)(b)..................................                  1,790,000       1,931,321
    Refunding 5.70%, 7/1/2005...............................................                  3,700,000       3,763,899
Maryland Water Quality Financing Administration, Revolving Loan Fund
    Revenue:
    7.25%, 9/1/2011.........................................................                  2,250,000       2,449,553
    7.25%, 9/1/2012.........................................................                  5,500,000       5,987,795
    6.70%, 9/1/2013.........................................................                  1,200,000       1,229,952
    7.10%, 9/1/2013.........................................................                    600,000         649,404
Montgomery County Housing Opportunities Commission, Revenue:
    Multi-Family Housing (4 Corners Senior Project) 8.375%, 12/1/2015.......                    150,000         159,113
    Multi-Family Mortgage:
      8.25%, 7/1/2019.......................................................                    200,000         204,306
      7%, 7/1/2023..........................................................                  1,190,000       1,222,047
      7.05%, 7/1/2032.......................................................                  2,485,000       2,555,450
      7.375%, 7/1/2032......................................................                  4,630,000       4,742,231
    Single Family Mortgage:
      7.375%, 7/1/2017......................................................                  2,000,000       2,065,280
      7.625%, 7/1/2017......................................................                    500,000         518,150
      8.375%, 7/1/2018......................................................                    290,000         304,781
Montgomery County Revenue Authority, LR:
    (Olney Indoor Swim Center Project) 6.30%, 7/15/2012.....................                  2,110,000       2,268,967
    (Western County Swim Facility Project) 7.375%, 10/1/2009 (Prerefunded
      7/15/2000)(b).........................................................                  1,500,000       1,646,730
PREMIER STATE MUNICIPAL BOND FUND, MARYLAND SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                               APRIL 30, 1994
                                                                                            PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                   AMOUNT           VALUE
                                                                                           ------------    ------------
MARYLAND (CONTINUED)
Northeast Waste Disposal Authority, RRR (Harford County Resource Recovery)
    8.60%, 1/1/2008.........................................................              $   1,450,000   $   1,524,617
Prince Georges County:
    Consolidated Public Improvement, Refunding:
      6.75%, 7/1/2001.......................................................                    830,000         915,498
      6.75%, 7/1/2010 (Prerefunded 7/1/2001)(b).............................                  1,170,000       1,216,028
      5.25%, 10/1/2010......................................................                  1,000,000         906,760
    EDR, Refunding (Capitol View II) 9%, 9/1/2002...........................                  7,506,000       6,380,100
    PCR, Refunding (Potomac Electric Project) 6%, 9/1/2022..................                  5,000,000       4,828,000
    Solid Waste Management System Revenue 5.25%, 6/15/2013..................                  3,800,000       3,336,704
    Stormwater Management 5.50%, 3/15/2013..................................                  2,780,000       2,547,675
Prince Georges County Housing Authority, Mortgage Revenue, Refunding:
    (New Keystone Apartment Project) 6.80%, 7/1/2025 (Insured: FHA and MBIA)                  4,300,000       4,387,935
    (Stevenson Apartments Project) 6.35%, 7/20/2020 (Collateralized; GNMA)..                  3,000,000       2,958,930
    (Timber Ridge/Cypress Creek) 5.625%, 12/20/2013 (Collateralized; GNMA)..                  5,355,000       4,902,235
Prince Georges County Industrial Development Authority, LR
    (Upper Marlboro Justice Center) 7%, 6/30/2019 (Insured; MBIA,
       Prerefunded 6/30/1999)(b)............................................                  2,500,000       2,754,150
University of Maryland, System Auxiliary Facility and Tuition Revenue:
    6.50%, 10/1/2002........................................................                  1,420,000       1,547,275
    5.375%, 4/1/2009........................................................                  3,500,000       3,295,985
    6.50%, 4/1/2011 (Prerefunded 4/1/2000)(b)...............................                  4,990,000       5,400,477
    6.50%, 4/1/2012.........................................................                    580,000         594,964
    Refunding 5%, 10/1/2010.................................................                  3,000,000       2,653,410
Washington County, Multi-Family Rental Housing Revenue, Refunding
    (Youngstown Apartments) 7%, 2/1/2025 (Insured; FHA).....................                  3,990,000       4,134,957
Washington Suburban Sanitary District, General Construction:
    6.90%, 6/1/2010 (Prerefunded 6/1/2001)(b)...............................                  1,055,000       1,167,505
    6.50%, 12/1/2011 (Prerefunded 12/1/1999)(b).............................                  4,820,000       5,217,023
    6.50%, 11/1/2014 (Prerefunded 11/1/2001)(b).............................                  2,690,000       2,926,343
U. S. RELATED-6.6%
Guam Airport Authority, Revenue 6.70%, 10/1/2023............................                  4,000,000       4,047,040
Guam Power Authority, Revenue 6.30%, 10/1/2012..............................                  3,400,000       3,350,326
Puerto Rico Commonwealth:
    5.85%, 7/1/2009.........................................................                  5,000,000       4,836,950
    Refunding 6.25%, 7/1/2010...............................................                  3,000,000       2,995,050
Puerto Rico Commonwealth Highway and Transportation Authority, Highway
Revenue
    7.378%, 7/1/2006 (a)....................................................                  5,500,000       4,929,375
Puerto Rico Public Buildings Authority, Revenue, Refunding 5.70%, 7/1/2009..                  3,500,000       3,366,230
                                                                                                         --------------
TOTAL MUNICIPAL BONDS (cost $339,804,072)...................................                               $345,112,703
                                                                                                         --------------
                                                                                                         --------------

PREMIER STATE MUNICIPAL BOND FUND, MARYLAND SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                              APRIL 30, 1994
                                                                                             PRINCIPAL
SHORT-TERM MUNICIPAL INVESTMENTS-3.8%                                                         AMOUNT           VALUE
                                                                                           ------------    ------------
MARYLAND-.3%
Prince George County Housing Authority, Mortgage Revenue, VRDN
    (Laurel Oxford) 3.325% (LOC; Bankers Trust Co.) (e,f)...................             $   1,000,000    $  1,000,000
U. S. RELATED-3.5%
Puerto Rico Commonwealth, Government Development Bank, Refunding, VRDN
    3% (LOC; Sumitomo Bank) (e,f)...........................................                12,700,000      12,700,000
                                                                                                        --------------
TOTAL SHORT-TERM MUNICIPAL INVESTMENTS (cost $13,700,000)...................                              $ 13,700,000
                                                                                                        ==============
TOTAL INVESTMENTS-100.0%
    (cost $353,504,072).....................................................                              $358,812,703
                                                                                                        ==============
</TABLE>
<TABLE>
<CAPTION>
SUMMARY OF ABBREVIATIONS
<S>           <C>                                                <S>     <C>
AMBAC         American Municipal Bond Assurance Corporation      LOC     Letter of Credit
COP           Certificate of Participation                       LR      Lease Revenue
EDR           Economic Development Revenue                       MBIA    Municipal Bond Insurance Association
FGIC          Financial Guaranty Insurance Corporation           MFHR    Multi-Family Housing Revenue
FHA           Federal Housing Administration                     PCR     Pollution Control Revenue
FNMA          Federal National Mortgage Association              RRR     Resource Recovery Revenue
GNMA          Government National Mortgage Association           VRDN    Variable Rate Demand Notes
</TABLE>
<TABLE>
<CAPTION>

SUMMARY OF COMBINED RATINGS (UNAUDITED)
FITCH (G)              OR          MOODY'S             OR         STANDARD & POOR'S        PERCENTAGE OF VALUE
- ---------                          ---------                      --------------------    ----------------------
<S>                                <C>                            <C>                               <C>
AAA                                Aaa                            AAA                               30.7%
AA                                 Aa                             AA                                35.0
A                                  A                              A                                 18.9
BBB                                Baa                            BBB                                5.1
F1                                 MIG1, VMIG1 & A1               SP1                                3.8
Not Rated                          Not Rated                      Not Rated                          6.5
                                                                                                   --------
                                                                                                    100.0%
                                                                                                    =======
</TABLE>
NOTES TO STATEMENT OF INVESTMENTS:
    (a)  Residual interest security - the interest rate is subject to change
    periodically.
    (b)  Bonds which are prerefunded are collateralized by U.S. Government
    securities which are held in escrow and are used to pay principal and
    interest on the tax-exempt issue and to retire the bonds in full at the
    earliest refunding date.
    (c)  Security exempt from registration under Rule 144A of the Securities
    Act of 1933. These securities may be resold in transactions exempt from
    registration, normally to qualified institutional buyers. At April 30,
    1994, this security amounted to $5,474,750 or 1.5% of net assets.
    (d)  Non-income producing security. Interest payment in default
    subsequent to year end.
    (e)  Secured by letters of credit.
    (f)  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.
    (g)  Fitch currently provides creditworthiness information for a limited
    amount of investments.
    (h)  At April 30, 1994, the Fund had $98,272,645 (26.8% of net assets)
    invested in securities whose payment of principal and interest is
    dependent upon revenues generated from housing projects.

                                            See notes to financial statements.

<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, MARYLAND SERIES
STATEMENT OF ASSETS AND LIABILITIES                                                                  APRIL 30, 1994
ASSETS:
    <S>                                                                                       <C>          <C>
    Investments in securities, at value
      (cost $353,504,072)-see statement.....................................                               $358,812,703
    Cash....................................................................                                  1,373,528
    Interest receivable.....................................................                                  6,246,094
    Receivable for shares of Beneficial Interest subscribed.................                                    471,447
    Prepaid expenses........................................................                                     23,380
                                                                                                         --------------
                                                                                                            366,927,152
LIABILITIES:
    Due to The Dreyfus Corporation..........................................                  $239,471
    Payable for shares of Beneficial Interest redeemed......................                   608,129
    Accrued expenses........................................................                    34,595          882,195
                                                                                            ----------    -------------
NET ASSETS  ................................................................                               $366,044,957
                                                                                                          ==============
REPRESENTED BY:
    Paid-in capital.........................................................                               $360,972,477
    Accumulated net realized capital losses and distributions in
      excess of net realized gain on investments-Note 1(c)..................                                   (236,151)
    Accumulated net unrealized appreciation on investments-Note 3...........                                  5,308,631
                                                                                                         --------------
NET ASSETS at value.........................................................                               $366,044,957
                                                                                                         ==============
Shares of Beneficial Interest outstanding:
    Class A Shares
      (unlimited number of $.001 par value shares authorized)...............                                 26,924,705
                                                                                                         ==============
    Class B Shares
      (unlimited number of $.001 par value shares authorized)...............                                  2,449,915
                                                                                                         ==============
NET ASSET VALUE per share:
    Class A Shares
      ($335,517,979 / 26,924,705 shares)....................................                                    $12.46
    Class B Shares                                                                                              ======
      ($30,526,978 / 2,449,915 shares)......................................                                    $12.46
                                                                                                                ======
                                    See notes to financial statements.

PREMIER STATE MUNICIPAL BOND FUND, MARYLAND SERIES
STATEMENT OF OPERATIONS                                                                       YEAR ENDED APRIL 30, 1994
INVESTMENT INCOME:
    INTEREST INCOME.........................................................                                $23,843,647
    EXPENSES:
      Management fee-Note 2(a)..............................................              $  2,079,227
      Shareholder servicing costs-Note 2(c).................................                 1,152,900
      Distribution fees (Class B shares)-Note 2(b)..........................                   108,878
      Professional fees.....................................................                    62,957
      Custodian fees........................................................                    39,662
      Prospectus and shareholders' reports..................................                    38,232
      Registration fees.....................................................                    12,584
      Trustees' fees and expenses-Note 2(d).................................                     3,036
      Miscellaneous.........................................................                    29,772
                                                                                         -------------
                                                                                             3,527,248
      Less-reduction in management fee due to
          undertakings-Note 2(a)............................................                   375,233
                                                                                         -------------
            TOTAL EXPENSES..................................................                                  3,152,015
                                                                                                           -------------
            INVESTMENT INCOME-NET...........................................                                 20,691,632
REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS:
    Net realized (loss) on investments-Note 3...............................             $    (231,661)
    Net unrealized (depreciation) on investments............................               (16,463,923)
                                                                                          -------------
            NET REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS...............                                (16,695,584)
                                                                                                           -------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS........................                              $   3,996,048
                                                                                                          ==============
                                      See notes to financial statements.

PREMIER STATE MUNICIPAL BOND FUND, MARYLAND SERIES
STATEMENT OF CHANGES IN NET ASSETS
                                                                                             YEAR ENDED APRIL 30,
                                                                                        --------------------------------
                                                                                             1993             1994
                                                                                        --------------    --------------
OPERATIONS:
    Investment income-net...................................................            $   17,614,994   $ 20,691,632
    Net realized gain (loss) on investments.................................                 2,109,663       (231,661)
    Net unrealized appreciation (depreciation) on investments for the year..                13,357,793    (16,463,923)
                                                                                        --------------    --------------
          NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS..............                33,082,450      3,996,048
                                                                                        --------------    --------------
DIVIDENDS TO SHAREHOLDERS FROM:
    Investment income-net:
      Class A shares........................................................               (17,588,391)   (19,640,636)
      Class B shares........................................................                   (26,603)    (1,050,996)
    Net realized gain on investments:
      Class A shares........................................................                (2,078,022)      (741,468)
      Class B shares........................................................                     ---          (53,530)
    Excess net realized gain on investments:
      Class A shares........................................................                     ---           (4,187)
      Class B shares........................................................                     ---             (302)
                                                                                        --------------    --------------
          TOTAL DIVIDENDS...................................................               (19,693,016)   (21,491,119)
                                                                                        --------------    --------------
BENEFICIAL INTEREST TRANSACTIONS:
    Net proceeds from shares sold:
      Class A shares........................................................                82,755,870     44,119,678
      Class B shares........................................................                 5,905,321     27,026,693
    Dividends reinvested:
      Class A shares........................................................                12,337,374     12,863,992
      Class B shares........................................................                    20,196        759,890
    Cost of shares redeemed:
      Class A shares........................................................               (25,410,504)   (43,091,205)
      Class B shares........................................................                      (276)    (1,376,544)
                                                                                        --------------    --------------
          INCREASE IN NET ASSETS FROM BENEFICIAL INTEREST TRANSACTIONS......                75,607,981     40,302,504
                                                                                        --------------    --------------
            TOTAL INCREASE IN NET ASSETS....................................                88,997,415     22,807,433
NET ASSETS:
    Beginning of year.......................................................               254,240,109    343,237,524
                                                                                        --------------    --------------
    End of year.............................................................              $343,237,524   $366,044,957
                                                                                          ============    ===========
</TABLE>
<TABLE>
<CAPTION>
                                                                                     SHARES
                                                          -------------------------------------------------------------
                                                                      CLASS A                         CLASS B
                                                          ----------------------------     ----------------------------
                                                               YEAR ENDED APRIL 30,            YEAR ENDED APRIL 30,
                                                          ----------------------------     ----------------------------

                                                               1993             1994           1993*             1994
                                                          --------------   ------------    ------------    ------------
<S>                                                            <C>             <C>               <C>           <C>
CAPITAL SHARE TRANSACTIONS:
    Shares sold............................                    6,492,977       3,339,080         454,082       2,042,409
    Shares issued for dividends reinvested.                      967,702         978,190           1,553          57,973
    Shares redeemed........................                   (1,996,243)     (3,303,860)            (21)      (106,081)
                                                          --------------     ------------    ------------    ------------
          NET INCREASE IN SHARES OUTSTANDING                   5,464,436       1,013,410         455,614       1,994,301
                                                          =============        ========        ========      ==========
- ----------------------
* From January 15, 1993 (commencement of initial offering) to April 30, 1993.

                         See notes to financial statements.

</TABLE>

PREMIER STATE MUNICIPAL BOND FUND, MARYLAND SERIES
FINANCIAL HIGHLIGHTS
  Reference is made to page 13 of the Fund's Prospectus dated September 1, 1994.

                                     See notes to financial statements.


PREMIER STATE MUNICIPAL BOND FUND, MARYLAND SERIES
NOTES TO FINANCIAL STATEMENTS
NOTE 1-SIGNIFICANT ACCOUNTING POLICIES:
    Premier State Municipal Bond Fund (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a non-diversified open-end
management investment company and operates as a series company currently
offering fifteen series including the Maryland Series (the "Series"). Dreyfus
Service Corporation ("Distributor") acts as the distributor of the Fund's
shares. The Distributor is a wholly-owned subsidiary of The Dreyfus
Corporation ("Manager").
    The Fund accounts separately for the assets, liabilities and operations
of each series. Expenses directly attributable to each series are charged to
that series' operations; expenses which are applicable to all series are
allocated among them.
    The Series offers both Class A and Class B shares. Class A shares are
subject to a sales charge imposed at the time of purchase and Class B shares
are subject to a contingent deferred sales charge imposed at the time of
redemption on redemptions made within five years of purchase. Other
differences between the two Classes include the services offered to and the
expenses borne by each Class and certain voting rights.
    (A) PORTFOLIO VALUATION: The Series' investments (excluding options and
financial futures on municipal and U.S. treasury securities) are valued each
business day by an independent pricing service ("Service") approved by the
Board of Trustees. Investments for which quoted bid prices in the judgment of
the Service are readily available and are representative of the bid side of
the market are valued at the mean between the quoted bid prices (as obtained
by the Service from dealers in such securities) and asked prices (as
calculated by the Service based upon its evaluation of the market for such
securities). Other investments (which constitute a majority of the portfolio
securities) are carried at fair value as determined by the Service, based on
methods which include consideration of: yields or prices of municipal
securities of comparable quality, coupon, maturity and type; indications as
to values from dealers; and general market conditions. Options and financial
futures on municipal and U.S. treasury securities are valued at the last
sales price on the securities exchange on which such securities are primarily
traded or at the last sales price on the national securities market on each
business day. Investments not listed on an exchange or the national
securities market, or securities for which there were no transactions, are
valued at the average of the most recent bid and asked prices. Bid price is
used when no asked price is available.
    (B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Interest
income, adjusted for amortization of premiums and, when appropriate,
discounts on investments, is earned from settlement date and recognized on
the accrual basis. Securities purchased or sold on a when-issued or
delayed-delivery basis may be settled a month or more after the trade date.
    The Series 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 Series.
    (C) DIVIDENDS TO SHAREHOLDERS: It is the policy of the Series 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 Series 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, if any, it is the policy of the Series not to distribute such
gain.

PREMIER STATE MUNICIPAL BOND FUND, MARYLAND SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    Dividends in excess of net realized gains on investment for financial
statement purposes result primarily from losses from security transactions
during the year ended April 30, 1994 which are treated for Federal income tax
purposes as arising in fiscal 1995.
    (D) FEDERAL INCOME TAXES: It is the policy of the Series to continue to
qualify as a regulated investment company, which can distribute tax exempt
dividends, by complying with the provisions available to certain investment
companies, as defined in applicable sections of the Internal Revenue Code,
and to make distributions of income and net realized capital gain sufficient
to relieve it from all, or substantially all, Federal income taxes.
    The Fund has an unused capital loss carryover of $620 available for
Federal income tax purposes to be applied against future net securities
profits, if any realized subsequent to April 30, 1994. The carryover does not
include net realized securities losses from November 1, 1993 through April
30, 1994 which are treated, for Federal income tax purposes, as arising in
fiscal 1995. If not applied, the carryover expires in fiscal 2002.
NOTE 2-MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
    (A) Pursuant to a management agreement ("Agreement") with the Manager,
the management fee is computed at the annual rate of .55 of 1% of the average
daily value of the Series' net assets and is payable monthly. The Agreement
provides for an expense reimbursement from the Manager should the Series'
aggregate expenses, exclusive of taxes, brokerage, interest on borrowings and
extraordinary expenses, exceed the expense limitation of any state having
jurisdiction over the Series for any full fiscal year.  However, the Manager
had undertaken from May 1, 1993 through January 16, 1994 to waive receipt of
the management fee payable to it by the Series, to the extent that the
Series' aggregate expenses (excluding certain expenses as described above)
exceeded specified annual percentages of the Series' average daily net
assets.  The Manager has currently undertaken from January 17, 1994 through
July 1, 1994, to waive receipt of the management fee payable to it by the
Series in excess of an annual rate of .50 of 1% of the Series' average daily
net assets. The reduction in management fee, pursuant to the undertakings,
amounted to $375,233 for the year ended April 30, 1994.
    The undertaking may be modified by the Manager from time to time,
provided that the resulting expense reimbursement would not be less than the
amount required pursuant to the Agreement.
    The Distributor retained $190,867 during the year ended April 30, 1994
from commissions earned on sales of the Series' Class A shares.
    The Distributor retained $29,393 during the year ended April 30, 1994
from contingent deferred sales charges imposed upon redemptions of the
Series' Class B Shares.
    (B) Under the Distribution Plan ("Class B Distribution Plan") adopted
pursuant to Rule 12b-1 under the Act, the Series pays the Distributor at an
annual rate of .50 of 1% of the value of the Series' Class B shares average
daily net assets, for the costs and expenses in connection with advertising,
marketing and distributing the Series' Class B shares. The Distributor may
make payments to one or more Service Agents (a securities dealer, financial
institution, or other industry professional) based on the value of the
Series' Class B shares owned by clients of the Service Agent. During the year
ended April 30, 1994, $108,878 was charged to the Series pursuant to the
Class B Distribution Plan.

PREMIER STATE MUNICIPAL BOND FUND, MARYLAND SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    (C) Under the Shareholder Services Plan, the Series pays the Distributor,
at an annual rate of .25 of 1% of the value of the average daily net assets
of Class A and Class B shares for servicing shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Series and
providing reports and other information, and services related to the
maintenance of shareholder accounts. The Distributor may make payments to
Service Agents in respect of these services. The Distributor determines the
amounts to be paid to Service Agents. For the year ended April 30, 1994,
$890,664 and $54,439 were charged to the Class A and Class B shares,
respectively, pursuant to the Shareholder Services Plan.
    (D) Certain officers and trustees of the Fund are "affiliated persons,"
as defined in the Act, of the Manager and/or the Distributor. Each trustee
who is not an "affiliated person" receives from the Fund an annual fee of
$2,500 and an attendance fee of $250 per meeting.
    (E) On December 5, 1993, the Manager entered into an Agreement and Plan
of Merger (the "Merger Agreement") providing for the merger of the Manager
with a subsidiary of Mellon Bank Corporation ("Mellon").
    Following the merger, it is planned that the Manager will be a direct
subsidiary of Mellon Bank, N.A. Closing of this merger is subject to a number
of contingencies, including receipt of certain regulatory approvals and
approvals of stockholders of the Manager and of Mellon. The merger is
expected to occur in mid-1994, but could occur later.
    As a result of regulatory requirements and the terms of the Merger
Agreement, the Manager will seek various approvals from the Fund's board and
shareholders before completion of the merger. Shareholder approval will be
solicited by a proxy statement.
NOTE 3-SECURITIES TRANSACTIONS:
    Purchases and sales of securities amounted to $139,194,307 and
$104,483,400, respectively, for the year ended April 30, 1994, and consisted
entirely of municipal bonds and short-term municipal investments.
    At April 30, 1994, accumulated net unrealized appreciation on investments
was $5,308,631, consisting of $14,995,936 gross unrealized appreciation and
$9,687,305 gross unrealized depreciation.
    At April 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).

PREMIER STATE MUNICIPAL BOND FUND, MARYLAND SERIES
REPORT OF ERNST & YOUNG, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
PREMIER STATE MUNICIPAL BOND FUND, MARYLAND SERIES
    We have audited the accompanying statement of assets and liabilities of
Premier State Municipal Bond Fund, Maryland Series (one of the Series
constituting the Premier State Municipal Bond Fund), including the statement
of investments, as of April 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 April 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 Premier State Municipal Bond Fund, Maryland Series at April 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, SIGANATURE LOGO)


New York, New York
June 7, 1994

<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, MASSACHUSETTS SERIES
STATEMENT OF INVESTMENTS
APRIL 30, 1994

                                                                                           PRINCIPAL
MUNICIPAL BONDS--100.0%                                                                      AMOUNT            VALUE
                                                                                          ------------     ------------
<S>                                                                                       <C>              <C>
MASSACHUSETTS--90.5%
Boston, Revenue, Refunding (Boston City Hospital) 5.75%, 2/15/2023 (Insured; FHA)         $  1,500,000     $  1,354,185
Boston Industrial Development Financing Authority, Sewer Facility Revenue
    (Harbor Electric Energy Co. Project) 7.375%, 5/15/2015..................                 2,500,000        2,607,950
Boston Water and Sewer Commission, Revenue:
    7.875%, 11/1/1996.......................................................                   295,000          324,432
    7.875%, 11/1/2013.......................................................                   605,000          660,370
    7.10%, 11/1/2019 (Insured; MBIA, Prerefunded 11/1/1999)(a)..............                 1,000,000        1,112,660
Leominster 7.50%, 4/1/2009 (Insured; MBIA)..................................                 1,275,000        1,403,800
Lynn Water and Sewer Commission, General Revenue 7.25%, 12/1/2010 (Insured; MBIA)            1,000,000        1,127,920
Massachusetts Bay Transportation Authority:
    7.625%, 3/1/2009 (Insured; FSA).........................................                 1,000,000        1,114,540
    7.75%, 3/1/2011 (Insured; FSA)..........................................                 1,000,000        1,118,880
    7%, 3/1/2021............................................................                 1,000,000        1,122,310
    8.173%, 3/1/2021 (b,c)..................................................                 2,300,000        1,840,000
Massachusetts College Building Authority, Project Revenue
    7.80%, 5/1/2016 (Insured; MBIA).........................................                 1,000,000        1,109,970
Massachusetts Commonwealth:
    7.25%, 3/1/2000 (Insured; FGIC).........................................                   650,000          726,980
    7.25%, 3/1/2009 (Insured; FGIC, Prerefunded 3/1/2000)(a)................                   350,000          391,073
    7%, 8/1/2012............................................................                 1,850,000        1,962,831
Massachusetts Education Loan Authority, Education Loan Revenue
    7.75%, 1/1/2008 (Insured; MBIA).........................................                 1,375,000        1,435,211
Massachusetts Health and Educational Facilities Authority, Revenue:
    (Berkshire Health Systems):
      7.50%, 10/1/2008 (Insured; MBIA)......................................                 1,000,000        1,100,280
      6.75%, 10/1/2019 (Insured; MBIA)......................................                 1,750,000        1,779,855
    (Brigham and Womens Hospital) 6.75%, 7/1/2024...........................                 1,000,000        1,023,180
    (Capital Asset Program) 7.30%, 10/1/2018 (Insured; MBIA)................                 3,750,000        4,129,387
    (Harvard University) 6.50%, 12/1/2007...................................                   750,000          787,807
    (Lahey Clinic Medical Center) 7.625%, 7/1/2018
      (Insured; MBIA, Prerefunded 7/1/1998)(a)..............................                 1,000,000        1,117,940
    (Medical Center of Central Massachusetts) 7.10%, 7/1/2021...............                 1,000,000        1,045,050
    (New England Deaconess Hospital) 6.875%, 4/1/2022.......................                 6,000,000        6,144,600
    (Refunding - Milton Hospital) 7%, 7/1/2016 (Insured; MBIA)..............                 2,050,000        2,186,099
    (Salem Hospital) 7.25%, 7/1/2009 (Insured; MBIA)........................                   370,000          393,658
    (South Shore Hospital) 7.50%, 7/1/2020 (Insured; MBIA, Prerefunded 7/1/2000)(a)          2,000,000        2,270,280
    (Tufts University) 8.25%, 8/15/2018 (Insured; FGIC) (b).................                 2,000,000        1,758,800
    (University Hospital) 7.25%, 7/1/2019 (Insured; MBIA)...................                 2,750,000        2,986,748
    (Winchester Hospital) 8.125%, 7/1/2014 (Prerefunded 7/1/1995)(a)........                 1,040,000        1,122,878
Massachusetts Housing Finance Agency, Housing Revenue:
    Multi-Family Residential 7.80%, 8/1/2022 (Insured; FHA).................                 1,500,000        1,517,880
    Residential:
      6.25%, 11/15/2012 (Collateralized; FNMA)..............................                 1,600,000        1,582,640
      8.50%, 8/1/2020.......................................................                 1,225,000        1,282,759
      8.40%, 8/1/2021.......................................................                   500,000          516,270
PREMIER STATE MUNICIPAL BOND FUND, MASSACHUSETTS SERIES
STATEMENT OF INVESTMENTS (CONTINUED)    APRIL 30, 1994
                                                                                               PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                      AMOUNT          VALUE
                                                                                          ------------     ------------
MASSACHUSETTS (CONTINUED)
Massachusetts Housing Finance Agency, Housing Revenue (continued):
    Single Family:
      7.80%, 12/1/2005......................................................              $  1,000,000     $  1,036,820
      7.90%, 6/1/2014.......................................................                 1,000,000        1,054,140
      8.10%, 12/1/2021......................................................                 2,400,000        2,585,832
      7.95%, 6/1/2023.......................................................                 2,000,000        2,089,300
Massachusetts Industrial Finance Agency, Revenue:
    (Brandeis University) 6.80%, 10/1/2019 (Insured; MBIA)..................                   500,000          514,900
    (Brooks School) 5.95%, 7/1/2023.........................................                 1,000,000          932,060
    (Leonard Morse Hospital) 8%, 10/15/2014 (Prerefunded 10/15/1999)(a).....                 1,000,000        1,154,470
    (Provider Lease Program) 8.75%, 7/15/2009...............................                   695,000          745,763
    (Refunding - Harvard Community Health) 8.125%, 10/1/2017................                   750,000          820,650
Massachusetts Municipal Wheelhouse Electric Co., Power Supply Systems
Revenue:
    8.75%, 7/1/2018.........................................................                 3,430,000        3,866,639
    6.125%, 7/1/2019........................................................                 1,200,000        1,150,188
Massachusetts Port Authority, Special Project Revenue
    (Harborside Hyatt) 10%, 3/1/2026........................................                 3,000,000        3,279,990
Massachusetts Water Resources Authority 7.625%, 4/1/2014 (Prerefunded 4/1/2000)(a)             750,000          852,705
New England Education Loan Marketing Corp., Refunding
    (Student Loan) 5.70%, 7/1/2005..........................................                 1,000,000          959,240
Somerville Housing Development Corp., Multi-Family Revenue, Refunding
    7.50%, 1/1/2024 (Collateralized; FNMA)..................................                 1,000,000        1,045,080
University of Lowell Building Authority 7.60%, 11/1/2010 (Insured; FSA).....                   750,000          828,435
U. S. RELATED--9.5%
Guam Airport Authority, Revenue 6.70%, 10/1/2023............................                 1,500,000        1,517,640
Puerto Rico Commonwealth:
    6.80%, 7/1/2021 (Prerefunded 7/1/2002)(a)...............................                 1,000,000        1,110,320
    Refunding 6%, 7/1/2014..................................................                 2,000,000        1,921,200
Puerto Rico Commonwealth Highway and Transportation Authority, Highway
Revenue:
    7.561%, 7/1/2009 (b)....................................................                 1,000,000          862,500
    7.661%, 7/1/2010 (b)....................................................                 1,000,000          847,500
Puerto Rico Electric Power Authority, Power Revenue 8%, 7/1/2008............                   500,000          569,020
Virgin Islands Public Finance Authority, Revenue, Refunding 7.25%, 10/1/2018                 1,000,000        1,063,790
                                                                                                          -------------
TOTAL INVESTMENTS (cost $79,295,988)........................................                                $82,967,405
                                                                                                            ===========

</TABLE>
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, MASSACHUSETTS SERIES
SUMMARY OF ABBREVIATIONS
<S>           <C>                                                <C>     <C>
FGIC          Financial Guaranty Insurance Corporation           FSA      Financial Security Assurance
FHA           Federal Housing Administration                     MBIA     Municipal Bond Insurance Association
FNMA          Federal National Mortgage Association
</TABLE>
<TABLE>

SUMMARY OF COMBINED RATINGS (UNAUDITED)
FITCH (D)              OR          MOODY'S             OR         STANDARD & POOR'S          PERCENTAGE OF VALUE
- ---------                          ---------                      --------------------    -----------------------
<S>                                <C>                            <C>                               <C>
AAA                                Aaa                            AAA                               43.2%
AA                                 Aa                             AA                                11.0
A                                  A                              A                                 31.8
BBB                                Baa                            BBB                                6.5
Not Rated                          Not Rated                      Not Rated                          7.5
                                                                                                   ------
                                                                                                   100.0%
                                                                                                   ======
</TABLE>

NOTES TO STATEMENT OF INVESTMENTS:
    (a)  Bonds which are prerefunded are collateralized by U.S. Government
    securities which are held in escrow and are used to pay principal and
    interest on the tax-exempt issue and to retire the bonds full at the
    earliest refunding date.
    (b)  Residual Interest security - the interest rate is subject to change
    periodically.
    (c)  Security exempt from registration under Rule 144A of the Securities
    Act of 1933. These securities may be resold in transactions exempt from
    registration, normally to qualified institutional buyers. At April 30,
    1994, this security amounted to $1,840,000 or 2.3% of net assets.
    (d)  Fitch currently provides creditworthiness information for a limited
    number of investments.
    (e)  At April 30, 1994, the Fund had $27,584,209 (34.2%) of net assets
    invested in securities whose payment of principal and interest is
    dependent upon revenues generated from health care projects.
    (f)  At April 30, 1994, 30.4% of the Fund's net assets are insured by
    MBIA.



                                    See notes to financial statements.
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, MASSACHUSETTS SERIES
STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1994
<S>                                                                                          <C>          <C>
ASSETS:
    Investments in securities, at value
      (cost $79,295,988)-see statement......................................                               $82,967,405
    Interest receivable.....................................................                                 1,559,770
    Receivable for shares of Beneficial Interest subscribed.................                                    69,192
    Prepaid expenses........................................................                                     7,164
                                                                                                           -----------
                                                                                                            84,603,531
LIABILITIES:
    Due to The Dreyfus Corporation..........................................                 $  51,555
    Due to Custodian........................................................                 3,934,625
    Payable for shares of Beneficial Interest redeemed......................                    27,087
    Accrued expenses........................................................                    23,654       4,036,921
                                                                                             ---------       ---------
NET ASSETS  ................................................................                               $80,566,610
                                                                                                           ===========
REPRESENTED BY:
    Paid-in capital.........................................................                               $76,908,157
    Accumulated distributions in excess of net realized gain on investments-Note 1(c)                          (12,964)
    Accumulated net unrealized appreciation on investments-Note 3...........                                 3,671,417
                                                                                                           -----------
NET ASSETS at value.........................................................                               $80,566,610
                                                                                                           ===========
Shares of Beneficial Interest outstanding:
    Class A Shares
      (unlimited number of $.001 par value shares authorized)...............                                 6,605,322
                                                                                                           ===========
    Class B Shares
      (unlimited number of $.001 par value shares authorized)...............                                   318,297
                                                                                                           ===========
NET ASSET VALUE per share:
    Class A Shares
      ($76,864,652 / 6,605,322 shares)......................................                                    $11.64
                                                                                                                ======
    Class B Shares
      ($3,701,958 / 318,297 shares).........................................                                    $11.63
                                                                                                                ======



                                        See notes to financial statements.
</TABLE>
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, MASSACHUSETTS SERIES
STATEMENT OF OPERATIONS
YEAR ENDED APRIL 30, 1994
<S>                                                                                        <C>               <C>
INVESTMENT INCOME:
    INTEREST INCOME.........................................................                                $5,612,047
EXPENSES:
      Management fee--Note 2(a).............................................               $   466,331
      Shareholder servicing costs-Note 2(c).................................                   265,697
      Prospectus and shareholders' reports..................................                    21,198
      Distribution fees (Class B shares)-Note 2(b)..........................                    13,123
      Professional fees.....................................................                    11,089
      Custodian fees........................................................                     9,068
      Registration fees.....................................................                     4,727
      Trustees' fees and expenses-Note 2(d).................................                       703
      Miscellaneous.........................................................                    11,393
                                                                                          ------------
                                                                                               803,329
      Less-reduction in management fee due to
          undertakings-Note 2(a)............................................                    95,389
                                                                                          ------------
            TOTAL EXPENSES..................................................                                   707,940
                                                                                                            ----------
            INVESTMENT INCOME--NET..........................................                                 4,904,107
REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS:
    Net realized gain on investments--Note 3................................                $   38,609
    Net unrealized (depreciation) on investments............................                (3,301,993)
                                                                                          ------------
            NET REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS...............                                (3,263,384)
                                                                                                           ------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS........................                                $1,640,723
                                                                                                            ==========

                                        See notes to financial statements.
</TABLE>
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, MASSACHUSETTS SERIES
STATEMENT OF CHANGES IN NET ASSETS
                                                                                                YEAR ENDED APRIL 30,
                                                                                       ---------------------------------
                                                                                             1993               1994
                                                                                       ---------------    ---------------
<S>                                                                                       <C>            <C>
OPERATIONS:
    Investment income--net..................................................              $  4,556,661    $  4,904,107
    Net realized gain on investments........................................                   537,446          38,609
    Net unrealized appreciation (depreciation) on investments for the year..                 4,033,314      (3,301,993)
                                                                                          ------------    ------------
          NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS..............                 9,127,421       1,640,723
                                                                                          ------------    ------------
DIVIDENDS TO SHAREHOLDERS FROM:
    Investment income--net:
      Class A shares........................................................                (4,549,010)     (4,768,195)
      Class B shares........................................................                    (7,651)       (135,912)
    Net realized gain on investments:
      Class A shares........................................................                   (56,938)       (303,176)
      Class B shares........................................................                      -            (11,985)
    Excess net realized gain on investments:
      Class A shares........................................................                      -            (12,471)
      Class B shares........................................................                      -               (493)
                                                                                          ------------     ------------
          TOTAL DIVIDENDS...................................................                (4,613,599)     (5,232,232)
                                                                                          ------------     ------------
BENEFICIAL INTEREST TRANSACTIONS:
    Net proceeds from shares sold:
      Class A shares........................................................                12,873,702       6,515,438
      Class B shares........................................................                 1,057,732       2,835,004
    Dividends reinvested:
      Class A shares........................................................                 2,354,860       2,622,716
      Class B shares........................................................                     2,601          68,991
    Cost of shares redeemed:
      Class A shares........................................................                (6,908,497)     (8,594,165)
      Class B shares........................................................                      (150)        (56,768)
                                                                                          ------------     ------------
          INCREASE IN NET ASSETS FROM BENEFICIAL INTEREST TRANSACTIONS......                 9,380,248       3,391,216
                                                                                          ------------     ------------
            TOTAL INCREASE (DECREASE) IN NET ASSETS.........................                13,894,070        (200,293)
NET ASSETS:
    Beginning of year.......................................................                66,872,833      80,766,903
                                                                                          ------------     ------------
    End of year.............................................................               $80,766,903     $80,566,610
                                                                                          ============     ===========
</TABLE>
<TABLE>
                                                                                       SHARES
                                                      -------------------------------------------------------------------
                                                                  CLASS A                               CLASS B
                                                      ---------------------------------     -----------------------------
                                                            YEAR ENDED APRIL 30,                YEAR ENDED APRIL 30,
                                                      ---------------------------------     -----------------------------
                                                               1993             1994           1993(1)           1994
                                                             --------         --------       --------         ---------
<S>                                                         <C>              <C>                <C>            <C>
CAPITAL SHARE TRANSACTIONS:
    Shares sold............................                 1,094,206         531,050           87,675         229,412
    Shares issued for dividends reinvested.                   199,322         214,378              215           5,666
    Shares redeemed........................                  (586,172)       (710,422)             (12)         (4,659)
                                                             --------         --------       --------         ---------
          NET INCREASE IN SHARES OUTSTANDING                  707,356          35,006           87,878         230,419
                                                            =========        ==========        =========      =========
</TABLE>
* From January 15, 1993 (commencement of initial offering) to April 30, 1993.

                                           See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, MASSACHUSETTS SERIES
FINANCIAL HIGHLIGHTS
 Reference is made to page 14 of the Fund's Prospectus dated September 1, 1994.
                                         See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, MASSACHUSETTS SERIES
NOTES TO FINANCIAL STATEMENTS
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:
    Premier State Municipal Bond Fund (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a non-diversified open-end
management investment company and operates as a series company currently
offering fifteen series including the Massachusetts Series (the "Series").
Dreyfus Service Corporation ("Distributor") acts as the distributor of the
Fund's shares. The Distributor is a wholly-owned subsidiary of The Dreyfus
Corporation ("Manager").
    The Fund accounts separately for the assets, liabilities and operations
of each series. Expenses directly attributable to each series are charged to
that series' operations; expenses which are applicable to all series are
allocated among them.
    The Series offers both Class A and Class B shares. Class A shares are
subject to a sales charge imposed at the time of purchase and Class B shares
are subject to a contingent deferred sales charge imposed at the time of
redemption on redemptions made within five years of purchase. Other
differences between the two Classes include the services offered to and the
expenses borne by each Class and certain voting rights.
    (A) PORTFOLIO VALUATION: The Series' investments (excluding options and
financial futures on municipal and U.S. treasury securities) are valued each
business day by an independent pricing service ("Service") approved by the
Board of Trustees. Investments for which quoted bid prices in the judgment of
the Service are readily available and are representative of the bid side of
the market are valued at the mean between the quoted bid prices (as obtained
by the Service from dealers in such securities) and asked prices (as calculated
by the Service based upon its evaluation of the market for such
securities). Other investments (which constitute a majority of the portfolio
securities) are carried at fair value as determined by the Service, based on
methods which include consideration of: yields or prices of municipal
securities of comparable quality, coupon, maturity and type; indications as
to values from dealers; and general market conditions. Options and financial
futures on municipal and U.S. treasury securities are valued at the last
sales price on the securities exchange on which such securities are primarily
traded or at the last sales price on the national securities market on each
business day. Investments not listed on an exchange or the national
securities market, or securities for which there were no transactions, are
valued at the average of the most recent bid and asked prices. Bid price is
used when no asked price is available.
    (B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Interest
income, adjusted for amortization of premiums and, when appropriate,
discounts on investments, is earned from settlement date and recognized on
the accrual basis. Securities purchased or sold on a when-issued or
delayed-delivery basis may be settled a month or more after the trade date.
    The Series 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 Series.
    (C) DIVIDENDS TO SHAREHOLDERS: It is the policy of the Series 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 Series 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, if any, it is the policy of the Series not to distribute such
gain.
PREMIER STATE MUNICIPAL BOND FUND, MASSACHUSETTS SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    Dividends in excess of net realized gains on investment for financial
statement purposes result from current period wash sale loss deferrals and
other losses from security transactions during the year ended April 30, 1994
which are treated for Federal income tax purposes as arising in fiscal 1995.
    (D) FEDERAL INCOME TAXES: It is the policy of the Series to continue to
qualify as a regulated investment company, which can distribute tax exempt
dividends, by complying with the provisions available to certain investment
companies, as defined in applicable sections of the Internal Revenue Code,
and to make distributions of income and net realized capital gain sufficient
to relieve it from all, or substantially all, Federal income taxes.
NOTE 2--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
    (A) Pursuant to a management agreement ("Agreement") with the Manager,
the management fee is computed at the annual rate of .55 of 1% of the average
daily value of the Series' net assets and is payable monthly. The Agreement
provides for an expense reimbursement from the Manager should the Series'
aggregate expenses, exclusive of taxes, brokerage, interest on borrowings and
extraordinary expenses, exceed the expense limitation of any state having
jurisdiction over the Series for any full fiscal year. However, the Manager
had undertaken from May 1, 1993 through January 18, 1994 to reduce the
management fee paid by the Series, to the extent that the Series' aggregate
expenses (excluding certain expenses as described above) exceeded specified
annual percentages of the Series' average daily net assets. The Manager has
currently undertaken from January 19, 1994 through July 1, 1994, to waive
receipt of the management fee payable to it by the Series in excess of an
annual rate of .50 of 1% of the Series' average daily net assets. The
reduction in management fee, pursuant to the undertakings, amounted to
$95,389 for the year ended April 30, 1994.
    The undertaking may be modified by the Manager from time to time,
provided that the resulting expense reimbursement would not be less than the
amount required pursuant to the Agreement.
    The Distributor retained $14,298 during the year ended April 30, 1994
from commissions earned on sales of the Series' Class A shares.
    The Distributor retained $1,595 during the year ended April 30, 1994 from
contingent deferred sales charges imposed upon redemptions of the Series'
Class B shares.
    (B) Under the Distribution Plan ("Class B Distribution Plan") adopted
pursuant to Rule 12b-1 under the Act, the Series pays the Distributor at an
annual rate of .50 of 1% of the value of the Series' Class B shares average
daily net assets, for the costs and expenses in connection with advertising,
marketing and distributing the Series' Class B shares. The Distributor may
make payments to one or more Service Agents (a securities dealer, financial
institution, or other industry professional) based on the value of the
Series' Class B shares owned by clients of the Service Agent. During the year
ended April 30, 1994, $13,123 was charged to the Series pursuant to the Class
B Distribution Plan.
    (C) Under the Shareholder Services Plan, the Series pays the Distributor,
at an annual rate of .25 of 1% of the value of the average daily net assets
of Class A and Class B shares for servicing shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Series and
providing reports and other information, and services related to the
maintenance of shareholder accounts. The Distributor may make payments to Serv
ice Agents in respect of these services. The Distributor determines the
amounts to be paid to Service Agents. For the year ended April 30, 1994,
$205,407 and $6,562 were charged to the Class A and Class B shares,
respectively, pursuant to the Shareholder Services Plan.
PREMIER STATE MUNICIPAL BOND FUND, MASSACHUSETTS SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    (D) Certain officers and trustees of the Fund are "affiliated persons,"
as defined in the Act, of the Manager and/or the Distributor. Each trustee
who is not an "affiliated person" receives from the Fund an annual fee of
$2,500 and an attendance fee of $250 per meeting.
    (E) On December 5, 1993, the Manager entered into an Agreement and Plan
of Merger (the "Merger Agreement") providing for the merger of the Manager
with a subsidiary of Mellon Bank Corporation ("Mellon").
    Following the merger, it is planned that the Manager will be a direct
subsidiary of Mellon Bank, N.A. Closing of this merger is subject to a number
of contingencies, including receipt of certain regulatory approvals and
approvals of the stockholders of the Manager and of Mellon. The merger is
expected to occur in mid-1994, but could occur later.
    As a result of regulatory requirements and the terms of the Merger
Agreement, the Manager will seek various approvals from the Fund's board and
shareholders before completion of the merger. Shareholder approval will be
solicited by a proxy statement.
NOTE 3--SECURITIES TRANSACTIONS:
    Purchases and sales of securities amounted to $16,459,050 and
$10,140,340, respectively, for the year ended April 30, 1994, and consisted
entirely of municipal bonds.
    At April 30, 1994, accumulated net unrealized appreciation on investments
was $3,671,417, consisting of $4,929,329 gross unrealized appreciation and
$1,257,912 gross unrealized depreciation.
    At April 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).

PREMIER STATE MUNICIPAL BOND FUND, MASSACHUSETTS SERIES
REPORT OF ERNST & YOUNG, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
PREMIER STATE MUNICIPAL BOND FUND, MASSACHUSETTS SERIES
    We have audited the accompanying statement of assets and liabilities of
Premier State Municipal Bond Fund, Massachusetts series (one of the Series
constituting the Premier State Municipal Bond Fund), including the statement
of investments, as of April 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 April 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 Premier State Municipal Bond Fund, Massachusetts Series at April
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 and Young Signature Logo)
New York, New York
June 7, 1994

<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, MICHIGAN SERIES
STATEMENT OF INVESTMENTS                                                                      APRIL 30, 1994

                                                                                          PRINCIPAL
MUNICIPAL BONDS--98.1%                                                                      AMOUNT           VALUE
                                                                                        --------------  -------------
<S>                                                                                       <C>            <C>
MICHIGAN--96.2%
Capital Region Airport Authority, Airport Revenue
    6.70%, 7/1/2021 (Insured; MBIA).........................................              $  2,500,000   $  2,570,175
Chippewa Valley Schools 7%, 5/1/2010........................................                 1,275,000      1,416,869
Detroit:
    (Development Area No. 1) 7.60%, 7/1/2010................................                 4,150,000      4,428,133
    Sewer Disposal System Revenue:
      7.125%, 7/1/2019 .....................................................                 2,735,000      3,016,814
      Refunding:
          7%, 7/1/2011......................................................                 1,325,000      1,384,214
          8.33%, 7/1/2023 (Insured; FGIC) (a)...............................                 5,000,000      4,250,000
    (Unlimited Tax) 6.35%, 4/1/2014.........................................                 3,500,000      3,311,000
    Water Supply Systems Revenue, Refunding:
      9.677%, 7/1/2002 (Insured; FGIC) (a)..................................                 3,500,000      4,055,625
      9.677%, 7/1/2022 (Insured; FGIC) (a)..................................                 1,500,000      1,513,125
Detroit School District (School Building and Site)
    (Wayne County) 6.25%, 5/1/2012..........................................                 4,250,000      4,231,810
Dickinson County Economic Development Corp., Solid Waste Disposal Refunding,
    Revenue (Champion International Corp. Project) 6.55%, 3/1/2007..........                 4,000,000      3,972,560
East Lansing Building Authority, Refunding 6.90%, 10/1/2011.................                 1,375,000      1,438,401
East Lansing School District
    (Ingham and Clinton Counties School Building and Site) 6.625%, 5/1/2014.                 1,000,000      1,033,160
Fitzgerald Public School District (School Building and Site) 6.375%, 5/1/2016                1,150,000      1,236,457
Flint Michigan Refunding Tax Increment Finance Authority 5.75%, 6/1/2002....                 3,000,000      3,039,240
Grand Rapids Housing Finance Authority, Multi-Family Revenue, Refunding
    7.625%, 9/1/2023 (Collateralized; FNMA).................................                 1,000,000      1,071,870
Grand Rapids Sanitary Sewer Systems, Improvement Revenue, Refunding 7%, 1/1/2016               500,000        532,540
Grand Traverse County Hospital Finance Authority, HR (Munson Medical Center)
    7.625%, 12/1/2015.......................................................                   750,000        821,348
Greater Detroit Resource Recovery Authority, Revenue 9.25%, 12/13/2008......                 1,250,000      1,335,825
Holland School District (Unified School Building and Site) 7.375%, 5/1/2019.                 2,000,000      2,195,980
Kent Hospital Finance Authority, Hospital Facility Revenue
    (Butterworth Hospital) 7.25%, 1/15/2012.................................                 1,000,000      1,113,930
Lapeer Economic Development Corp., Ltd. Obligation Revenue
    (Lapeer Health Services Project) 8.625%, 2/1/2020.......................                 2,000,000      2,366,460
Michigan Building Authority, Revenue:
    6.75%, 10/1/2007 (Insured; AMBAC).......................................                 1,600,000      1,706,656
    6.75%, 10/1/2011........................................................                 2,000,000      2,087,620
Michigan Higher Education Student Loan Authority, Student Loan Revenue:
    6.875%, 10/1/2007 (Insured; AMBAC)......................................                 2,250,000      2,407,680
    7.55%, 10/1/2008 (Insured; MBIA)........................................                 1,625,000      1,786,119
    Refunding 6%, 9/1/2008..................................................                 2,000,000      1,962,160

PREMIER STATE MUNICIPAL BOND FUND, MICHIGAN SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                              APRIL 30, 1994

                                                                                          PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                 AMOUNT           VALUE
                                                                                        -------------- --------------
MICHIGAN (CONTINUED)
Michigan Hospital Finance Authority, HR:
    (Crittenton Hospital) 6.70%, 3/1/2007...................................              $  2,250,000   $  2,370,780
    (Daughters of Charity National Health Systems-Providence Hospital) 7%, 11/1/2021         2,700,000      2,875,311
    (Henry Ford Continuing Care) 6.75%, 7/1/2011............................                 1,665,000      1,721,077
    (McLaren Obligation Group) 7.50%, 9/15/2021.............................                 1,250,000      1,435,487
    (Mercy Mount Clemens Corp.) 6.25%, 5/15/2011............................                 2,000,000      1,942,840
    Refunding:
      (Detroit Medical Center):
          8.125%, Series A, 8/15/1998.......................................                   810,000        921,772
          8.125%, Series B, 8/15/1998.......................................                   980,000      1,113,192
          8.125%, 8/15/2012.................................................                   220,000        241,817
      (Detroit Medical Center Obligation Group) 6.50%, 8/15/2018............                 5,000,000      4,886,050
      (Middle Michigan Obligation Group) 6.625%, 6/1/2010...................                 2,000,000      2,014,240
      (Pontiac Osteopathic Hospital) 6%, 2/1/2014...........................                 5,250,000      4,669,403
    (Sisters of Mercy Health Corp.) 7.50%, 2/15/2018........................                 2,250,000      2,557,868
Michigan Housing Development Authority:
    (Home Improvement Program) 7.65%, 12/1/2012.............................                 2,150,000      2,174,360
    Ltd. Obligation Revenue:
      (Fraser Woods Project) 6.50%, 9/15/2007 (Insured; FSA)................                 1,810,000      1,842,851
      (Green Hill Project) 5.45%, 7/15/2011.................................                 1,835,000      1,657,262
      (Walled Lake Villa Project) 6%, 4/15/2018 (Insured; FSA)..............                 1,500,000      1,414,665
    MFHR 8.375%, 7/1/2019 (Insured; FGIC)...................................                 1,550,000      1,661,957
    Rental Housing Revenue:
      6.50%, 4/1/2006.......................................................                 2,000,000      2,048,400
      7.70%, 4/1/2023 (Insured; FSA)........................................                 4,185,000      4,368,805
    SFMR:
      7.55%, 12/1/2014......................................................                   575,000        590,439
      7.50%, 6/1/2015.......................................................                 2,355,000      2,438,885
      8%, 6/1/2018..........................................................                   290,000        300,188
      7.75%, 12/1/2019......................................................                 2,480,000      2,597,155
      6.95%, 12/1/2020......................................................                 1,750,000      1,794,240
Michigan Job Development Authority, PCR:
    (Chrysler Corp. Project) 5.70%, 11/1/1999...............................                 5,000,000      5,042,550
    (General Motors Corp.) 5.55%, 4/1/2009..................................                 4,000,000      3,708,080
Michigan Municipal Bond Authority,
    Local Government Loan Program Revenue Refunding, 6.50%, 5/1/2016........                 4,000,000      4,107,120
Michigan State University Board of Trustees, General Revenue 6.125%, 8/15/2010               2,705,000      2,713,899
Michigan Strategic Fund:
    Ltd. Obligation Revenue:
      (Consumers Power Co. Project) 5.80%, 6/15/2010
          (Insured; Capital Market Insurance Corp.).........................                 4,000,000      3,921,760
      (Northeastern Community Mental Health Foundation) 8.25%, 1/1/2009.....                 1,610,000      1,686,684
      Refunding:
          (Detroit Edison Co. Pollution Control Project)
            6.95%, 9/1/2021 (Insured; FGIC).................................                 3,500,000      3,684,485

PREMIER STATE MUNICIPAL BOND FUND, MICHIGAN SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                              APRIL 30, 1994

                                                                                          PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                 AMOUNT           VALUE
                                                                                        -------------- --------------
MICHIGAN (CONTINUED)
Michigan Strategic Fund (continued):
    Ltd. Obligation Revenue (continued):
      Refunding (continued):
          (Ledyard Association Ltd. Partnership Project)
            6.25%, 10/1/2011 (Insured; ITT Lyndon Property Insurance Co.)...              $  3,075,000   $  3,037,731
      (WMX Technologies Inc. Project) 6%, 11/1/2013.........................                 6,000,000      5,552,520
    Solid Waste Disposal Revenue, Refunding
      (Genesee Power Station Project) 7.50%, 1/1/2021.......................                 3,000,000      2,933,130
Michigan Trunk Line 7%, 8/15/2017...........................................                 3,945,000      4,349,086
Monroe County:
    PCR (Detroit Edison Project):
      7.50%, 12/1/2019 (Insured; AMBAC).....................................                 4,650,000      5,154,432
      7.875%, 12/1/2019.....................................................                 2,720,000      2,976,034
      7.65%, 9/1/2020 (Insured; FGIC).......................................                 2,250,000      2,496,690
    Water Supply Systems (Frenchtown Charter Township Water Treatment
      and Distribution Systems) 6.50%, 5/1/2013.............................                 2,500,000      2,475,200
Monroe County Economic Development Corp., Ltd. Obligation Refunding, Revenue
    (Detroit Edison Co. Project) 6.95%, 9/1/2022 (Insured; FGIC)............                 2,000,000      2,216,060
Northville, Special Assessment (Wayne County) 7.875%, 1/1/2006..............                 1,685,000      1,818,486
Northwestern Michigan College, Community College Improvement Revenue,
Refunding
    7%, 7/1/2011............................................................                 1,800,000      1,873,818
Oakland County Economic Development Corp., Ltd. Obligation Revenue
    (Pontiac Osteopathic Hospital Project) 9.625%, 1/1/2020.................                 1,765,000      2,168,585
Okemos Public School District (Ingham County School Building and Site)
    6.90%, 5/1/2011.........................................................                 4,000,000      4,413,520
Regents of University of Michigan, HR 6.375%, 12/1/2024.....................                 2,500,000      2,474,900
Rockford Public Schools, Refunding (Kent County School Building and Site)
    7.375%, 5/1/2019........................................................                 2,000,000      2,237,400
Romulus Economic Development Corp., Ltd. Obligation EDR
    Refunding (Romulus Hir Ltd. Partnership Project)
    7%, 11/1/2015 (Insured; ITT Lyndon Property Insurance Co.)..............                 3,700,000      3,801,676
Royal Oak Hospital Finance Authority, HR (William Beaumont Hospital)
    7.375%, 1/1/2020........................................................                 2,650,000      2,952,789
Wayne Charter County, Airport Revenue (Detroit Metropolitan Wayne County
Airport)
    6.75%, 12/1/2021 (Insured; MBIA)........................................                 1,600,000      1,648,784
U.S. RELATED--1.9%
Puerto Rico Housing Finance Corp., MFMR
    7.50%, 4/1/2022 (LOC; Government Development Bank) (b)..................                 2,990,000      3,120,812
Virgin Islands Port Authority, Airport Revenue (Cyril E. King Airport
Project)
    8.10%, 10/1/2005........................................................                   500,000         551,735
                                                                                                       --------------
TOTAL MUNICIPAL BONDS
    (cost $185,763,790).....................................................                              $193,042,781
                                                                                                        ==============

PREMIER STATE MUNICIPAL BOND FUND, MICHIGAN SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                              APRIL 30, 1994

                                                                                          PRINCIPAL
SHORT-TERM MUNICIPAL INVESTMENTS--1.9%                                                      AMOUNT           VALUE
                                                                                        -------------- --------------
MICHIGAN:
Michigan Strategic Fund, PCR, VRDN (Consumers Power Project)
    3.05% (LOC; Union Bank of Switzerland)(b,c).............................              $  2,800,000   $  2,800,000
Monroe County Economic Development Corp., Ltd. Obligation Refunding, Revenue,
    VRDN (Detroit Edison Co. Project) 3% (LOC; Barclays Bank)(b,c)..........                 1,000,000      1,000,000
                                                                                                       --------------
TOTAL SHORT-TERM MUNICIPAL INVESTMENTS
    (cost $3,800,000).......................................................                             $  3,800,000
                                                                                                       ==============
TOTAL INVESTMENTS--100.0%
    (cost $189,563,790).....................................................                             $196,842,781
                                                                                                       ==============
</TABLE>
<TABLE>
SUMMARY OF ABBREVIATIONS
<S>           <C>                                                <C>     <C>
AMBAC         American Municipal Bond Assurance Corporation      MBIA    Municipal Bond Insurance Association
EDR           Economic Development Revenue                       MFHR    Multi-Family Housing Revenue
FGIC          Financial Guaranty Insurance Corporation           MFMR    Multi-Family Mortgage Revenue
FNMA          Federal National Mortgage Association              PCR     Pollution Control Revenue
FSA           Financial Security Assurance                       SFMR    Single Family Mortgage Revenue
HR            Hospital Revenue                                   VRDN    Variable Rate Demand Notes
LOC           Letter of Credit
</TABLE>
<TABLE>

SUMMARY OF COMBINED RATINGS (UNAUDITED)
FITCH (D)              OR          MOODY'S             OR         STANDARD & POOR'S          PERCENTAGE OF VALUE
- ---------                          ---------                      --------------------    -----------------------
<S>                                <C>                            <C>                               <C>
AAA                                Aaa                            AAA                               28.3%
AA                                 Aa                             AA                                27.6
A                                  A                              A                                 18.3
BBB                                Baa                            BBB                               14.1
F1                                 MIG1                           SP1                                1.9
Not Rated                          Not Rated                      Not Rated                          9.8
                                                                                                   --------
                                                                                                   100.0%
                                                                                                   =======
</TABLE>
    NOTES TO STATEMENT OF INVESTMENTS:
    (a)  Residual interest security - the interest rate is subject to change
    periodically.
    (b)  Secured by letters of credit.
    (c)  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.
    (d)  Fitch currently provides creditworthiness information for a limited
    amount of investments.







                              See notes to financial statements.
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, MICHIGAN SERIES
STATEMENT OF ASSETS AND LIABILITIES                                                                      APRIL 30, 1994
<S>                                                                                           <C>         <C>
ASSETS:
    Investments in securities, at value
      (cost $189,563,790)-see statement.....................................                              $196,842,781
    Cash....................................................................                                   659,600
    Interest receivable.....................................................                                 3,796,483
    Receivable for shares of Beneficial Interest subscribed.................                                   269,595
    Prepaid expenses........................................................                                    25,886
                                                                                                        --------------
                                                                                                           201,594,345
LIABILITIES:
    Due to The Dreyfus Corporation..........................................                  $129,455
    Payable for shares of Beneficial Interest redeemed......................                   163,092
    Accrued expenses........................................................                    35,746         328,293
                                                                                            ----------   -------------
NET ASSETS  ................................................................                              $201,266,052
                                                                                                         =============
REPRESENTED BY:
    Paid-in capital.........................................................                              $192,095,631
    Accumulated undistributed net realized gain on investments..............                                 1,891,430
    Accumulated net unrealized appreciation on investments-Note 3...........                                 7,278,991
                                                                                                        --------------
NET ASSETS at value.........................................................                              $201,266,052
                                                                                                         =============
Shares of Beneficial Interest outstanding:
    Class A Shares
      (unlimited number of $.001 par value shares authorized)...............                               12,274,956
                                                                                                         =============
    Class B Shares
      (unlimited number of $.001 par value shares authorized)...............                                   907,828
                                                                                                         =============
NET ASSET VALUE per share:
    Class A Shares
      ($187,404,902 / 12,274,956 shares)....................................                                    $15.27
                                                                                                               =======
    Class B Shares
      ($13,861,150 / 907,828 shares)........................................                                    $15.27
                                                                                                               =======

PREMIER STATE MUNICIPAL BOND FUND, MICHIGAN SERIES
STATEMENT OF OPERATIONS                                                                    YEAR ENDED APRIL 30, 1994
INVESTMENT INCOME:
    INTEREST INCOME.........................................................                               $13,031,834
    EXPENSES:
      Management fee--Note 2(a).............................................                $1,124,896
      Shareholder servicing costs-Note 2(c).................................                   646,807
      Distribution fees (Class B shares)-Note 2(b)..........................                    47,921
      Professional fees.....................................................                    34,779
      Prospectus and shareholders' reports..................................                    33,417
      Custodian fees........................................................                    21,617
      Registration fees.....................................................                     7,500
      Trustees' fees and expenses-Note 2(d).................................                     1,763
      Miscellaneous.........................................................                    19,109
                                                                                          ------------
                                                                                             1,937,809
      Less-reduction in management fee due to
          undertakings-Note 2(a)............................................                   219,841
                                                                                          ------------
            TOTAL EXPENSES..................................................                                 1,717,968
                                                                                                          -------------
            INVESTMENT INCOME--NET..........................................                                11,313,866
REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS:
    Net realized gain on investments--Note 3................................                $2,315,880
    Net unrealized (depreciation) on investments............................                (6,895,275)
                                                                                          ------------
            NET REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS...............                                (4,579,395)
                                                                                                          -------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS........................                              $  6,734,471
                                                                                                          ============




</TABLE>









                                      See notes to financial statements.
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, MICHIGAN SERIES
STATEMENT OF CHANGES IN NET ASSETS
                                                                                            YEAR ENDED APRIL 30,
                                                                                        -----------------------------
                                                                                             1993             1994
                                                                                        --------------   ------------
<S>                                                                                       <C>            <C>
OPERATIONS:
    Investment income--net..................................................              $  9,949,247   $ 11,313,866
    Net realized gain on investments........................................                 1,302,815      2,315,880
    Net unrealized appreciation (depreciation) on investments for the year..                 9,138,903     (6,895,275)
                                                                                        --------------   ------------
          NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS..............                20,390,965      6,734,471
                                                                                        --------------   ------------
DIVIDENDS TO SHAREHOLDERS FROM:
    Investment income--net:
      Class A shares........................................................                (9,928,078)   (10,845,933)
      Class B shares........................................................                   (21,169)      (467,933)
    Net realized gain on investments:
      Class A shares........................................................                (1,407,206)      (956,415)
      Class B shares........................................................                 -                (54,414)
                                                                                        --------------   ------------
          TOTAL DIVIDENDS...................................................               (11,356,453)   (12,324,695)
                                                                                        --------------   ------------
BENEFICIAL INTEREST TRANSACTIONS:
    Net proceeds from shares sold:
      Class A shares........................................................                40,524,594     24,628,252
      Class B shares........................................................                 3,563,317     11,297,694
    Dividends reinvested:
      Class A shares........................................................                 6,122,861      6,427,971
      Class B shares........................................................                    13,575        347,542
    Cost of shares redeemed:
      Class A shares........................................................               (16,698,726)   (22,803,586)
      Class B shares........................................................                       (84)      (760,491)
                                                                                        --------------   ------------
          INCREASE IN NET ASSETS FROM BENEFICIAL INTEREST TRANSACTIONS......                33,525,537     19,137,382
                                                                                        --------------   ------------
            TOTAL INCREASE IN NET ASSETS....................................                42,560,049     13,547,158
NET ASSETS:
    Beginning of year.......................................................               145,158,845    187,718,894
                                                                                        --------------   ------------
    End of year.............................................................              $187,718,894   $201,266,052
                                                                                          ============   ============
</TABLE>
<TABLE>


                                                                                   SHARES

                                                         ---------------------------------------------------------------
                                                                   CLASS A                          CLASS B
                                                          --------------------------------   --------------------------
                                                             YEAR ENDED APRIL 30,             YEAR ENDED APRIL 30,
                                                       --------------------------------     ---------------------------
                                                            1993             1994           1993*             1994
                                                       --------------    --------------    --------------   -----------
<S>                                                         <C>             <C>                <C>             <C>
CAPITAL SHARE TRANSACTIONS:
    Shares sold............................                 2,650,957       1,535,330          228,063         706,062
    Shares issued for dividends reinvested.                   400,476         401,916              869          21,767
    Shares redeemed........................                (1,093,531)     (1,430,077)              (5)        (48,928)
                                                       --------------      --------------    -----------   -----------
          NET INCREASE IN SHARES OUTSTANDING                1,957,902         507,169          228,927         678,901
                                                       ==============       =============    ==========     ==========
</TABLE>
- -------------------------
* From January 15, 1993 (commencement of initial offering) to April 30, 1993.



See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, MICHIGAN SERIES
FINANCIAL HIGHLIGHTS
  Reference is made to page 15 of the Fund's Prospectus dated September 1, 1994.


                                See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, MICHIGAN SERIES
NOTES TO FINANCIAL STATEMENTS
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:
    Premier State Municipal Bond Fund (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a non-diversified open-end
management investment company and operates as a series company currently
offering fifteen series including the Michigan Series (the "Series"). Dreyfus
Service Corporation ("Distributor") acts as the distributor of the Fund's
shares. The Distributor is a wholly-owned subsidiary of The Dreyfus
Corporation ("Manager").
    The Fund accounts separately for the assets, liabilities and operations
of each series. Expenses directly attributable to each series are charged to
that series' operations; expenses which are applicable to all series are
allocated among them.
    The Series offers both Class A and Class B shares. Class A shares are
subject to a sales charge imposed at the time of purchase and Class B shares
are subject to a contingent deferred sales charge imposed at the time of
redemption on redemptions made within five years of purchase. Other
differences between the two Classes include the services offered to and the
expenses borne by each Class and certain voting rights.
    (A) PORTFOLIO VALUATION: The Series' investments (excluding options and
financial futures on municipal and U.S. treasury securities) are valued each
business day by an independent pricing service ("Service") approved by the
Board of Trustees. Investments for which quoted bid prices in the judgment of
the Service are readily available and are representative of the bid side of
the market are valued at the mean between the quoted bid prices (as obtained
by the Service from dealers in such securities) and asked prices (as
calculated by the Service based upon its evaluation of the market for such
securities). Other investments (which constitute a majority of the portfolio
securities) are carried at fair value as determined by the Service, based on
methods which include consideration of: yields or prices of municipal
securities of comparable quality, coupon, maturity and type; indications as
to values from dealers; and general market conditions. Options and financial
futures on municipal and U.S. treasury securities are valued at the last
sales price on the securities exchange on which such securities are primarily
traded or at the last sales price on the national securities market on each
business day. Investments not listed on an exchange or the national
securities market, or securities for which there were no transactions, are
valued at the average of the most recent bid and asked prices. Bid price is
used when no asked price is available.
    (B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Interest
income, adjusted for amortization of premiums and, when appropriate,
discounts on investments, is earned from settlement date and recognized on
the accrual basis. Securities purchased or sold on a when-issued or
delayed-delivery basis may be settled a month or more after the trade date.
    The Series 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 Series.
    (C) DIVIDENDS TO SHAREHOLDERS: It is the policy of the Series 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 Series 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, if any, it is the policy of the Series not to distribute such
gain.

PREMIER STATE MUNICIPAL BOND FUND, MICHIGAN SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    (D) FEDERAL INCOME TAXES: It is the policy of the Series to continue to
qualify as a regulated investment company, which can distribute tax exempt
dividends, by complying with the provisions available to certain investment
companies, as defined in applicable sections of the Internal Revenue Code,
and to make distributions of income and net realized capital gain sufficient
to relieve it from all, or substantially all, Federal income taxes.
NOTE 2--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
    (A) Pursuant to a management agreement ("Agreement") with the Manager,
the management fee is computed at the annual rate of .55 of 1% of the average
daily value of the Series' net assets and is payable monthly. The Agreement
provides for an expense reimbursement from the Manager should the Series'
aggregate expenses, exclusive of taxes, brokerage, interest on borrowings and
extraordinary expenses, exceed the expense limitation of any state having
jurisdiction over the Series for any full fiscal year. However, the Manager
had undertaken from May 1, 1993 through January 17, 1994 to reduce the
management fee paid by the Series, to the extent that the Series' aggregate
expenses (excluding certain expenses as described above) exceeded specified
annual percentages of the Series' average daily net assets. The Manager has
currently undertaken from January 18, 1994 through July 1, 1994, to waive
receipt of the management fee payable to it by the Series in excess of an
annual rate of .50 of 1% of the Series' average daily net assets. The
reduction in management fee, pursuant to the undertakings, amounted to
$219,841 for the year ended April 30, 1994.
    The undertaking may be modified by the Manager from time to time,
provided that the resulting expense reimbursement would not be less than the
amount required pursuant to the Agreement.
    The Distributor retained $53,120 during the year ended April 30, 1994
from commissions earned on sales of the Series' Class A shares.
    The Distributor retained $18,455 during the year ended April 30, 1994
from contingent deferred sales charges imposed upon redemptions of the
Series' Class B shares.
    (B) Under the Distribution Plan ("Class B Distribution Plan") adopted
pursuant to Rule 12b-1 under the Act, the Series pays the Distributor at an
annual rate of .50 of 1% of the value of the Series' Class B shares average
daily net assets, for the costs and expenses in connection with advertising,
marketing and distributing the Series' Class B shares. The Distributor may
make payments to one or more Service Agents (a securities dealer, financial
institution, or other industry professional) based on the value of the
Series' Class B shares owned by clients of the Service Agent. During the year
ended April 30, 1994, $47,921 was charged to the Series pursuant to the Class
B Distribution Plan.
    (C) Under the Shareholder Services Plan, the Series pays the Distributor,
at an annual rate of .25 of 1% of the value of the average daily net assets
of Class A and Class B shares for servicing shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Series and
providing reports and other information, and services related to the
maintenance of shareholder accounts. The Distributor may make payments to Serv
ice Agents in respect of these services. The Distributor determines the
amounts to be paid to Service Agents. For the year ended April 30, 1994,
$487,356 and $23,961 were charged to the Class A and Class B shares,
respectively, pursuant to the Shareholder Services Plan.

PREMIER STATE MUNICIPAL BOND FUND, MICHIGAN SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    (D) Certain officers and trustees of the Fund are "affiliated persons,"
as defined in the Act, of the Manager and/or the Distributor. Each trustee
who is not an "affiliated person" receives from the Fund an annual fee of
$2,500 and an attendance fee of $250 per meeting.
    (E) On December 5, 1993, the Manager entered into an Agreement and Plan
of Merger (the "Merger Agreement") providing for the merger of the Manager
with a subsidiary of Mellon Bank Corporation ("Mellon").
    Following the merger, it is planned that the Manager will be a direct
subsidiary of Mellon Bank, N.A. Closing of this merger is subject to a number
of contingencies, including receipt of certain regulatory approvals and
approvals of the stockholders of the Manager and of Mellon. The merger is
expected to occur in mid-1994, but could occur later.
    As a result of regulatory requirements and the terms of the Merger
Agreement, the Manager will seek various approvals from the Fund's board and
shareholders before completion of the merger. Shareholder approval will be
solicited by a proxy statement.
NOTE 3--SECURITIES TRANSACTIONS:
    Purchases and sales of securities amounted to $91,599,814 and
$72,582,136, respectively, for the year ended April 30, 1994, and consisted
entirely of municipal bonds and short-term municipal investments.
    At April 30, 1994, accumulated net unrealized appreciation on investments
was $7,278,991, consisting of $9,972,231 gross unrealized appreciation and
$2,693,240 gross unrealized depreciation.
    At April 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).

PREMIER STATE MUNICIPAL BOND FUND, MICHIGAN SERIES
REPORT OF ERNST & YOUNG, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
PREMIER STATE MUNICIPAL BOND FUND, MICHIGAN SERIES
    We have audited the accompanying statement of assets and liabilities of
Premier State Municipal Bond Fund, Michigan Series (one of the Series
constituting the Premier Municipal Bond Fund), including the statement of
investments, as of April 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 highligh
ts 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 April 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 Premier State Municipal Bond Fund, Michigan Series at April 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 Signature Logo)


New York, New York
June 7, 1994

<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, MINNESOTA SERIES
STATEMENT OF INVESTMENTS
APRIL 30, 1994
                                                                                           PRINCIPAL
MUNICIPAL BONDS--95.0%                                                                      AMOUNT           VALUE
                                                                                        --------------    --------------
MINNESOTA--87.1%
Anoka County:
   <S>                                                                                    <C>             <C>
    Resources Recovery Revenue (Northern States Power Co.) 7.15%, 12/1/2008.              $  1,150,000    $  1,226,751
    Solid Waste Disposal Revenue (United Power Association Project)
      6.95%, 12/1/2008 (Guaranteed; National Rural Utilities Cooperative)...                 3,825,000       4,027,075
Anoka-Hennipen, Independent School District Number 11, Refunding
    4.875%, 2/1/2007 (Insured; FGIC)........................................                 3,310,000       3,058,870
Burnsville, Multi-Family Housing Revenue Refunding (Coventry Court
Apartments)
    7.50%, 9/1/2027 (Insured; FHA)..........................................                 2,250,000       2,349,450
Dakota County Housing and Redevelopment Authority, South-Saint Paul
    Revenue Refunding (Single Family-GNMA Program) 8.10%, 9/1/2012..........                   260,000         271,856
City of Detroit Lakes, Health Care Facilities Revenue (Benedictine Health
Systems
    Saint Mary's Regional Health Center) 6%, 2/15/2019 (Guaranteed; Connie Lee)              3,000,000       2,888,340
Duluth Economic Development Authority, Health Care Facilities Revenue
    (Benedictine Health-Saint Mary's Project) 8.375%, 2/15/2020.............                 2,500,000       2,935,050
Eagan, Multi-Family Housing Revenue Refunding (Forest Ridge Apartments)
    7.50%, 9/1/2017 (Insured; FHA)..........................................                 1,000,000       1,060,190
Eden Prairie, Multi-Family Housing Revenue Refunding:
    (Eden Investments Project) 7.40%, 8/1/2025 (Insured; FHA)...............                   500,000         527,445
    (Welsh Parkway Apartments) 8%, 7/1/2026 (Insured; FHA)..................                 2,955,000       3,103,637
Edina:
    Hospital Systems Revenue (Fairview Hospital) 7.125%, 7/1/2006...........                 1,000,000       1,048,660
    Housing Development Revenue Refunding (Edina Park Plaza Project)
      7.70%, 12/1/2028 (Insured; FHA).......................................                 2,500,000       2,599,950
Hubbard County, Solid Waste Disposal Revenue (Potlatch Corp. Project)
    7.375%, 8/1/2013........................................................                 1,000,000       1,065,100
Lakeville, Independent School District Number 194 5.40%, 2/1/2013 (Insured; FGIC)            2,250,000       2,089,440
City of Mankato, Hospital Facilities First Mortgage Revenue
    (Immanuel-Saint Joseph's Hospital of Mankato, Inc. Project) 6.30%, 8/1/2022              2,000,000       1,941,240
Minneapolis:
    5.125%, 12/1/2015.......................................................                 2,810,000       2,468,135
    Home Ownership and Renovation Program 5.60%, 12/1/2014..................                 1,755,000       1,623,761
    Home Ownership Program 7.10%, 6/1/2021..................................                 1,200,000       1,237,932
    HR:
      (Fairview Hospital and Healthcare Services) 6.50%, 1/1/2011 (Insured; MBIA)            2,500,000       2,588,600
      (Lifespan Inc.-Abbot Hospital) 7%, 12/1/2014..........................                 1,500,000       1,658,850
      (Lifespan Inc.-Minneapolis Children's Medical Center Project):
          8.125%, 8/1/2017..................................................                 1,500,000      1,656,150
          7%, 12/1/2020.....................................................                 5,650,000      5,884,362
    Multi-Family Housing Revenue Refunding (Churchill Apartments Project)
      7.05%, 10/1/2022 (Insured; FHA).......................................                 4,000,000       4,144,640
    MFMR (Seward Towers Project) 7.375%, 12/20/2030 (Collateralized; GNMA)..                 2,350,000       2,476,454

PREMIER STATE MUNICIPAL BOND FUND, MINNESOTA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)
APRIL 30, 1994
                                                                                             PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                  AMOUNT           VALUE
                                                                                        --------------    --------------
MINNESOTA (CONTINUED)
Minneapolis Community Development Agency, Ltd. Tax Support Development
Revenue:
    8.375%, 6/1/2007........................................................              $  2,500,000    $  2,715,450
    8%, 12/1/2009...........................................................                   300,000         314,619
    7.75%, 12/1/2019........................................................                 2,930,000       3,107,060
    7.40%, 12/1/2021........................................................                 2,000,000       2,067,840
Minneapolis-Saint Paul Housing Finance Board, SFMR:
    8.875%, 11/1/2018 (Collateralized; GNMA)................................                   220,000         235,019
    8.30%, 8/1/2021 (Collateralized; GNMA)..................................                   490,000         512,653
    7.30%, 8/1/2031 (Collateralized; GNMA)..................................                 7,025,000       7,258,160
Minneapolis-Saint Paul Housing and Redevelopment Authority,
    Health Care Systems Revenue:
      8%, 8/15/2014 ........................................................                 3,000,000       3,490,860
      (Group Health Plan Inc., Project) 6.75%, 12/1/2013....................                 2,750,000       2,812,370
Minneapolis-Saint Paul Metropolitan Apartments Community, 7.80%, 1/1/2014...                 3,000,000       3,319,260
Minnesota Agricultural and Economic Development Board,
    Minnesota Small Business Development Loan Revenue:
      9%, Series B, 8/1/2008 ...............................................                    75,000          79,398
      9%, Series C, 8/1/2008 ...............................................                   245,000         259,367
      8.125%, Lot 1, 8/1/2009 ..............................................                   765,000         806,562
      8.125%, Lot 2, 8/1/2009 ..............................................                   500,000         527,165
      8.125%, Lot 3, 8/1/2009 ..............................................                   815,000         859,279
      8.20%, 8/1/2009 ......................................................                   655,000         694,385
      8.375%, 8/1/2010 .....................................................                 1,385,000       1,477,587
Minnesota Higher Education Facilities Authority, Mortgage Revenue
    (University Saint Thomas) 7.125%, 9/1/2014 .............................                 2,095,000       2,323,690
Minnesota Housing Finance Agency:
    Housing Development 6.90%, 8/1/2012.....................................                 3,000,000       3,078,750
    Rental Housing 6.10%, 8/1/2009..........................................                 2,585,000       2,530,896
    Residential Mortgage Revenue 10%, 7/1/2016..............................                    70,000          72,901
    Single Family Mortgage:
      7.35%, 7/1/2016.......................................................                 1,930,000       2,013,627
      7.30%, 1/1/2017.......................................................                 1,140,000       1,169,822
      7.90%, 7/1/2019.......................................................                 1,745,000       1,815,550
      7.45%, 7/1/2022.......................................................                 2,880,000       3,016,541
      7.95%, 7/1/2022.......................................................                 2,080,000       2,150,158
      6.15%, 1/1/2026.......................................................                 1,730,000       1,621,494
      8%, 7/1/2029..........................................................                   140,000         146,810
    State Assisted Home Improvement 7.30%, 8/1/2006.........................                 1,240,000       1,312,639
Minnesota Public Facilities Authority, Water Pollution Control Revenue:
    7.10%, 3/1/2012 ........................................................                 2,350,000       2,517,085
    6.95%, 3/1/2013 ........................................................                 3,000,000       3,184,770
Northern Municipal Power Agency, Electric System Revenue Refunding
    7.25%, 1/1/2016.........................................................                 3,500,000       3,749,375

PREMIER STATE MUNICIPAL BOND FUND, MINNESOTA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)
APRIL 30, 1994
                                                                                            PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                  AMOUNT            VALUE
                                                                                        --------------    --------------
MINNESOTA (CONTINUED)
City of Red Wing, Health Care Facilities Refunding Revenue
    (River Region Obligation Group) 6.50%, 9/1/2022 ........................              $  3,445,000   $  3,167,609
City of Rochester, Health Care Facilities Revenue
    (Mayo Foundation/Mayo Medical Center) 8.39%, 11/15/2014 (a).............                 3,000,000      3,019,110
Saint Cloud, Hospital Facilities Revenue (Saint Cloud Hospital)
    7%, 7/1/2020 (Insured; AMBAC)...........................................                 1,000,000      1,115,250
Saint Louis Park, Health Care Facilities Revenue (Health Systems Obligated
Group)
    5.20%, 7/1/2023 (Insured; AMBAC)........................................                 2,500,000      2,140,625
Saint Paul Housing and Redevelopment Authority:
    HR (Saint Paul Ramsey Medical Center Project) 5.50%, 5/15/2013 (Insured; AMBAC)          2,000,000      1,867,980
    SFMR Refunding 6.90%, 12/1/2021.........................................                 2,940,000      3,001,887
Saint Paul Port Authority:
    First Lien Tax Increment Refunding (Energy Park Project) 5%, 2/1/2008 ..                 5,495,000      5,012,154
    IDR Refunding (Hampden Building Project) 9.25%, 6/1/2011................                 1,065,000      1,104,544
Sartell, PCR Refunding (Champion International Corp. Project) 6.95%, 10/1/2012               5,000,000      5,119,550
Seaway Port Authority of Duluth,
    Industrial Development Dock and Wharf Revenues Refunding (Cargill Inc.
Project)
      6.80%, 5/1/2012.......................................................                 3,000,000      3,093,210
Southern Minnesota Municipal Power Agency, Power Supply System Revenue
    7.897%, 1/1/2018 (a,b)..................................................                 4,400,000      3,855,500
U.S. RELATED--7.9%
Commonwealth of Puerto Rico, Public Improvement Refunding 8.797%, 7/1/2018..                 2,000,000      1,885,000
Puerto Rico Electric Power Authority, Power Revenue 6.25%, 7/1/2017.........                 2,250,000      2,217,105
Puerto Rico Highway and Transportation Authority, Highway Revenue
    7.678%, 7/1/2010 (a)....................................................                 3,450,000      2,923,875
Puerto Rico Public Buildings Authority:
    Public Education and Health Facilities Refunding 5.70%, 7/1/2009........                 5,000,000      4,808,900
    Revenue  6.60%, 7/1/2004 (Guaranteed; Commonwealth of Puerto Rico)......                 1,485,000      1,627,115
                                                                                                           ----------
TOTAL MUNICIPAL BONDS
    (cost $158,564,121).....................................................                             $161,132,494
                                                                                                         ============
SHORT-TERM MUNICIPAL INVESTMENTS--5.0%
MINNESOTA:
Cloquet, PCR, VRDN (Potlatch Corp. Project) 5.40% (LOC; Credit Suisse) (c,d)              $  5,900,000  $   5,900,000
Golden Valley IDR Refunding, VRDN (Graco Inc. Project) 4.50% (LOC; Fuji Bank) (c,d)          2,500,000      2,500,000
                                                                                                           ----------
TOTAL SHORT-TERM MUNICIPAL INVESTMENTS
    (cost $8,400,000).......................................................                             $  8,400,000
                                                                                                           ----------
TOTAL INVESTMENTS--100.0%
    (cost $166,964,121).....................................................                             $169,532,494
                                                                                                         ============
</TABLE>
<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, MINNESOTA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)
APRIL 30, 1994
SUMMARY OF ABBREVIATIONS
<S>           <C>                                                <S>      <C>
AGIC          Asset Guaranty Insurance Company                   LOC      Letter of Credit
AMBAC         American Municipal Bond Assurance Corporation      MBIA     Municipal Bond Insurance Association
FGIC          Financial Guaranty Insurance Corporation           MFMR     Multi-Family Mortgage Revenue
FHA           Federal Housing Administration                     PCR      Pollution Control Revenue
GNMA          Government National Mortgage Association           SFMR     Single Family Mortgage Revenue
HR            Hospital Revenue                                   VRDN     Variable Rate Demand Notes
IDR           Industrial Development Revenue
</TABLE>
<TABLE>
<CAPTION>
SUMMARY OF COMBINED RATINGS (UNAUDITED)
FITCH (E)              OR          MOODY'S             OR         STANDARD & POOR'S          PERCENTAGE OF VALUE
- ---------                          ---------                      --------------------    ----------------------
<S>                                <C>                            <C>                               <C>
AAA                                Aaa                            AAA                               38.7%
AA                                 Aa                             AA                                23.1
A                                  A                              A                                 22.2
BBB                                Bbb                            BBB                                9.7
F1                                 MIG1                           SP1                                1.5
Not Rated                          Not Rated                      Not Rated                          4.8%
                                                                                                   ------
                                                                                                   100.0%
                                                                                                   ======
</TABLE>
NOTES TO STATEMENT OF INVESTMENTS:
    (a)  Residual interest security - the interest rate is subject to change
    periodically.
    (b)  Security exempt from registration under Rule 144A of the Securities
    Act of 1933. These securities may be resold in transactions exempt from
    registration, normally to qualified institutional buyers. At April 30,
    1994, these securities amounted to $5,740,500 or  3.2% of net assets.
    (c)  Secured by letters of credit.
    (d)  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.
    (e)  Fitch currently provides creditworthiness information for a limited
    amount of investments.
    (f)  At April 30, 1994, the Series had $46,470,528 (25.7% of net assets)
    invested in securities whose payment of principal and interest is
    dependent upon revenues generated from housing projects.



                           See notes to financial statements.
<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, MINNESOTA SERIES
STATEMENT OF ASSETS AND LIABILITIES
APRIL 30, 1994
ASSETS:
    <S>                                                                                     <C>           <C>
    Investments in securities, at value
      (cost $166,964,121)-see statement.....................................                              $169,532,494
    Cash....................................................................                                 3,671,476
    Interest receivable.....................................................                                 3,484,864
    Receivable for shares of Beneficial Interest subscribed.................                                   249,695
    Prepaid expenses........................................................                                    18,471
                                                                                                        --------------
                                                                                                           176,957,000
LIABILITIES:
    Due to The Dreyfus Corporation..........................................                $  116,834
    Payable for shares of Beneficial Interest redeemed......................                   155,416
    Accrued expenses........................................................                    23,979         296,229
                                                                                            -----------    -----------
NET ASSETS  ................................................................                              $176,660,771
                                                                                                          ============
REPRESENTED BY:
    Paid-in capital.........................................................                              $174,046,767
    Accumulated undistributed net realized gain on investments..............                                    45,631
    Accumulated net unrealized appreciation on investments-Note 3...........                                 2,568,373
                                                                                                        --------------
NET ASSETS at value.........................................................                              $176,660,771
                                                                                                          ============
Shares of Beneficial Interest outstanding:
    Class A Shares
      (unlimited number of $.001 par value shares authorized)...............                               10,577,091
                                                                                                          ============
    Class B Shares
      (unlimited number of $.001 par value shares authorized)...............                                 1,424,673
                                                                                                          ============
NET ASSET VALUE per share:
    Class A Shares
      ($155,656,951 / 10,577,091 shares)....................................                                    $14.72
                                                                                                                ======
    Class B Shares
      ($21,003,820 / 1,424,673 shares)......................................                                    $14.74
                                                                                                                ======


                                          See notes to financial statements
PREMIER STATE MUNICIPAL BOND FUND, MINNESOTA SERIES
STATEMENT OF OPERATIONS
YEAR ENDED APRIL 30, 1994
INVESTMENT INCOME:
    INTEREST INCOME.........................................................                             $  11,081,024
    EXPENSES:
      Management fee-Note 2(a)..............................................                $  952,683
      Shareholder servicing costs-Note 2(c).................................                   539,950
      Distribution fees (Class B shares)-Note 2(b)..........................                    70,013
      Professional fees.....................................................                    30,919
      Prospectus and shareholders' reports..................................                    29,764
      Custodian fees........................................................                    18,446
      Registration fees.....................................................                     9,244
      Trustees' fees and expenses-Note 2(d).................................                     1,474
                                                                                        --------------
                                                                                             1,652,493
      Less-reduction in management fee due to
          undertakings-Note 2(a)............................................                   184,360
                                                                                        --------------
            TOTAL EXPENSES..................................................                                 1,468,133
                                                                                                        --------------
            INVESTMENT INCOME--NET..........................................                                 9,612,891
REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS:
    Net realized gain on investments-Note 3.................................                $   328,294
    Net unrealized (depreciation) on investments............................                 (7,418,754)
                                                                                         --------------
            NET REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS...............                               (7,090,460)
                                                                                                        --------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS........................                              $  2,522,431
                                                                                                          ============


                                      See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, MINNESOTA SERIES
STATEMENT OF CHANGES IN NET ASSETS
                                                                                               YEAR ENDED APRIL 30,
                                                                                        --------------------------------
                                                                                             1993             1994
                                                                                        --------------    --------------
OPERATIONS:
    Investment income-net...................................................              $  8,296,205     $  9,612,891
    Net realized gain on investments........................................                 1,075,585          328,294
    Net unrealized appreciation (depreciation) on investments...............                 5,892,386       (7,418,754)
                                                                                        --------------    --------------
          NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS..............                15,264,176         2,522,431
                                                                                        --------------    --------------
DIVIDENDS TO SHAREHOLDERS FROM:
    Investment income-net:
      Class A shares........................................................                (8,268,796)      (8,924,857)
      Class B shares........................................................                   (27,409)        (688,034)
    Net realized gain on investments:
      Class A shares........................................................                  (852,977)        (612,621)
      Class B shares........................................................                    -               (63,215)
                                                                                        --------------    --------------
          TOTAL DIVIDENDS...................................................                (9,149,182)     (10,288,727)
                                                                                        --------------    --------------
BENEFICIAL INTEREST TRANSACTIONS:
    Net proceeds from shares sold:
      Class A shares........................................................                25,401,147       21,498,686
      Class B shares........................................................                 4,621,831       17,944,220
    Dividends reinvested:
      Class A shares........................................................                 6,085,409        6,412,443
      Class B shares........................................................                    16,522          538,255
    Cost of shares redeemed:
      Class A shares........................................................               (11,616,007)     (14,422,611)
      Class B shares........................................................                    (8,019)        (941,707)
                                                                                        --------------    --------------
          INCREASE IN NET ASSETS FROM BENEFICIAL INTEREST TRANSACTIONS......                24,500,883       31,029,286
                                                                                        --------------    --------------
            TOTAL INCREASE IN NET ASSETS....................................                30,615,877       23,262,990
NET ASSETS:
    Beginning of year.......................................................               122,781,904      153,397,781
                                                                                        --------------    --------------
    End of year.............................................................              $153,397,781     $176,660,771
                                                                                          ===========      =============
</TABLE>
<TABLE>
<CAPTION>
                                                                                       SHARES
                                                      -------------------------------------------------------------------
                                                                  CLASS A                               CLASS B
                                                      ---------------------------------     -----------------------------
                                                            YEAR ENDED APRIL 30,                YEAR ENDED APRIL 30,
                                                      ---------------------------------     -----------------------------
                                                               1993             1994           1993*             1994
                                                             --------         --------       --------         ---------
<S>                                                         <C>             <C>                <C>           <C>
CAPITAL SHARE TRANSACTIONS:
    Shares sold............................                 1,693,647       1,381,812          301,781       1,148,723
    Shares issued for dividends reinvested.                   406,070         413,858            1,081          34,815
    Shares redeemed........................                  (774,416)       (937,234)            (523)        (61,204)
                                                             --------         --------         --------       ---------
          NET INCREASE IN SHARES OUTSTANDING                1,325,301         858,436          302,339       1,122,334
                                                            =========        ==========        =========      =========

- ---------------------
* From January 15, 1993 (commencement of initial offering) to April 30, 1993.

                               See notes to financial statements.
</TABLE>

PREMIER STATE MUNICIPAL BOND FUND, MINNESOTA SERIES
FINANCIAL HIGHLIGHTS
  Reference is made to page 16 of the Fund's Prospectus dated September 1, 1994.
See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, MINNESOTA SERIES
NOTES TO FINANCIAL STATEMENTS
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:
    Premier State Municipal Bond Fund (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a non-diversified open-end
management investment company and operates as a series company offering
fifteen series including the Minnesota Series (the "Series"). Dreyfus Service
Corporation ("Distributor") acts as the distributor of the Fund's shares. The
Distributor is a wholly-owned subsidiary of The Dreyfus Corporation
("Manager").
    The Fund accounts separately for the assets, liabilities and operations
of each series. Expenses directly attributable to each series are charged to
that series' operations; expenses which are applicable to all series are
allocated among them.
    The Series offers both Class A and Class B shares. Class A shares are
subject to a sales charge imposed at the time of purchase and Class B shares
are subject to a contingent deferred sales charge imposed at the time of
redemption on redemptions made within five years of purchase. Other
differences between the two Classes include the services offered to and the
expenses borne by each Class and certain voting rights.
    (A) PORTFOLIO VALUATION: The Series' investments (excluding options and
financial futures on municipal and U.S. treasury securities) are valued each
business day by an independent pricing service ("Service") approved by the
Board of Trustees. Investments for which quoted bid prices in the judgment of
the Service are readily available and are representative of the bid side of
the market are valued at the mean between the quoted bid prices (as obtained
by the Service from dealers in such securities) and asked prices (as
calculated by the Service based upon its evaluation of the market for such
securities). Other investments (which constitute a majority of the portfolio
securities) are carried at fair value as determined by the Service, based on
methods which include consideration of: yields or prices of municipal
securities of comparable quality, coupon, maturity and type; indications as
to values from dealers; and general market conditions. Options and financial
futures on municipal and U.S. treasury securities are valued at the last
sales price on the securities exchange on which such securities are primarily
traded or at the last sales price on the national securities market on each
business day. Investments not listed on an exchange or the national
securities market, or securities for which there were no transactions, are
valued at the average of the most recent bid and asked prices. Bid price is
used when no asked price is available.
    (B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Interest
income, adjusted for amortization of premiums and, when appropriate,
discounts on investments, is earned from settlement date and recognized on
the accrual basis. Securities purchased or sold on a when-issued or
delayed-delivery basis may be settled a month or more after the trade date.
    The Series 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 Series.
    (C) DIVIDENDS TO SHAREHOLDERS: It is the policy of the Series 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 Series 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, if any, it is the policy of the Series not to distribute such
gain.

PREMIER STATE MUNICIPAL BOND FUND, MINNESOTA SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    (D) FEDERAL INCOME TAXES: It is the policy of the Series to continue to
qualify as a regulated investment company, which can distribute tax exempt
dividends, by complying with the provisions available to certain investment
companies, as defined in applicable sections of the Internal Revenue Code,
and to make distributions of income and net realized capital gain sufficient
to relieve it from all, or substantially all, Federal income taxes.
NOTE 2--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
    (A) Pursuant to a management agreement ("Agreement") with the Manager,
the management fee is computed at the annual rate of .55 of 1% of the average
daily value of the Series' net assets and is payable monthly. The Agreement
provides for an expense reimbursement from the Manager should the Series'
aggregate expenses, exclusive of taxes, brokerage, interest on borrowings and
extraordinary expenses, exceed the expense limitation of any state having
jurisdiction over the Series for any full fiscal year. However, the Manager
had undertaken from May 1, 1993 through January 17, 1994 to reduce the
management fee paid by, or reimburse such excess expenses of the Series, to
the extent that the Series' aggregate expenses (excluding certain expenses as
described above) exceeded specified annual percentages of the Series' average
daily net assets. The Manager has currently undertaken from January 18, 1994
through July 1, 1994, to waive receipt of the management fee payable to it by
the Series in excess of an annual rate of .50 of 1% of the Series' average
daily net assets. The reduction in management fee, pursuant to the
undertakings, amounted to $184,360 for the year ended April 30, 1994.
    The undertaking may be modified by the Manager from time to time,
provided that the resulting expense reimbursement would not be less than the
amount required pursuant to the Agreement.
    The Distributor retained $50,538 during the year ended April 30, 1994
from commissions earned on sales of the Series' Class A shares.
    The Distributor retained $25,891 during the year ended April 30, 1994
from contingent deferred sales charges imposed upon redemptions of the
Series' Class B Shares.
    (B) Under the Distribution Plan ("Class B Distribution Plan") adopted
pursuant to Rule 12b-1 under the Act, the Series pays the Distributor at an
annual rate of .50 of 1% of the value of the Series' Class B shares average
daily net assets, for the costs and expenses in connection with advertising,
marketing and distributing the Series' Class B shares. The Distributor may
make payments to one or more Service Agents (a securities dealer, financial
institution, or other industry professional) based on the value of the
Series' Class B shares owned by clients of the Service Agent. During the year
ended April 30, 1994, $70,013 was charged to the Series pursuant to the Class
B Distribution Plan.
    (C) Under the Shareholder Services Plan, the Series pays the Distributor,
at an annual rate of .25 of 1% of the value of the average daily net assets
of Class A and Class B shares for servicing shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Series and
providing reports and other information, and services related to the
maintenance of shareholder accounts. The Distributor may make payments to
Service Agents in respect of these services. The Distributor determines the
amounts to be paid to Service Agents. For the year ended April 30, 1994,
$398,031 and $35,007 were charged to the Class A and Class B shares,
respectively, pursuant to the Shareholder Services Plan.
PREMIER STATE MUNICIPAL BOND FUND, MINNESOTA SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    (D) Certain officers and trustees of the Fund are "affiliated persons,"
as defined in the Act, of the Manager and/or the Distributor. Each trustee
who is not an "affiliated person" receives from the Fund an annual fee of
$2,500 and an attendance fee of $250 per meeting.
    (E) On December 5, 1993, the Manager entered into an Agreement and Plan
of Merger (the "Merger Agreement") providing for the merger of the Manager
with a subsidiary of Mellon Bank Corporation ("Mellon").
    Following the merger, it is planned that the Manager will be a direct
subsidiary of Mellon Bank, N.A. Closing of this merger is subject to a number
of contingencies, including receipt of certain regulatory approvals and
approvals of the stockholders of the Manager and of Mellon. The merger is
expected to occur in mid-1994, but could occur later.
    As a result of regulatory requirements and the terms of the Merger
Agreement, the Manager will seek various approvals from the Fund's board and
shareholders before completion of the merger. Shareholder approval will be
solicited by a proxy statement.
NOTE 3--SECURITIES TRANSACTIONS:
    Purchases and sales of securities amounted to $76,056,221 and
$48,112,116, respectively, for the year ended April 30, 1994, and consisted
entirely of municipal bonds and short-term municipal investments.
    At April 30, 1994, accumulated net unrealized appreciation on investments
was $2,568,373, consisting of $6,306,498 gross unrealized appreciation and
$3,738,125 gross unrealized depreciation.
    At April 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).
PREMIER STATE MUNICIPAL BOND FUND, MINNESOTA SERIES
REPORT OF ERNST & YOUNG, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
PREMIER STATE MUNICIPAL BOND FUND, MINNESOTA SERIES
    We have audited the accompanying statement of assets and liabilities of
Premier State Municipal Bond Fund, Minnesota Series (one of the Series
constituting the Premier State Municipal Bond Fund), including the statement
of investments, as of April 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 April 30, 1994 by correspondence with the custodian
and brokers. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits provide
a reasonable basis for our opinion.
    In our opinion, the financial statements and financial highlights
referred to above present fairly, in all material respects, the financial
position of Premier State Municipal Bond Fund, Minnesota Series at April 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 and Young Signature Logo)

New York, New York
June 7, 1994
<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, NORTH CAROLINA SERIES
STATEMENT OF INVESTMENTS                                                                                 APRIL 30,1994
                                                                                          PRINCIPAL
MUNICIPAL BONDS-100.0%                                                                      AMOUNT           VALUE
                                                                                        --------------    -------------
<S>                                                                                    <C>                 <C>
NORTH CAROLINA-75.9%
Anson County 6.20%, 4/1/2010 (Insured; MBIA)................................           $       300,000     $    307,320
Asheville, COP, Refunding 6.50%, 2/1/2008...................................                   500,000          526,880
Board of Governors of the University of North Carolina, Revenue
    (University of North Carolina Hospitals - Chapel Hill) 6%, 2/15/2024....                 3,000,000        2,844,660
Buncombe County Metropolitan Sewage District, Sewage System Revenue:
    6.75%, 7/1/2022.........................................................                   500,000          547,810
    Refunding 5.50%, 7/1/2022 (Insured; FGIC)...............................                 1,125,000        1,024,774
Charlotte, COP (Convention Facility Project):
    6.75%, 12/1/2021 (Insured; AMBAC).......................................                 1,000,000        1,104,340
    Refunding 5.25%, 12/1/2020 (Insured; AMBAC).............................                 4,000,000        3,475,040
Charlotte-Mecklenberg Hospital Authority, Health Care System Revenue:
    5.75%, 1/1/2012.........................................................                 1,285,000        1,227,278
    6.25%, 1/1/2020.........................................................                   500,000          491,785
    6%, 1/1/2022............................................................                   500,000          474,160
Clemmons County, Sanitary Sewer 6.60%, 2/1/2008.............................                   175,000          185,698
Cleveland County, Sanitary District, Water 6.75%, 3/1/2015 (Insured; FGIC)..                   290,000          305,225
Coastal Regional Solid Waste Management Authority, Solid Waste Disposal
System Revenue
    6.50%, 6/1/2008.........................................................                 1,000,000        1,018,420
Craven County Industrial Facilities and Pollution Control Financing
Authority, PCR,
    Refunding (Weyerhaeuser Co. Project) 6.35%, 1/1/2010....................                 2,000,000        2,007,360
Craven Regional Medical Authority, Health Care Facilities Revenue, Refunding
    5.625%, 10/1/2017 (Insured; MBIA).......................................                 1,000,000          925,910
Cumberland County, Hospital Facilities Revenue (Cumberland County Hospital System)
    6%, 10/1/2021 (Insured; MBIA)...........................................                   450,000          435,875
Dare County, COP 6.60%, 5/1/2006 (Insured; MBIA)............................                   400,000          426,220
Durham County, COP (Jail Facilities and Computer Equipment Project) 6.625%, 5/1/2014           850,000          868,759
Fayetteville Public Works Commission, Revenue, Refunding
    6.50%, 3/1/2014 (Insured; FGIC).........................................                   350,000          378,553
Forsyth County, COP (1991 Allied Health Technologies Building Project) 6.50%, 6/1/2012         300,000          304,494
Greensboro, COP (1991 Greensboro Coliseum Arena Expansion Project) 6.25%, 12/1/2011            500,000          501,035
Haywood County, Industrial Facilities and PCR, Refunding
    (Champion International Corp. Project) 6.85%, 5/1/2014..................                   500,000          505,405
Martin County Industrial Facilities and Pollution Control Financing
Authority, Revenue
    (Solid Waste Disposal - Weyerhaeuser Project) 7.25%, 9/1/2014...........                   400,000          426,624
North Carolina Eastern Municipal Power Agency, Power System Revenue:
    5.75%, 12/1/2016........................................................                 1,865,000        1,682,099
    Refunding:
      5.875%, 1/1/2013......................................................                 7,000,000        6,530,020
      6.00%, 1/1/2013.......................................................                 2,500,000        2,345,125
      6.50%, 1/1/2017.......................................................                 1,000,000          991,680
PREMIER STATE MUNICIPAL BOND FUND, NORTH CAROLINA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                                      APRIL 30, 1994
                                                                                          PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                 AMOUNT           VALUE
                                                                                        --------------    --------------
NORTH CAROLINA (CONTINUED)
North Carolina Educational Facilities Finance Agency, Revenue:
    (Duke University Project) 6.75%, 10/1/2021..............................           $       500,000   $      522,995
    Refunding (Elon College Project) 6.375%, 1/1/2007 (Insured; Connie Lee).                   830,000          862,378
North Carolina Housing Finance Agency:
    Multi-Family Revenue:
      5.35%, 9/1/2014 (Insured; FHA)........................................                 1,100,000          967,263
      5.45%, 9/1/2024 (Insured; FHA)........................................                 2,000,000        1,732,540
      5.90%, 7/1/2026.......................................................                 1,250,000        1,147,650
      Refunding 6.90%, 7/1/2024 (Insured: FHA)..............................                   500,000          511,295
    Single Family Revenue 7.05%, 9/1/2020...................................                 1,465,000        1,506,635
North Carolina Medical Care Commission, HR:
    (Annie Penn Memorial Hospital Project) 7.50%, 8/15/2021.................                 4,500,000        4,701,690
    (Carolina Medicorp Project) 6%, 5/1/2021................................                 2,250,000        2,124,000
    (Duke University Hospital Project) 7%, 6/1/2021.........................                 3,000,000        3,339,330
    (Presbyterian Hospital Project) 7.375%, 10/1/2020.......................                   250,000          283,093
    Refunding:
      (Carolina Medicorp Project) 5.50%, 5/1/2015...........................                   500,000          452,140
      (Memorial Mission Hospital Project) 5.50%, 10/1/2011 (Insured; MBIA)..                 1,000,000          940,190
      (Mercy Hospital Project) 6.50%, 8/1/2015..............................                 1,000,000        1,002,110
      (North Carolina Baptist Hospitals Project) 6%, 6/1/2022...............                 1,000,000          943,120
      (Presbyterian Health Services Project) 5.50%, 10/1/2020...............                 2,400,000        2,115,168
      (Rex Hospital Project) 6.25%, 6/1/2017................................                 2,000,000        1,935,840
      (Southeastern General Hospital Project) Zero Coupon, 6/1/2006 (Insured; FSA)           1,000,000          484,210
      (Wesley Long Community Hospital) 5.25%, 10/1/2013 (Insured; AMBAC)....                 3,000,000        2,715,090
      (Wilson Memorial Hospital Project) 6.50%, 11/1/2020 (Insured; AMBAC)..                   500,000          507,485
North Carolina Municipal Power Agency, Number 1 Catawba Electric Revenue:
    7%, 1/1/1996............................................................                   200,000          210,170
    5.00%, 1/1/2015.........................................................                 1,000,000          842,660
    5.75%, 1/1/2015.........................................................                 6,250,000        5,773,687
    5.75%, 1/1/2020 (Insured; MBIA).........................................                 2,500,000        2,340,925
Piedmont Triad Airport Authority, Airport Revenue, Refunding
    6.75%, 7/1/2010 (Insured; MBIA).........................................                   350,000          366,723
Pitt County, Revenue (Pitt County Memorial Hospital) 6.90%, 12/1/2021.......                   540,000          568,971
Randolph County 6.50%, 4/1/2007.............................................                   350,000          372,001
Surry County Northern Hospital District, Health Care Facilities Revenue, Refunding
    7.875%, 10/1/2021.......................................................                 1,000,000        1,070,850
Union County, Water and Sewer 6.50%, 4/1/2010...............................                   100,000          104,642
Vance County 6.70%, 2/1/2010 (Insured; AMBAC)...............................                    50,000           52,814
Wake County, Hospital System Revenue, Refunding:
    Zero Coupon, 10/1/2010 (Insured; MBIA)..................................                 2,200,000          784,938
    5.125%, 10/1/2026 (Insured; MBIA).......................................                 3,250,000        2,744,365
Wake County Industrial Facilities and Pollution Control Financing Authority,
Revenue
    (Carolina Power and Light) 6.90%, 4/1/2009..............................                 2,000,000        2,100,300
PREMIER STATE MUNICIPAL BOND FUND, NORTH CAROLINA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                                  APRIL 30, 1994
                                                                                          PRINCIPAL
U.S. RELATED-24.1%                                                                          AMOUNT           VALUE
                                                                                        --------------    --------------
Guam Airport Authority, Revenue 6.70%, 10/1/2023............................            $    2,000,000    $   2,023,520
Guam Government 5.40%, 11/15/2018...........................................                 2,000,000        1,721,800
Commonwealth of Puerto Rico:
    Public Improvement:
      7.70%, 7/1/2020.......................................................                 1,000,000        1,152,820
      6.80%, 7/1/2021.......................................................                   600,000          666,192
    Refunding 5.50%, 7/1/2013...............................................                 5,000,000        4,544,450
Commonwealth of Puerto Rico Highway and Transportation Authority, Highway Revenue
    6.625%, 7/1/2018........................................................                 3,600,000        3,955,788
Puerto Rico Electric Power Authority, Power Revenue 7%, 7/1/2021............                   450,000          484,551
Puerto Rico Ports Authority, Special Facilities Revenue
    (American Airlines, Inc. Project) 6.30%, 6/1/2023.......................                 1,500,000        1,371,945
Puerto Rico Public Buildings Authority, Guaranteed Public Education and Health
    Facilities, Refunding:
      6%, 7/1/2012..........................................................                   850,000          817,547
      5.75%, 7/1/2015.......................................................                 7,000,000        6,431,950
Virgin Islands Public Finance Authority, Revenue, Refunding, Matching Fund Loan Notes
    7.25%, 10/1/2018........................................................                 1,500,000        1,595,685
                                                                                                          --------------
TOTAL INVESTMENTS
    (cost $105,951,321).....................................................                               $102,756,065
                                                                                                          --------------
                                                                                                          --------------

</TABLE>
<TABLE>
SUMMARY OF ABBREVIATIONS
<S>           <C>                                                <C>     <C>
AMBAC         American Municipal Bond Assurance Corporation      FSA     Financial Security Assurance
COP           Certificate of Participation                       HR      Hospital Revenue
FGIC          Financial Guaranty Insurance Corporation           MBIA    Municipal Bond Insurance Association
FHA           Federal Housing Administration                     PCR     Pollution Control Revenue
</TABLE>
<TABLE>

SUMMARY OF COMBINED RATINGS (UNAUDITED)
FITCH (A)              OR          MOODY'S             OR         STANDARD & POOR'S          PERCENTAGE OF VALUE
- ---------                          ---------                      --------------------    -----------------------
<S>                                <C>                            <C>                               <C>

AAA                                Aaa                            AAA                               29.0%
AA                                 Aa                             AA                                18.2
A                                  A                              A                                 39.6
BBB                                Baa                            BBB                               11.1
Not Rated                          Not Rated                      Not Rated                          2.1
                                                                                                   --------
                                                                                                   100.0%
                                                                                                   --------
                                                                                                   --------
</TABLE>
NOTES TO STATEMENT OF INVESTMENTS:
 (a) Fitch currently provides creditworthiness information for a limited amount
     of investments.
 (b) At April 30,1994, the Fund had $34,259,906 (32.0%) of net assets invested
     in securities whose payment of principal and interest is dependent upon
     revenues generated from health care projects.


See notes to financial statements.
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, NORTH CAROLINA SERIES
STATEMENT OF ASSETS AND LIABILITIES                                                                   APRIL 30, 1994
<S>                                                                                            <C>         <C>
ASSETS:
    Investments in securities, at value
      (cost $105,951,321)-see statement.....................................                                $102,756,065
    Cash....................................................................                                   2,293,488
    Interest receivable.....................................................                                   1,894,512
    Receivable for shares of Beneficial Interest subscribed.................                                     193,705
    Prepaid expenses........................................................                                      18,197
                                                                                                          --------------
                                                                                                             107,155,967
LIABILITIES:
    Due to The Dreyfus Corporation..........................................                   $55,215
    Payable for shares of Beneficial Interest redeemed......................                    28,960
    Accrued expenses........................................................                    29,140           113,315
                                                                                              --------    --------------
NET ASSETS  ................................................................                                $107,042,652
                                                                                                          --------------
                                                                                                          --------------
REPRESENTED BY:
    Paid-in capital.........................................................                                $110,499,256
    Accumulated net realized (loss) on investments..........................                                   (261,348)
    Accumulated net unrealized (depreciation) on investments-Note 3.........                                 (3,195,256)
                                                                                                          --------------
NET ASSETS at value.........................................................                                $107,042,652
                                                                                                          --------------
                                                                                                          --------------
Shares of Beneficial Interest outstanding:
    Class A Shares
      (unlimited number of $.001 par value shares authorized)...............                                   5,347,614
                                                                                                          --------------
                                                                                                          --------------
    Class B Shares
      (unlimited number of $.001 par value shares authorized)...............                                   3,063,648
                                                                                                          --------------
                                                                                                          --------------
NET ASSET VALUE per share:
    Class A Shares
      ($68,074,234 / 5,347,614 shares)......................................                                      $12.73
                                                                                                                 -------
                                                                                                                 -------
    Class B Shares
      ($38,968,418 / 3,063,648 shares)......................................                                      $12.72
                                                                                                                 -------
                                                                                                                 -------

See notes to financial statements.


</TABLE>
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, NORTH CAROLINA SERIES
STATEMENT OF OPERATIONS                                                                        YEAR ENDED APRIL 30, 1994
<S>                                                                                        <C>               <C>
INVESTMENT INCOME:
    INTEREST INCOME.........................................................                                 $ 5,631,982
    EXPENSES:
      Management fee-Note 2(a)..............................................               $   533,032
      Shareholder servicing costs-Note 2(c).................................                   311,170
      Distribution fees (Class B shares)-Note 2(b)..........................                   158,695
      Prospectus and shareholders' reports..................................                    17,347
      Professional fees.....................................................                    16,793
      Registration fees.....................................................                    15,267
      Custodian fees........................................................                    11,185
      Trustees' fees and expenses-Note 2(d).................................                       840
      Miscellaneous.........................................................                    19,755
                                                                                          ------------
                                                                                             1,084,084
      Less-reduction in management fee due to
          undertakings-Note 2(a)............................................                   475,442
                                                                                          ------------
            TOTAL EXPENSES..................................................                                     608,642
                                                                                                            ------------
            INVESTMENT INCOME-NET...........................................                                   5,023,340
REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS:
    Net realized (loss) on investments-Note 3...............................              $  (259,519)
    Net unrealized (depreciation) on investments............................                (6,321,383)
                                                                                          ------------
            NET REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS...............                                 (6,580,902)
                                                                                                            ------------
NET (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS......................                                $(1,557,562)
                                                                                                            ------------
                                                                                                            ------------

See notes to financial statements.


</TABLE>
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, NORTH CAROLINA SERIES
STATEMENT OF CHANGES IN NET ASSETS
                                                                                              YEAR ENDED APRIL 30,
                                                                                         -------------------------------
                                                                                             1993             1994
                                                                                         --------------  --------------
<S>                                                                                      <C>              <C>
OPERATIONS:
    Investment income-net...................................................             $   2,443,117    $   5,023,340
    Net realized gain (loss) on investments.................................                    10,197         (259,519)
    Net unrealized appreciation (depreciation) on investments for the year..                 3,030,017       (6,321,383)
                                                                                         -------------    --------------
          NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS...                 5,483,331       (1,557,562)
                                                                                         -------------    --------------
DIVIDENDS TO SHAREHOLDERS FROM:
    Investment income-net:
      Class A shares........................................................               (2,372,476)       (3,507,400)
      Class B shares........................................................                  (70,641)       (1,515,940)
    Net realized gain on investments:
      Class A shares........................................................                  (37,739)         ---
      Class B shares........................................................                   ---             ---
                                                                                         -------------    --------------
          TOTAL DIVIDENDS...................................................               (2,480,856)       (5,023,340)
                                                                                         -------------    --------------
BENEFICIAL INTEREST TRANSACTIONS:
    Net proceeds from shares sold:
      Class A shares........................................................                32,335,443       23,248,700
      Class B shares........................................................                13,061,498       28,953,805
    Dividends reinvested:
      Class A shares........................................................                 1,256,832        1,920,032
      Class B shares........................................................                    42,120          941,663
    Cost of shares redeemed:
      Class A shares........................................................               (6,651,984)       (9,403,883)
      Class B shares........................................................                   (5,217)       (1,465,324)
                                                                                         -------------    --------------
          INCREASE IN NET ASSETS FROM BENEFICIAL INTEREST TRANSACTIONS......                40,038,692       44,194,993
                                                                                         --------------   --------------
            TOTAL INCREASE IN NET ASSETS....................................                43,041,167       37,614,091
NET ASSETS:
    Beginning of year.......................................................                26,387,394       69,428,561
                                                                                         -------------    --------------
    End of year.............................................................              $ 69,428,561     $107,042,652
                                                                                         -------------    --------------
                                                                                         -------------    --------------

</TABLE>
<TABLE>
                                                                                    SHARES
                                                          --------------------------------------------------------------
                                                                    CLASS A                          CLASS B
                                                          ------------------------------    ----------------------------
                                                              YEAR ENDED APRIL 30,             YEAR ENDED APRIL 30,
                                                          -----------------------------     ----------------------------
                                                              1993            1994              1993*           1994
                                                          -----------    ----------           ---------       ----------
<S>                                                         <C>             <C>                <C>             <C>

CAPITAL SHARE TRANSACTIONS:
    Shares sold............................                 2,489,831       1,697,042          979,159       2,120,383
    Shares issued for dividends reinvested.                    96,623         141,385            3,152          69,404
    Shares redeemed........................                  (515,382)       (691,793)            (388)       (108,062)
                                                          -----------    ----------          ---------      -----------
          NET INCREASE IN SHARES OUTSTANDING                2,071,072       1,146,634          981,923       2,081,725
                                                          -----------    ----------          ---------      -----------
                                                          -----------    ----------          ---------      -----------
- ----------------------
* From January 15, 1993 (commencement of initial offering) to April 30, 1993.

See notes to financial statements.


</TABLE>
PREMIER STATE MUNICIPAL BOND FUND, NORTH CAROLINA SERIES
FINANCIAL HIGHLIGHTS
  Reference is made to page 17 of the Fund's Prospectus dated September 1, 1994.
See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, NORTH CAROLINA SERIES
NOTES TO FINANCIAL STATEMENTS
NOTE 1-SIGNIFICANT ACCOUNTING POLICIES:
    Premier State Municipal Bond Fund (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a non-diversified open-end
management investment company and operates as a series company currently
offering fifteen series including the North Carolina series (the "Series").
Dreyfus Service Corporation ("Distributor") acts as the distributor of the
Fund's shares. The Distributor is a wholly-owned subsidiary of The Dreyfus
Corporation ("Manager").
    The Fund accounts separately for the assets, liabilities and operations
of each series. Expenses directly attributable to each series are charged to
that series' operations; expenses which are applicable to all series are
allocated among them.
    The Series offers both Class A and Class B shares. Class A shares are
subject to a sales charge imposed at the time of purchase and Class B shares
are subject to a contingent deferred sales charge imposed at the time of
redemption on redemptions made within five years of purchase. Other
differences between the two Classes include the services offered to and the
expenses borne by each Class and certain voting rights.
    (A) PORTFOLIO VALUATION: The Series' investments (excluding options and
financial futures on municipal and U.S. treasury securities) are valued each
business day by an independent pricing service ("Service") approved by the
Board of Trustees. Investments for which quoted bid prices in the judgment of
the Service are readily available and are representative of the bid side of
the market are valued at the mean between the quoted bid prices (as obtained
by the Service from dealers in such securities) and asked prices (as
calculated by the Service based upon its evaluation of the market for such
securities). Other investments (which constitute a majority of the portfolio
securities) are carried at fair value as determined by the Service, based on
methods which include consideration of: yields or prices of municipal
securities of comparable quality, coupon, maturity and type; indications as
to values from dealers; and general market conditions. Options and financial
futures on municipal and U.S. treasury securities are valued at the last
sales price on the securities exchange on which such securities are primarily
traded or at the last sales price on the national securities market on each
business day. Investments not listed on an exchange or the national
securities market, or securities for which there were no transactions, are
valued at the average of the most recent bid and asked prices. Bid price is
used when no asked price is available.
    (B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Interest
income, adjusted for amortization of premiums and, when appropriate,
discounts on investments, is earned from settlement date and recognized on
the accrual basis. Securities purchased or sold on a when-issued or
delayed-delivery basis may be settled a month or more after the trade date.
    The Series 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 Series.
    (C) DIVIDENDS TO SHAREHOLDERS: It is the policy of the Series 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 Series 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, if any, it is the policy of the Series not to distribute such
gain.
PREMIER STATE MUNICIPAL BOND FUND, NORTH CAROLINA SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    (D) FEDERAL INCOME TAXES: It is the policy of the Series to continue to
qualify as a regulated investment company, which can distribute tax exempt
dividends, by complying with the provisions available to certain investment
companies, as defined in applicable sections of the Internal Revenue Code,
and to make distributions of income and net realized capital gain sufficient
to relieve it from all, or substantially all, Federal income taxes.
    The Fund has an unused capital loss carryover of approximately $225,000
available for Federal income tax purposes to be applied against future net
securities profits, if any, realized subsequent to April 30, 1994. The
carryover does not include net realized securities losses from November 1,
1993 through April 30, 1994 which are treated, for Federal income tax
purposes, as arising in fiscal 1995. If not applied, the carryover expires in
fiscal 2002.
NOTE 2-MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
    (A) Pursuant to a management agreement ("Agreement") with the Manager,
the management fee is computed at the annual rate of .55 of 1% of the average
daily value of the Series' net assets and is payable monthly. The Agreement
provides for an expense reimbursement from the Manager should the Series'
aggregate expenses, exclusive of taxes, brokerage, interest on borrowings and
extraordinary expenses, exceed the expense limitation of any state having
jurisdiction over the Series for any full fiscal year. However, the Manager
had undertaken from May 1, 1993, through February 7, 1994 to reduce the
management fee paid by the Series, to the extent that the Series' aggregate
expenses (excluding certain expenses as described above) exceeded specified
annual percentages of the Series' average daily net assets. The Manager has
currently undertaken from February 8, 1994 through July 1, 1994 to waive
receipt of the management fee payable to it by the Series in excess of an
annual rate of .20 of 1% of the Series' average daily net assets. The
reduction in management fee, pursuant to the undertakings, amounted to
$475,442 for the year ended April 30, 1994.
    The undertaking may be modified by the Manager from time to time,
provided that the resulting expense reimbursement would not be less than the
amount required pursuant to the Agreement.
    The Distributor retained $30,378 during the year ended April 30, 1994
from commissions earned on sales of the Series' Class A shares.
    The Distributor retained $38,341 during the year ended April 30, 1994
from contingent deferred sales charges imposed upon redemptions of the
Series' Class B shares.
    (B) Under the Distribution Plan ("Class B Distribution Plan") adopted
pursuant to Rule 12b-1 under the Act, the Series pays the Distributor at an
annual rate of .50 of 1% of the value of the Series' Class B shares average
daily net assets, for the costs and expenses in connection with advertising,
marketing and distributing the Series' Class B shares. The Distributor may
make payments to one or more Service Agents (a securities dealer, financial
institution, or other industry professional) based on the value of the
Series' Class B shares owned by clients of the Service Agent. During the year
ended April 30, 1994, $158,695 was charged to the Series pursuant to the
Class B Distribution Plan.
    (C) Under the Shareholder Services Plan, the Series pays the Distributor,
at an annual rate of .25 of 1% of the value of the average daily net assets
of Class A and Class B shares for servicing shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Series and
providing reports and other information, and
PREMIER STATE MUNICIPAL BOND FUND, NORTH CAROLINA SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
services related to the maintenance of shareholder accounts. The Distributor
may make payments to Service Agents in respect of these services. The
Distributor determines the amounts to be paid to Service Agents. For the year
ended April 30, 1994, $162,940 and $79,347 were charged to the Class A and
Class B shares, respectively, pursuant to the Shareholder Services Plan.
    (D) Certain officers and trustees of the Fund are "affiliated persons,"
as defined in the Act, of the Manager and/or the Distributor. Each trustee
who is not an "affiliated person" receives from the Fund an annual fee of
$2,500 and an attendance fee of $250 per meeting.
    (E) On December 5, 1993, the Manager entered into an Agreement and Plan
of Merger (the "Merger Agreement") providing for the merger of the Manager
with a subsidiary of Mellon Bank Corporation ("Mellon").
    Following the merger, it is planned that the Manager will be a direct
subsidiary of Mellon Bank, N.A. Closing of this merger is subject to a number
of contingencies, including receipt of certain regulatory approvals and
approvals of the stockholders of the Manager and of Mellon. The merger is
expected to occur in mid-1994, but could occur later.
    As a result of regulatory requirements and the terms of the Merger
Agreement, the Manager will seek various approvals from the Fund's board and
shareholders before completion of the merger. Shareholder approval will be
solicited by a proxy statement.
NOTE 3-SECURITIES TRANSACTIONS:
    Purchases and sales of securities amounted to $57,438,026 and
$14,038,994, respectively, for the year ended April 30, 1994, and consisted
entirely of municipal bonds and short-term municipal investments.
    At April 30, 1994, accumulated net unrealized depreciation on investments
was $3,195,256, consisting of $1,763,679 gross unrealized appreciation and
$4,958,935 gross unrealized depreciation.
    At April 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).

PREMIER STATE MUNICIPAL BOND FUND, NORTH CAROLINA SERIES
REPORT OF ERNST & YOUNG, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
PREMIER STATE MUNICIPAL BOND FUND, NORTH CAROLINA SERIES
    We have audited the accompanying statement of assets and liabilities of
Premier State Municipal Bond Fund, North Carolina Series (one of the Series
constituting the Premier State Municipal Bond Fund), including the statement
of investments, as of April 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 April 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 Premier State Municipal Bond Fund, North Carolina Series at April
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 and Young Signature Logo)


New York, New York
June 7, 1994


<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, OHIO SERIES
STATEMENT OF INVESTMENTS   APRIL 30, 1994
                                                                                          PRINCIPAL
MUNICIPAL BONDS--98.4%                                                                      AMOUNT           VALUE
                                                                                        --------------    --------------
<S>                                                                                    <C>                 <C>
OHIO--91.3%
Akron Bath Copley Joint Township Hospital District, Revenue:
    (Akron Children's Hospital Medical Center) 7.70%, 11/15/2005............           $       500,000     $   547,595
    (Akron City Hospital Project) 8.875%, 11/15/2007........................                   500,000         575,890
    (Summa Health Systems) 5.75%, 11/15/2008................................                 5,000,000       4,777,000
Akron-Wilbeth Housing Development Corp., First Mortgage Revenue
    7.90%, 8/1/2003 (Insured; FHA)..........................................                 1,805,000       2,176,686
Allen County, Industrial First Mortgage Revenue, Refunding
    6.75%, 11/15/2008 (Guaranteed; Kmart Corp.).............................                 1,280,000       1,302,528
City of Barberton, Hospital Facilities Revenue
    (The Barberton Citizens Hospital Co. Project) 7.25%, 1/1/2012...........                 2,400,000       2,579,160
Berea:
    7.50%, 12/1/2005 .......................................................                   425,000         480,416
    7.55%, 12/1/2006 .......................................................                   455,000         515,424
    7.55%, 12/1/2007 .......................................................                   320,000         362,496
Butler County, Hospital Facilities Revenue, Refunding and Improvement
    (Fort Hamilton Hughes Hospital) 7.25%, 1/1/2001.........................                 4,000,000       4,134,560
City of Cambridge, HR Refunding (Guernsey Memorial Hospital Project)
    8%, 12/1/2006...........................................................                 2,000,000       2,136,460
Canton 7.875%, 12/1/2008. ..................................................                 1,000,000       1,145,490
Clermont County, Hospital Facilities Revenue, Refunding (Mercy Health
Systems)
    7.50%, 9/1/2019 (Insured; AMBAC)........................................                 1,000,000       1,117,650
City of Cleveland:
    6.75%, 7/1/2004 (Insured; MBIA).........................................                 1,500,000       1,637,115
    COP (Motor Vehicle, Motorized and Communication Equipment) 7.10%, 7/1/2002               2,000,000       2,047,620
    Parking Facility Improvement Revenue 8%, 9/15/2012......................                 5,000,000       5,340,950
    Public Power System Revenue (First Mortgage Improvement):
      7%, Series A, 11/15/2017..............................................                 1,125,000       1,157,164
      7%, Series B, 11/15/2017..............................................                 8,675,000       8,923,018
    Waterworks Improvement First Mortgage Revenue:
      6.50%, 1/1/2011 (Insured; AMBAC)......................................                 2,000,000       2,062,000
      6.25%, 1/1/2015 (Insured; AMBAC)......................................                 3,000,000       3,030,000
      7.875%, 1/1/2016......................................................                   650,000         713,018
Cleveland City School District:
    8%, 12/1/2001...........................................................                 1,675,000       1,916,183
    5.875%, 12/1/2011 (Insured; FGIC).......................................                 1,000,000         984,330
Cleveland State University, General Receipts 5.375%, 6/1/2008 (Insured; AMBAC)               2,000,000       1,935,620
City of Columbus, Sewer Systems Revenue, Refunding 6.25%, 6/1/2008..........                 1,750,000       1,787,940
Columbus City School District, School Building Renovation and Improvement
    6.65%, 12/1/2012 (Insured; FGIC)........................................                 2,250,000       2,482,695
Cuyahoga County:
    Health Care Facilities Revenue (Judson Retirement Community) 8.875%, 11/15/2019          3,500,000       3,976,350

PREMIER STATE MUNICIPAL BOND FUND, OHIO SERIES
STATEMENT OF INVESTMENTS (CONTINUED)     APRIL 30, 1994
                                                                                          PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                 AMOUNT           VALUE
                                                                                        --------------   ------------
OHIO (CONTINUED)
Cuyahoga County (continued):
    HR:
      (Fairview General Hospital) 7.375%, 8/1/2019..........................              $  4,000,000   $  4,475,920
      (Meridia Health Systems) 7%, 8/15/2023................................                 1,750,000      1,823,710
      Refunding:
          (Deaconess Hospital) 7.45%, 10/1/2018.............................                 5,000,000      5,416,850
          (Meridia Health Systems) 7.25%, 8/15/2019.........................                 4,715,000      4,972,298
    Jail Facilities 7%, 10/1/2013...........................................                 6,125,000      6,857,060
    Refunding:
      (Cleveland Clinic Foundation) 8%, 12/1/2015...........................                 1,000,000      1,092,350
      (Mount Sinai Medical Center) 8.125%, 11/15/2014.......................                 1,000,000      1,101,310
Eaton, IDR Refunding (Baxter International Inc. Project) 6.50%, 12/1/2012...                 1,500,000      1,493,475
Erie County, Hospital Improvement Revenue, Refunding
    (Firelands Community Hospital) 8.875%, 1/1/2015.........................                   700,000        780,094
Euclid City School District 7.10%, 12/1/2011................................                 1,000,000      1,084,710
Village of Evendale, IDR Refunding (Ashland Oil, Inc. Project) 6.90%, 11/1/2010              2,000,000      2,046,700
Fairlawn, Health Care Facilities Revenue (Village at Saint Edward Project)
    8.75%, 10/1/2019........................................................                 2,420,000      2,626,837
Franklin County:
    6.375%, 12/1/2012.......................................................                 1,635,000      1,775,479
    Hospital Facilities Revenue, Refunding Improvement (Doctors Hospital
Project)
      5.875%, 12/1/2013.....................................................                 2,750,000      2,529,560
    Hospital Improvement Revenue (The Children's Hospital Project) 6.60%, 11/1/2011          1,500,000      1,550,760
    HR:
      (Holy Cross Health Systems Corp.-Mount Carmel Health) 6.75%, 6/1/2019                  2,500,000      2,551,075
      Refunding 5.375%, 12/1/2020...........................................                 2,000,000      1,824,940
      Refunding Improvement:
          (The Children's Hospital Project) 6.60%, 5/1/2013.................                 4,000,000      4,063,520
          (Riverside United Hospital) 7.60%, 5/15/2020......................                 5,300,000      6,032,036
          (Worthington Christian Village Congregate Care Project):
            10.25%, 8/1/2015................................................                   875,000        940,205
            7.80%, 2/1/2017 (Insured; FHA)..................................                 5,690,000      6,219,739
Gallia County, Local School District 7.375%, 12/1/2004......................                   570,000        647,389
Greater Cleveland Gateway Economic Development Corp.:
    Senior Lien Excise Tax Revenue 6.875%, 9/1/2005 (Insured; FSA)..........                 1,500,000      1,633,650
    Stadium Revenue 7.50%, 9/1/2005.........................................                 5,675,000      6,247,210
Hamilton County:
    Electric Systems Mortgage Revenue, Refunding 8%, 10/15/2022 (Insured; FGIC)                750,000        854,865
    Hospital Facilities Improvement Revenue, Refunding (Deaconess Hospital)
      7%, 1/1/2012..........................................................                 2,570,000      2,724,354
    Hospital Facilities Refunding Revenue (Episcopal Retirement Homes, Inc.)
      6.80%, 1/1/2008 (LOC; The Fifth Third Bank) (a).......................                 2,450,000      2,532,247

PREMIER STATE MUNICIPAL BOND FUND, OHIO SERIES
STATEMENT OF INVESTMENTS (CONTINUED)        APRIL 30, 1994
                                                                                          PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                 AMOUNT           VALUE
                                                                                        --------------    -----------
OHIO (CONTINUED)
Hamilton County (continued):
    IDR (Provident Association Partnership) 9%, 12/1/2008 (b)...............            $    1,405,000     $  599,935
    Mortgage Revenue (Judson Care Center) 7.80%, 8/1/2019 (Insured; FHA)....                 3,970,000      4,317,296
    Sewer Systems Improvement Revenue, Refunding 6.70%, 12/1/2013...........                 2,000,000      2,199,140
Hilliard School District 6.30%, 12/1/2014...................................                 2,000,000      2,022,780
Kirtland Local School District 7.50%, 12/1/2009.............................                   760,000        834,966
Knox County, IDR (Weyerhaeuser Co. Project) 9%, 10/1/2007...................                 1,000,000      1,238,380
Lowellville, Sanitary Sewer Systems Revenue (Browning-Ferris Industries Inc.)
    7.25%, 6/1/2006.........................................................                 1,400,000      1,457,624
Mahoning County, Health Care Facilities Revenue
    (Youngstown Osteopathic Hospital Project)
    7.60%, 8/1/2010 (LOC; Marine Midland Bank) (a)..........................                 3,775,000      4,127,434
Marion County, Health Care Facilities Revenue (United Church Homes Inc.):
    8.875%, 12/1/2012.......................................................                 2,305,000      2,776,787
    Refunding and Improvement 6.375%, 11/15/2010............................                 3,000,000      2,830,650
Miami County, Hospital Facilities Revenue, Refunding
    (Upper Valley Medical Center) 8.375%, 5/1/2013..........................                   525,000        584,493
Montgomery County, Refunding:
    5.45%, 9/1/2010.........................................................                 1,000,000        952,130
    Water Revenue (Greater Moraine-Beaver Creek Sewer District)
      5.30%, 11/15/2007 (Insured; AMBAC)....................................                 1,890,000      1,820,977
Muskingum County, Revenue, Refunding (Franciscan Health Advisory Services)
    7.50%, 3/1/2012.........................................................                 3,185,000      3,427,633
Newark 6%, 12/1/2018 (Insured; AMBAC).......................................                 1,000,000        984,150
Northeast Regional Sewer District, Wastewater Improvement Revenue
    6.50%, 11/15/2016 (Insured; AMBAC)......................................                 2,000,000      2,053,520
State of Ohio:
    Economic Development Revenue:
      Ohio Enterprise Bond Fund (VSM Corp. Project) 7.375%, 12/1/2011.......                   885,000        925,453
      (Sponge Inc. Project) 8.375%, 6/1/2014................................                 1,705,000      1,902,388
    Mortgage Revenue (Odd Fellows Home Ohio Inc. Project)
      8.15%, 8/1/2017 (Insured; FHA)........................................                   350,000        384,153
    Ohio Building Authority, Workers' Compensation Facilities
      (William Green Building) 4.90%, 4/1/2007..............................                 4,375,000      3,946,338
    PCR (Standard Oil Co. Project)
      6.75%, 12/1/2015 (Guaranteed; British Petroleum Co. p.l.c.)...........                 1,350,000      1,432,606
Ohio Air Quality Development Authority, Revenue:
    Pollution Control:
      (Cincinnati Gas and Electric) 10.125%, 12/1/2015......................                   900,000        991,656
      (Pennsylvania Power Co. Project) 8.10%, 9/1/2018 .....................                 1,000,000      1,062,970

PREMIER STATE MUNICIPAL BOND FUND, OHIO SERIES
STATEMENT OF INVESTMENTS (CONTINUED)    APRIL 30, 1994
                                                                                           PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                 AMOUNT           VALUE
                                                                                        --------------    -----------
OHIO (CONTINUED)
Ohio Air Quality Development Authority, Revenue (continued):
    Pollution Control (continued):
      Refunding:
          (Cleveland Electric Illuminating Co. Project) 6.85%, 7/1/2023.....           $     5,250,000  $   5,020,365
          (Ohio Edison) 7.45%, 3/1/2016 (Insured; FGIC).....................                 3,500,000      3,859,800
    Refunding (Ohio Power Co. Project) 7.40%, 8/1/2009......................                 1,500,000      1,567,200
Ohio Building Authority:
    State Correctional Facilities 8%, 8/1/2006..............................                   400,000        450,452
    State Facilities (Columbus State Building Project):
      7.35%, 10/1/2005......................................................                 1,795,000      2,025,047
      7.75%, 10/1/2008......................................................                   500,000        562,705
Ohio Capital Corp. for Housing, MFHR Refunding
    7.60%, 11/1/2023 (Collateralized; FNMA).................................                 1,250,000      1,336,425
Ohio Higher Educational Facility Community, Revenue:
    (Case Western Reserve Project) 7.70%, 10/1/2018.........................                   500,000        550,395
    (Oberlin College) 7.375%, 10/1/2014.....................................                   400,000        448,688
Ohio Housing Finance Agency:
    Mortgage Revenue (Saint Francis Court Apartment Project)
      8%, 10/1/2026 (Insured; FHA)..........................................                   695,000        718,769
    SFMR (GNMA Mortgage Backed Securities Program):
      8.25%, 12/15/2019 ....................................................                   220,000        228,459
      8.125%, 3/1/2020 .....................................................                   510,000        529,620
      Zero Coupon, 9/1/2021.................................................                20,875,000      2,562,615
      7.85%, 9/1/2021 ......................................................                 2,220,000      2,287,799
      7.65%, 3/1/2029 ......................................................                 5,880,000      6,073,864
      7.80%, 3/1/2030 ......................................................                 4,065,000      4,199,917
Ohio Public Facilities Community, Higher Education Facilities 7.25%, 5/1/2004                1,300,000      1,439,269
Ohio Water Development Authority:
    Pollution Control Facilities Revenue:
      (Cleveland Electric Illuminating Project) 8%, 10/1/2023...............                 5,800,000      6,017,790
      (Ohio Edison) 8.10%, 10/1/2023........................................                 3,700,000      3,906,645
      (Pennsylvania Power Co. Project) 8.10%, 9/1/2018......................                 2,000,000      2,129,340
      Refunding:
          (Ohio Edison) 7.625%, 7/1/2023....................................                 9,390,000      9,641,840
          (Toledo Edison Co.):
            7.55%, 6/1/2023 ................................................                 2,000,000      2,038,080
            8%, 10/1/2023 ..................................................                 3,635,000      3,784,907
    Pure Water Revenue 7.75%, 6/1/2014......................................                   500,000        551,545
Ottawa County, Sanitary Sewer Systems Special Assessment
    (Portage-Catawba Island Sewer Project) 7%, 9/1/2011 (Insured; AMBAC)....                 1,000,000      1,088,320
Reynoldsburg City School District, School Building Construction and
Improvement
    6.55%, 12/1/2017 (Insured; FGIC)........................................                 2,000,000      2,061,440
Ross County, HR (Medical Center Hospital Project) 7.50%, 12/1/2014..........                 2,000,000      2,233,100

PREMIER STATE MUNICIPAL BOND FUND, OHIO SERIES
STATEMENT OF INVESTMENTS (CONTINUED)        APRIL 30, 1994
                                                                                          PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                 AMOUNT           VALUE
                                                                                        --------------   ------------
OHIO (CONTINUED)
Shelby County, Hospital Facilities Revenue, Refunding and Improvement
    (The Shelby County Memorial Hospital Association) 7.70%, 9/1/2018.......            $    2,500,000   $  2,676,175
South Euclid, Recreation Facilities 7%, 12/1/2011...........................                 2,285,000      2,491,176
Springdale, Hospital Facilities First Mortgage Revenue,
    (Southwestern Seniors Services, Inc.):
      5.875%, 11/1/2012.....................................................                 3,000,000      2,735,280
      6%, 11/1/2018.........................................................                 1,250,000      1,089,975
Student Loan Funding Corp.:
    Student Loan Revenue, Refunding 7.20%, 8/1/2003.........................                 3,150,000      3,350,277
    Student Loan Senior Subordinated Revenue 6.15%, 8/1/2010................                 6,775,000      6,664,974
University of Cincinnati, COP 6.75%, 12/1/2009 (Insured; MBIA)..............                   750,000        794,430
University of Ohio:
    General Receipts:
      5%, 12/1/2008 (Insured; FGIC).........................................                 2,000,000      1,862,460
      5.875%, 12/1/2012.....................................................                 3,000,000      2,886,690
    Revenue 7.15%, 12/1/2009................................................                 6,000,000      6,639,300
University of Toledo, General Receipts 5.75%, 12/1/2012 (Insured; FGIC).....                 2,000,000      1,950,860
Warren 7.75%, 11/1/2010.....................................................                 2,785,000      3,215,115
City of Westerville, Water Systems Refunding and Improvement 6.45%, 12/1/2011                2,590,000      2,649,622
City of Westerville School District 6.25%, 12/1/2009........................                 1,610,000      1,658,509
U.S. RELATED--7.1%
Guam Airport Authority, Revenue 6.70%, 10/1/2023............................                 3,000,000      3,035,280
Puerto Rico Highway and Transportation Authority, Highway Revenue, Refunding
    7.461%, 7/1/2007 (c)....................................................                 7,750,000      6,839,375
Puerto Rico Public Buildings Authority, Public Education and Health
Facilities Refunding
    (Guaranteed; Commonwealth of Puerto Rico) 5.70%, 7/1/2009...............                 3,430,000      3,298,905
Virgin Islands Public Finance Authority, Revenue, Refunding
    Matching Fund Loan Notes 7.25%, 10/1/2018...............................                 5,200,000      5,531,708
Virgin Islands Water and Power Authority, Electric Systems Revenue 7.40%, 7/1/2011           3,450,000      3,711,062
                                                                                                           ----------
TOTAL MUNICIPAL BONDS
    (cost $295,167,907).....................................................                             $309,012,729
                                                                                                         ============
SHORT-TERM MUNICIPAL INVESTMENT--1.6%
OHIO;
Ohio Air Quality Development Authority Revenue (JMG Funding Limited
Partnership)
    VRDN 3.15% (LOC; Societe Generale) (a,d)
    (cost $5,000,000).......................................................        $    5,000,000     $    5,000,000
                                                                                                         ============
TOTAL INVESTMENTS--100.0%
    (cost $300,167,907).....................................................                             $314,012,729
                                                                                                         ============

</TABLE>
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, OHIO SERIES
SUMMARY OF ABBREVIATIONS
<S>           <C>                                                <C>         <C>
AMBAC         American Municipal Bond Assurance Corporation      HR          Hospital Revenue
COP           Certificate of Participation                       IDR         Industrial Development Revenue
FGIC          Financial Guaranty Insurance Corporation           LOC         Letter of Credit
FHA           Federal Housing Administration                     MBIA        Municipal Bond Insurance Association
FNMA          Federal National Mortgage Association              MFHR        Multi-Family Housing Revenue
FSA           Financial Security Assurance                       PCR         Pollution Control Revenue
GNMA          Government National Mortgage Association           SFMR        Single Family Mortgage Revenue
                                                                 VRDN        Variable Rate Demand Notes
</TABLE>
<TABLE>
SUMMARY OF COMBINED RATINGS (UNAUDITED)
FITCH (E)              OR          MOODY'S             OR         STANDARD & POOR'S          PERCENTAGE OF VALUE
- ---------                          ---------                      --------------------    -----------------------
<S>                                <C>                            <C>                               <C>
AAA                                Aaa                            AAA                               23.6%
AA                                 Aa                             AA                                 7.8
A                                  A                              A                                 30.9
BBB                                Baa                            BBB                               27.2
B                                  B                              B                                  1.9
F1                                 MIG1                           SP1                                1.6
Not Rated                          Not Rated                      Not Rated                          7.0
                                                                                                 --------
                                                                                                   100.0%
                                                                                                 ========
</TABLE>
NOTES TO STATEMENT OF INVESTMENTS:
    (a)  Secured by letters of credit.
    (b)  Non-income accruing security; interest payment in default.  The
    valuation of this security has been determined in good faith under the
    direction of the Board of Trustees.
    (c)  Residual interest security - the interest rate is subject to change
    periodically.
    (d)  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.
    (e)  Fitch currently provides creditworthiness information for a limited
    amount of investments.
    (f)  At April 30, 1994, the Fund had $98,460,505 (30.6% of net assets)
    invested in securities whose payment of principal and interest is
    dependent upon revenues generated from health care projects.

                                       See notes to financial statements.

<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, OHIO SERIES
STATEMENT OF ASSETS AND LIABILITIES         APRIL 30, 1994
<S>                                                                                           <C>        <C>
ASSETS:
    Investments in securities, at value
      (cost $300,167,907)-see statement.....................................                              $314,012,729
    Cash....................................................................                                   842,368
    Interest receivable.....................................................                                 6,199,940
    Receivable for shares of Beneficial Interest subscribed.................                                   747,275
    Prepaid expenses........................................................                                    35,223
                                                                                                        --------------
                                                                                                           321,837,535
LIABILITIES:
    Due to The Dreyfus Corporation..........................................                  $209,711
    Payable for shares of Beneficial Interest redeemed......................                   212,572
    Accrued expenses........................................................                    52,753         475,036
                                                                                            ----------    ------------

NET ASSETS  ................................................................                              $321,362,499
                                                                                                          ============
REPRESENTED BY:
    Paid-in capital.........................................................                              $306,702,732
    Accumulated undistributed net realized gain on investments..............                                   814,945
    Accumulated net unrealized appreciation on investments-Note 3...........                                13,844,822
                                                                                                        --------------
NET ASSETS at value.........................................................                              $321,362,499
                                                                                                          ============
Shares of Beneficial Interest outstanding:
    Class A Shares
      (unlimited number of $.001 par value shares authorized)...............                               23,118,630
                                                                                                          ============
    Class B Shares
      (unlimited number of $.001 par value shares authorized)...............                                 2,175,703
                                                                                                          ============
NET ASSET VALUE per share:
    Class A Shares
      ($293,705,643 / 23,118,630 shares)....................................                                    $12.70
                                                                                                               =======
    Class B Shares
      ($27,656,856 / 2,175,703 shares)......................................                                    $12.71
                                                                                                               =======

                                           See notes to financial statements.
</TABLE>
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, OHIO SERIES
STATEMENT OF OPERATIONS
YEAR ENDED APRIL 30, 1994
<S>                                                                                       <C>              <C>
INVESTMENT INCOME:
    INTEREST INCOME.........................................................                               $20,986,650
    EXPENSES:
      Management fee--Note 2(a).............................................              $  1,811,687
      Shareholder servicing costs-Note 2(c).................................                 1,018,307
      Professional fees.....................................................                   124,980
      Distribution fees (Class B shares)-Note 2(b)..........................                   102,349
      Prospectus and shareholders' reports..................................                    44,522
      Custodian fees........................................................                    34,187
      Registration fees.....................................................                     7,893
      Trustees' fees and expenses-Note 2(d).................................                     2,832
      Miscellaneous.........................................................                    21,226
                                                                                         -------------
                                                                                             3,167,983
      Less-reduction in management fee due to
          undertakings-Note 2(a)............................................                   386,259
                                                                                         -------------
            TOTAL EXPENSES..................................................                                 2,781,724
                                                                                                           -----------
            INVESTMENT INCOME--NET..........................................                                18,204,926
REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS:
    Net realized gain on investments--Note 3................................              $  1,272,432
    Net unrealized (depreciation) on investments............................               (10,949,018)
                                                                                         -------------
            NET REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS...............                                (9,676,586)
                                                                                                          -------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS........................                              $  8,528,340
                                                                                                          ============

                                       See notes to financial statements.
</TABLE>
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, OHIO SERIES
STATEMENT OF CHANGES IN NET ASSETS
                                                                                                YEAR ENDED APRIL 30,
                                                                                       ---------------------------------
                                                                                             1993               1994
                                                                                       ---------------    ---------------
<S>                                                                                       <C>            <C>
OPERATIONS:
    Investment income--net..................................................              $ 16,323,252   $ 18,204,926
    Net realized gain on investments........................................                   932,730      1,272,432
    Net unrealized appreciation (depreciation) on investments for the year..                16,202,120    (10,949,018)
                                                                                          ------------   ------------
          NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS..............                33,458,102      8,528,340
                                                                                          ------------   ------------
DIVIDENDS TO SHAREHOLDERS FROM:
    Investment income--net:
      Class A shares........................................................               (16,274,444)   (17,203,535)
      Class B shares........................................................                   (48,808)    (1,001,391)
    Net realized gain on investments:
      Class A shares........................................................                (1,587,530)      (616,962)
      Class B shares........................................................                     ---          (46,746)
                                                                                           ------------   ------------
          TOTAL DIVIDENDS...................................................               (17,910,782)   (18,868,634)
                                                                                           ------------   ------------
BENEFICIAL INTEREST TRANSACTIONS:
    Net proceeds from shares sold:
      Class A shares........................................................                44,655,966     29,869,777
      Class B shares........................................................                 8,694,588     21,032,260
    Dividends reinvested:
      Class A shares........................................................                11,923,897     11,652,834
      Class B shares........................................................                    36,975        757,951
    Cost of shares redeemed:
      Class A shares........................................................               (19,590,383)   (34,259,537)
      Class B shares........................................................                  (297,015)    (1,396,011)
                                                                                           ------------   ------------
          INCREASE IN NET ASSETS FROM BENEFICIAL INTEREST TRANSACTIONS......                45,424,028     27,657,274
                                                                                           ------------   ------------
            TOTAL INCREASE IN NET ASSETS....................................                60,971,348     17,316,980
NET ASSETS:
    Beginning of year.......................................................               243,074,171    304,045,519
                                                                                          ------------   ------------
    End of year.............................................................              $304,045,519   $321,362,499
                                                                                          ============   ============
</TABLE>
<TABLE>
                                                                                       SHARES
                                                      -------------------------------------------------------------------
                                                                  CLASS A                               CLASS B
                                                      ---------------------------------     -----------------------------
                                                            YEAR ENDED APRIL 30,                YEAR ENDED APRIL 30,
                                                      ---------------------------------     -----------------------------
                                                            1993             1994           1993*             1994
                                                          --------         --------       --------         ---------
<S>                                                      <C>               <C>              <C>             <C>
CAPITAL SHARE TRANSACTIONS:
    Shares sold............................               3,501,210        2,243,350        667,842        1,576,802
    Shares issued for dividends reinvested.                 933,913          877,259          2,832           57,130
    Shares redeemed........................              (1,536,483)      (2,588,901)       (22,776)        (106,127)
                                                          --------         --------        --------        ---------
          NET INCREASE IN SHARES OUTSTANDING              2,898,640          531,708        647,898        1,527,805
                                                         =========        ==========      =========        =========
</TABLE>
* From January 15, 1993 (commencement of initial offering) to April 30, 1993.

                                          See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, OHIO SERIES
FINANCIAL HIGHLIGHTS
  Reference is made to page 18 of the Fund's Prospectus dated September 1, 1994.

                                            See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, OHIO SERIES
NOTES TO FINANCIAL STATEMENTS
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:
    Premier State Municipal Bond Fund (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a non-diversified open-end
management investment company and operates as a series company currently
offering fifteen series including the Ohio Series (the "Series"). Dreyfus
Service Corporation ("Distributor") acts as the distributor of the Fund's
shares. The Distributor is a wholly-owned subsidiary of The Dreyfus
Corporation ("Manager").
    The Fund accounts separately for the assets, liabilities and operations
of each series. Expenses directly attributable to each series are charged to
that series' operations; expenses which are applicable to all series are
allocated among them.
    The Series offers both Class A and Class B shares. Class A shares are
subject to a sales charge imposed at the time of purchase and Class B shares
are subject to a contingent deferred sales charge imposed at the time of
redemption on redemptions made within five years of purchase. Other
differences between the two Classes include the services offered to and the
expenses borne by each Class and certain voting rights.
    (A) PORTFOLIO VALUATION: The Series' investments (excluding options and
financial futures on municipal and U.S. treasury securities) are valued each
business day by an independent pricing service ("Service") approved by the
Board of Trustees. Investments for which quoted bid prices in the judgment of
the Service are readily available and are representative of the bid side of
the market are valued at the mean between the quoted bid prices (as obtained
by the Service from dealers in such securities) and asked prices (as calculate
d by the Service based upon its evaluation of the market for such
securities). Other investments (which constitute a majority of the portfolio
securities) are carried at fair value as determined by the Service, based on
methods which include consideration of: yields or prices of municipal
securities of comparable quality, coupon, maturity and type; indications as
to values from dealers; and general market conditions. Options and financial
futures on municipal and U.S. treasury securities are valued at the last
sales price on the securities exchange on which such securities are primarily
traded or at the last sales price on the national securities market on each
business day. Investments not listed on an exchange or the national
securities market, or securities for which there were no transactions, are
valued at the average of the most recent bid and asked prices. Bid price is
used when no asked price is available.
    (B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Interest
income, adjusted for amortization of premiums and, when appropriate,
discounts on investments, is earned from settlement date and recognized on
the accrual basis. Securities purchased or sold on a when-issued or
delayed-delivery basis may be settled a month or more after the trade date.
    The Series 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 Series.
    (C) DIVIDENDS TO SHAREHOLDERS: It is the policy of the Series 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 Series 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, if any, it is the policy of the Series not to distribute such
gain.
PREMIER STATE MUNICIPAL BOND FUND, OHIO SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    (D) FEDERAL INCOME TAXES: It is the policy of the Series to continue to
qualify as a regulated investment company, which can distribute tax exempt
dividends, by complying with the provisions available to certain investment
companies, as defined in applicable sections of the Internal Revenue Code,
and to make distributions of income and net realized capital gain sufficient
to relieve it from all, or substantially all, Federal income taxes.
NOTE 2--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
    (A) Pursuant to a management agreement ("Agreement") with the Manager,
the management fee is computed at the annual rate of .55 of 1% of the average
daily value of the Series' net assets and is payable monthly. The Agreement
provides for an expense reimbursement from the Manager should the Series'
aggregate expenses, exclusive of taxes, brokerage, interest on borrowings and
extraordinary expenses, exceed the expense limitation of any state having
jurisdiction over the Series for any full fiscal year. However, the Manager
had undertaken from May 1, 1993 through January 19, 1994, to reduce the
management fee paid by the Series, to the extent that the Series' aggregate
expenses (excluding certain expenses as described above) exceeded specified
annual percentages of the Series' average daily net assets. The Manager has
currently undertaken from January 20, 1994 through July 1, 1994, to waive
receipt of the management fee payable to it by the Series in excess of an
annual rate of .50 of 1% of the Series' average daily net assets. The
reduction in management fee, pursuant to the undertakings, amounted to
$386,259 for the year ended April 30, 1994.
    The undertaking may be modified by the Manager from time to time,
provided that the resulting expense reimbursement would not be less than the
amount required pursuant to the Agreement.
    The Distributor retained $72,122 during the year ended April 30, 1994
from commissions earned on sales of the Series' Class A shares.
    The Distributor retained $14,812 during the year ended April 30, 1994
from contingent deferred sales charges imposed upon redemptions of the
Series' Class B shares.
    (B) Under the Distribution Plan ("Class B Distribution Plan") adopted
pursuant to Rule 12b-1 under the Act, the Series pays the Distributor at an
annual rate of .50 of 1% of the value of the Series' Class B shares average
daily net assets, for the costs and expenses in connection with advertising,
marketing and distributing the Series' Class B shares. The Distributor may
make payments to one or more Service Agents (a securities dealer, financial
institution, or other industry professional) based on the value of the
Series' Class B shares owned by clients of the Service Agent. During the year
ended April 30, 1994, $102,349 was charged to the Series pursuant to the
Class B Distribution Plan.
    (C) Under the Shareholder Services Plan, the Series pays the Distributor,
at an annual rate of .25 of 1% of the value of the average daily net assets
of Class A and Class B shares for servicing shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Series and
providing reports and other information, and services related to the
maintenance of shareholder accounts. The Distributor may make payments to
Service Agents in respect of these services. The Distributor determines the
amounts to be paid to Service Agents. For the year ended April 30, 1994,
$772,320 and $51,174 were charged to the Class A and Class B shares,
respectively, pursuant to the Shareholder Services Plan.
PREMIER STATE MUNICIPAL BOND FUND, OHIO SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    (D) Certain officers and trustees of the Fund are "affiliated persons,"
as defined in the Act, of the Manager and/or the Distributor. Each trustee
who is not an "affiliated person" receives from the Fund an annual fee of
$2,500 and an attendance fee of $250 per meeting.
    (E) On December 5, 1993, the Manager entered into an Agreement and Plan
of Merger (the "Merger Agreement") providing for the merger of the Manager
with a subsidiary of Mellon Bank Corporation ("Mellon").
    Following the merger, it is planned that the Manager will be a direct
subsidiary of Mellon Bank, N.A. Closing of this merger is subject to a number
of contingencies, including receipt of certain regulatory approvals and
approvals of the stockholders of the Manager and of Mellon. The merger is
expected to occur in mid-1994, but could occur later.
    As a result of regulatory requirements and the terms of the Merger
Agreement, the Manager will seek various approvals from the Fund's board and
shareholders before completion of the merger. Shareholder approval will be
solicited by a proxy statement.
NOTE 3--SECURITIES TRANSACTIONS:
    Purchases and sales of securities amounted to $112,282,940 and
$86,829,848, respectively, for the year ended April 30, 1994, and consisted
entirely of municipal bonds and short-term municipal investments.
    At April 30, 1994, accumulated net unrealized appreciation on investments
was $13,844,822, consisting of $17,717,390 gross unrealized appreciation and
$3,872,568 gross unrealized depreciation.
    At April 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).
PREMIER STATE MUNICIPAL BOND FUND, OHIO SERIES
REPORT OF ERNST & YOUNG, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
PREMIER STATE MUNICIPAL BOND FUND, OHIO SERIES
    We have audited the accompanying statement of assets and liabilities of
Premier State Municipal Bond Fund, Ohio Series (one of the Series
constituting the Premier State Municipal Bond Fund), including the statement
of investments, as of April 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 April 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 Premier State Municipal Bond Fund, Ohio Series at April 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 And Young Signature Logo)
New York, New York
June 7, 1994

<TABLE>
<CAPTION>
Premier State Municipal Bond Fund, Oregon Series
Statement of Investments                                                             June 30, 1994 (Unaudited)

                                                                                         Principal
Municipal Bonds-100.0%                                                                     Amount       Value
                                                                                         ---------    -------
<S>                                                                                       <C>         <C>
Oregon:

Oregon Elderly and Disabled Housing 6.10%, 8/1/2015..................................     $200,000    $200,834

Oregon Housing and Community Services Department, SFMR 6.875%, 7/1/2028..............      200,000     202,956

Salem-Keitzer School District 6%, 6/1/2014...........................................      200,000     198,154

Umatilla County School District 6%, 7/1/2014.........................................      200,000     197,138
                                                                                                      --------
TOTAL INVESTMENTS (cost $802,235)....................................................                 $799,082
                                                                                                      ========
</TABLE>
<TABLE>

Summary of Abbreviations

SFMR      Single Family Mortgage Revenue

Summary of Combined Ratings


Fitch (a)       or      Moody's       or     Standard & Poor's          Percentage of Value
- ---------               -------             -----------------          -------------------
<S>                       <C>                        <C>                        <C>
   AAA                    Aaa                        AAA                        49.5%
   AA                     Aa                         AA                         50.5
                                                                               ------
                                                                               100.0%
                                                                               ======
</TABLE>
Note to Statement of Investments;

(a) Fitch currently provides creditworthiness information for a limited number
    of investments.


           See notes to financial statements.
<TABLE>
Premier State Municipal Bond Fund, Oregon Series
Statement of Assets and Liabilities                                              June 30, 1994 (Unaudited)
<S>                                                                             <C>          <C>

ASSETS:
   Investments in securities, at value
     (cost $802,235)-see statement...........................................                 $   799,082
   Receivable for shares of Beneficial Interest subscribed...................                      27,206
   Interest receivable.......................................................                      11,092
   Prepaid expenses-Note 1(e)................................................                      27,118
   Due from The Dreyfus Corporation..........................................                       6,502
                                                                                              -----------
                                                                                                  871,000

LIABILITIES:
   Payable for investment securities purchased...............................   $200,767
   Accrued expenses and other liabilities....................................     33,036          233,803
                                                                                --------      -----------
NET ASSETS...................................................................                 $   637,197
                                                                                              ===========

REPRESENTED BY:
   Paid-in capital...........................................................                 $   640,350
   Accumulated net unrealized (depreciation) on investments-Note 3..........                       (3,153)
                                                                                              -----------
NET ASSETS at value..........................................................                 $   637,197
                                                                                              ===========

Shares of Beneficial Interest outstanding:
   Class A Shares
     (unlimited number of $.001 par value shares authorized).................                      29,757
                                                                                              ===========
   Class B Shares
     (unlimited number of $.001 par value shares authorized).................                      20,767
                                                                                              ===========
NET ASSET VALUE per share:
   Class A Shares
     ($375,282 / 29,757 shares)...........................................                         $12.61
                                                                                                   ======
   Class B Shares
     ($261,915 / 20,767 shares)..............................................                      $12.61
                                                                                                   ======


                                 See notes to financial statements.


</TABLE>
<TABLE>
Premier State Municipal Bond Fund, Oregon Series
Statement of Operations
from May 6, 1994 (commencement of operations) to June 30, 1994 (Unaudited)

<S>                                                                      <C>               <C>
INVESTMENT INCOME:
   Interest Income..................................................                       $ 4,137

   Expenses:
     Management fee-Note 2(a).......................................     $   373
     Shareholder servicing costs-Note 2(c)..........................       4,403
     Organization expenses-Note 1(e)................................         907
     Shareholders' reports..........................................         804
     Registration fees..............................................         222
     Distribution fees (Class B shares)-Note 2(b)...................         143
     Custodian fees.................................................          49
     Professional fees..............................................           5
     Miscellaneous..................................................         281
                                                                        --------
                                                                           7,187
     Less_expense reimbursement from Manager due to
       undertaking-Note 2(a).......................................        7,044
                                                                          ------
          Total Expenses............................................                           143
                                                                                           -------
INVESTMENT INCOME-NET..............................................                          3,994
NET UNREALIZED (DEPRECIATION) ON INVESTMENTS........................                        (3,153)
                                                                                           -------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS................                       $   841
                                                                                           =======
</TABLE>


                          See notes to financial statements.
<TABLE>
Premier State Municipal Bond Fund, Oregon Series
Statement of Changes in Net Assets
from May 6, 1994 (commencement of operations) to June 30, 1994 (Unaudited)


<S>                                                                                                          <C>
OPERATIONS:
   Investment income-net.............................................................................        $     3,994
   Net unrealized (depreciation) on investments for the period.......................................             (3,153)
                                                                                                             -----------
       Net Increase In Net Assets Resulting From Operations..........................................                841
                                                                                                             -----------
DIVIDENDS TO SHAREHOLDERS FROM;
   Investment income-net:
     Class A shares..................................................................................             (2,366)
     Class B shares..................................................................................             (1,628)
                                                                                                             -----------
       Total Dividends...............................................................................             (3,994)
                                                                                                             -----------

BENEFICIAL INTEREST TRANSACTIONS:
   Net proceeds from shares sold:
     Class A shares..................................................................................            375,748
     Class B shares..................................................................................            260,729

   Dividends reinvested:
     Class A shares..................................................................................              2,330
     Class B shares..................................................................................              1,543

   Cost of shares redeemed:
     Class A shares..................................................................................             ---
     Class B shares..................................................................................             ---
                                                                                                             -----------
       Increase In Net Assets From Beneficial Interest Transactions..................................            640,350
                                                                                                             -----------
         Total Increase In Net Assets................................................................            637,197

NET ASSETS:
   Beginning of period...............................................................................             ---
                                                                                                             -----------
   End of period.....................................................................................        $   637,197
                                                                                                             ===========
</TABLE>
<TABLE>

                                                                                                      Shares
                                                                                             ---------------------------
                                                                                             Class A             Class B
                                                                                             -------             -------
<S>                                                                                          <C>                  <C>
CAPITAL SHARE TRANSACTIONS:
   Shares sold.....................................................................           29,573              20,645
   Shares issued for dividends reinvested..........................................              184                 122
   Shares redeemed.................................................................             --                 --
                                                                                             -------            --------
        Net Increase In Shares Outstanding.........................................           29,757              20,767
                                                                                            ========            ========
</TABLE>



                                See notes to financial statements.

Premier State Municipal Bond Fund, Oregon Series
Financial Highlights (Unaudited)

 Reference is made to page 19 of the Fund's Prospectus dated September 1, 1994.
                               See notes to financial statements.



Premier State Municipal Bond Fund, Oregon Series

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1-Significant Accounting Policies:

    Premier State Municipal Bond Fund (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a non-diversified open-end
management investment company and operates as a series
company currently offering fifteen series of shares of beneficial interest
including the Oregon Series (the "Series") which commenced operations on May
6, 1994.  Dreyfus Service Corporation ("Distributor")
acts as the distributor of the Fund's shares.  The Distributor is a wholly-
owned subsidiary of The Dreyfus Corporation ("Manager").  As of June 30, 1994,
the Manager held 16,327 shares of Class A and
16,317 shares of Class B respectively.  The Series' fiscal year ends on
April 30.

    The Fund accounts separately for the assets, liabilities and operations
of each series.  Expenses directly attributable to each series are charged to
that series' operations; expenses which are applicable to all series are
allocated among them.

    The Series offers both Class A and Class B shares. Class A shares are
subject to a sales charge imposed at the time of purchase and Class B shares
are subject to a contingent deferred sales charge
imposed at the time of redemption on redemptions made within five years
of purchase. Other differences between the two Classes include the services
offered to and the expenses borne by each Class and certain
voting rights.

    (a) Portfolio valuation: The Series' investments (excluding options and
financial futures on municipal and U.S. treasury securities) are valued each
business day by an independent pricing service
("Service") approved by the Board of Trustees.  Investments for which
quoted bid prices are readily available and are representative of the bid side
of the market in the judgment of the Service are valued
at the mean between the quoted bid prices (as obtained by the Service
from dealers in such securities)
and asked prices (as calculated by the Service based upon its evaluation of
the market for such securities).  Other investments (which constitute a majority
of the portfolio securities) are carried at fair value as determined by the
Service, based on methods which include consideration of: yields or
prices of municipal securities of comparable quality, coupon, maturity and
type; indications as to values from dealers; and general market conditions.
Options and financial futures on municipal and U.S.
treasury securities are valued at the last sales price on the securities
exchange on which such securities are primarily traded or at the last sales
price on the national securities market on each
business day.  Investments not listed on an exchange or the national
securities market, or securities for which there were no transactions, are
valued at the average of the most recent bid and asked
prices.  Bid price is used when no asked price is available.

    (b) Securities transactions and investment income: Securities
transactions are recorded on a trade date basis.  Realized gain and loss from
securities transactions are recorded on the identified cost
basis.  Interest income, adjusted for amortization of premiums and, when
appropriate, discounts on investments, is earned from settlement date and
recognized on the accrual basis.  Securities purchased
or sold on a when-issued or delayed-delivery basis may be settled a month
or more after the trade date.

    The Series 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 Series.

    (c) Dividends to shareholders: It is the policy of the Series to declare
dividends daily from investment income-net.  Such dividends are paid monthly.
Dividends from net realized capital gain ,if
any, are normally declared and paid annually, but the Series 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, if any, it is
the policy of the Series not to distribute such gain.

    (d) Federal income taxes: It is the policy of the Series 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 taxes.


    (e) Organization expenses paid by the Fund are included in prepaid
expenses and are being amortized to operations from May 5, 1994, the date
operations commenced, over the period during which it is
expected that a benefit will be realized, not to exceed five years. At June
30, 1994, the unamortized balance of such expenses amounted to $26,293. In the
event that any of the Initial Shares are redeemed
during the amortization period, the redemption proceeds will be reduced
by any unamortized organization expenses in the same proportion as the number of
such shares being redeemed bears to the number of such
shares outstanding at the time of such redemption.

NOTE 2-Management Fee and Other Transactions With Affiliates:

    (a) Pursuant to a management agreement ("Agreement") with the
Manager, the management fee is computed at the annual rate of .55 of 1% of the
average daily value of the Series' net assets and is
payable monthly.  The Agreement provides for an expense reimbursement
from the Manager should the Series' aggregate expenses, exclusive of taxes,
brokerage, interest on borrowings and extraordinary
expenses, exceed the expense limitation of any state having jurisdiction
over the Series for any full fiscal year.  However, the Manager has undertaken
from May 6, 1994 through October 1, 1994 or until such
time as the net assets of the Series exceed $25 million, regardless of
whether they remain at that level, to reimburse all fees and expenses of the
Series (excluding 12b-1 distribution plan fees and
certain expenses as described above).  The expense reimbursement,
pursuant to the undertaking, amounted to $7,044 for the period ended June 30,
1994.

    The undertaking may be modified by the Manager from time to time,
provided that the resulting expense reimbursement would not be less than the
amount required pursuant to the Agreement.

    The Distributor retained $446 during the period ended June 30, 1994
from commissions earned on sales of the Series' Class A shares.

    No amounts were retained by the Distributor during the period ended
June 30, 1994 from contingent deferred sales charges imposed upon redemptions of
the Series' Class B shares.

    (b) Under the Distribution Plan ("Class B Distribution Plan") adopted
pursuant to Rule 12b-1 under the Act, the Series pays the Distributor at an
annual rate of .50 of 1% of the value of the Series'
Class B shares average daily net assets, for the costs and expenses in
connection with advertising, marketing and distributing the Series' Class B
shares. The Distributor may make payments to one or more
Service Agents (a securities dealer, financial institution, or other
industry professional) based on the value of the Series' Class B shares owned by
clients of the Service Agent.  During the period ended June
30, 1994, $143 was charged to the Series pursuant to the Class B
Distribution Plan.

    (c) Under the Shareholder Services Plan, the Series pays the
Distributor, at an annual rate of .25 of 1% of the value of the average daily
net assets of Class A and Class B shares for servicing
shareholder accounts. The services provided may include personal services
relating to shareholder accounts, such as answering shareholder inquiries
regarding the Series and providing reports and other
information, and services related to the maintenance of shareholder
accounts. The Distributor may make payments to Service Agents in respect of
these services. The Distributor determines the amounts to be
paid to Service Agents. For the period ended June 30, 1994, $98 and $71
were charged to the Class A and Class B shares, respectively, pursuant to the
Shareholder Services Plan.


    (d) Certain officers and trustees of the Fund are "affiliated persons,"
as defined in the Act, of the Manager and/or the Distributor.  Each trustee who
is not an "affiliated person" receives from the
Fund an annual fee of $2,500 and an attendance fee of $250 per meeting.

    (e) On December 5, 1993, the Manager entered into an Agreement and
Plan of Merger (the "Merger Agreement") providing for the merger of the Manager
with a subsidiary of Mellon Bank Corporation("Mellon").

    Following the merger, it is planned that the Manager will be a direct
subsidiary of Mellon Bank, N.A.  Closing of this merger is subject to a number
of contingencies, including receipt of certain regulatory approvals and
approvals of the stockholders of the Manager and of Mellon.  The merger is
expected to occur in August 1994, but could occur later.

    As a result of regulatory requirements and the terms of the Merger
Agreement, the Manager will seek various approvals from the Fund's shareholders
before completion of the merger.  Proxy materials, approved by the Fund's Board,
recently have been mailed to Fund shareholders.

NOTE 3-Securities Transactions:

    Purchases and sales of securities amounted to $1,002,246 and
$200,000, respectively, for the period ended June 30, 1994, and consisted
entirely of municipal bonds and short-term municipal investments.

    At June 30, 1994, accumulated net unrealized depreciation on
investments was $3,153, consisting of $1,834 gross unrealized appreciation and
$4,987 gross unrealized depreciation.

    At June 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).








<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, PENNSYLVANIA SERIES
STATEMENT OF INVESTMENTS                                                                          APRIL 30, 1994
                                                                                          PRINCIPAL
MUNICIPAL BONDS--94.4%                                                                      AMOUNT           VALUE
                                                                                        --------------    --------------
<S>                                                                                       <C>               <C>
PENNSYLVANIA--88.5%
Allegheny County, Airport Revenue, Refunding
    (Pittsburgh International Airport):
      5.60%, 1/1/2007 (Insured; MBIA).......................................              $  2,430,000      $  2,399,431
      5.75%, 1/1/2008 (Insured; FSA)........................................                 2,005,000         1,991,687
Allegheny County Hospital Development Authority, Revenue, Refunding
    (Health Center Presbyterian Hospital) 6%, 11/1/2023 (Insured; MBIA).....                 1,000,000           962,600
    7.60%, 10/1/2020 (a,b)..................................................                 3,000,000         2,445,000
Allegheny County Industrial Development Authority, Revenue:
    Commercial Development, Refunding
      (Kaufmann Medical Office Building) 6.80%, 3/1/2015 (Insured; FHA).....                 3,500,000         3,689,455
    Specialized Enterprise
      (Baldwin Health Center) 8.35%, 2/1/2016 (Insured; FHA)................                 4,720,000         5,148,434
Allegheny County Residential Finance Authority, SFMR:
    8.25%, 12/1/2019........................................................                   175,000           183,362
    7.40%, 12/1/2022........................................................                 1,945,000         2,020,310
    7.95%, 6/1/2023.........................................................                 1,375,000         1,434,702
Allentown, Refunding 5.65%, 7/15/2010 (Insured; AMBAC)......................                 1,525,000         1,474,599
Beaver County Industrial Development Authority, PCR, Refunding
    (Ohio Edison Project) 7.75%, 9/1/2024...................................                 3,150,000         3,270,613
    (Pennsylvania Power Company Mansfield Project) 7.15%, 9/1/2021..........                 3,000,000         3,054,210
Berks County Municipal Authority:
    Revenue (Phoebe Berks Village Inc. Project) 8.25%, 5/15/2022............                 2,445,000         2,503,680
    HR (Reading Hospital Medical Center Project) 5.50%, 10/1/2008 (Insured; MBIA)            3,500,000         3,398,150
Blair County Hospital Authority, Revenue (Altoona Hospital)
    8.46%, 7/1/2013 (Insured; AMBAC) (a)....................................                 5,000,000         5,124,850
Butler County Hospital Authority, Revenue, Refunding;
    Health Center (Saint Francis Health Care Project) 6%, 5/1/2008..........                 1,860,000         1,781,899
    Hospital (Butler Memorial Hospital) 8%, 7/1/2016........................                 2,000,000         2,156,580
Cambria County Hospital Development Authority, HR, Refunding
    (Conemaugh Valley Hospital) 6.375% 7/1/2018.............................                 3,100,000         3,045,068
Cambria County Industrial Development Authority, RRR
    (Cambria Cogen Project):
      7.75%, 9/1/2019, Series F-1 (LOC; Fuji Bank) (c)......................                 1,750,000         1,843,590
      7.75%, 9/1/2019, Series F-2 (LOC; Fuji Bank) (c)......................                 2,750,000         2,897,070
Chester County 5.65%, 12/15/2011............................................                 3,500,000         3,338,300
Delaware County, Refunding 6%, 11/15/2022...................................                 1,770,000         1,720,511
Delaware County Authority, Revenue (Elwyn Inc. Project) 8.35%, 6/1/2015.....                 4,300,000         4,744,878
Delaware County Industrial Development Authority, PCR
    (Philadelphia Electricity Co. Project) 7.375%, 4/1/2021.................                 2,000,000         2,086,880
Doylestown Hospital Authority, HR, Refunding
    5.20%, 7/1/2008 (Insured; AMBAC)........................................                 2,255,000         2,112,845

PREMIER STATE MUNICIPAL BOND FUND, PENNSYLVANIA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                        APRIL 30, 1994
                                                                                          PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                 AMOUNT           VALUE
                                                                                        --------------    --------------
PENNSYLVANIA (CONTINUED)
Erie Higher Educational Building Authority, College Revenue
    (Mercyhurst College Project) 7.85%, 9/15/2019...........................              $  1,000,000      $  1,127,820
Greene County General Facilities Authority, LR 7%, 7/1/2011.................                 3,000,000         3,289,080
Huntingdon 7.50%, 12/1/2017.................................................                   750,000           816,555
Lancaster County Hospital Authority, Revenue
    (Health Center - United Church Homes Project) 9.125%, 10/1/2014.........                 1,500,000         1,657,395
Lancaster County Solid Waste Management Authority,
    Resource Recovery System Revenue 8.50%, 12/15/2010......................                 1,145,000         1,266,107
Langhorne Manor Borough Higher Educational and Health Authority, HR:
    (Lower Bucks Hospital) 7%, 7/1/2005.....................................                 2,375,000         2,412,240
    (Woods Schools) 8.75%, 11/15/2014.......................................                 1,000,000         1,191,580
Lehigh County General Purpose Authority, Revenue (Wiley House):
    8.75%, 11/1/2014 (LOC; Northeastern Bank of Pennsylvania) (c)...........                 3,785,000         3,785,000
    9.50%, 11/1/2016........................................................                 2,000,000         2,056,980
Luzerne County Industrial Development Authority, Exempt Facilities Revenue,
Refunding
    (Pennsylvania Gas and Water Company Project);
      7.20%, 10/1/2017......................................................                 4,500,000         4,548,060
      7.125%, 12/1/2022.....................................................                 4,000,000         3,991,800
Lycoming County Authority, Hospital Lease Revenue (Divine Providence Sisters)
    7.75%, 7/1/2016.........................................................                 2,000,000         2,162,540
Montgomery County Higher Educational and Health Authority, Revenue:
    First Mortgage (Montgomery Income Project) 10.50%, 9/1/2020.............                 3,000,000         3,220,800
    (Northwestern Corporation) 8.375%, 6/1/2009.............................                 2,685,000         2,840,891
Montgomery County Industrial Development Authority,
    PCR, Refunding (Philadelphia Electricity Company) 7.60%, 4/1/2021.......                 3,250,000         3,380,130
    RRR 7.50%, 1/1/2012 (LOC; Banque Paribas) (c)...........................                 5,000,000         5,266,700
Northampton County Industrial Development Authority, Revenue, Refunding
    (Moravian Hall Square Project) 7.45%, 6/1/2014 (LOC; Meridian Bank) (c).                 1,800,000         1,894,698
Northeastern Hospital Authority, HR:
    (Nesbitt Memorial Hospital) 7.50%, 7/1/2007.............................                 1,250,000         1,334,637
    (Wilkes - Barre General Hospital) 7.65%, 7/1/2010.......................                   965,000         1,039,614
Pennsylvania 5.25%, 6/15/2012...............................................                 5,000,000         4,532,200
Pennsylvania Convention Center Authority, Revenue 6.70%, 9/1/2016 (Insured; FGIC)            4,000,000         4,285,120
Pennsylvania Economic Development Financing Authority, RRR
    (Northampton Generating Project):
      6.40%, 1/1/2009.......................................................                 2,500,000         2,371,600
      6.50%, 1/1/2013.......................................................                 3,500,000         3,280,795
Pennsylvania Finance Authority, Revenue, Refunding
    (Municipal Capital Improvements Program) 6.60%, 11/1/2009...............                 5,000,000         5,011,400
Pennsylvania Higher Education Assistance Agency, Student Loan Revenue:
    7.05%, 10/1/2016 (Insured; AMBAC).......................................                 2,500,000         2,599,125
    7.15%, 9/1/2021.........................................................                 3,030,000         3,187,530

PREMIER STATE MUNICIPAL BOND FUND, PENNSYLVANIA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                          APRIL 30, 1994
                                                                                          PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                 AMOUNT           VALUE
                                                                                        --------------    --------------
PENNSYLVANIA (CONTINUED)
Pennsylvania Higher Educational Facilities Authority, Revenue:
    Refunding (Drexel University) 6.375%, 5/1/2017..........................            $    2,300,000    $    2,221,570
    (Thomas Jefferson University):
      7.30%, 7/1/2015.......................................................                 1,500,000         1,670,610
      6%, 7/1/2019..........................................................                 3,555,000         3,442,626
Pennsylvania Housing Finance Agency:
      8.769%, 4/1/2025 (a)..................................................                 3,000,000         2,643,750
    Multi-Family Development
      8.25%, 12/15/2019.....................................................                   997,000         1,016,761
    Single Family Mortgage:
      6.90%, 4/1/2017.......................................................                 2,250,000         2,311,582
      8.125%, 10/1/2019.....................................................                   450,000           479,165
      7.875%, 10/1/2020.....................................................                 1,435,000         1,535,636
      8.15%, 10/1/2021......................................................                 1,475,000         1,593,103
      7.65%, 10/1/2023......................................................                 4,780,000         4,993,284
      7%, 4/1/2024..........................................................                 2,000,000         2,060,340
      8.15%, 4/1/2024.......................................................                 1,470,000         1,563,933
Pennsylvania Industrial Development Authority, Economic Development Revenue:
    5.80%, 7/1/2009 (Insured; AMBAC)........................................                 4,750,000         4,651,105
    7%, 1/1/2011............................................................                 4,000,000         4,453,360
Pennsylvania Infrastructure Investment Authority, Revenue
    (Pennvest Pool Loan Program) 6.80%, 9/1/2010............................                 2,500,000         2,620,575
Pennsylvania University, Refunding:
    5.60%, 8/15/2008........................................................                 5,000,000         4,832,550
    7%, 7/1/2016............................................................                 3,000,000         3,350,220
    5.50%, 8/15/2016........................................................                 2,000,000         1,813,960
Philadelphia, Revenue:
    Gas Works:
      6.375%, 7/1/2014......................................................                 4,345,000         4,294,294
      7.70%, 6/15/2021......................................................                 2,000,000         2,309,220
    Water and Sewer:
      7.10%, 4/1/2000.......................................................                 2,000,000         2,081,500
      7.35%, 9/1/2004.......................................................                 2,615,000         2,921,870
    Water and Wastewater:
      5.625%, 6/15/2008.....................................................                 5,000,000         4,704,300
      5.25%, 6/15/2023 (Insured; MBIA)......................................                 7,405,000         6,372,891
Philadelphia Hospital and Higher Education Facilities Authority:
    HR:
      (Albert Einstein Medical Center) 7%, 10/1/2021........................                 1,500,000         1,548,915
      Refunding (Children's Hospital Philadelphia), 5%, 2/15/2021...........                 3,805,000         3,159,938
      (Children's Seashore House) 7%, 8/15/2022.............................                 2,355,000         2,352,410
      (Graduate Health System Obligation) 7.25%, 7/1/2018...................                 3,250,000         3,288,773
    Revenue:
      (Northwestern Corporation) 8.375%, 6/1/2009...........................                 1,885,000         1,990,937
      Refunding (Philadelphia MR Project) 5.875%, 8/1/2007..................                 4,620,000         4,372,368

PREMIER STATE MUNICIPAL BOND FUND, PENNSYLVANIA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                        APRIL 30, 1994
                                                                                          PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                 AMOUNT           VALUE
                                                                                        --------------    --------------
PENNSYLVANIA (CONTINUED)
Philadelphia Industrial Development Authority, IDR, Refunding
    (Ashland Oil Inc. Project) 5.70%, 6/1/2005..............................              $  2,500,000      $  2,452,400
Philadelphia Municipal Authority, Revenue:
    Justice Lease 7.10%, 11/15/2011 (Insured; FGIC).........................                 1,500,000         1,688,265
    Lease, Refunding 5.60%, 11/15/2009 (Insured; FGIC)......................                 2,100,000         2,032,233
    Refunding 6%, 7/15/2003.................................................                 2,000,000         1,937,980
Pittsburgh School District, Refunding 5.50%, 9/1/2013 (Insured; FGIC).......                 3,000,000         2,780,910
Pittsburgh Urban Redevelopment Authority:
    Mortgage Revenue 7.05%, 4/1/2023........................................                 2,750,000         2,823,947
    Single Family Mortgage:
      7.625%, 12/1/2021.....................................................                   610,000           633,369
      7.40%, 4/1/2024.......................................................                 1,200,000         1,227,360
Ridley Park Hospital Authority, Revenue (Taylor Hospital) 8.625%, 12/1/2020.                 3,185,000         3,832,160
Schuylkill County Industrial Development Authority, Refunding
    RRR (Schuylkill Energy Resources Inc.) 6.50%, 1/1/2010..................                 4,000,000         3,820,600
    First Mortgage Revenue (Valley Health Concerns) 8.75%, 3/1/2012.........                 1,000,000         1,061,790
Scranton - Lackawanna Health and Welfare Authority, Revenue
    (University of Scranton Project):
      7.25%, 6/15/2005......................................................                 1,310,000         1,467,423
      7.50%, 6/15/2006......................................................                 3,400,000         3,856,484
Sewickley Valley Hospital Authority, Revenue
    (Allegheny County-Sewickley Valley Hospital Project):
      7.50%, 10/1/2014......................................................                   850,000           938,434
      7.375%, 10/1/2016.....................................................                 1,500,000         1,647,390
Washington County Industrial Development Authority, Revenue, Refunding
    (Presbyterian Medical Center) 6.75%, 1/15/2023 (Insured; FHA)...........                 2,000,000         2,044,080
West Donegal Township Authority, Sewer Revenue 8.15%, 11/15/2017............                   450,000           500,440
York County Hospital Authority, Revenue
    (Health Center - Village at Sprenkle Drive) 7.75%, 4/1/2022.............                 1,205,000         1,287,447
U.S. RELATED--5.9%
Guam Airport Authority, Revenue 6.70%, 10/1/2023............................                 4,500,000         4,552,920
Guam Government 5.375%, 11/15/2013..........................................                 4,000,000         3,499,800
Puerto Rico Highway and Transportation Authority,
    Highway Revenue 7.379%, 7/1/2006 (a)....................................                 5,000,000         4,481,250
Puerto Rico Public Buildings Authority, Guaranteed Public Education and
Health
    Facilities, Refunding 5.70%, 7/1/2009...................................                 5,000,000         4,808,900
                                                                                                            ------------
TOTAL MUNICIPAL BONDS (cost $272,286,582)...................................                                $277,406,229
                                                                                                            ============

PREMIER STATE MUNICIPAL BOND FUND, PENNSYLVANIA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                        APRIL 30, 1994
                                                                                           PRINCIPAL
SHORT-TERM MUNICIPAL INVESTMENTS--5.6%                                                      AMOUNT           VALUE
                                                                                        --------------    --------------
PENNSYLVANIA:
Allegheny County, VRDN 3.20% (d)............................................              $  1,300,000      $  1,300,000
Allegheny County Higher Education Building Authority, VRDN
    (University of Pittsburgh Project) 3.25% (LOC; Fuji Bank) (c,d).........                 3,020,000         3,020,000
Allegheny County Hospital Development Authority, Revenue, VRDN (Health Center
Presbyterian):
    3.20%, Series B (d).....................................................                 1,000,000         1,000,000
    3.20%, Series C (d).....................................................                   500,000           500,000
    3.20%, Series D (d).....................................................                   300,000           300,000
Bucks County Industrial Development Authority, VRDN
    (Oxford Falls Plaza Project)
    3.70% (d)...............................................................                   600,000           600,000
Pennsylvania Higher Educational Assistance Agency, Student Loan Revenue, VRDN
    3.30% (LOC: Union Bank of Switzerland) (c,d)............................                 1,500,000         1,500,000
Quakertown Hospital Authority, HR, VRDN (HPS Group Pooled Financing)
    3.45% (LOC; First National Bank of Chicago) (c,d).......................                 2,000,000         2,000,000
Schuylkill Industrial Development Authority, RRR, VRDN
    (Northeastern Power Co. Project):
      2.70% (LOC; Sumitomo Bank) (c,d)......................................                 4,000,000         4,000,000
      3% (LOC; Sumitomo Bank) (c,d).........................................                 2,100,000         2,100,000
                                                                                                          --------------
TOTAL SHORT-TERM MUNICIPAL INVESTMENTS (cost $16,320,000)...................                               $  16,320,000
                                                                                                           =============
TOTAL INVESTMENTS--100% (cost $288,606,582).................................                                $293,726,229
                                                                                                           =============
</TABLE>
<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, PENNSYLVANIA SERIES

SUMMARY OF ABBREVIATIONS
<S>           <C>                                                <S>     <C>
AMBAC         American Municipal Bond Assurance Corporation      LOC     Letter of Credit
FGIC          Financial Guaranty Insurance Corporation           MBIA    Municipal Bond Insurance Association
FHA           Federal Housing Administration                     PCR     Pollution Control Revenue
FSA           Financial Security Assurance                       RRR     Resources Recovery Revenue
HR            Hospital Revenue                                   SFMR    Single Family Mortgage Revenue
IDR           Industrial Development Revenue                     VRDN    Variable Rate Demand Notes
LR            Lease Revenue
</TABLE>
<TABLE>
<CAPTION>
SUMMARY OF COMBINED RATINGS (UNAUDITED)
FITCH (E)              OR          MOODY'S             OR         STANDARD & POOR'S          PERCENTAGE OF VALUE
- ---------                          ---------                      --------------------    -----------------------
<S>                                <C>                            <C>                               <C>
AAA                                Aaa                            AAA                               22.4%
AA                                 Aa                             AA                                16.8
A                                  A                              A                                 18.4
BBB                                Baa                            BBB                               23.5
BB                                 Ba                             BB                                  .7
F1                                 MIG1/P1                        SP1/A1                             5.5
Not Rated                          Not Rated                      Not Rated                         12.7
                                                                                                   -----
                                                                                                   100.0%
                                                                                                  =======
</TABLE>
NOTES TO STATEMENT OF INVESTMENTS:
    (a)  Residual interest security - the interest rate is subject to change
    periodically.
    (b)  Security exempt from registration under rule 144A of the Securities
    Act of 1933. This security may be resold in transactions exempt from
    registration, normally to qualified institutional buyers. At April 30,
    1994 this security amounted to $2,445,000 or .83% of net assets.
    (c)  Secured by letters of credit.
    (d)  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.
    (e)  Fitch currently provides creditworthiness information for a limited
    amount of investments.
    (f)  At April 30, 1994, the Series had $78,512,996 (26.64% of net assets)
    invested in securities whose payment of principal and interest is
    dependent upon revenue generated from health care projects.

                                        See notes to financial statements.
<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, PENNSYLVANIA SERIES
STATEMENT OF ASSETS AND LIABILITIES                                                             APRIL 30, 1994
ASSETS:
    <S>                                                                                    <C>            <C>
    Investments in securities, at value
      (cost $288,606,582)-see statement.....................................                              $293,726,229
    Cash....................................................................                                    30,528
    Interest receivable.....................................................                                 5,398,650
    Receivable for shares of Beneficial Interest subscribed.................                                   966,056
    Prepaid expenses........................................................                                    35,356
                                                                                                        --------------
                                                                                                           300,156,819
LIABILITIES:
    Due to The Dreyfus Corporation..........................................               $   202,578
    Payable for investment securities purchased.............................                 4,741,223
    Payable for shares of Beneficial Interest redeemed......................                   499,106
    Accrued expenses and other liabilities..................................                    37,524       5,480,431
                                                                                          ------------    --------------
NET ASSETS  ................................................................                              $294,676,388
                                                                                                          ============
REPRESENTED BY:
    Paid-in capital.........................................................                              $290,283,897
    Accumulated net realized capital losses and distributions in excess of
net realized
      gain on investments-Note 1(c).........................................                                 (727,156)
    Accumulated net unrealized appreciation on investments-Note 3...........                                 5,119,647
                                                                                                        --------------
NET ASSETS at value.........................................................                              $294,676,388
                                                                                                          ============
Shares of Beneficial Interest outstanding:
    Class A Shares
      (unlimited number of $.001 par value shares authorized)...............                                14,713,865
                                                                                                          ============
    Class B Shares
      (unlimited number of $.001 par value shares authorized)...............                                 3,689,051
                                                                                                          ============
NET ASSET VALUE per share:
    Class A Shares
      ($235,619,222 / 14,713,865 shares)....................................                                    $16.01
                                                                                                               =======
    Class B Shares
      ($59,057,166 / 3,689,051 shares)......................................                                    $16.01
                                                                                                               =======


                                       See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, PENNSYLVANIA SERIES
STATEMENT OF OPERATIONS                             YEAR ENDED APRIL 30, 1994
INVESTMENT INCOME:
    INTEREST INCOME.........................................................                               $17,988,165
    EXPENSES:
      Management fee--Note 2(a).............................................              $  1,544,000
      Shareholder servicing costs-Note 2(c).................................                   900,438
      Distribution fees (Class B shares)-Note 2(b)..........................                   202,835
      Professional fees.....................................................                    51,430
      Prospectus and shareholders' reports..................................                    37,985
      Custodian fees........................................................                    29,632
      Registration fees.....................................................                    23,632
      Trustees' fees and expenses-Note 2(d).................................                     2,256
      Miscellaneous.........................................................                    22,444
                                                                                         -------------
                                                                                             2,814,652
      Less-reduction in management fee due to
          undertakings-Note 2(a)............................................                   317,330
                                                                                         -------------
            TOTAL EXPENSES..................................................                                  2,497,322
                                                                                                          -------------
            INVESTMENT INCOME--NET..........................................                                 15,490,843
REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS:
    Net realized (loss) on investments--Note 3..............................            $    (638,867)
    Net unrealized (depreciation) on investments............................              (11,269,771)
                                                                                         -------------
            NET REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS...............                               (11,908,638)
                                                                                                          -------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS........................                               $  3,582,205
                                                                                                           ============




                                       See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, PENNSYLVANIA SERIES
STATEMENT OF CHANGES IN NET ASSETS
                                                                                              YEAR ENDED APRIL 30,
                                                                                        --------------------------------
                                                                                             1993             1994
                                                                                        --------------    --------------
OPERATIONS:
    Investment income--net..................................................              $ 11,847,846     $ 15,490,843
    Net realized gain (loss) on investments.................................                   595,471        (638,867)
    Net unrealized appreciation (depreciation) on investments for the year..                10,916,698     (11,269,771)
                                                                                       --------------    --------------
          NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS..............                23,360,015        3,582,205
                                                                                       --------------    --------------
DIVIDENDS TO SHAREHOLDERS FROM:
    Investment income--net:
      Class A shares........................................................               (11,767,382)    (13,483,408)
      Class B shares........................................................                   (80,464)     (2,007,435)
    Net realized gain on investments:
      Class A shares........................................................                (1,308,117)      (420,030)
      Class B shares........................................................                   --             (79,933)
    Excess net realized gain on investments:
      Class A shares........................................................                   --             (74,174)
      Class B shares........................................................                   --             (14,115)
                                                                                        --------------    --------------
          TOTAL DIVIDENDS...................................................               (13,155,963)   (16,079,095)
                                                                                        --------------    --------------
BENEFICIAL INTEREST TRANSACTIONS:
    Net proceeds from shares sold:
      Class A shares........................................................                61,710,489     41,975,312
      Class B shares........................................................                14,569,844     47,612,555
    Dividends reinvested:
      Class A shares........................................................                 6,496,038      7,051,281
      Class B shares........................................................                    47,658      1,277,978
    Cost of shares redeemed:
      Class A shares........................................................               (15,870,806)   (24,912,768)
      Class B shares........................................................                   (42,861)    (1,382,027)
                                                                                        --------------    --------------
          INCREASE IN NET ASSETS FROM BENEFICIAL INTEREST TRANSACTIONS......                66,910,362     71,622,331
                                                                                        --------------    --------------
            TOTAL INCREASE IN NET ASSETS....................................                77,114,414     59,125,441
NET ASSETS:
    Beginning of year.......................................................               158,436,533    235,550,947
                                                                                        --------------    --------------
    End of year.............................................................              $235,550,947   $294,676,388
                                                                                          ===========     =============
</TABLE>
<TABLE>
<CAPTION>
                                                                                       SHARES
                                                      -------------------------------------------------------------------
                                                                  CLASS A                               CLASS B
                                                      ---------------------------------     -----------------------------
                                                            YEAR ENDED APRIL 30,                YEAR ENDED APRIL 30,
                                                      ---------------------------------     -----------------------------
                                                               1993             1994           1993*             1994
                                                             --------         --------       --------         ---------
<S>                                                         <C>            <C>                <C>            <C>
CAPITAL SHARE TRANSACTIONS:
    Shares sold............................                 3,810,707      2,482,244          880,939        2,815,030
    Shares issued for dividends reinvested.                   401,112        418,362            2,877           76,056
    Shares redeemed........................                  (980,220)    (1,489,929)          (2,609)         (83,242)
                                                             --------       --------          --------         ---------
      NET INCREASE IN SHARES OUTSTANDING...                 3,231,599      1,410,677          881,207        2,807,844
                                                            =========      ==========        =========        =========

- ---------------
* From January 15, 1993 (commencement of initial offering) through April 30,
1993.


                                       See notes to financial statements.
</TABLE>
PREMIER STATE MUNICIPAL BOND FUND, PENNSYLVANIA SERIES
FINANCIAL HIGHLIGHTS
  Reference is made to page 20 of the Fund's Prospectus dated September 1, 1994.
                                    See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, PENNSYLVANIA SERIES
NOTES TO FINANCAL STATEMENTS
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:
    Premier State Municipal Bond Fund (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a non-diversified open-end
management investment company and operates as a series company currently
offering fifteen series including the Pennsylvania Series (the "Series").
Dreyfus Service Corporation ("Distributor") acts as the distributor of the
Fund's shares. The Distributor is a wholly-owned subsidiary of The Dreyfus
Corporation ("Manager").
    The Fund accounts separately for the assets, liabilities and operations
of each series. Expenses directly attributable to each series are charged to
that series' operations; expenses which are applicable to all series are
allocated among them.
    The Series offers both Class A and Class B shares. Class A shares are
subject to a sales charge imposed at the time of purchase and Class B shares
are subject to a contingent deferred sales charge imposed at the time of
redemption on redemptions made within five years of purchase. Other
differences between the two Classes include the services offered to and the
expenses borne by each Class and certain voting rights.
    (A) PORTFOLIO VALUATION: The Series' investments (excluding options and
financial futures on municipal and U.S. treasury securities) are valued each
business day by an independent pricing service ("Service") approved by the
Board of Trustees. Investments for which quoted bid prices in the judgment of
the Service are readily available and are representative of the bid side of
the market are valued at the mean between the quoted bid prices (as obtained
by the Service from dealers in such securities) and asked prices (as
calculated by the Service based upon its evaluation of the market for such
securities). Other investments (which constitute a majority of the portfolio
securities) are carried at fair value as determined by the Service, based on
methods which include consideration of: yields or prices of municipal
securities of comparable quality, coupon, maturity and type; indications as
to values from dealers; and general market conditions. Options and financial
futures on municipal and U.S. treasury securities are valued at the last
sales price on the securities exchange on which such securities are primarily
traded or at the last sales price on the national securities market on each
business day. Investments not listed on an exchange or the national
securities market, or securities for which there were no transactions, are
valued at the average of the most recent bid and asked prices. Bid price is
used when no asked price is available.
    (B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Interest
income, adjusted for amortization of premiums and, when appropriate,
discounts on investments, is earned from settlement date and recognized on
the accrual basis. Securities purchased or sold on a when-issued or
delayed-delivery basis may be settled a month or more after the trade date.
    The Series 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 Series.
    (C) DIVIDENDS TO SHAREHOLDERS: It is the policy of the Series 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 Series 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, if any, it is the policy of the Series not to distribute such
gain.

PREMIER STATE MUNICIPAL BOND FUND, PENNSYLVANIA SERIES
NOTES TO FINANCAL STATEMENTS (CONTINUED)
    Dividends in excess of net realized gains on investment for financial
statement purposes result primarily from losses from security transactions
during the year ended April 30, 1994 which are treated for Federal income tax
purposes as arising in Fiscal 1995.
    (D) FEDERAL INCOME TAXES: It is the policy of the Series to continue to
qualify as a regulated investment company, which can distribute tax exempt
dividends, by complying with the provisions available to certain investment
companies, as defined in applicable sections of the Internal Revenue Code,
and to make distributions of income and net realized capital gain sufficient
to relieve it from all, or substantially all, Federal income taxes.
NOTE 2--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
    (A) Pursuant to a management agreement ("Agreement") with the Manager,
the management fee is computed at the annual rate of .55 of 1% of the average
daily value of the Series' net assets and is payable monthly. The Agreement
provides for an expense reimbursement from the Manager should the Series'
aggregate expenses, exclusive of taxes, brokerage, interest on borrowings and
extraordinary expenses, exceed the expense limitation of any state having
jurisdiction over the Series for any full fiscal year. However, the Manager
had undertaken from May 1, 1993 through January 18, 1994 to reduce the
management fee paid by the Series, to the extent that the Series' aggregate
expenses (excluding certain expenses as described above) exceeded specified
annual percentages of the Series' average daily net assets. The Manager has
currently undertaken from January 19, 1994 through July 1, 1994, to waive
receipt of the management fee payable to it by the Series in excess of an
annual rate of .50 of 1% of the Series' average daily net assets. The
reduction in management fee, pursuant to the undertakings, amounted to
$317,330 for the year ended April 30, 1994.
    The undertaking may be modified by the Manager from time to time,
provided that the resulting expense reimbursement would not be less than the
amount required pursuant to the Agreement.
    The Distributor retained $97,917 during the year ended April 30, 1994
from commissions earned on sales of the Series' Class A shares.
    The Distributor retained $26,878 during the year ended April 30, 1994
from contingent deferred sales charges imposed upon redemptions of the
Series' Class B shares.
    (B) Under the Distribution Plan ("Class B Distribution Plan") adopted
pursuant to Rule 12b-1 under the Act, the Series pays the Distributor at an
annual rate of .50 of 1% of the value of the Series' Class B shares average
daily net assets, for the costs and expenses in connection with advertising,
marketing and distributing the Series' Class B shares. The Distributor may
make payments to one or more Service Agents (a securities dealer, financial
institution, or other industry professional) based on the value of the
Series' Class B shares owned by clients of the Service Agent. During the year
ended April 30, 1994, $202,835 was charged to the Series pursuant to the
Class B Distribution Plan.
    (C) Under the Shareholder Services Plan, the Series pays the Distributor,
at an annual rate of .25 of 1% of the value of the average daily net assets
of Class A and Class B shares for servicing shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Series and
providing reports and other information, and

PREMIER STATE MUNICIPAL BOND FUND, PENNSYLVANIA SERIES
NOTES TO FINANCAL STATEMENTS (CONTINUED)
services related to the maintenance of shareholder accounts. The Distributor
may make payments to Service Agents in respect of these services. The
Distributor determines the amounts to be paid to Service Agents. For the year
ended April 30, 1994, $600,400 and $101,418 were charged to the Class A and
Class B shares, respectively, pursuant to the Shareholder Services Plan.
    (D) Certain officers and trustees of the Fund are "affiliated persons,"
as defined in the Act, of the Manager and/or the Distributor. Each trustee
who is not an "affiliated person" receives from the Fund an annual fee of
$2,500 and an attendance fee of $250 per meeting.
    (E) On December 5, 1993, the Manager entered into an Agreement and Plan
of Merger (the "Merger Agreement") providing for the merger of the Manager
with a subsidiary of Mellon Bank Corporation ("Mellon").
     Following the merger, it is planned that the Manager will be a direct
subsidiary of Mellon Bank, N.A. Closing of this merger is subject to a number
of contingencies, including receipt of certain regulatory approvals and
approvals of the stockholders of the Manager and of Mellon. The merger is
expected to occur in mid-1994, but could occur later.
     As a result of regulatory requirements and the terms of the Merger
Agreement, the Manager will seek various approvals from the Fund's board and
shareholders before completion of the merger. Shareholder approval will be
solicited by a proxy statement.
NOTE 3--SECURITIES TRANSACTIONS:
    Purchases and sales of securities amounted to $151,124,900 and
$79,857,866, respectively, for the year ended April 30, 1994, and consisted
entirely of municipal bonds and short-term municipal investments.
    At April 30, 1994, accumulated net unrealized appreciation on investments
was $5,119,647, consisting of $10,855,716 gross unrealized appreciation and
$5,736,069 gross unrealized depreciation.
    At April 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).

PREMIER STATE MUNICIPAL BOND FUND, PENNSYLVANIA SERIES
REPORT OF ERNST & YOUNG, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
PREMIER STATE MUNICIPAL BOND FUND, PENNSYLVANIA SERIES
    We have audited the accompanying statement of assets and liabilities of
Premier State Municipal Bond Fund, Pennsylvania Series (one of the Series
constituting the Premier State Municipal Bond Fund), including the statement
of investments, as of April 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 April 30, 1994 by correspondence with the custodian
and brokers. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits provide
a reasonable basis for our opinion.
    In our opinion, the financial statements and financial highlights
referred to above present fairly, in all material respects, the financial
position of Premier State Municipal Bond Fund, Pennsylvania Series at April
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 And Young Signature Logo)
New York, New York
June 7, 1994

<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, TEXAS SERIES
STATEMENT OF INVESTMENTS                                                                 APRIL 30, 1994

                                                                                           PRINCIPAL
MUNICIPAL BONDS--92.2%                                                                       AMOUNT          VALUE
                                                                                         --------------   ------------
<S>                                                                                        <C>            <C>
TEXAS--87.6%
Alliance Airport Authority Inc., Special Facilities Revenue
    (American Airlines Inc., Project):
      7%, 12/1/2011.........................................................               $  1,550,000   $  1,530,687
      7.50%, 12/1/2029......................................................                  1,000,000      1,009,670
Amarillo Health Facilities Corp., HR (High Plains Baptist Hospital)
    9.672%, 1/3/2022 (Insured; FSA) (a).....................................                  2,250,000      2,314,688
Austin:
    Convention Center Revenue:
      8.25%, 11/15/2014.....................................................                    500,000        575,140
      Refunding 6%, 11/15/2005..............................................                  3,000,000      2,967,540
    (Public Improvement) 6.75%, 9/1/2010....................................                    500,000        542,100
Bexar County, Refunding, Limited Tax 5%, 6/15/2010..........................                  8,000,000      7,074,080
Brazos County Health Facility Development Corp., Franciscan Services
Corporate Revenue
    (Saint Joseph's Hospital and Health Center):
      7.75%, 1/1/2019.......................................................                    300,000        339,174
      Refunding 8.875%, 1/1/2015............................................                     50,000         57,693
Brazos Higher Education Authority Inc., Student Loan Revenue, Refunding:
    5.70%, 6/1/2004.........................................................                  3,500,000      3,453,660
    6.80%, 12/1/2004........................................................                    850,000        848,657
Brazos River Authority:
    PCR (Texas Utilities Electric Company):
      9.25%, 3/1/2018 (Insured; FGIC).......................................                    100,000        111,809
      7.875%, 3/1/2021......................................................                    500,000        539,285
    Water Revenue (Upper Navasota Project) 7%, 7/15/2004....................                     90,000         90,814
Brazos River Harbor Navigation District, Brazoria County, PCR
    (BASF Corp. Project) 6.75%, 2/1/2010....................................                  1,800,000      1,872,612
Chimney Hill Municipal Utility District, Waterworks and Sewer System Revenue,
    Refunding 7.75%, 10/1/2011..............................................                  1,000,000      1,047,540
Clint Independent School District, Refunding
    7%, 3/1/2015............................................................                    750,000        795,848
Colorado River Municipal Water District, Water Revenue
    (Water Transmission Facilities Project) 6.625%, 1/1/2021 (Insured; AMBAC)                 1,000,000      1,071,810
Dallas-Fort Worth Regional Airport, Joint Revenue
    6.625%, 11/1/2021 (Insured; FGIC).......................................                  1,250,000      1,269,850
Dallas Housing Finance Corp., SFMR
    (GNMA Mortgage Securities Program) 7.95%, 12/1/2023.....................                    165,000        171,265
El Paso Housing Authority, Multi-Family Revenue
    (Section 8 Projects) 6.25%, 12/1/2009...................................                  2,510,000      2,460,904
Fort Bend County Municipal Utility District No. 42, Refunding
    8.30%, 4/1/2009.........................................................                    300,000        320,559
Fort Worth Housing Finance Corp., SFMR
    (GNMA Mortgage Securities Program) 8.25%, 12/1/2011 (Insured; GNMA).....                     60,000         62,300
PREMIER STATE MUNICIPAL BOND FUND, TEXAS SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                                  APRIL 30, 1994
                                                                                           PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                  AMOUNT          VALUE
                                                                                         --------------   ------------
TEXAS (CONTINUED)
Gulf Coast Waste Disposal Authority, SWDR
    (Champion International Corp. Project) 7.25%, 4/1/2017..................               $  1,000,000   $  1,020,170
Harris County, Toll Road Multi-Mode, Senior Lien Revenue:
    6.75%, 8/1/2014.........................................................                    750,000        780,232
    8.125%, 8/15/2017.......................................................                    250,000        285,230
Harris County Health Facilities Development Corp., Health Care System Revenue
    (Sisters of Charity) 7.10%, 7/1/2021....................................                  1,000,000      1,062,840
Harris County Industrial Development Corp., Marine Terminal Revenue,
Refunding
    (GATX Terminal Corp. Project) 6.95%, 2/1/2022...........................                    750,000        765,788
City of Houston, Airport System Revenue:
    6.75%, 7/1/2021 (Insured; FGIC).........................................                  1,000,000      1,024,570
    6.625%, 7/1/2022 (Insured; FGIC)........................................                  1,000,000      1,021,560
Houston Housing Finance Corp., SFMR 10%, 9/15/2014..........................                     80,000         82,426
Leon County, PCR, Refunding (Nucor Corp. Project) 7.375%, 8/1/2009..........                    750,000        811,972
Lewisville Independent School District 5.35%, 8/15/2014.....................                  2,750,000      2,473,103
Lower Colorado River Authority, Revenue:
    6.875%, 1/1/2010 (Insured; BIGI)........................................                     80,000         85,811
    6.875%, 1/1/2010 (Insured; BIGI)........................................                     70,000         73,032
    8.375%, 1/1/2015........................................................                     50,000         54,171
Matagorda County Navigation District No. 1, PCR
    (Collateralized Houston Lighting and Power) 7.875%, 2/1/2019............                    500,000        541,150
Montgomery County Health Facilities Development Corp., Hospital Mortgage
Revenue
    (Woodlands Medical Center Project) 8.85%, 8/15/2014.....................                    600,000        663,708
North Central Health Facility Development Corp., Revenue (Presbyterian Health
Care):
    6%, 6/1/2013............................................................                  1,000,000        950,920
    5.90%, 6/1/2021.........................................................                  2,300,000      2,084,513
North Texas Higher Education Authority, Inc., Student Loan Revenue
    7.25%, 4/1/2003 (Insured; AMBAC)........................................                  1,000,000      1,059,100
Port Corpus Christi Authority, PCR, Refunding
    (Hoechst Celanese Co. Project) 7.50%, 8/1/2012..........................                    395,000        429,756
Red River Authority, PCR:
    (Hoechst Celanese Corp. Project) 6.875%, 4/1/2017.......................                  2,000,000      2,055,540
    (West Texas Public Service Company, Oklahoma Power and Lighting Co.
Project)
      7.875%, 9/15/2014.....................................................                    100,000        108,040
Rio Grande Valley Health Facilities Development Corp., Retirement Facility
Revenue
    (Golden Palms) 8.455%, 8/1/2015 (Insured; MBIA) (a).....................                  2,000,000      1,992,300
Sabine River Authority, PCR
    (Texas Utility Co. Project) 7.75%, 4/1/2016.............................                    500,000        527,045
San Antonio:
    Electric and Gas Revenue:
      5.75%, 2/1/2011.......................................................                  2,000,000      1,931,020
PREMIER STATE MUNICIPAL BOND FUND, TEXAS SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                                  APRIL 30, 1994
                                                                                           PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                  AMOUNT          VALUE
                                                                                         --------------  -------------
TEXAS (CONTINUED)
San Antonio(continued):
    General Improvement (Bexar County- Limited Tax) 7.875%, 8/1/2012........              $     100,000  $     109,375
    Refunding 5.75%, 8/1/2013...............................................                  3,000,000      2,842,650
    Water Revenue (Prior Lien) 7.125%, 5/1/2016.............................                    750,000        825,788
San Saba County, Certificates of Obligation 8.625%, 2/15/2019...............                    990,000      1,068,774
Southeast Housing Finance Corp., SFMR
    8.375%, 6/1/2008 (Collateralized; GNMA Pass-Through Certificates).......                     30,000         31,291
Texas, Refunding:
    6%, 10/1/2009...........................................................                  2,000,000      2,038,240
    (Superconducting Super Collider Project) 6%, 4/1/2012...................                  1,500,000      1,483,695
Texas City Independent School District:
    5%, 8/15/2011...........................................................                  1,030,000        893,000
    5%, 8/15/2012...........................................................                   940,000         809,218
Texas Health Facilities Development Corp., HR, Refunding
    (All Saints Episcopal Hospitals) 6.25%, 8/15/2022 (Insured; MBIA).......                  2,000,000      1,973,620
Texas Higher Education Coordinating Board, College Student Loan Revenue
    7.30%, 10/1/2003........................................................                    875,000        885,001
Texas Housing Agency, Revenue:
    Mortgage Refunding 7.15%, 9/1/2012......................................                    720,000        743,141
    Single Family Mortgage:
      9.375%, 9/1/2016 (Insured; FHA).......................................                    610,000        631,075
      8.25%, 3/1/2017.......................................................                     95,000        100,004
      7.50%, 9/1/2017.......................................................                    190,000        193,901
Texas Municipal Power Agency, Refunding 5.75%, 9/1/2012 (Insured; MBIA).....                    775,000        803,481
Texas National Research Laboratory Commission, Financing Corp., LR
    (Superconducting Super Collider) 7.10%, 12/1/2021.......................                  1,000,000      1,025,000
Texas Public Property Finance Corp., Revenue
    (Mental Health and Retardation) 8.875%, 9/1/2011........................                    560,000        684,135
Texas Veterans Housing Assistance 6.80%, 12/1/2023..........................                  1,500,000      1,514,235
Texas Water Resources Finance Authority, Revenue 7.625%, 8/15/2008..........                    400,000        430,744
Tomball Hospital Authority, Revenue, Refunding 6%, 7/1/2013.................                  5,000,000      4,479,050
Trinity River Authority, Texas Project Revenue
    (Regional Wastewater System) 7.70%, 8/1/2006 (Insured; FGIC)............                    100,000        106,935
Tyler Texas Health Facility Development Corp., HR
    (East Texas Medical Center Regional Health) 6.625%, 11/1/2011...........                  1,945,000      1,871,285
West Side Calhoun County Navigation District, SWDR
    (Union Carbide Chemical and Plastics) 8.20%, 3/15/2021..................                    500,000        545,375
U.S. RELATED--4.6%
Puerto Rico, Refunding 5.50%, 7/1/2013......................................                  2,750,000      2,499,447
PREMIER STATE MUNICIPAL BOND FUND, TEXAS SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                                  APRIL 30, 1994
                                                                                           PRINCIPAL
U.S. RELATED (CONTINUED)                                                                     AMOUNT          VALUE
                                                                                         --------------   ------------
Puerto Rico Public Buildings Authority, Guaranteed
    Public Education and Health Facilities:
      6.875%, 7/1/2012......................................................               $  1,000,000   $  1,115,170
      7.25%, 7/1/2017.......................................................                    500,000        550,430
                                                                                                         -------------
TOTAL MUNICIPAL BONDS (cost $82,133,181)....................................                               $82,665,742
                                                                                                         =============
SHORT-TERM MUNICIPAL INVESTMENTS--7.8%
TEXAS;
Harris County Industrial Development Corp., SWDR, VRDN
    (Deer Park Ltd. Partnership) 3.30% (b)..................................               $  5,000,000   $  5,000,000
Port Development Corp. of Texas, Marine Terminal Revenue,
    Refunding, VRDN (Pasadena Terminal Co. Inc.)
    3.45% (LOC; Alegemene Bank Nederland) (b,c).............................                  1,000,000      1,000,000
Trinity River Industrial Development Authority, IDR, VRDN
    (Toys 'R' Us-Nynex Inc. Project) 3.25% (LOC; Bankers Trust) (b,c).......                  1,000,000      1,000,000
                                                                                                         -------------
TOTAL SHORT-TERM MUNICIPAL INVESTMENTS (cost $7,000,000)....................                              $  7,000,000
                                                                                                         -------------
                                                                                                         -------------
TOTAL INVESTMENTS--100.0% (cost 89,133,181).................................                               $89,665,742
                                                                                                         =============
</TABLE>
<TABLE>
SUMMARY OF ABBREVIATIONS
<S>           <C>                                                <C>     <C>
AMBAC         American Municipal Bond Assurance Corporation      LR      Lease Revenue
BIGI          Bond Investors Guaranty Insurance                  LOC     Letter of Credit
FGIC          Financial Guaranty Insurance Corporation           MBIA    Municipal Bond Insurance Association
FHA           Federal Housing Administration                     PCR     Pollution Control Revenue
FSA           Financial Security Assurance                       SWDR    Solid Waste Disposal Revenue
GNMA          Government National Mortgage Association           SFMR    Single Family Mortgage Revenue
HR            Hospital Revenue                                   VRDN    Variable Rate Demand Notes
IDR           Industrial Development Revenue
</TABLE>
<TABLE>

SUMMARY OF COMBINED RATINGS (UNAUDITED)
FITCH (D)              OR          MOODY'S             OR         STANDARD & POOR'S          PERCENTAGE OF VALUE
- ---------                          ---------                      --------------------    -----------------------
<S>                                <C>                            <C>                               <C>
AAA                                Aaa                            AAA                               26.4%
AA                                 Aa                             AA                                35.5
A                                  A                              A                                 10.7
BBB                                Baa                            BBB                               13.2
Not Rated                          Not Rated                      Not Rated                         14.2
                                                                                                   ------
                                                                                                   100.0%
                                                                                                   ======
</TABLE>
NOTES TO STATEMENT OF INVESTMENTS:
    (a)  Residual interest security - the interest rate is subject to change
    periodically.
    (b)  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.
    (c)  Secured by letters of credit.
    (d)  Fitch currently provides creditworthiness information for a limited
    amount of investments.

                         See notes to financial statements.
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, TEXAS SERIES
STATEMENT OF ASSETS AND LIABILITIES                                                             APRIL 30, 1994
<S>                                                                                             <C>       <C>
ASSETS:
    Investments in securities, at value
      (cost $89,133,181)-see statement......................................                               $89,665,742
    Cash....................................................................                                   899,295
    Interest receivable.....................................................                                 1,540,761
    Receivable for shares of Beneficial Interest subscribed.................                                   106,987
    Prepaid expenses........................................................                                    16,465
                                                                                                          -------------
                                                                                                            92,229,250
LIABILITIES:
    Due to The Dreyfus Corporation..........................................                    $25,270
    Payable for shares of Beneficial Interest redeemed......................                     34,462
    Accrued expenses........................................................                     14,287         74,019
                                                                                               --------  -------------
NET ASSETS  ................................................................                               $92,155,231
                                                                                                         =============
REPRESENTED BY:
    Paid-in capital.........................................................                               $91,769,410
    Accumulated net realized capital losses and distributions in excess of
      net realized gain on investments-Note 1(c)............................                                  (146,740)
    Accumulated net unrealized appreciation on investments-Note 3...........                                   532,561
                                                                                                         -------------
NET ASSETS at value.........................................................                               $92,155,231
                                                                                                         =============
Shares of Beneficial Interest outstanding:
    Class A Shares
      (unlimited number of $.001 par value shares authorized)...............                                 3,737,818
                                                                                                         =============
    Class B Shares
      (unlimited number of $.001 par value shares authorized)...............                                   778,126
                                                                                                         =============
NET ASSET VALUE per share:
    Class A Shares
      ($76,276,977 / 3,737,818 shares)......................................                                    $20.41
                                                                                                               =======
    Class B Shares
      ($15,878,254 / 778,126 shares)........................................                                    $20.41
                                                                                                               =======






See notes to financial statements.
</TABLE>
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, TEXAS SERIES
STATEMENT OF OPERATIONS                                                                YEAR ENDED APRIL 30, 1994
<S>                                                                                         <C>            <C>
INVESTMENT INCOME:
    INTEREST INCOME.........................................................                               $ 5,640,349
    EXPENSES:
      Management fee--Note 2(a).............................................                $   503,485
      Shareholder servicing costs-Note 2(c).................................                    270,918
      Distribution fees (Class B shares)-Note 2(b)..........................                     60,667
      Registration fees.....................................................                     26,687
      Professional fees.....................................................                     22,334
      Prospectus and shareholders' reports..................................                     18,421
      Custodian fees........................................................                     10,145
      Trustees' fees and expenses-Note 2(d).................................                        742
      Miscellaneous.........................................................                     17,149
                                                                                           ------------
                                                                                                930,548
      Less-Management fee waived due to
          undertaking-Note 2(a).............................................                    503,485
                                                                                           ------------
            TOTAL EXPENSES..................................................                                   427,063
                                                                                                          ------------
            INVESTMENT INCOME--NET..........................................                                 5,213,286
REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS:
    Net realized (loss) on investments--Note 3..............................               $     (9,624)
    Net unrealized (depreciation) on investments............................                 (3,426,202)
                                                                                           ------------
            NET REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS...............                                (3,435,826)
                                                                                                          ------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS........................                               $ 1,777,460
                                                                                                          ============













                           See notes to financial statements.
</TABLE>
<TABLE>
PREMIER STATE MUNICIPAL BOND FUND, TEXAS SERIES
STATEMENT OF CHANGES IN NET ASSETS

                                                                                             YEAR ENDED APRIL 30,
                                                                                       -------------------------------
                                                                                              1993            1994
                                                                                         -------------  -------------
<S>                                                                                       <C>           <C>
OPERATIONS:
    Investment income--net..................................................              $  3,376,089   $  5,213,286
    Net realized gain (loss) on investments.................................                   632,845         (9,624)
    Net unrealized appreciation (depreciation) on investments for the year..                 2,824,040     (3,426,202)
                                                                                         -------------  -------------
          NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS..............                 6,832,974      1,777,460
                                                                                         -------------  -------------
DIVIDENDS TO SHAREHOLDERS FROM:
    Investment income--net:
      Class A shares........................................................                (3,330,129)    (4,588,600)
      Class B shares........................................................                   (45,960)      (624,686)
    Net realized gain on investments:
      Class A shares........................................................                   (80,058)      (484,938)
      Class B shares........................................................                     -            (80,902)
    Excess net realized gain on investments:
      Class A shares........................................................                     -           (117,512)
      Class B shares........................................................                     -            (19,605)
                                                                                         -------------  -------------
          TOTAL DIVIDENDS...................................................                (3,456,147)    (5,916,243)
                                                                                         -------------  -------------
BENEFICIAL INTEREST TRANSACTIONS:
    Net proceeds from shares sold:
      Class A shares........................................................                34,547,838     15,134,395
      Class B shares........................................................                 6,338,141     10,828,176
    Dividends reinvested:
      Class A shares........................................................                 1,766,600      2,405,249
      Class B shares........................................................                    27,102        427,887
    Cost of shares redeemed:
      Class A shares........................................................                (4,843,723)   (10,038,595)
      Class B shares........................................................                   (10,314)      (873,440)
                                                                                         -------------  -------------
          INCREASE IN NET ASSETS FROM BENEFICIAL INTEREST TRANSACTIONS......                37,825,644     17,883,672
                                                                                         -------------  -------------
            TOTAL INCREASE IN NET ASSETS....................................                41,202,471     13,744,889
NET ASSETS:
    Beginning of year.......................................................                37,207,871     78,410,342
                                                                                         -------------  -------------
    End of year.............................................................               $78,410,342    $92,155,231
                                                                                         =============  =============

</TABLE>
<TABLE>
                                                                               SHARES

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

                                                          YEAR ENDED APRIL 30,             YEAR ENDED APRIL 30,
                                                  -------------------------------     -------------------------------

                                                      1993            1994               1993*            1994
                                                  -------------    -------------      -------------     -------------
<S>                                                 <C>               <C>                <C>                 <C>
CAPITAL SHARE TRANSACTIONS:
    Shares sold............................         1,670,668         699,480            299,440             498,740
    Shares issued for dividends reinvested.            85,533         111,346              1,281              19,835
    Shares redeemed........................          (233,702)       (466,348)              (483)            (40,687)
                                                   -------------  -------------       -------------     -------------
          NET INCREASE IN SHARES OUTSTANDING        1,522,499         344,478            300,238             477,888
                                                   =============  =============       =============     =============
</TABLE>
- ------------------------
* From January 15, 1993 (commencement of initial offering) to April 30, 1993.
                                      See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, TEXAS SERIES
FINANCIAL HIGHLIGHTS
  Reference is made to page 21 of the Fund's Propsectus dated September 1, 1994.

                               See notes to financial statements.
PREMIER STATE MUNICIPAL BOND FUND, TEXAS SERIES
NOTES TO FINANCIAL STATEMENTS
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:
    Premier State Municipal Bond Fund (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a non-diversified open-end
management investment company and operates as a series company currently
offering fifteen series including the Texas Series (the "Series"). Dreyfus
Service Corporation ("Distributor") acts as the distributor of the Fund's
shares. The Distributor is a wholly-owned subsidiary of The Dreyfus
Corporation ("Manager").
    The Fund accounts separately for the assets, liabilities and operations
of each series. Expenses directly attributable to each series are charged to
that series' operations; expenses which are applicable to all series are
allocated among them.
    The Series offers both Class A and Class B shares. Class A shares are
subject to a sales charge imposed at the time of purchase and Class B shares
are subject to a contingent deferred sales charge imposed at the time of
redemption on redemptions made within five years of purchase. Other
differences between the two Classes include the services offered to and the
expenses borne by each Class and certain voting rights.
    (A) PORTFOLIO VALUATION: The Series' investments (excluding options and
financial futures on municipal and U.S. treasury securities) are valued each
business day by an independent pricing service ("Service") approved by the
Board of Trustees. Investments for which quoted bid prices in the judgment of
the Service are readily available and are representative of the bid side of
the market are valued at the mean between the quoted bid prices (as obtained
by the Service from dealers in such securities) and asked prices (as calculate
d by the Service based upon its evaluation of the market for such
securities). Other investments (which constitute a majority of the portfolio
securities) are carried at fair value as determined by the Service, based on
methods which include consideration of: yields or prices of municipal
securities of comparable quality, coupon, maturity and type; indications as
to values from dealers; and general market conditions. Options and financial
futures on municipal and U.S. treasury securities are valued at the last
sales price on the securities exchange on which such securities are primarily
traded or at the last sales price on the national securities market on each
business day. Investments not listed on an exchange or the national
securities market, or securities for which there were no transactions, are
valued at the average of the most recent bid and asked prices. Bid price is
used when no asked price is available.
    (B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Interest
income, adjusted for amortization of premiums and, when appropriate,
discounts on investments, is earned from settlement date and recognized on
the accrual basis. Securities purchased or sold on a when-issued or
delayed-delivery basis may be settled a month or more after the trade date.
    The Series 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 Series.
    (C) DIVIDENDS TO SHAREHOLDERS: It is the policy of the Series 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 Series 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, if any, it is the policy of the Series not to distribute such
gain.
PREMIER STATE MUNICIPAL BOND FUND, TEXAS SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    Dividends in excess of net realized gains on investment for financial
statement purposes result primarily from losses from securities transactions
during the year ended April 30, 1994 which are treated for Federal income tax
purposes as arising in Fiscal 1995.
    (D) FEDERAL INCOME TAXES: It is the policy of the Series to continue to
qualify as a regulated investment company, which can distribute tax exempt
dividends, by complying with the provisions available to certain investment
companies, as defined in applicable sections of the Internal Revenue Code,
and to make distributions of income and net realized capital gain sufficient
to relieve it from all, or substantially all, Federal income taxes.
NOTE 2--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
    (A) Pursuant to a management agreement ("Agreement") with the Manager,
the management fee is computed at the annual rate of .55 of 1% of the average
daily value of the Series' net assets and is payable monthly. The Agreement
provides for an expense reimbursement from the Manager should the Series'
aggregate expenses, exclusive of taxes, brokerage, interest on borrowings and
extraordinary expenses, exceed the expense limitation of any state having
jurisdiction over the Series for any full fiscal year. However, the Manager
has undertaken from May 1, 1993 to waive receipt of the management fee
payable to it by the Series until such time as the net assets of the Series
exceed $100 million, regardless of whether they remain at that level. The
management fee waived, pursuant to the undertaking, amounted to $503,485 for
the year ended April 30, 1994.
    The undertaking may be modified by the Manager from time to time,
provided that the resulting expense reimbursement would not be less than the
amount required pursuant to the Agreement.
    The Distributor retained $28,029 during the year ended April 30, 1994
from commissions earned on sales of the Series' Class A shares.
    The Distributor retained $17,616 during the year ended April 30, 1994
from contingent deferred sales charges imposed upon redemptions of the
Series' Class B shares.
    (B) Under the Distribution Plan ("Class B Distribution Plan") adopted
pursuant to Rule 12b-1 under the Act, the Series pays the Distributor at an
annual rate of .50 of 1% of the value of the Series' Class B shares average
daily net assets, for the costs and expenses in connection with advertising,
marketing and distributing the Series' Class B shares. The Distributor may
make payments to one or more Service Agents (a securities dealer, financial
institution, or other industry professional) based on the value of the
Series' Class B shares owned by clients of the Service Agent. During the year
ended April 30, 1994, $60,667 was charged to the Series pursuant to the Class
B Distribution Plan.
    (C) Under the Shareholder Services Plan, the Series pays the Distributor,
at an annual rate of .25 of 1% of the value of the average daily net assets
of Class A and Class B shares for servicing shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Series and
providing reports and other information, and services related to the
maintenance of shareholder accounts. The Distributor may make payments to
Service Agents in respect of these services. The Distributor determines the
amounts to be paid to Service Agents. For the year ended April 30, 1994,
$198,523 and $30,334 were charged to the Class A and Class B shares,
respectively, pursuant to the Shareholder Services Plan.
    (D) Certain officers and trustees of the Fund are "affiliated persons,"
as defined in the Act, of the Manager and/or the Distributor. Each trustee
who is not an "affiliated person" receives from the Fund an annual fee of
$2,500 and an attendance fee of $250 per meeting.
PREMIER STATE MUNICIPAL BOND FUND, TEXAS SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    (E) On December 5, 1993, the Manager entered into an Agreement and Plan
of Merger (the "Merger Agreement") providing for the merger of the Manager
with a subsidiary of Mellon Bank Corporation ("Mellon").
    Following the merger, it is planned that the Manager will be a direct
subsidiary of Mellon Bank, N.A. Closing of this merger is subject to a number
of contingencies, including receipt of certain regulatory approvals and
approvals of the stockholders of the Manager and of Mellon. The merger is
expected to occur in mid-1994, but could occur later.
    As a result of regulatory requirements and the terms of the Merger
Agreement, the Manager will seek various approvals from the Fund's board and
shareholders before completion of the merger. Shareholder approval will be
solicited by a proxy statement.
NOTE 3--SECURITIES TRANSACTIONS:
    Purchases and sales of securities amounted to $38,090,395 and
$24,536,531, respectively, for the year ended April 30, 1994, and consisted
entirely of municipal bonds and short-term municipal investments.
    At April 30, 1994, accumulated net unrealized appreciation on investments
was $532,561, consisting of $2,257,185 gross unrealized appreciation and
$1,724,624 gross unrealized depreciation.
    At April 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).

PREMIER STATE MUNICIPAL BOND FUND, TEXAS SERIES
REPORT OF ERNST & YOUNG, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
PREMIER STATE MUNICIPAL BOND FUND, TEXAS SERIES
    We have audited the accompanying statement of assets and liabilities of
Premier State Municipal Bond Fund, Texas Series (one of the Series
constituting the Premier State Municipal Bond Fund), including the statement
of investments, as of April 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 April 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 Premier State Municipal Bond Fund, Texas Series at April 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 Signature Logo)


New York, New York
June 7, 1994

<TABLE>
<CAPTION>
PREMIER STATE MUNICIPAL BOND FUND, VIRGINIA SERIES
STATEMENT OF INVESTMENTS                                                                             APRIL 30, 1994

                                                                                            PRINCIPAL
MUNICIPAL BONDS--100.0%                                                                      AMOUNT          VALUE
                                                                                         --------------    ------------
<S>                                                                                       <C>             <C>
VIRGINIA--87.6%
Arlington County Industrial Development Authority,
    Hospital Facility Revenue (Arlington Hospital):
      7.125%, 9/1/2021......................................................              $     200,000   $     224,918
      Refunding 5%, 9/1/2021................................................                  2,750,000       2,210,725
Augusta County Industrial Development Authority, HR
    (Augusta Hospital Corp. Project) 7%, 9/1/2021...........................                  2,750,000       3,057,697
Chesapeake, Water and Sewer System Revenue, Refunding 6.50%, 7/1/2012.......                  1,000,000       1,018,490
Chesapeake Bay Bridge and Tunnel Commission District, Revenue,
    Refunding-General Resolution 6.375%, 7/1/2022 (Insured; MBIA)...........                  1,500,000       1,512,765
Chesapeake Hospital Authority, Hospital Facility Revenue, Refunding
    (Chesapeake General Hospital) 5.25%, 7/1/2018 (Insured; MBIA)...........                  1,000,000         868,220
Commonwealth Transportation Board, Transportation Revenue
    (Northern Virginia Transportation District Program) 5.50%, 5/15/2015....                  2,500,000       2,301,250
Community Housing Finance Corp. Arlington County,
    Collateralized Mortgage Revenue, Refunding (Colonial Village Project):
      6.125%, 12/1/2016 (Insured; FHA)......................................                    900,000         859,554
      6.25%, 6/1/2022 (Insured; FHA)........................................                  1,000,000         959,410
Covington-Alleghany County Industrial Development Authority,
    Hospital Facility Revenue (Alleghany Regional Hospital) 6.875%, 4/1/2022                  1,000,000       1,031,480
Fairfax County Water Authority, Water Revenue:
    5%, 4/1/2016............................................................                  2,000,000       1,705,800
    6.125%, 1/1/2029........................................................                  2,000,000       2,098,700
    8.68%, 4/1/2029 (a,b)...................................................                  2,000,000       1,680,000
Franklin 6.40%, 1/15/2012...................................................                  1,000,000       1,021,640
Fredericksburg Industrial Development Authority, Hospital Facility Revenue,
Refunding
    (MWH Medicorp Obligation Group) 6.70%, 8/15/2009 (Insured; FGIC)........                    195,000         206,016
Giles County Industrial Development Authority,
    Solid Waste Disposal Facility Revenue (Hoechst Celanese Corp. Project)
    6.625%, 12/1/2022.......................................................                  1,500,000       1,515,210
Hampton Roads Medical College, General Revenue, Refunding 6.875%, 11/15/2016                    500,000         523,305
Harrisonburg Redevelopment and Housing Authority,
    Multi-Family Housing Revenue, Refunding:
      (Battery Heights Project) 7.375%, 11/20/2028..........................                    500,000         527,690
      (Hanover Crossing Apartments Project) 6.35%, 3/1/2023.................                  2,000,000       1,923,740
Henrico County 6.90%, 10/1/2009.............................................                    300,000         328,746
Industrial Development Authority of Albermarle County, Revenue:
    Health Services (The University of Virginia Health Services Foundation)
      6.50%, 10/1/2022......................................................                  1,125,000       1,128,296
    Hospital Refunding (Martha Jefferson Hospital) 5.50%, 10/1/2020.........                  1,500,000       1,321,980

PREMIER STATE MUNICIPAL BOND FUND, VIRGINIA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                              APRIL 30, 1994

                                                                                          PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                  AMOUNT           VALUE
                                                                                          -------------   -------------
VIRGINIA (CONTINUED)
Industrial Development Authority of the City of Lynchburg,
    Educational Facilities Revenue (Randolph-Macon Woman's College)
    5.875%, 9/1/2013........................................................              $     500,000    $    473,930
Industrial Development Authority of the City of Williamsburg,
    Hospital Facility Revenue (Williamsburg Community Hospital) 5.75%, 10/1/2022              2,000,000       1,778,960
Industrial Development Authority of the County of Prince William,
    HR Refunding (Prince William Hospital):
      5.625%, 4/1/2012......................................................                  1,000,000         931,090
      5.25%, 4/1/2019.......................................................                  1,000,000         847,770
Industrial Development Authority of the Town of West Point,
    SWDR (Chesapeake Corp. Project) 6.375%, 3/1/2019........................                  3,500,000       3,338,615
Mecklenburg County Industrial Development Authority, Revenue
    (Exempt Facility-Mecklenburg Cogeneration) 7.35%, 5/1/2008 (LOC; Fuji Bank) (c)             500,000         523,425
Nelson County Service Authority, Water and Sewer Revenue, Refunding
    5.50%, 7/1/2018 (Insured; FGIC).........................................                  1,750,000       1,587,268
Newport News Redevelopment and Housing Authority, Mortgage Revenue, Refunding
    (FHA-West Apartments-Section 8) 6.55%, 7/1/2024.........................                  1,500,000       1,502,760
Norfolk Industrial Development Authority, HR
    (Sentara Hospital-Norfolk Project) 7%, 11/1/2020........................                    150,000         166,888
Peninsula Ports Authority, Health System Revenue, Refunding
    (Riverside Health System Project) 6.625%, 7/1/2018......................                    500,000         508,630
Prince William County Service Authority, Water and Sewer System Revenue
    6%, 7/1/2029 (Insured; FGIC)............................................                  2,000,000       1,928,960
Rector and Visitors of the University of Virginia, General Revenue Pledge
    5.375%, 6/1/2020........................................................                  4,370,000       3,880,735
Richmond, Refunding 6.25%, 1/15/2018........................................                    500,000         501,935
Richmond Industrial Development Authority, HR (Retreat Hospital)
    7.35%, 7/1/2021.........................................................                  1,900,000       1,953,390
Richmond Metropolitan Authority, Expressway Revenue, Refunding
    6.375%, 7/15/2016 (Insured; FGIC).......................................                  1,500,000       1,512,690
South Boston Industrial Development Authority, HR
    (Halifax Community Hospital Inc. Project) 7.375%, 9/1/2011..............                    500,000         543,610
Southeastern Public Service Authority, Revenue:
    5.125%, 7/1/2013 (Insured; MBIA)........................................                  3,850,000       3,412,833
    (Regional Solid Waste System):
      10.50%, 7/1/1995......................................................                    250,000         273,965
      6%, 7/1/2013..........................................................                  1,250,000       1,197,737
      6%, 7/1/2017..........................................................                  1,750,000       1,661,800
Upper Occoquan Sewer Authority, Regional Sewer Revenue
    6.50%, 7/1/2017 (Insured; MBIA).........................................                  1,000,000       1,086,350

PREMIER STATE MUNICIPAL BOND FUND, VIRGINIA SERIES
STATEMENT OF INVESTMENTS (CONTINUED)                                                              APRIL 30, 1994

                                                                                          PRINCIPAL
MUNICIPAL BONDS (CONTINUED)                                                                  AMOUNT          VALUE
                                                                                         -------------    -------------
VIRGINIA (CONTINUED)
Virginia, Higher Educational Institution 6.60%, 6/1/2009....................             $     300,000     $    323,826
Virginia Beach Development Authority:
    Hospital Facility Revenue (Sentara Bayside Hospital) 6.30%, 11/1/2021...                  2,000,000       1,987,060
    Nursing Home Revenue (Sentara Life Care Corp.) 7.75%, 11/1/2021.........                  1,000,000       1,097,820
Virginia College Building Authority Educational Facilities Revenue:
    (Hampton University Project) 6.50%, 4/1/2008............................                    350,000         367,175
    (Randolph - Macon College Project) 6.625%, 5/1/2013.....................                  1,000,000       1,019,410
    (Refunding - Washington and Lee University Project) 6.40%, 1/1/2012.....                    500,000         507,860
Virginia Housing Development Authority:
    Commonwealth Mortgage:
      6.95%, 1/1/2010.......................................................                  2,500,000       2,565,275
      6.85%, 1/1/2027.......................................................                  2,000,000       2,025,100
    Multi-Family:
      7.10%, 5/1/2013.......................................................                    500,000         514,375
      Refunding 5.90%, 11/1/2017............................................                  2,000,000       1,842,900
Virginia Public Building Authority, Building Revenue 5.75%, 8/1/2012........                  1,000,000         959,010
Virginia Resources Authority, Water and Sewer System Revenue:
    (Lot 7-Rapidan Service Authority) 7.125%, 10/1/2016.....................                    250,000         269,955
    (Lot 9-Frederick County) 6%, 10/1/2012..................................                    500,000         488,750
    (Lot 11-Rapidan Service Authority) 5.50%, 10/1/2019.....................                  1,250,000       1,127,312
Virginia Transportation Board, Transportation Contract Revenue, Refunding
    (United States Route 58 Corridor Program) 5.25%, 5/15/2012..............                    250,000         225,165
Washington County Industrial Development Authority,
    Hospital Facility Revenue (First Mortgage - Johnston Memorial Hospital)
7%, 7/1/2022................................................................                    750,000         783,742
Winchester Industrial Development Authority, HR
    6.718%, 1/1/1998 (Insured; AMBAC) (a)...................................                  3,400,000       3,141,430
York County, COP 6.625%, 3/1/2012...........................................                    500,000         518,775
U. S. RELATED--12.4%
Guam Airport Authority, Revenue 6.70%, 10/1/2023............................                  2,000,000       2,023,520
Puerto Rico, (Public Improvement):
    7.70%, 7/1/2020.........................................................                  1,000,000       1,152,820
    6.80%, 7/1/2021.........................................................                  1,000,000       1,110,320
Puerto Rico Electric Power Authority, Power Revenue 7%, 7/1/2021............                    325,000         349,954
Puerto Rico Highway and Transportation Authority, Highway Revenue :
    7.562%, 7/1/2009(a).....................................................                  2,950,000       2,544,375
    6.625%, 7/1/2018........................................................                  2,000,000       2,197,660
Virgin Islands Public Finance Authority, Revenue, Refunding,
    Matching Fund Loan Notes 7.25%, 10/1/2018...............................                  1,500,000       1,595,685
                                                                                                          -------------
TOTAL INVESTMENTS (cost $90,055,917)........................................                                $88,378,247
                                                                                                          -------------
                                                                                                          -------------

</TABLE>
<TABLE>
<CAPTION>

PREMIER STATE MUNICIPAL BOND FUND, VIRGINIA SERIES

SUMMARY OF ABBREVIATIONS
<S>           <C>                                                <S>     <C>
AMBAC         American Municipal Bond Assurance Corporation      HR      Hospital Revenue
COP           Certificate of Participation                       LOC     Letter of Credit
FGIC          Financial Guaranty Insurance Corporation           MBIA    Municipal Bond Insurance Association
FHA           Federal Housing Administration                     SWDR    Solid Waste Disposal Revenue
</TABLE>

<TABLE>
<CAPTION>

SUMMARY OF COMBINED RATINGS (UNAUDITED)
FITCH (D)     OR     MOODY'S        OR     STANDARD & POOR'S          PERCENTAGE OF VALUE
- ---------            ---------             --------------------    -----------------------
<S>                  <C>                   <C>                               <C>
AAA                  Aaa                   AAA                               30.3%
AA                   Aa                    AA                                31.5
A                    A                     A                                 28.1
BBB                  Baa                   BBB                                8.3
Not Rated            Not Rated             Not Rated                          1.8


                                                                            --------
                                                                            100.0%
                                                                            =======
</TABLE>

NOTES TO STATEMENT OF INVESTMENTS:
    (a)  Residual interest security - the interest rate is subject to change
    periodically.
    (b)  Security exempt from registration under Rule 144A of the Securities
    Act of 1933. These securities may be resold in transactions exempt from
    registration, normally to qualified institutional buyers. At April 30,
    1994, this security amounted to $1,680,000 or 1.9% of net assets.
    (c)  Secured by letters of credit.
    (d)  Fitch currently provides creditworthiness information for a limited
    amount of investments.
    (e)  At April 30, 1994, the Fund had $26,241,988 (29.0%) of net assets
    invested in securities whose payment of principal and interest is
    dependent upon revenues generated from health care projects.



See notes to financial statements.




<TABLE>
<CAPTION>


PREMIER STATE MUNICIPAL BOND FUND, VIRGINIA SERIES
STATEMENT OF ASSETS AND LIABILITIES                                                                       APRIL 30, 1994
<S>                                                                                            <C>         <C>
ASSETS:
    Investments in securities, at value
      (cost $90,055,917)-see statement......................................                               $88,378,247
    Cash....................................................................                                   320,681
    Interest receivable.....................................................                                 1,701,734
    Receivable for shares of Beneficial Interest subscribed.................                                   278,682
    Prepaid expenses........................................................                                    17,628
                                                                                                         -------------
                                                                                                            90,696,972
LIABILITIES:
    Due to The Dreyfus Corporation..........................................                   $28,692
    Payable for shares of Beneficial Interest redeemed......................                    89,681
    Accrued expenses and other Liabilities..................................                    46,084         164,457
                                                                                              --------   -------------
NET ASSETS  ................................................................                               $90,532,515
                                                                                                          ============
REPRESENTED BY:
    Paid-in capital.........................................................                               $92,412,906
    Accumulated net realized capital losses and distributions
      in excess of net realized gain on investments-Note 1(c)...............                                  (202,721)
    Accumulated net unrealized (depreciation) on investments-Note 3.........                                (1,677,670)
                                                                                                          -------------
NET ASSETS at value.........................................................                               $90,532,515
                                                                                                          ============
Shares of Beneficial Interest outstanding:
    Class A Shares
      (unlimited number of $.001 par value shares authorized)...............                                 4,073,851
                                                                                                          ============
    Class B Shares
      (unlimited number of $.001 par value shares authorized)...............                                 1,576,165
                                                                                                          ============
NET ASSET VALUE per share:
    Class A Shares
      ($65,278,833 / 4,073,851 shares)......................................                                    $16.02
                                                                                                               =======
    Class B Shares
      ($25,253,682 / 1,576,165 shares)......................................                                    $16.02
                                                                                                               =======


See notes to financial statements.
</TABLE>

<TABLE>
<CAPTION>

PREMIER STATE MUNICIPAL BOND FUND, VIRGINIA SERIES
STATEMENT OF OPERATIONS                                                                           YEAR ENDED APRIL 30, 1994
<S>                                                                                        <C>              <C>
INVESTMENT INCOME:
    INTEREST INCOME.........................................................                                $5,136,144
    EXPENSES:
      Management fee--Note 2(a).............................................               $   464,237
      Shareholder servicing costs-Note 2(c).................................                   273,926
      Distribution fees (Class B shares)-Note 2(b)..........................                    99,567
      Prospectus and shareholders' reports..................................                    19,083
      Professional fees.....................................................                    12,251
      Registration fees.....................................................                    11,238
      Custodian fees........................................................                     9,284
      Trustees' fees and expenses-Note 2(d).................................                       688
      Miscellaneous.........................................................                    68,088
                                                                                          ------------
                                                                                               958,362
      Less-management fee waived due to
          undertaking-Note 2(a).............................................                   464,237
                                                                                           -----------
            TOTAL EXPENSES..................................................                                   494,125
                                                                                                          ------------
            INVESTMENT INCOME--NET..........................................                                 4,642,019
REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS:
    Net realized (loss) on investments--Note 3..............................               $  (105,697)
    Net unrealized (depreciation) on investments............................                (4,819,942)
                                                                                          ------------
            NET REALIZED AND UNREALIZED (LOSS) ON INVESTMENTS...............                                (4,925,639)
                                                                                                           ------------
NET (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS......................                               $  (283,620)
                                                                                                           ===========

See notes to financial statements.
</TABLE>


<TABLE>
<CAPTION>

PREMIER STATE MUNICIPAL BOND FUND, VIRGINIA SERIES
STATEMENT OF CHANGES IN NET ASSETS
                                                                                              YEAR ENDED APRIL 30,
                                                                                         -------------------------------
                                                                                              1993            1994
                                                                                         -------------   -------------
<S>                                                                                       <C>             <C>
OPERATIONS:
    Investment income--net..................................................              $  2,476,674    $  4,642,019
    Net realized gain (loss) on investments.................................                    96,550        (105,697)
    Net unrealized appreciation (depreciation) on investments for the year..                 3,042,530      (4,819,942)
                                                                                         -------------   -------------
          NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS...                 5,615,754        (283,620)
                                                                                         -------------   -------------
DIVIDENDS TO SHAREHOLDERS FROM:
    Investment income--net:
      Class A shares........................................................                (2,421,216)     (3,641,582)
      Class B shares........................................................                   (55,458)     (1,000,437)
    Net realized gain on investments:
      Class A shares........................................................                   (35,470)        (48,263)
      Class B shares........................................................                    ---            (16,560)
    Excess net realized gain on investments:
      Class A shares........................................................                    ---            (72,239)
      Class B shares........................................................                    ---            (24,785)
                                                                                         -------------   -------------
          TOTAL DIVIDENDS...................................................                (2,512,144)     (4,803,866)
                                                                                         -------------   -------------
BENEFICIAL INTEREST TRANSACTIONS:
    Net proceeds from shares sold:
      Class A shares........................................................                33,039,306      17,318,650
      Class B shares........................................................                 8,333,034      18,814,589
    Dividends reinvested:
      Class A shares........................................................                 1,389,831       2,089,707
      Class B shares........................................................                    34,621         582,077
    Cost of shares redeemed:
      Class A shares........................................................                (4,961,334)     (6,302,664)
      Class B shares........................................................                    (5,211)       (911,833)
                                                                                         -------------   -------------
          INCREASE IN NET ASSETS FROM BENEFICIAL INTEREST TRANSACTIONS......                37,830,247      31,590,526
                                                                                         -------------   -------------
            TOTAL INCREASE IN NET ASSETS....................................                40,933,857      26,503,040
NET ASSETS:
    Beginning of year.......................................................                23,095,618      64,029,475
                                                                                         -------------   -------------
    End of year.............................................................               $64,029,475     $90,532,515
                                                                                         =============   =============
</TABLE>

<TABLE>
<CAPTION>


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

                                                             YEAR ENDED APRIL 30,             YEAR ENDED APRIL 30,
                                                        -----------------------------    -----------------------------

                                                             1993            1994             1993(1)         1994
                                                        -------------   -------------    -------------   -------------
<S>                                                         <C>             <C>                <C>           <C>
CAPITAL SHARE TRANSACTIONS:
    Shares sold............................                 2,040,550       1,010,771          498,506       1,095,592
    Shares issued for dividends reinvested.                    85,167         122,266            2,067          34,099
    Shares redeemed........................                  (304,511)       (370,731)           (309)         (53,790)
                                                        -------------   -------------    -------------   -------------
          NET INCREASE IN SHARES OUTSTANDING                1,821,206         762,306          500,264       1,075,901
                                                        =============   =============     ============   =============
- -------------------------------
(1) From January 15, 1993 (commencement of initial offering) to April 30, 1993.

                                See notes to financial statements.
</TABLE>


PREMIER STATE MUNICIPAL BOND FUND, VIRGINIA SERIES
FINANCIAL HIGHLIGHTS
  Reference is made to page 22 of the Fund's Prospectus dated September 1, 1994.
                              See notes to financial statements.



PREMIER STATE MUNICIPAL BOND FUND, VIRGINIA SERIES
NOTES TO FINANCIAL STATEMENTS
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:
    Premier State Municipal Bond Fund (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a non-diversified open-end
management investment company and operates as a series company currently
offering fifteen series including the Virginia Series (the "Series"). Dreyfus
Service Corporation ("Distributor") acts as the distributor of the Fund's
shares. The Distributor is a wholly-owned subsidiary of The Dreyfus
Corporation ("Manager").
    The Fund accounts separately for the assets, liabilities and operations
of each series. Expenses directly attributable to each series are charged to
that series' operations; expenses which are applicable to all series are
allocated among them.
    The Series offers both Class A and Class B shares. Class A shares are
subject to a sales charge imposed at the time of purchase and Class B shares
are subject to a contingent deferred sales charge imposed at the time of
redemption on redemptions made within five years of purchase. Other
differences between the two Classes include the services offered to and the
expenses borne by each Class and certain voting rights.
    (A) PORTFOLIO VALUATION: The Series' investments (excluding options and
financial futures on municipal and U.S. treasury securities) are valued each
business day by an independent pricing service ("Service") approved by the
Board of Trustees. Investments for which quoted bid prices in the judgment of
the Service are readily available and are representative of the bid side of
the market are valued at the mean between the quoted bid prices (as obtained
by the Service from dealers in such securities) and asked prices (as
calculated by the Service based upon its evaluation of the market for such
securities). Other investments (which constitute a majority of the portfolio
securities) are carried at fair value as determined by the Service, based on
methods which include consideration of: yields or prices of municipal
securities of comparable quality, coupon, maturity and type; indications as
to values from dealers; and general market conditions. Options and financial
futures on municipal and U.S. treasury securities are valued at the last
sales price on the securities exchange on which such securities are primarily
traded or at the last sales price on the national securities market on each
business day. Investments not listed on an exchange or the national
securities market, or securities for which there were no transactions, are
valued at the average of the most recent bid and asked prices. Bid price is
used when no asked price is available.
    (B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Interest
income, adjusted for amortization of premiums and, when appropriate,
discounts on investments, is earned from settlement date and recognized on
the accrual basis. Securities purchased or sold on a when-issued or
delayed-delivery basis may be settled a month or more after the trade date.
    The Series 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 Series.
    (C) DIVIDENDS TO SHAREHOLDERS: It is the policy of the Series 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 Series 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, if any, it is the policy of the Series not to distribute such
gain.
PREMIER STATE MUNICIPAL BOND FUND, VIRGINIA SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    Dividends in excess of net realized gains on investment for financial
statement purposes result primarily from wash sale losses in certain security
transactions during the year ended April 30, 1994 which have been currently
deferred for Federal income tax purposes.
    (D) FEDERAL INCOME TAXES: It is the policy of the Series to continue to
qualify as a regulated investment company, which can distribute tax exempt
dividends, by complying with the provisions available to certain investment
companies, as defined in applicable sections of the Internal Revenue Code,
and to make distributions of income and net realized capital gain sufficient
to relieve it from all, or substantially all, Federal income taxes.
NOTE 2--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
    (A) Pursuant to a management agreement ("Agreement") with the Manager,
the management fee is computed at the annual rate of .55 of 1% of the average
daily value of the Series' net assets and is payable monthly. The Agreement
provides for an expense reimbursement from the Manager should the Series'
aggregate expenses, exclusive of taxes, brokerage, interest on borrowings and
extraordinary expenses, exceed the expense limitation of any state having
jurisdiction over the Series for any full fiscal year. However, the Manager
has currently undertaken until such time as the net assets of the
Series exceeds $100 million, to waive receipt of the management fee
payable to it by the Series. The management fee waived, pursuant
to the undertaking, amounted to $464,237 for the year ended
April 30, 1994.
    The undertaking may be modified by the Manager from time to time,
provided that the resulting expense reimbursement would not be less than the
amount required pursuant to the Agreement.
    The Distributor retained $39,793 during the year ended April 30, 1994
from commissions earned on sales of the Series' Class A shares.
    The Distributor retained $17,793 during the year ended April 30, 1994
from contingent deferred sales charges imposed upon redemptions of the
Series' Class B shares.
    (B) Under the Distribution Plan ("Class B Distribution Plan") adopted
pursuant to Rule 12b-1 under the Act, the Series pays the Distributor at an
annual rate of .50 of 1% of the value of the Series' Class B shares average
daily net assets, for the costs and expenses in connection with advertising,
marketing and distributing the Series' Class B shares. The Distributor may
make payments to one or more Service Agents (a securities dealer, financial
institution, or other industry professional) based on the value of the
Series' Class B shares owned by clients of the Service Agent. During the year
ended April 30, 1994, $99,567 was charged to the Series pursuant to the Class
B Distribution Plan.
    (C) Under the Shareholder Services Plan, the Series pays the Distributor,
at an annual rate of .25 of 1% of the value of the average daily net assets
of Class A and Class B shares for servicing shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Series and
providing reports and other information, and services related to the
maintenance of shareholder accounts. The Distributor may make payments to
Service Agents in respect of these services. The Distributor determines the
amounts to be paid to Service Agents. For the year ended April 30, 1994,
$161,234 and $49,783 were charged to the Class A and Class B shares,
respectively, pursuant to the Shareholder Services Plan.
PREMIER STATE MUNICIPAL BOND FUND, VIRGINIA SERIES
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
    (D) Certain officers and trustees of the Fund are "affiliated persons,"
as defined in the Act, of the Manager and/or the Distributor. Each trustee
who is not an "affiliated person" receives from the Fund an annual fee of
$2,500 and an attendance fee of $250 per meeting.
    (E) On December 5, 1993, the Manager entered into an Agreement and Plan
of Merger (the "Merger Agreement") providing for the merger of the Manager
with a subsidiary of Mellon Bank Corporation ("Mellon").
    Following the merger, it is planned that the Manager will be a direct
subsidiary of Mellon Bank, N.A. Closing of this merger is subject to a number
of contingencies, including receipt of certain regulatory approvals and
approvals of the stockholders of the Manager and of Mellon. The merger is
expected to occur in mid-1994, but could occur later.
    As a result of regulatory requirements and the terms of the Merger
Agreement, the Manager will seek various approvals from the Fund's board and
shareholders before completion of the merger. Shareholder approval will be
solicited by a proxy statement.
NOTE 3--SECURITIES TRANSACTIONS:
    Purchases and sales of securities amounted to $54,488,128 and
$26,031,353, respectively, for the year ended April 30, 1994, and consisted
entirely of municipal bonds.
    At April 30, 1994, accumulated net unrealized depreciation on investments
was $1,677,670, consisting of $2,045,864 gross unrealized appreciation and
$3,723,534 gross unrealized depreciation.
    At April 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).
PREMIER STATE MUNICIPAL BOND FUND, VIRGINIA SERIES
REPORT OF ERNST & YOUNG, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
PREMIER STATE MUNICIPAL BOND FUND, VIRGINIA SERIES
    We have audited the accompanying statement of assets and liabilities of
Premier State Municipal Bond Fund, Virginia Series (one of the Series
constituting the Premier State Municipal Bond Fund), including the statement
of investments, as of April 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 April 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 Premier State Municipal Bond Fund, Virginia Series at April 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 Signature Logo)


New York, New York
June 7, 1994

                       PREMIER STATE MUNICIPAL BOND FUND


                           PART C. OTHER INFORMATION
                           _________________________


Item 24.   Financial Statements and Exhibits. - List
_______    _________________________________________

     (a)   Financial Statements:

                Included in Part A of the Registration Statement
   

    Condensed Financial Information for the period from May 28, 1987
    (commencement of operations for the Connecticut Series, Florida Series,
    Maryland Series, Massachusetts Series, Michigan Series, Minnesota Series,
    Ohio Series and Texas Series, except the Pennsylvania Series (which
    commenced operations on July 30, 1987)) to April 30, 1988 and for each of
    the six years ended April 30, 1994 for such Series; for the North
    Carolina Series and Virginia Series for the period from August 1, 1991
    (commencement of operations) to April 30, 1992 and for each of the two
    years ended April 30, 1994; for the Arizona Series and Georgia Series for
    the period from September 3, 1992 (commencement of operations) to April
    30, 1993 and for the year ended April 30, 1994; and for the Colorado
    Series and Oregon Series for the period from May 6, 1994 (commencement of
    operations) to June 30, 1994 (unaudited).
    

                Included in Part B of the Registration Statement:
   

    Statement of Investments-- year ended April 30, 1994 (audited) for all
    series except the Colorado Series and Oregon Series; and for the period
    from May 6, 1994 (commencement of operations) to June 30,
    1994 (unaudited) for the Colorado Series and Oregon Series.
    
   
    Statement of Assets and Liabilities-- year ended April 30, 1994 (audited)
    for all series except the Colorado Series and Oregon Series; and for the
    period from May 6, 1994 (commencement of operations) to June 30, 1994
    (unaudited) for the Colorado Series and Oregon Series.
    
   
    Statement of Operations--year ended April 30, 1994 (audited) for all
    series except the Colorado Series and Oregon Series; and for the period
    from May 6, 1994 (commencement of operations) to June 30,
    1994 (unaudited) for the Colorado Series and Oregon Series.
    
   
    Statement of Changes in Net Assets--for each of the years ended April 30,
    1993 and 1994 (audited) for all series except the Arizona Series, Georgia
    Series, Colorado Series and Oregon Series; for the Arizona Series and
    Georgia Series for the period from September 3, 1992 (commencement of
    operations) to April 30, 1993 and for the year ended April 30, 1994; and
    for the Colorado Series and Oregon Series for the period from May 6, 1994
    (commencement of operations) to June 30, 1994 (unaudited).
    
   
    Notes to Financial Statements (audited) for all series except the
    Colorado Series and Oregon Series; and Notes to Financial Statements
    (unaudited) for the Colorado Series and Oregon Series.
    
   
    Report of Ernst & Young LLP, Independent Auditors, dated June 7, 1994 for
    all series except the Colorado Series and Oregon Series.
    






Schedules No. I through VII and other financial statement information, for
which provision is made in the applicable accounting regulations of the
Securities and Exchange Commission, are either omitted because they are not
required under the related instructions, they are inapplicable, or the
required information is presented in the financial statements or notes
thereto which are included in Part B of the Registration Statement.


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

  (b)      Exhibits:

  (1)      Registrant's Amemded and Restated Agreement and Declaration of
Trust are incorporated by reference to Exhibit (1)(b) of Post-Effective
Amendment No. 12 to the Registration Statement on Form N-1A, filed on June
30, 1992.

  (2)      Registrant's By-Laws, as amended, are incorporated by reference to
Exhibit (2) of Post-Effective Amendment No. 12 to the Registration Statement
on Form N-1A, filed on June 30, 1992.
   

  (5)      Management Agreement is incorporated by reference to Exhibit (5)
of Post-Effective Amendment No. 19 to the Registration Statement on Form N-
1A, filed on February 16, 1994.
    
   
  (6)(a)   Distribution Agreement is incorporated by reference to Exhibit (6)
of Post-Effective Amendment No. 19 to the Registration Statement on Form N-
1A, filed on February 16, 1994.
    

  (6)(b)   Forms of Service Agreements are incorporated by reference to
Exhibit 6(b) of Post-Effective Amendment No. 9 to the Registration Statement
on Form N-1A, filed on October 30, 1992.

  (6)(c)   Forms of Distribution Plan Agreements are incorporated by
reference to Exhibit 6(c) of Post-Effective Amendment No. 9 to the
Registration Statement on From N-1A, filed on October 30, 1992.

  (8)(a)   Registrant's Custody Agreement is incorporated by reference to
Exhibit 8(a) of Post-Effective Amendment No. 8 to the Registration Statement
on Form N-1A, filed on August 23, 1990.
   

  (8)(b)   Sub-Custodian Agreements.
    
   

  (9)      Shareholder Services Plan is incorporated by reference to Exhibit
(9) of Post-Effective Amendment No. 19 to the Registration Statement on Form
N-1A, filed on February 16, 1994.
    

  (10)     Opinion and consent of Registrant's counsel is incorporated by
reference to Exhibit (10) of Post-Effective Amendment No. 2 to the
Registration Statement on Form N-1A, filed on July 16, 1987.

  (11)     Consent of Independent Auditors.
   

  (15)     Distribution Plan is incorporated by reference to Exhibit (19) of
Post-Effective Amendment No. 19 to the Registration Statement on Form N-1A,
filed on February 16, 1994.
    
   
  (16)     Schedules of Computation of Performance Data.
    



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

           Other Exhibits
           ______________

                (a)  Powers of Attorney of the Registrant's Trustees are
                     incorporated by reference to Other Exhibits (a) of
                     Post-Effective Amendment No. 10 to the Registration
                     Statement on Form N-1A, filed on June 28, 1991.

                (b)  The Certificate of Corporate Secretary.

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

           Not Applicable

Item 26.   Number of Holders of Securities.
_______    ________________________________

            (1)                              (2)

                                                Number of Record
         Title of Class                  Holders as of July 21, 1994
         ______________                  _____________________________
   

         Shares of
         beneficial interest,
         par value $.001 per share       Class A              Class B

         Arizona Series-                   262                  245

         Colorado Series-                   10                   55

         Connecticut Series-             7,397                1,221

         Florida Series-                 5,922                  647

         Georgia Series-                   274                  518

         Maryland Series-                7,726                1,346

         Massachusetts Series-           1,845                  119

         Michigan Series-                5,102                  537

         Minnesota Series-               3,714                  870

         North Carolina Series           1,439                1,386

         Ohio Series-                    7,320                1,120



                                                Number of Record
         Title of Class                  Holders as of July 21, 1994
         ______________                  _____________________________

         Shares of
         beneficial interest,
         par value $.001 per share       Class A              Class B

         Oregon Series-                      6                   10

         Pennsylvania Series-            7,417                2,707

         Texas Series-                   1,169                  493

         Virginia Series-                1,855                  910

    

Item 27.    Indemnification
_______     _______________

         The Statement as to the general effect of any contract,
arrangements or statute under which a trustee, officer, underwriter or
affiliated person of the Registrant is insured or indemnified in any manner
against any liability which may be incurred in such capacity, other than
insurance provided by any director, officer, affiliated person or
underwriter for their own  protection, is incorporated by reference to Item
27 of Part C of Post-Effective Amendment No. 2 to the Registration Statement
on Form N-1A, filed on July 16, 1987.

         Reference is also made to the Distribution Agreement attached as
Exhibit (6)(a) of Post-Effective Amendment No. 19 to the Registration
Statement on Form N-1A, filed on February 16, 1994.

Item 28.    Business and Other Connections of Investment Adviser.
_______     ____________________________________________________

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


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

          Officers and Directors of Investment Adviser
          ____________________________________________


Name and Position
with Dreyfus                  Other Businesses
_________________             ________________

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

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

ABIGAIL Q. McCARTHY           Author, lecturer, columnist and educational
Director                      consultant
                                   2126 Connecticut Avenue
                                   Washington, D.C. 20008

DAVID B. TRUMAN               Educational consultant;
Director                      Past President of the Russell Sage Foundation
                                   230 Park Avenue
                                   New York, New York 10017;
                              Past President of Mount Holyoke College
                                   South Hadley, Massachusetts 01075;
                              Former Director:
                                   Student Loan Marketing Association
                                   1055 Thomas Jefferson Street, N.W.
                                   Washington, D.C. 20006;
                              Former Trustee:
                                   College Retirement Equities Fund
                                   730 Third Avenue
                                   New York, New York 10017

HOWARD STEIN                  Chairman of the Board, President and Investment
Chairman of the Board and     Officer:
Chief Executive Officer            Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                              Chairman of the Board and Investment Officer:
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus New Leaders Fund, Inc.++;
                                   The Dreyfus Socially Responsible Growth
                                        Fund, Inc. ++;
                                   The Dreyfus Third Century Fund, Inc.++;
                              Chairman of the Board:
                                   Dreyfus Acquisition Corporation*;
                                   Dreyfus America Fund++++;
                                   The Dreyfus Consumer Credit Corporation*;
HOWARD STEIN                       Dreyfus Land Development Corporation*;
(cont'd)                           Dreyfus Management, Inc.*;
                                   Dreyfus Service Corporation*;
                              Chairman of the Board and Chief Executive
                              Officer:
                                   Major Trading Corporation*;
                              President, Managing General Partner and
                              Investment Officer:
                                   Dreyfus Global Growth, L.P. (A Strategic
                                        Fund)++;
                                   Dreyfus Strategic Growth, L.P. ++;
                              Director, President and Investment Officer:
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus Asset Allocation Fund, Inc.++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Focus Funds, Inc.++;
                                   Dreyfus Global Investing++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Premier Growth Fund, Inc.++;
                                   Dreyfus Growth Allocation Fund, Inc.++
                              Director and Investment Officer:
                                   Dreyfus Growth and Income Fund, Inc.++;
                              Director:
                                   Avnet, Inc.**;
                                   Comstock Partners Strategy Fund, Inc.***;
                                   Dreyfus A Bonds Plus, Inc.++;
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   The Dreyfus Fund International
                                        Limited++++++;
                                   Dreyfus Global Bond Fund, Inc.++;
                                   Dreyfus Insured Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
                                   Dreyfus Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Partnership Management,
                                        Inc.*;
                                   Dreyfus Personal Management, Inc.*;
                                   Dreyfus Precious Metals, Inc.*;
                                   Dreyfus Realty Advisors, Inc.+++;
                                   Dreyfus Service Organization, Inc.*;
                                   Dreyfus Strategic Governments Income,
                                        Inc.++;
                                   The Dreyfus Trust Company++;
                                   General Government Securities Money Market
                                        Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;

HOWARD STEIN                       Seven Six Seven Agency, Inc.*;
(cont'd)                           World Balanced Fund++++;
                              Trustee and Investment Officer:
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Variable Investment Fund++;
                              Trustee:
                                   Corporate Property Investors
                                   New York, New York;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus Institutional Short Term Treasury
                                        Fund++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                        Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Strategic Income++

JULIAN M. SMERLING            Director and Executive Vice President:
Vice Chairman of the               Dreyfus Service Corporation*;
Board of Directors            Director and Vice President:
                                   Dreyfus Service Organization, Inc.*;
                              Vice Chairman and Director:
                                   The Dreyfus Trust Company++;
                                   The Dreyfus Trust Company (N.J.)++;
                              Director:
                                   The Dreyfus Consumer Credit Corporation*;
                                   Dreyfus Partnership Management, Inc.*;
                                   Seven Six Seven Agency, Inc.*

JOSEPH S. DiMARTINO           Director and Chairman of the Board:
President, Chief Operating         The Dreyfus Trust Company++;
Officer and Director          Director, President and Investment Officer:
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Global Bond Fund, Inc.++;
                                   Dreyfus International Equity Fund, Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   General Government Securities Money Market
                                        Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                              Director and President:
                                   Dreyfus Acquisition Corporation*;
                                   The Dreyfus Consumer Credit Corporation*;
JOSEPH S. DiMARTINO                Dreyfus Edison Electric Index Fund,
(cont'd)                                Inc.++;
                              Dreyfus Life and Annuity Index Fund,
                                   Inc.++;
                                   Dreyfus Partnership Management, Inc.*;
                                   The Dreyfus Trust Company (N.J.)++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc. ++;
                                   Peoples Index Fund, Inc.++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                              Trustee, President and Investment Officer:
                                   Dreyfus Cash Management++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus Variable Investment Fund++;
                                   Premier GNMA Fund++;
                              Trustee and President:
                                   First Prairie Cash Management++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;
                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie U.S. Government Income
                                        Fund++;
                                   First Prairie U.S. Treasury Securities
                                        Cash Management++;
                              Trustee, Vice President and Investment Officer:
                                   Dreyfus Institutional Short Term
                                   Treasury Fund++;
                              Trustee and Investment Officer:
                                   Premier GNMA Fund++;
                              Director and Executive Vice President:
                                   Dreyfus Service Corporation*;
                              Director, Vice President and Investment
                              Officer:
                                   Dreyfus Balanced Fund, Inc.++;
                              Director and Vice President:
                                   Dreyfus Service Organization, Inc.*;
                                   General Municipal Bond Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                              Director and Investment Officer:
                                   Dreyfus A Bonds Plus, Inc.++;
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus Short-Term Income Fund, Inc.++;
                                   Premier Growth Fund, Inc.++;
                              Director:
                                   Dreyfus Management, Inc.*;
                                   Dreyfus Personal Management, Inc.*;
                                   Noel Group, Inc.
                                   667 Madison Avenue
                                   New York, New York 10021;
JOSEPH S. DiMARTINO           Trustee:
(cont'd)                      Bucknell University
                                   Lewisburg, Pennsylvania 17837;
                              President and Investment Officer:
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                              Vice President and former Treasurer and
                              Director:
                                   National Muscular Dystrophy Association
                                   810 Seventh Avenue
                                   New York, New York 10019;
                              Investment Officer:
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                        Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                              President, Chief Operating Officer and
                              Director:
                                   Major Trading Corporation*

LAWRENCE M. GREENE            Chairman of the Board:
Legal Consultant and               The Dreyfus Security Savings
Director                           Bank, F.S.B.+;
                              Director and Executive Vice President:
                                   Dreyfus Service Corporation*;
                              Director and Vice President:
                                   Dreyfus Acquisition Corporation*;
                                   Dreyfus Service Organization, Inc.*;
                              Director:
                                   Dreyfus America Fund++++;
                                   Dreyfus BASIC Municipal Fund ++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus-Lincoln, Inc.*;
                                   Dreyfus Management, Inc.*;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;


LAWRENCE M. GREENE                 Dreyfus New Leaders Fund, Inc.++;
(cont'd)                           Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus Precious Metals, Inc.*;
                                   Dreyfus Thrift & Commerce+++;
                                   The Dreyfus Trust Company (N.J.)++;
                                   Seven Six Seven Agency, Inc.*;
                              Vice President:
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                              Trustee:
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                        Fund++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus New York Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                              Investment Officer:
                                   The Dreyfus Fund Incorporated++

ROBERT F. DUBUSS              Director and Treasurer:
Vice President                     Major Trading Corporation*;
                              Director and Vice President:
                                   The Dreyfus Consumer Credit Corporation*;
                                   The Truepenny Corporation*;
                              Treasurer:
                                   Dreyfus Management, Inc.*;
                                   Dreyfus Precious Metals, Inc.*;
                                   Dreyfus Service Corporation*;
                              Assistant Treasurer:
                                   The Dreyfus Fund Incorporated++;
                              Director:
                                   The Dreyfus Trust Company++;
                                   The Dreyfus Trust Company (N.J.)++;
                                   Dreyfus Thrift & Commerce****

ALAN M. EISNER                Director and President:
Vice President and Chief           The Truepenny Corporation*;
Financial Officer             Vice President and Chief Financial Officer:
                                   Dreyfus Acquisition Corporation*;
                              Treasurer:
                                   Dreyfus Realty Advisors, Inc.+++;
                              Treasurer, Financial Officer and Director:
                                   The Dreyfus Trust Company++;
                                   The Dreyfus Trust Company (N.J.)++;
                              Director:
                                   Dreyfus Thrift & Commerce****;
                              Vice President and Director:
                                   The Dreyfus Consumer Credit Corporation*



DAVID W. BURKE                Vice President and Director:
Vice President and Chief           The Dreyfus Trust Company++;
Administrative Officer        Formerly, President:
                                   CBS News, a division of CBS, Inc.
                                   524 West 57th Street
                                   New York, New York 10019
                              Director:
                                   Dreyfus BASIC Municipal Fund++;
                                   Dreyfus California Tax Exempt Bond
                                        Fund, Inc.++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Intermediate Municipal Bond
                                        Fund, Inc.++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New York Tax Exempt Bond
                                        Fund, Inc.++;
                                   Dreyfus Ohio Municipal Money Market
                                        Fund, Inc.++;
                              Trustee:
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus California Tax Exempt Money
                                        Market Fund++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Connecticut Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
                                   Dreyfus Massachusetts Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt
                                        Bond Fund++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus New Jersey Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus Pennsylvania Intermediate
                                        Municipal Bond Fund++;
DAVID W. BURKE                     Dreyfus Pennsylvania Municipal Money
 (cont'd)                               Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++

ELIE M. GENADRY               President:
Vice President -                   Institutional Services Division of Dreyfus
Institutional Sales                Service Corporation*;
                                   Broker-Dealer Division of Dreyfus Service
                                   Corporation*;
                                   Group Retirement Plans Division of Dreyfus
                                   Service Corporation;
                              Executive Vice President:
                                   Dreyfus Service Corporation*;
                                   Dreyfus Service Organization, Inc.*;
                              Senior Vice President:
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Edison Electric Index Fund,
                                        Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   Peoples Index Fund, Inc.++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                              Vice President:
                                   The Dreyfus Trust Company++;
                                   Premier Insured Municipal Bond Fund++;
                                   Premier California Municipal Bond Fund++;
                                   Premier Municipal Bond Fund++;
                                   Premier New York Municipal Bond Fund++;
                              Vice President-Sales:
                                   The Dreyfus Trust Company (N.J.)++;
                              Treasurer:
                                   Pacific American Fund+++++

DANIEL C. MACLEAN             Director, Vice President and Secretary:
Vice President and General         Dreyfus Precious Metals, Inc.*;
Counsel                       Director and Vice President:
                                   The Dreyfus Consumer Credit Corporation*;
                                   The Dreyfus Trust Company (N.J.)++;
                              Director and Secretary:
                                   Dreyfus Partnership Management, Inc.*;
                                   Major Trading Corporation*;
                                   The Truepenny Corporation+;
                              Director:
                                   Dreyfus America Fund++++;
                                   The Dreyfus Trust Company++;
                              Vice President:
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus BASIC Municipal Fund++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Edison Electric Index Fund,
                                        Inc.++;
                                   Dreyfus Florida Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Focus Funds, Inc.++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Growth and Income Fund, Inc.++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
                                   Dreyfus Insured Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                        Fund++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Leaders Fund, Inc.++;
DANIEL C. MACLEAN                  Dreyfus New York Insured Tax Exempt Bond
(cont'd)                                Fund++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus New York Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Short-Intermediate Municipal Bond
                                        Fund++;
                                   The Dreyfus Socially Responsible Growth
                                        Fund, Inc.++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   The Dreyfus Third Century Fund, Inc.++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   First Prairie Cash Management++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;

                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc. ++;
                                   First Prairie U.S. Government Income
                                        Fund++;
                                   First Prairie U.S. Treasury Securities
                                        Cash Management++;
                                   General California Municipal Money Market
                                        Fund++;
                                   General Government Securities Money Market
                                        Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Bond Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                                   General New York Municipal Bond Fund,
                                        Inc.++;
                                   General New York Municipal Money Market
                                        Fund++;
                                   Peoples Index Fund, Inc.++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                                   Premier Insured Municipal Bond Fund++;
                                   Premier California Municipal Bond Fund++;
                                   Premier GNMA Fund++;
                                   Premier Growth Fund, Inc.++;
                                   Premier Municipal Bond Fund++;

DANIEL C. MACLEAN                  Premier New York Municipal Bond Fund++;
(cont'd)                           Premier State Municipal Bond Fund++;
                              Secretary:
                                   Dreyfus A Bonds Plus, Inc.++;
                                   Dreyfus Acquisition Corporation*;
                                   Dreyfus Asset Allocation Fund, Inc.++;
                                   Dreyfus Balanced Fund, Inc.++;
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus California Municipal Income,
                                        Inc.++;
                                   Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                                   Dreyfus Connecticut Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Florida Municipal Money Market
                                        Fund++;
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Global Bond Fund, Inc.++;
                                   Dreyfus Global Growth, L.P. (A Strategic
                                        Fund)++;
                                   Dreyfus Global Investing++;
                                   Dreyfus Growth Allocation Fund, Inc.++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus International Equity Fund, Inc.++;
                                   Dreyfus Massachusetts Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
                                   Dreyfus Municipal Income, Inc.++;
                                   Dreyfus Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus New Jersey Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus New York Municipal Income, Inc.++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                        Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Pennsylvania Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Service Corporation*;
                                   Dreyfus Service Organization, Inc.*;
                                   Dreyfus Short-Term Income Fund, Inc.++;
                                   Dreyfus Strategic Governments Income,
                                        Inc.++;
                                   Dreyfus Strategic Growth, L.P.++;
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
DANIEL C. MACLEAN                  Dreyfus Strategic Municipal Bond Fund,
(cont'd)                                Inc.++;
                                   Dreyfus Strategic Municipals, Inc.++;
                                   Dreyfus Variable Investment Fund++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   General California Municipal Bond Fund,
                                        Inc.++;
                                   Seven Six Seven Agency, Inc.*;
                              Director and Assistant Secretary:
                                   The Dreyfus Fund International
                                        Limited++++++

JEFFREY N. NACHMAN            Vice President-Financial:
Vice President - Mutual            Dreyfus A Bonds Plus, Inc.++;
Fund Accounting                    Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus California Municipal Income,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Global Growth, L.P. (A Strategic
                                        Fund)++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus Insured Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                   Fund++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus Municipal Income, Inc.++;
                                   Dreyfus Municipal Money Market Fund,
                                        Inc.++;
JEFFREY N. NACHMAN                 Dreyfus New Jersey Municipal Bond Fund,
(cont'd)                                Inc.++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Leaders Fund, Inc.++;
                                   Dreyfus New York Insured Tax Exempt Bond
                                        Fund++;
                                   Dreyfus New York Municipal Income, Inc.++;
                                   Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus New York Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                        Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Short-Intermediate Municipal Bond
                                        Fund++;
                                   Dreyfus Strategic Governments Income,
                                        Inc.++;
                                   Dreyfus Strategic Growth, L.P.++;
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Strategic Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Strategic Municipals, Inc.++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   The Dreyfus Third Century Fund, Inc.++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus Variable Investment Fund++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;

                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc.++;
                                   General California Municipal Bond Fund,
                                        Inc.++;
                                   General California Municipal Money Market
                                        Fund++;

JEFFREY N. NACHMAN                 General Government Securities Money Market
(cont'd)                                Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Bond Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                                   General New York Municipal Bond Fund,
                                        Inc.++;
                                   General New York Municipal Money Market
                                        Fund++;
                                   Peoples Index Fund, Inc.++;
                                   Premier California Municipal Bond Fund++;
                                   Premier GNMA Fund++;
                                   Premier Municipal Bond Fund++;
                                   Premier New York Municipal Bond Fund++;
                                   Premier State Municipal Bond Fund++;
                              Vice President and Treasurer:
                                   Dreyfus Asset Allocation Fund, Inc.++;
                                   Dreyfus Balanced Fund, Inc.++;
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   Dreyfus BASIC Municipal Fund++;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Connecticut Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Edison Electric Index Fund,
                                        Inc.++;
                                   Dreyfus Florida Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Florida Municipal Money Market
                                        Fund++;
                                   Dreyfus Focus Funds, Inc.++;
                                   Dreyfus Global Bond Fund, Inc.++;
                                   Dreyfus Global Investing++;
                                   Dreyfus Growth Allocation Fund,
                                        Inc.++;
                                   Dreyfus Growth and Income Fund, Inc.++;
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
                                   Dreyfus International Equity Fund, Inc.++;
                                   Dreyfus Massachusetts Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus New Jersey Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus Pennsylvania Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Short-Term Income Fund, Inc.++;
                                   The Dreyfus Socially Responsible Growth
                                        Fund, Inc.++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   First Prairie Cash Management++;
                                   First Prairie U.S. Government Income
                                        Fund++;
JEFFREY N. NACHMAN                 First Prairie U.S. Treasury Securities
(Cont'd)                                Cash Management++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                                   Premier Growth Fund, Inc.++;
                                   Premier Insured Municipal Bond Fund++;
                              Assistant Treasurer:
                                   Pacific American Fund+++++

PETER A. SANTORIELLO          Director, President and Investment
Vice President                Officer:
                                   Dreyfus Balanced Fund, Inc.++;
                              Director and President:
                                   Dreyfus Management, Inc.*;
                              Vice President:
                                   Dreyfus Personal Management, Inc.*

KIRK V. STUMPP                Senior Vice President and
Vice President -              Director of Marketing:
New Product Development            Dreyfus Service Corporation*

PHILIP L. TOIA                Chairman of the Board and Vice President:
Vice President and                 Dreyfus Thrift & Commerce****;
Director of Fixed-            Director:
Income Research                    The Dreyfus Security Savings Bank F.S.B.+;
                              Senior Loan Officer and Director:
                                   The Dreyfus Trust Company++;
                              Vice President:
                                   The Dreyfus Consumer Credit Corporation*;
                              President and Director:
                                   Dreyfus Personal Management, Inc.*;
                              Director:
                                   Dreyfus Realty Advisors, Inc.+++;
                              Formerly, Senior Vice President:
                                   The Chase Manhattan Bank, N.A. and
                                   The Chase Manhattan Capital Markets
                                   Corporation
                                   One Chase Manhattan Plaza
                                   New York, New York 10081

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

JOHN J. PYBURN                Treasurer and Assistant Secretary:
Assistant Vice President           The Dreyfus Fund International
                                        Limited++++++;
                              Treasurer:
                                   Dreyfus A Bonds Plus, Inc.++;
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus California Municipal Income,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
JOHN J. PYBURN                     Dreyfus California Tax Exempt Money Market
(cont'd)                                Fund++;
                                   Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Global Growth, L.P. (A Strategic
                                        Fund)++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus Insured Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                        Fund++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus Municipal Income, Inc.++;
                                   Dreyfus Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Leaders Fund, Inc.++;
                                   Dreyfus New York Insured Tax Exempt Bond
                                        Fund++;
                                   Dreyfus New York Municipal Income, Inc.++;
                                   Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus New York Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                        Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
JOHN J. PYBURN                     Dreyfus 100% U.S. Treasury Money Market
(cont'd)                                Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Short-Intermediate Municipal Bond
                                        Fund++;
                                   Dreyfus Strategic Governments Income,
                                        Inc.++;
                                   Dreyfus Strategic Growth, L.P.++;
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Strategic Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Strategic Municipals, Inc.++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   The Dreyfus Third Century Fund, Inc.++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus Variable Investment Fund++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;
                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc. ++;
                                   General California Municipal Bond Fund,
                                        Inc.++;
                                   General California Municipal Money Market
                                        Fund++;
                                   General Government Securities Money Market
                                        Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Bond Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                                   General New York Municipal Bond Fund,
                                        Inc.++;
                                   General New York Municipal Money Market
                                        Fund++;
                                   Peoples Index Fund, Inc.++;
                                   Premier California Municipal Bond Fund++;
                                        Premier GNMA Fund++;
                                   Premier Municipal Bond Fund++;
                                   Premier New York Municipal Bond Fund++;
                                   Premier State Municipal Bond Fund++

MAURICE BENDRIHEM             Treasurer:
Controller                         Dreyfus Partnership Management, Inc.*;
                                   Dreyfus Service Organization, Inc.*;
                                   Seven Six Seven Agency, Inc.*;
                                   The Truepenny Corporation*;

MAURICE BENDRIHEM             Controller:
(cont'd)                           Dreyfus Acquisition Corporation*;
                                   The Dreyfus Trust Company++;
                                   The Dreyfus Trust Company (N.J.)++;
                                   The Dreyfus Consumer Credit Corporation*;
                              Assistant Treasurer:
                                   Dreyfus Precious Metals*
                              Formerly, Vice President-Financial Planning,
                              Administration and Tax:
                                   Showtime/The Movie Channel, Inc.
                                   1633 Broadway
                                   New York, New York 10019

MARK N. JACOBS                Vice President:
Secretary and Deputy               Dreyfus A Bonds Plus, Inc.++;
General Counsel                    Dreyfus Asset Allocation Fund, Inc.++;
                                   Dreyfus Balanced Fund, Inc.++;
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                                   Dreyfus Connecticut Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Edison Electric Index Fund,
                                        Inc.++;
                                   Dreyfus Florida Municipal Money Market
                                        Fund++;
                                   Dreyfus Focus Funds, Inc.++;
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Global Bond Fund, Inc.++;
                                   Dreyfus Global Growth, L.P. (A Strategic
                                        Fund)++;
                                   Dreyfus Global Investing++;
                                   Dreyfus Growth Allocation Fund,
                                        Inc.++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus International Equity Fund, Inc.++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Massachusetts Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
                                   Dreyfus Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus New Jersey Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                   Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
MARK N. JACOBS                     Dreyfus 100% U.S. Treasury Money Market
(cont'd)                                Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Pennsylvania Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Short-Term Income Fund, Inc.++;
                                   Dreyfus Strategic Growth, L.P.++;
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Strategic Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Strategic Municipals, Inc.++;
                                   Dreyfus Variable Investment Fund++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   General California Municipal Bond Fund,
                                        Inc.++;
                                   Peoples Index Fund, Inc.++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                              Director:
                                   World Balanced Fund++++;
                              Secretary:
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus BASIC Municipal Fund++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Capital Value Fund (A Premier
                                        Fund)++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   The Dreyfus Consumer Credit Corporation*;
                                   Dreyfus Florida Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Growth and Income Fund, Inc.++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
                                   Dreyfus Insured Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Investors GNMA Fund++;
                                   Dreyfus Management, Inc.*;
                                   Dreyfus Massachusetts Municipal Money
                                   Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                        Fund++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
MARK N. JACOBS                     Dreyfus Municipal Cash Management Plus++;
(cont'd)                           Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Leaders Fund, Inc.++;
                                   Dreyfus New York Insured Tax Exempt Bond
                                        Fund++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus New York Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Short-Intermediate Municipal Bond
                                        Fund++;
                                   The Dreyfus Socially Responsible Growth
                                        Fund, Inc.++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   The Dreyfus Third Century Fund, Inc.++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   First Prairie Cash Management++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;
                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc. ++;
                                   First Prairie U.S. Government Income
                                        Fund++;
                                   First Prairie U.S. Treasury Securities
                                        Cash Management++;
                                   General California Municipal Money Market
                                        Fund++;
                                   General Government Securities Money Market
                                        Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Bond Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                                   General New York Municipal Bond Fund,
                                        Inc.++;
                                   General New York Municipal Money Market
                                        Fund++;
                                   Pacific American Fund+++++;
                                   Premier Insured Municipal Bond Fund++;
                                   Premier California Municipal Bond Fund++;
                                   Premier GNMA Fund++;
                                   Premier Growth Fund, Inc.++;
                                   Premier Municipal Bond Fund++;
                                   Premier New York Municipal Bond Fund++;
MARK N. JACOBS                     Premier State Municipal Bond Fund++;
(cont'd)                           Assistant Secretary:
                                   Dreyfus Service Organization, Inc.*;
                                   Major Trading Corporation*;
                                   The Truepenny Corporation*
CHRISTINE PAVALOS             Assistant Secretary:
Assistant Secretary                Dreyfus A Bonds Plus, Inc.++;
                                   Dreyfus Acquisition Corporation*;
                                   Dreyfus Appreciation Fund, Inc.++;
                                   Dreyfus Asset Allocation Fund, Inc.++;
                                   Dreyfus Balanced Fund, Inc.++;
                                   Dreyfus BASIC Money Market Fund, Inc.++;
                                   Dreyfus BASIC Municipal Fund++;
                                   Dreyfus BASIC U.S. Government Money Market
                                        Fund++;
                                   Dreyfus California Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus California Municipal Income,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus California Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Capital Growth Fund (A Premier
                                        Fund)++;
                                   Dreyfus Capital Value Fund, (A Premier
                                        Fund)++;
                                   Dreyfus Cash Management++;
                                   Dreyfus Cash Management Plus, Inc.++;
                                   Dreyfus Connecticut Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Connecticut Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Edison Electric Index Fund,
                                        Inc.++;
                                   Dreyfus Florida Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus Florida Municipal Money Market
                                        Fund++;
                                   Dreyfus Focus Funds, Inc.++;
                                   The Dreyfus Fund Incorporated++;
                                   Dreyfus Global Bond Fund, Inc.++;
                                   Dreyfus Global Growth, L.P. (A Strategic
                                   Fund)++;
                                   Dreyfus Global Investing++;
                                   Dreyfus GNMA Fund, Inc.++;
                                   Dreyfus Government Cash Management++;
                                   Dreyfus Growth Allocation Fund,
                                        Inc.++;
                                   Dreyfus Growth and Income, Inc.++;
                                   Dreyfus Growth Opportunity Fund, Inc.++;
                                   Dreyfus Institutional Money Market Fund++;
                                   Dreyfus Institutional Short Term
                                        Treasury Fund++;
                                   Dreyfus Insured Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Intermediate Municipal Bond Fund,
                                        Inc.++;
CHRISTINE PAVALOS                  Dreyfus International Equity Fund, Inc.++;
(cont'd)                                Dreyfus Investors GNMA Fund++;
                                   Dreyfus Life and Annuity Index Fund,
                                        Inc.++;
                                   Dreyfus Liquid Assets, Inc.++;
                                   Dreyfus Management, Inc.*;
                                   Dreyfus Massachusetts Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Massachusetts Municipal Money
                                        Market Fund++;
                                   Dreyfus Massachusetts Tax Exempt Bond
                                        Fund++;
                                   Dreyfus Michigan Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus Money Market Instruments, Inc.++;
                                   Dreyfus Municipal Bond Fund, Inc.++;
                                   Dreyfus Municipal Cash Management Plus++;
                                   Dreyfus Municipal Income, Inc.++;
                                   Dreyfus Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Intermediate Municipal
                                        Bond Fund++;
                                   Dreyfus New Jersey Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus New Jersey Municipal Money Market
                                        Fund, Inc.++;
                                   Dreyfus New Leaders Fund, Inc.++;
                                   Dreyfus New York Insured Tax Exempt Bond
                                        Fund++;
                                   Dreyfus New York Municipal Cash
                                        Management++;
                                   Dreyfus New York Municipal Income, Inc.++;
                                   Dreyfus New York Tax Exempt Bond Fund,
                                        Inc.++;
                                   Dreyfus New York Tax Exempt Intermediate
                                        Bond Fund++;
                                   Dreyfus New York Tax Exempt Money Market
                                        Fund++;
                                   Dreyfus Ohio Municipal Money Market Fund,
                                        Inc.++;
                                   Dreyfus 100% U.S. Treasury Intermediate
                                        Term Fund++;
                                   Dreyfus 100% U.S. Treasury Long Term
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Money Market
                                        Fund++;
                                   Dreyfus 100% U.S. Treasury Short Term
                                        Fund++;
                                   Dreyfus Pennsylvania Intermediate
                                        Municipal Bond Fund++;
                                   Dreyfus Pennsylvania Municipal Money
                                        Market Fund++;
                                   Dreyfus Service Corporation*;
                                   Dreyfus Short-Intermediate Government
                                        Fund++;
                                   Dreyfus Short-Intermediate Municipal Bond
                                        Fund++;
                                   Dreyfus Short-Term Income Fund, Inc.++;
CHRISTINE PAVALOS                  The Dreyfus Socially Responsible Growth
(cont'd)                                Fund, Inc.++;
                                   Dreyfus Strategic Governments Income,
                                        Inc.++;
                                   Dreyfus Strategic Growth, L.P.++;
                                   Dreyfus Strategic Income++;
                                   Dreyfus Strategic Investing++;
                                   Dreyfus Strategic Municipal Bond Fund,
                                        Inc.++;
                                   Dreyfus Strategic Municipals, Inc.++;
                                   Dreyfus Tax Exempt Cash Management++;
                                   The Dreyfus Third Century Fund, Inc.++;
                                   Dreyfus Treasury Cash Management++;
                                   Dreyfus Treasury Prime Cash Management++;
                                   Dreyfus Variable Investment Fund++;
                                   Dreyfus-Wilshire Target Funds, Inc.++;
                                   Dreyfus Worldwide Dollar Money Market
                                        Fund, Inc.++;
                                   First Prairie Cash Management++;
                                   First Prairie Diversified Asset Fund++;
                                   First Prairie Money Market Fund++;
                                   First Prairie Tax Exempt Bond Fund,
                                        Inc. ++;
                                   First Prairie Municipal Money Market
                                        Fund++;
                                   First Prairie U.S. Government Income
                                        Fund++;
                                   First Prairie U.S. Treasury Securities
                                        Cash Management++;
                                   General California Municipal Bond Fund,
                                        Inc.++;
                                   General California Municipal Money Market
                                        Fund++;
                                   General Government Securities Money Market
                                        Fund, Inc.++;
                                   General Money Market Fund, Inc.++;
                                   General Municipal Bond Fund, Inc.++;
                                   General Municipal Money Market Fund,
                                        Inc.++;
                                   General New York Municipal Bond Fund,
                                        Inc.++;
                                   General New York Municipal Money Market
                                        Fund++;
                                   Peoples Index Fund, Inc.++;
                                   Peoples S&P MidCap Index Fund, Inc.++;
                                   Premier Insured Municipal Bond Fund++;
                                   Premier California Municipal Bond Fund++;
                                   Premier GNMA Fund++;
                                   Premier Growth Fund, Inc.++;
                                   Premier Municipal Bond Fund++;
                                   Premier New York Municipal Bond Fund++;
                                   Premier State Municipal Bond Fund++;
                                   The Truepenny Corporation*

______________________________________

*       The address of the business so indicated is 200 Park Avenue, New
        York, New York 10166.
**      The address of the business so indicated is 80 Cutter Mill Road,
        Great Neck, New York 11021.
***     The address of the business so indicated is 45 Broadway, New York,
        New York 10006.
****    The address of the business so indicated is Five Triad Center, Salt
        Lake City, Utah 84180.
+       The address of the business so indicated is Atrium Building, 80 Route
        4 East, Paramus, New Jersey 07652.
++      The address of the business so indicated is 144 Glenn Curtiss
        Boulevard, Uniondale, New York 11556-0144.
+++     The address of the business so indicated is One Rockefeller Plaza,
        New York, New York 10020.
++++    The address of the business so indicated is 2 Boulevard Royal,
        Luxembourg.
+++++   The address of the business so indicated is 800 West Sixth Street,
        Suite 1000, Los Angeles, California 90017.
++++++  The address of the business so indicated is Nassau, Bahama Islands.

Item 29.  Principal Underwriters
________  ______________________

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

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

(b)
                                                                  Positions and
Name and principal        Positions and offices with              offices with
business address          Dreyfus Service Corporation             Registrant
__________________        ___________________________             _____________

Howard Stein*             Chairman of the Board                       None

Joseph S. DiMartino*      Executive Vice President and Director       None

Lawrence M. Greene*       Executive Vice President and Director       None

Julian M. Smerling*       Executive Vice President and Director       None
   

Elie M. Genadry*          Executive Vice President                    None
    


Henry D. Gottmann*        Executive Vice President                    None
   

Donald A. Nanfeldt*       Executive Vice President                    None

    

Kevin Flood*              Senior Vice President                       None

Roy Gross*                Senior Vice President                       None

Irene Papadoulis**        Senior Vice President                       None

Kirk Stumpp*              Senior Vice President and                   None
                                Director of Marketing

Diane M. Coffey*          Vice President                              None

Walter T. Harris*         Vice President                              None

William Harvey*           Vice President                              None

Adwick Pinnock**          Vice President                              None

George Pirrone*           Vice President/Trading                      None

Karen Rubin Waldmann*     Vice President                              None

Peter D. Schwab*          Vice President/New Products                 None

Michael Anderson*         Assistant Vice President                    None

Carolyn Sobering*         Assistant Vice President-Trading            None

Daniel C. Maclean*        Secretary                                   Vice
                                                                      President

Robert F. Dubuss*         Treasurer                                   None

Maurice Bendrihem*        Controller                                  None

Michael J. Dolitsky*      Assistant Controller                        None

Susan Verbil Goldgraben*  Assistant Treasurer                         None

Christine Pavalos*        Assistant Secretary                         Assistant
                                                                      Secretary


Broker-Dealer Division of Dreyfus Service Corporation
=====================================================

                          Positions and offices with             Positions and
Name and principal        Broker-Dealer Division of              offices with
business address          Dreyfus Service Corporation            Registrant
__________________        ___________________________            _____________
   

Elie M. Genadry*          President                                    None
    

Craig E. Smith*           Executive Vice President                     None

Peter Moeller*            Vice President and Sales Manager             None

Kristina Williams
Pomano Beach, FL          Vice President-Administration                None

James Barr
Newton, MA                Regional Vice President                      None

Mary B. Brundage
Pasadena, CA              Regional Vice President                      None

Edward Donley
Latham, NY                Regional Vice President                      None

Thomas Ellis
Ranchero Murietta, CA     Regional Vice President                      None

Glenn Farinacci*          Regional Vice President                      None

Peter S. Ferrentino
San Francisco, CA         Regional Vice President                      None

William Frey
Hoffman Estates, IL       Regional Vice President                      None

Suzanne Haley
Tampa, FL                 Regional Vice President                      None

Philip Jochem
Warrington, PA            Regional Vice President                      None

Richard P. Kundracik
Waterford, MI             Regional Vice President                      None

Michael Lane
Beaver Falls, PA          Regional Vice President                      None

Fred Lanier
Atlanta, GA               Regional Vice President                      None

Beth Presson
Colchester, VT            Regional Vice President                      None

Joseph Reaves
New Orleans, LA           Regional Vice President                      None

Christian Renninger
Germantown, MD            Regional Vice President                      None

Robert J. Richardson
Houston, TX               Regional Vice President                      None

Kurt Wiessner
Minneapolis, MN           Regional Vice President                      None


Institutional Services Division of Dreyfus Service Corporation
==============================================================

                          Positions and offices with            Positions and
Name and principal        Institutional Services Division       offices with
business address          of Dreyfus Service Corporation        Registrant
__________________        _______________________________       _____________
   

Elie M. Genadry*          President                                   None
    
   
Donald A. Nanfeldt*       Executive Vice President                    None

    

Kathleen M. Lewis++       Vice President-Institutional                None
                                Sales Manager

Charles Cardona**         Senior Vice President-                      None
                                Institutional Services

Stacy Alexander*          Vice President-Bank Wholesale               None

James E. Baskin+++++++    Vice President-Institutional Sales          None

Kenneth Bernstein
Boca Raton, FL            Vice President-Bank Wholesale               None

Stephen Burke*            Vice President-Bank Wholesaler              None
                                Sales Manager

Laurel A. Diedrick
     Burrows***           Vice President-Bank Wholesale               None

Gary F. Callahan
Somerville, NJ            Vice President-Bank Wholesale               None

Daniel L. Clawson++++     Vice President-Institutional Sales          None

Anthony T. Corallo
San Francisco, CA         Vice President-Institutional Sales          None

Bonnie M. Cymbryla
Brewerton, NY             Vice President-Bank Wholesale               None

William Davis
Bellevue, WA              Vice President                              None

William E. Findley****    Vice President                              None

Melinda Miller Gordon*    Vice President                              None

Christina Haydt++         Vice President-Institutional Sales          None

Carol Anne Kelty*         Vice President-Institutional Sales          None

Gwenn Kessler*****        Vice President-Bank Wholesale               None

Bradford Lange*           Vice President-Bank Wholesale               None

Eva Machek*****           Vice President-Institutional Sales          None

Bradley R. Maybury
Seattle, WA               Vice President-Bank Wholesale               None

Mary McCabe***            Vice President-Bank Wholesale               None

James McNamara*****       Vice President-Institutional Sales          None

James Neiland*            Vice President-Bank Wholesale-              None
                                National Accounts Manager

Susan M. O'Connor*        Vice President-Institutional
                                Seminars                              None

Andrew Pearson+++         Vice President-Institutional Sales          None

Jean Heitzman Penny*****  Vice President-Institutional Sales          None

Dwight Pierce+            Vice President-Bank Wholesale               None

Lorianne Pinto*           Vice President-Bank Wholesale               None

Douglas Rentschler
Grosse Point Park, MI     Vice President-Bank Wholesale               None

Leah Ryan****             Vice President-Institutional Sales          None

Edward Sands*              Vice President-Institutional
                                Administration                        None

William Schalda*          Vice President-Institutional                None
                                Administration

Sue Ann Seefeld++++       Vice President-Institutional Sales          None

Brant Snavely
Charlotte, NC             Vice President-Bank Wholesale               None

Thomas Stallings
Richmond, VA              Vice President-Institutional Sales          None

 Elizabeth Biordi          Vice President-Institutional
      Wieland*                  Administration                        None

Thomas Winnick
Malverne, PA              Vice President-Bank Wholesale               None

Jeanne Butler*            Assistant Vice President-
                                Institutional Operations              None

Roberta Hall*****         Assistant Vice President-
                                Institutional Servicing               None

Tracy Hopkins**           Assistant Vice President-
                                Institutional Operations              None

Lois Paterson*            Assistant Vice President-
                                Institutional Operations              None

Mary Rogers**             Assistant Vice President-
                                Institutional Servicing               None
Karen Markovic
      Shpall++++++        Assistant Vice President                    None

Patrick Synan**           Assistant Vice President-
                                Institutional Support                 None

Emilie Tongalson**         Assistant Vice President-
                                Institutional Servicing               None

Tonda Watson****          Assistant Vice President-
                                Institutional Sales                   None


Group Retirement Plans Division of Dreyfus Service Corporation
==============================================================

                          Positions and offices with             Positions and
Name and principal        Group Retirement Plans Division        offices with
business address          of Dreyfus Service Corporation         Registrant
__________________        _______________________________        _____________
   

Elie M. Genadry*          President                                    None
    

Robert W. Stone*          Executive Vice President                     None

Leonard Larrabee*         Vice President and Senior Counsel            None

George Anastasakos*       Vice President                               None

Bart Ballinger++          Vice President-Sales                         None

Paula Cleary*             Vice President-Marketing                     None

Ellen S. Dinas*           Vice President-Marketing/Communications      None

William Gallagher*        Vice President-Sales                         None

Jeffrey Lejune
Dallas, TX                Vice President-Sales                         None

Samuel Mancino**          Vice President-Installation                  None

Joanna Morris*            Vice President-Sales                         None

Joseph Pickert++          Vice President-Sales                         None

Alison Saunders**         Vice President-Enrollment                    None

Scott Zeleznik*           Vice President-Sales                         None

Alana Zion*               Vice President-Sales                         None

Jeffrey Blake*            Assistant Vice President-Sales               None

 _____________________________________________________



*          The address of the offices so indicated is 200 Park Avenue, New
             York, New York 10166
**         The address of the offices so indicated is 144 Glenn Curtiss
             Boulevard, Uniondale, New York 11556-0144.
***           The address of the offices so indicated is 580 California Street,
             San Francisco, California 94104.
****       The address of the offices so indicated is 3384 Peachtree Road,
             Suite 100, Atlanta, Georgia 30326-1106.
*****      The address of the offices so indicated is 190 South LaSalle
             Street, Suite 2850, Chicago, Illinois 60603.
+          The address of the offices so indicated is P.O. Box 1657, Duxbury,
             Massachusetts 02331.
++         The address of the offices so indicated is 800 West Sixth Street,
              Suite 1000, Los Angeles, California 90017.
+++           The address of the offices so indicated is 11 Berwick Lane,
              Edgewood, Rhode Island 02905.
++++       The address of the offices so indicated is 1700 Lincoln Street,
              Suite 3940, Denver, Colorado 80203.
+++++      The address of the offices so indicated is 6767 Forest Hill
             Avenue, Richmond, Virginia 23225.
++++++     The address of the offices so indicated is 2117 Diamond Street,
             San Diego, California 92109.
+++++++    The address of the offices so indicated is P.O. Box 757,
             Holliston, Massachusetts 01746.

 Item 30.      Location of Accounts and Records
              ________________________________

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

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

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

Item 31.      Management Services
_______       ___________________

              Not Applicable

Item 32.      Undertakings
________      ____________

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

  (2)         With respect to shareholders of the Colorado and Oregon Series,
Registrant hereby undertakes to furnish each person to whom a prospectus is
delivered with a copy of its latest annual report to shareholders, upon
request and without charge, beginning with the annual report to shareholders
for the fiscal year ending April 30, 1995.  With respect to the shareholders
of each Series other than the Colorado and Oregon Series, Registrant hereby
undertakes to furnish each person to whom a prospectus is delivered with a
copy of its latest annual report to shareholders,  upon request and without
charge.
    

                                  SIGNATURES
                                ---------------

     Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant has duly caused this
Amendment to the Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of New York, and State
of New York on the 18th day of August, 1994.

                    PREMIER STATE MUNICIPAL BOND FUND
                              (Registrant)

            BY:    /s/Richard J. Moynihan*
                   RICHARD J. MOYNIHAN, PRESIDENT

         Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, this Amendment to the Registration Statement
has been signed below by the following persons in the capacities and on the
dates indicated.

        Signatures                     Title                          Date
__________________________      _______________________________   _________


/s/Richard J. Moynihan*         President (Principal Executive      8/18/94
- -----------------------         Officer) and Trustee
Richard J. Moynihan


/s/John J. Pyburn*
- ------------------              Treasurer (Principal Financial      8/18/94
John J. Pyburn                  Officer)


/s/Gregory S. Gruber            Controller (Principal Accounting    8/18/94
- ------------------              Officer)
Gregory S. Gruber


/s/Clifford L. Alexander Jr.*   Trustee                             8/18/94
- ----------------------------
Clifford L. Alexander Jr.


/s/Peggy C. Davis*              Trustee                             8/18/94
- ------------------
Peggy C. Davis


/s/Ernest Kafka*                Trustee                             8/18/94
- ----------------
Ernest Kafka



/s/Saul B. Klaman*              Trustee                             8/18/94
- ------------------
Saul B. Klaman


/s/Nathan Leventhal*            Trustee                             8/18/94
- --------------------
Nathan Leventhal





*BY:
        -----------------
         Attorney-in-Fact
         Robert R. Mullery


                           INDEX OF EXHIBITS                        PAGE



       (8)(b)  Forms of Sub-Custodian Agreement......................

       (11)    Consent of Ernst & Young, Independent Auditors....

       (16)    Schedules of Computation of Performance Data.......


Other Exhibits

       (16)(b) Certificate of Corporate Secretary........................


SUBCUSTODIAN AGREEMENT


     The undersigned custodian (the "custodian") for the
investment company identified below (the "Fund") hereby appoints
on the following terms and conditions Bankers Trust Company as
subcustodian (the "Subcustodian") for it and the Subcustodian
hereby accepts such appointment on the following terms and con-
ditions as of the date set forth below.

          1. QUALIFICATION. The Custodian and the Subcustodian
     each represents to the other and to the Fund that it is
     qualified to act as a custodian for a registered investment
     company under the Investment Company Act of 1940, as amended
     (the "1940 Act").

          2. SUBCUSTODY. The Subcustodian agrees to maintain a
     separate account and to hold segregated at all times from
     the Subcustodian's securities and from all other customers'
     securities held by the Subcustodian, all the Fund's
     securities and evidence of rights thereto ("Fund
     Securities") deposited, from time to time by the Custodian
     with the Subcustodian. The Subcustodian will accept, hold or
     dispose of and take other actions with respect to Fund
     Securities in accordance with the Instructions of the
     Custodian given in the manner set forth in Section 4 and
     will take certain other actions as specified in Section 3.
     The Subcustodian hereby waives any claim against or lien on
     any Fund Securities. The Subcustodian may take steps to
     register and continue to hold Fund Securities in the name of
     the Subcustodian's nominee and shall take such other steps
     as the Subcustodian believes necessary or appropriate to
     carry out efficiently the terms of this Agreement. To the
     extent that ownership of Fund Securities may be recorded by
     a book entry system maintained by any transfer agent or
     registrar for such Fund Securities or by Depository Trust
     Company, the Subcustodian may hold Fund Securities as a book
     entry reflecting the ownership of such Fund Securities by
     its nominee and need not possess certificates or any other
     evidence of ownership of Fund Securities.

          3. SUBCUSTODIAN'S ACTS WITHOUT INSTRUCTIONS. Except
     as otherwise instructed pursuant to Section 4, the
     Subcustodian will (i) present all Fund Securities requiring
     presentation for any payment thereon, (ii) distribute to the
     Custodian cash received thereon, (iii) collect and
     distribute to the Custodian interest and any dividends and
     distributions on Fund Securities, (iv) at the request of the
     Custodian, or on its behalf, execute any necessary
     declarations or certificates of ownership (provided by the
     Custodian or on its behalf) under any tax law now or here-
     after in effect, (v) forward to the Custodian, or notify it
     by telephone of, confirmations, notices, proxies or proxy
     soliciting materials relating to the Fund Securities
     received by it as registered holder (and the Custodian
     agrees to forward same to the Fund), and (vi) promptly
     report to the Custodian any missed payment or other default
     upon any Fund Securities known to it as Subcustodian
     hereunder (the Subcustodian shall be deemed to have
     knowledge of any payment default on any Fund Securities in
     respect of which it acts as paying agent). All cash
     distributions from the Subcustodian to the Custodian will be
     in same day funds, on the same day that same day funds are
     received by the Subcustodian unless such distribution
     required instructions from the Custodian which were not
     timely received. Promptly after the Subcustodian is
     furnished with any report of its independent public
     accountants on an examination of its internal accounting
     controls and procedures for safeguarding securities held in
     its custody as subcustodian under this Agreement or under
     similar agreements, the Subcustodian will furnish a copy
     thereof to the Custodian.

          4. INSTRUCTIONS, OTHER COMMUNICATIONS. Any officer of
     the Custodian designated from time to time by letter to the
     Subcustodian, signed by the President or any Vice President
     and any Assistant Vice President, Assistant Secretary or
     Assistant Treasurer of the Custodian, as an officer of the
     Custodian authorized to give instructions to the
     Subcustodian with respect to Fund Securities (an "Authorized
     Officer"), shall be authorized to instruct the Subcustodian
     as to the acceptance, holding, presentation, disposition or
     any other action with respect to Fund Securities from time
     to time by telephone, or in writing signed by such
     Authorized Officer and delivered by tested telex, tested
     computer printout or such other reasonable method as the
     Custodian and Subcustodian shall agree is designed to
     prevent unauthorized officer's instructions; provided,
     however, the Subcustodian is authorized to accept and act
     upon orders from the Custodian, whether given orally, by
     telephone or otherwise, which the Subcustodian reasonably
     believes to be given by an authorized person. The
     Subcustodian will promptly transmit to the Custodian all
     receipts and transaction confirmations in respect of Fund
     Securities as to which the Subcustodian has received any
     instructions. The Authorized Officers shall be as set forth
     on Exhibit A attached hereto and, as amended from time to
     time, made a part hereof.

          5. LIABILITIES. (i) The Subcustodian shall not be
     liable for any action taken or omitted to be taken in
     carrying out the terms and provision of this Agreement if
     done without willful malfeasance, bad faith, gross
     negligence or reckless disregard of its obligations and
     duties under this Agreement.  Except as otherwise set forth
     herein, the Subcustodian shall have no responsibility for
     ascertaining or acting upon any calls, conversions, exchange
     offers, tenders, interest rate changes or similar matters
     relating to the Fund Securities (except at the instructions
     of the Custodian), nor for informing the Custodian with
     respect thereto, whether or not the Subcustodian has, or is
     deemed to have, knowledge of the aforesaid. The Subcustodian
     is under no duty to supervise or to provide investment
     counseling or advice to the Custodian or to the Fund
     relative to the purchase, sale, retention or other
     disposition of any Fund Securities held hereunder. The
     Subcustodian shall for the benefit of the Custodian and the
     Fund use the same care with respect to receiving,
     safekeeping, handling and delivery of Fund Securities as it
     uses in respect of its own securities.

     (ii) The Subcustodian will indemnify, defend and save
     harmless the Custodian and the Fund from and against all
     loss, liability, claims and demands incurred by the
     Custodian or the Fund arising out of or in connection with
     the Subcustodian's willful malfeasance, bad faith, gross
     negligence or reckless disregard of its obligations and
     duties under this Agreement.

     (iii) The Custodian agrees to be responsible for and
     indemnify the Subcustodian and any nominee in whose name the
     Fund Securities are registered, from and against all loss,
     liability, claims and demands incurred by the Subcustodian
     and the nominee in connection with the performance of any
     activity pursuant to this Agreement, done in good faith and
     without negligence, including any expenses, taxes or other
     charges which the Subcustodian is required to pay in
     connection therewith.

          6. Each party may terminate this Agreement at any time
     by not less than ten (10) business days' prior written
     notice.  In the event that such notice is given, the
     Subcustodian shall make delivery of the Fund Securities held
     in the Subcustodian account to the Custodian or to any third
     party within the Borough of Manhattan, specified by the
     Custodian in writing within ten (10) days of receipt of the
     termination notice, at the Custodian's expense.

          7. All communications required or permitted to be given
     under this Agreement, unless otherwise agreed by the
     parties, shall be addressed a follows:

          (i) to the Subcustodian:

          Bankers Trust Company
          1 Bankers Trust Plaza
          14th Floor
          New York, NY  10015

          Attention:  Barara Walter
                      RMO Safekeeping Unit

          (ii) to the Custodian:

          The Bank of New York
          110 Washington Street
          New York, New York  10286

          8. MISCELLANEOUS:  this Agreement (i) shall be
     governed by and construed in accordance with the laws of the
     State of New York, (ii) may be executed in counterparts each
     of which shall be deemed an original but all of which shall
     constitute the same instrument, and (iii) may be amended by
     the parties hereto in writing.

     IN WITNESS WHEREOF, the undersigned have executed this
Agreement as of the date set forth below.

Dated:


THE BANK OF NEW YORK
Custodian


By:  ______________________________________

Title: ____________________________________


As Custodian For
PREMIER STATE MUNICIPAL BOND FUND

BANKERS TRUST COMPANY
As Subcustodian


By:     ___________________________________

Title:  ___________________________________



                                EXHIBIT A

                        TO SUBCUSTODIAN AGREEMENT
                         DATED:



The Authorized Officers pursuant to Section 4 of the

Agreement shall be:


_________________________           __________________________

_________________________           __________________________

_________________________           __________________________

_________________________           __________________________

_________________________           __________________________

_________________________           __________________________


Dated:



                                 THE BANK OF NEW YORK
                                 As Custodian



                                 By: ___________________________

                                 Title: ________________________



SUBCUSTODIAN AGREEMENT


     The undersigned custodian (the "Custodian") for the
investment company identified in Schedule A attached
(collectively, the "Funds") hereby appoints on the following
terms and conditions Chemical Bank as subcustodian (the
"Subcustodian") for it and the Subcustodian hereby accepts such
appointment on the following terms and conditions as of the date
set forth below.

          1. QUALIFICATION.  The Custodian and the Subcustodian
     each represent to the other and to each Fund that it is
     qualified to act as custodian for a registered investment
     company under the Investment Company Act of 1940, as amended
     (the "1940 Act").

          2. SUBCUSTODY. The Subcustodian agrees to hold in a
     separate account, segregated at all times from all other
     accounts maintained by the Subcustodian, all securities and
     evidence of rights thereto of each of the Funds
     (collectively, "Fund Securities") deposited, from time to
     time by the Custodian with the Subcustodian.  The
     Subcustodian will accept, hold or dispose of and take such
     other reasonable actions with respect to Fund Securities, in
     addition to those specified in Section 3, in accordance with
     the instructions of the Custodian relating to Fund
     Securities given in the manner set forth in Section 4
     ("Instructions").  The Subcustodian hereby waives any claim
     against, or lien on, any Fund Securities for any claim
     hereunder.  Registered Fund Securities may be held in the
     name of the Subcustodian or nominee. To the extent that
     ownership of Fund Securities may be recorded by a book entry
     system maintained by any transfer agent or registrar for
     such Fund Securities (including, but not limited to, any
     such system operated by the Subcustodian) or by Depositary
     Trust Company, the Subcustodian may hold Fund Securities as
     a book entry reflecting the ownership of such Fund
     Securities by it or its nominee and need not possess
     certificates or any other evidence of ownership.

          3. SUBCUSTODIAN'S ACTS WITHOUT INSTRUCTIONS. Except
     as otherwise instructed pursuant to Section 4, the
     Subcustodian will (i) present all Fund Securities requiring
     presentation for any payment thereon, (ii) distribute to the
     Custodian cash received thereupon, (iii) collect and
     distribute to the Custodian interest and any dividends and
     distributions on Fund Securities, (iv) forward to the
     Custodian all confirmations, notices, proxies or proxy
     soliciting materials relating to the Fund Securities
     received by it (and the Custodian agrees to forward same to
     the Fund), (v) report to the Custodian any missed payment or
     other default upon any Fund Securities known to it as
     Subcustodian hereunder, (the Subcustodian shall be deemed to
     have knowledge of any payment default on any Fund Securities
     in respect of which it acts as paying agent); all cash
     distributions from the Subcustodian to the Custodian will be
     on same day funds, or the same day that same day funds are
     received by the Subcustodians unless such distribution
     required instructions from the Custodian which were not
     timely received, and (vi) at the request of the Custodian,
     or on its behalf, execute any necessary declarations or
     certificates of ownership (provided by the Custodian or on
     its behalf) under any tax law nor or hereafter in effect.
     The Subcustodian will furnish to the Custodian, upon the
     Custodian's request, any report of the Subcustodian's
     independent public accountants on an examination of its
     internal accounting controls and procedures for safeguarding
     securities held in its custody for the account of others.

          4. INSTRUCTIONS, OTHER COMMUNICATIONS. Any officer of
     the Custodian designated from time to time by letter to the
     Subcustodian, signed by the President or any Vice President
     and any Assistant Vice President, Assistant Secretary or
     Assistant Treasurer of the Custodian, as an officer of the
     Custodian authorized to give Instructions to the
     Subcustodian with respect to Fund Securities (an "Authorized
     Officer") shall be authorized to instruct the Subcustodian
     as to the acceptance, holding, voting, presentation,
     disposition or any other action with respect to Fund
     Securities from time to time in writing signed by such
     Authorized Officer and delivered by hand, mail, telecopier,
     tested telex, tested computer printout or such other
     reasonable method as the Custodian and Subcustodian shall
     agree is designed to prevent unauthorized officer's
     instructions.  The Subcustodian is also authorized to accept
     an act upon Instructions regardless of the manner in which
     given (whether orally, by telephone or otherwise) if the
     Subcustodian reasonably believes such Instructions are given
     by an Authorized Officer.  The Subcustodian will promptly
     transmit to the Custodian all receipts, confirmations or
     other transactional evidence received by it in respect of
     Fund Securities as to which the Subcustodian has received
     any Instructions.  Instructions and other communications to
     the Subcustodian shall be given to Chemical Bank, 55 Water
     Street, Room 504, New York, New York, Attention:  Debt
     Securities Administration, Phone:  (212)820-5616  Telex:
     (212)269-8510 (or to such other address as the Custodian
     or the Fund or Funds giving such notice, shall specify by
     notice to the Subcustodian.

          5.  THE SUBCUSTODIAN.  The Subcustodian shall not be
     liable for any action taken or omitted to be taken in
     carrying out the terms and provisions of this Agreement if
     done without willful malfeasance, bad faith, negligence or
     reckless disregard of its obligations and duties under this
     Agreement.

          The Subcustodian shall not have any responsibility for
     ascertaining or acting upon any calls, conversions, exchange
     offers, tenders, interest rate changes or similar matters
     relating to the Fund Securities, except upon Instructions
     from the Custodian, nor for informing the Custodian with
     respect thereto, unless the Subcustodian has knowledge or is
     deemed to have knowledge of the aforesaid.  The Subcustodian
     shall be deemed to have knowledge in circumstances where it
     is acting as tender agent or paying agent for the Fund
     Securities.  The Subcustodian shall not be under a duty to
     supervise or to provide advice (other than notice) to the
     Custodian or any of the Funds relative to any purchase,
     sale, retention or other disposition of any Fund Securities
     held hereunder.  The Subcustodian shall for the benefit of
     the Custodian and the Funds be required to exercise the same
     care with respect to the receiving, safekeeping, handling
     and delivery of Fund Securities than it customarily
     exercises in respect of its own securities.

          The Subcustodian will indemnify, defend and save
     harmless the Custodian and the Funds from any loss or
     liability incurred by the Custodian arising out of or in
     connection with the Subcustodian's willful malfeasance, bad
     faith, negligence or reckless disregard of its obligations
     and duties under this Agreement; PROVIDED, HOWEVER, that the
     Subcustodian shall in no event be liable for any special,
     indirect or consequential damages.

          The Custodian agrees to be responsible for, and will
     indemnify, defend and save harmless the Subcustodian (or any
     nominee in whose name any Fund Securities are registered)
     for, any loss or liability incurred by the Subcustodian (or
     such nominee) arising out of or in connection with any
     action taken by the Subcustodian (or such nominee) in
     accordance with any Instructions or any other action taken
     by the Subcustodian (or such nominee) in good faith and
     without negligence pursuant to this Agreement, including any
     expenses, taxes or other charges which the Subcustodian (or
     such nominee) is required to incur or pay in connection
     therewith.

          6.  RESIGNATION.  The Subcustodian may resign as such
     at any time upon not less than five business days' prior
     written notice to the Custodian.  In the event of such
     resignation or any other termination of this Agreement, the
     Subcustodian shall deliver all Fund Securities then held by
     it to the Custodian, or as otherwise directed by the
     Custodian pursuant to Instructions received by the
     Subcustodian, at the Custodian's expense; PROVIDED, HOWEVER,
     that the Subcustodian shall not be required to effect any
     such delivery outside the Borough of Manhattan.

          7.  MISCELLANEOUS.  This Agreement (i) shall be
     governed by and construed in accordance with the laws of the
     State of New York, (ii) may be executed in counterparts each
     of which shall be deemed an original but all of which shall
     constitute the same instrument, and (iii) may be amended
     only by written agreement executed by the parties hereto.

     IN WITNESS WHEREOF, the undersigned have executed this
Agreement as of the date set forth below.


Dated:                             ______________________________

                              By:  ______________________________
                              [Address]
                              Telephone:
                              Telex:

                              As Custodian for the Funds Listed
                              in Schedule A attached


                              CHEMICAL BANK


                              By:  ______________________________











                    CONSENT OF INDEPENDENT AUDITORS



We consent to the reference to our firm under the captions "Condensed
Financial Information" and "Custodian, Transfer and Dividend Disbursing
Agent, Counsel and Independent Auditors" and to the use of our report
dated June 7, 1994, in this Registration Statement (Form N-1A 33-10238)
of Premier State Municipal Bond Fund.



                                               ERNST & YOUNG LLP

New York, New York
August 12, 1994









                         PREMIER STATE MUNICIPAL BOND FUND
                              ARIZONA SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 9/3/92  (inception)



                                  1.658
                  1000( 1 + T )         =  1,059.66

                                T       =      3.56%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                          ARIZONA SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.60 +  (  12.60 x    0.1009 ) ] - 12.50
                        --------------------------------------------
                                      12.50


                                T =   10.97%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                           ARIZONA SERIES - CLASS A


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                   $60,522.79

EXPENSES      4/1/94           -    4/30/94                        $0.00

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                  977,097.672

Maximum Offering Price per share    4/30/94                       $13.19



x     =              60,522.79 -              0.00
              ------------------------------------------
                   977,097.672 x             13.19

x     =               0.004696


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004696 ) -1]

30 Day yield =            5.70%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.70%
                                                         ----------------
              Yield            =                                    5.70%
                                                         ================
Federal & State Tax Bracket =                                      43.77%
                                                         ================

                                              5.70
Tax Equivalent Yield  =        -------------------- =              10.14%
                               ( 1 -        0.4377 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                              ARIZONA SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      970.24

                                T     =       -2.98%
                                        ============





                     PREMIER STATE MUNICIPAL BOND FUND
                          ARIZONA SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = Maximum Offering Price at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.60 +  (  12.60 x    0.1009 ) ] - 13.09
                        --------------------------------------------
                                      13.09


                                T =    5.97%
                                    ========






                         PREMIER STATE MUNICIPAL BOND FUND
                              ARIZONA SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 1/15/93 (inception)



                                  1.290
                  1000( 1 + T )         =  1,035.96

                                T       =      2.78%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                          ARIZONA SERIES - CLASS B

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.61 +  (  12.61 x   0.06925 ) ] - 12.65
                        --------------------------------------------
                                      12.65


                                T =    6.59%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                           ARIZONA SERIES - CLASS B


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                   $31,204.73

EXPENSES      4/1/94           -    4/30/94                    $2,602.68

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                  505,353.126

NAV per share 4/30/94                                             $12.61



x     =              31,204.73 -          2,602.68
              ------------------------------------------
                   505,353.126 x             12.61

x     =               0.004488


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004488 ) -1]

30 Day yield =            5.45%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.45%
                                                         ----------------
              Yield            =                                    5.45%
                                                         ================
Federal & State Tax Bracket =                                      43.77%
                                                         ================

                                              5.45
Tax Equivalent Yield  =        -------------------- =               9.69%
                               ( 1 -        0.4377 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                              ARIZONA SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      982.74

                                T     =       -1.73%
                                        ============





                        PREMIER STATE MUNICIPAL BOND FUND
                             ARIZONA SERIES - CLASS B

                             TOTAL RETURN COMPUTATION

            Total return computation from inception through   4/30/94
                 based upon the following formula:



                [ C + ( C x B ) ] - A            D x ( E x F )
                ---------------------     ---    -------------
T =                      A                               G



where:          A = NAV at beginning of period
                B = Additional shares purchased through dividend reinvestment
                C = NAV at end of period
                D = Applicable CDSC
                E = Lower of A or C
                F = Original shares
                G = Original investment
                T = Total return




T =    [  12.61 + (12.61 x  0.06925  ) ] - 12.65  -- 0.03 x ( 12.61 x 79.051 )
        -----------------------------------------    ------------------------
                   12.65                                       1000



                                    T =     3.60%
                                           ======






                         PREMIER STATE MUNICIPAL BOND FUND
                             COLORADO SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 6/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 6/30/94 of a $1,000
                    hypothetical investment made on 5/5/94  (inception)



                                  0.156
                  1000( 1 + T )         =    960.48

                                T       =    -22.77%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                         COLORADO SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 6/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.45 +  (  12.45 x   0.00985 ) ] - 12.50
                        --------------------------------------------
                                      12.50


                                T =    0.58%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                          COLORADO SERIES - CLASS A


                         SEC 30 DAY YIELD CALCULATION



INCOME        6/1/94           -    6/30/94                    $1,572.01

EXPENSES      6/1/94           -    6/30/94                        $0.00

Average Shares Entitled to Dividend
              6/1/94           -    6/30/94                   25,069.657

Maximum Offering Price per share    6/30/94                       $13.04



x     =               1,572.01 -              0.00
              ------------------------------------------
                    25,069.657 x             13.04

x     =               0.004809


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004809 ) -1]

30 Day yield =            5.84%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.84%
                                                         ----------------
              Yield            =                                    5.84%
                                                         ================
Federal & State Tax Bracket =                                      42.62%
                                                         ================

                                              5.84
Tax Equivalent Yield  =        -------------------- =              10.18%
                               ( 1 -        0.4262 )     ================





                     PREMIER STATE MUNICIPAL BOND FUND
                         COLORADO SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 6/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = Maximum Offering Price at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.45 +  (  12.45 x   0.00985 ) ] - 13.09
                        --------------------------------------------
                                      13.09


                                T =   -3.95%
                                    ========






                         PREMIER STATE MUNICIPAL BOND FUND
                             COLORADO SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 6/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 6/30/94 of a $1,000
                    hypothetical investment made on 5/5/94  (inception)



                                  0.156
                  1000( 1 + T )         =    974.35

                                T       =    -15.37%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                         COLORADO SERIES - CLASS B

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 6/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.44 +  (  12.44 x    0.0090 ) ] - 12.50
                        --------------------------------------------
                                      12.50


                                T =    0.42%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                          COLORADO SERIES - CLASS B


                         SEC 30 DAY YIELD CALCULATION



INCOME        6/1/94           -    6/30/94                    $2,946.50

EXPENSES      6/1/94           -    6/30/94                      $178.04

Average Shares Entitled to Dividend
              6/1/94           -    6/30/94                   49,941.314

NAV per share 6/30/94                                             $12.44



x     =               2,946.50 -            178.04
              ------------------------------------------
                    49,941.314 x             12.44

x     =               0.004456


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004456 ) -1]

30 Day yield =            5.41%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.41%
                                                         ----------------
              Yield            =                                    5.41%
                                                         ================
Federal & State Tax Bracket =                                      42.62%
                                                         ================

                                              5.41
Tax Equivalent Yield  =        -------------------- =               9.43%
                               ( 1 -        0.4262 )     ================





                        PREMIER STATE MUNICIPAL BOND FUND
                            COLORADO SERIES - CLASS B

                             TOTAL RETURN COMPUTATION

            Total return computation from inception through   6/30/94
                 based upon the following formula:



                [ C + ( C x B ) ] - A            D x ( E x F )
                ---------------------     ---    -------------
T =                      A                               G



where:          A = NAV at beginning of period
                B = Additional shares purchased through dividend reinvestment
                C = NAV at end of period
                D = Applicable CDSC
                E = Lower of A or C
                F = Original shares
                G = Original investment
                T = Total return




T =    [  12.44 + (12.44 x   0.0090  ) ] - 12.50  -- 0.03 x ( 12.44 x 80.000 )
        -----------------------------------------    ------------------------
                   12.50                                       1000



                                    T =    -2.57%
                                           ======






                         PREMIER STATE MUNICIPAL BOND FUND
                            CONNECTICUT SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 5/28/87 (inception)



                                  6.926
                  1000( 1 + T )         =  1,642.57

                                T       =      7.43%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                        CONNECTICUT SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 11.81 +  (  11.81 x   0.60223 ) ] - 11.00
                        --------------------------------------------
                                      11.00


                                T =   72.02%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                         CONNECTICUT SERIES - CLASS A


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                $1,894,306.60

EXPENSES      4/1/94           -    4/30/94                  $252,192.98

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94               30,893,025.038

Maximum Offering Price per share    4/30/94                       $12.37



x     =           1,894,306.60 -        252,192.98
              ------------------------------------------
                30,893,025.038 x             12.37

x     =               0.004297


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004297 ) -1]

30 Day yield =            5.21%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.21%
                                                         ----------------
              Yield            =                                    5.21%
                                                         ================
Federal & State Tax Bracket =                                      42.32%
                                                         ================

                                              5.21
Tax Equivalent Yield  =        -------------------- =               9.03%
                               ( 1 -        0.4232 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                            CONNECTICUT SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      973.13

                                T     =       -2.69%
                                        ============





                         PREMIER STATE MUNICIPAL BOND FUND
                            CONNECTICUT SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/89 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/89

                                 5.00
                   1000( 1 + T )      =    1,407.67

                                T     =        7.08%
                                        ============





                     PREMIER STATE MUNICIPAL BOND FUND
                        CONNECTICUT SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = Maximum Offering Price at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 11.81 +  (  11.81 x   0.60223 ) ] - 11.52
                        --------------------------------------------
                                      11.52


                                T =   64.26%
                                    ========






                         PREMIER STATE MUNICIPAL BOND FUND
                            CONNECTICUT SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 1/15/93 (inception)



                                  1.290
                  1000( 1 + T )         =  1,030.08

                                T       =      2.33%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                        CONNECTICUT SERIES - CLASS B

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 11.80 +  (  11.80 x   0.06794 ) ] - 11.89
                        --------------------------------------------
                                      11.89


                                T =    5.99%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                         CONNECTICUT SERIES - CLASS B


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                  $164,860.48

EXPENSES      4/1/94           -    4/30/94                   $38,163.38

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                2,689,520.412

NAV per share 4/30/94                                             $11.80



x     =             164,860.48 -         38,163.38
              ------------------------------------------
                 2,689,520.412 x             11.80

x     =               0.003992


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.003992 ) -1]

30 Day yield =            4.84%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    4.84%
                                                         ----------------
              Yield            =                                    4.84%
                                                         ================
Federal & State Tax Bracket =                                      42.32%
                                                         ================

                                              4.84
Tax Equivalent Yield  =        -------------------- =               8.39%
                               ( 1 -        0.4232 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                            CONNECTICUT SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      983.70

                                T     =       -1.63%
                                        ============





                        PREMIER STATE MUNICIPAL BOND FUND
                           CONNECTICUT SERIES - CLASS B

                             TOTAL RETURN COMPUTATION

            Total return computation from inception through   4/30/94
                 based upon the following formula:



                [ C + ( C x B ) ] - A            D x ( E x F )
                ---------------------     ---    -------------
T =                      A                               G



where:          A = NAV at beginning of period
                B = Additional shares purchased through dividend reinvestment
                C = NAV at end of period
                D = Applicable CDSC
                E = Lower of A or C
                F = Original shares
                G = Original investment
                T = Total return




T =    [  11.80 + (11.80 x  0.06794  ) ] - 11.89  -- 0.03 x ( 11.80 x 84.104 )
        -----------------------------------------    ------------------------
                   11.89                                       1000



                                    T =     3.01%
                                           ======






                         PREMIER STATE MUNICIPAL BOND FUND
                              FLORIDA SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 5/28/87 (inception)



                                  6.926
                  1000( 1 + T )         =  1,894.52

                                T       =      9.66%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                          FLORIDA SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 14.43 +  (  14.43 x    0.6503 ) ] - 12.00
                        --------------------------------------------
                                      12.00


                                T =   98.45%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                           FLORIDA SERIES - CLASS A


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                $1,497,090.01

EXPENSES      4/1/94           -    4/30/94                  $185,497.26

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94               20,229,291.003

Maximum Offering Price per share    4/30/94                       $15.11



x     =           1,497,090.01 -        185,497.26
              ------------------------------------------
                20,229,291.003 x             15.11

x     =               0.004291


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004291 ) -1]

30 Day yield =            5.20%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.20%
                                                         ----------------
              Yield            =                                    5.20%
                                                         ================
Federal Tax Bracket =                                              39.60%
                                                         ================

                                              5.20
Tax Equivalent Yield  =        -------------------- =               8.61%
                               ( 1 -        0.3960 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                              FLORIDA SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      975.29

                                T     =       -2.47%
                                        ============





                         PREMIER STATE MUNICIPAL BOND FUND
                              FLORIDA SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/89 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/89

                                 5.00
                   1000( 1 + T )      =    1,454.46

                                T     =        7.78%
                                        ============





                     PREMIER STATE MUNICIPAL BOND FUND
                          FLORIDA SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = Maximum Offering Price at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 14.43 +  (  14.43 x    0.6503 ) ] - 12.57
                        --------------------------------------------
                                      12.57


                                T =   89.45%
                                    ========





                     PREMIER STATE MUNICIPAL BOND FUND
                          FLORIDA SERIES - CLASS B

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 14.42 +  (  14.42 x   0.07396 ) ] - 14.59
                        --------------------------------------------
                                      14.59


                                T =    6.14%
                                    ========





                         PREMIER STATE MUNICIPAL BOND FUND
                              FLORIDA SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 1/15/93 (inception)



                                  1.290
                  1000( 1 + T )         =  1,031.79

                                T       =      2.46%
                                          ==========




                      PREMIER STATE MUNICIPAL BOND FUND
                           FLORIDA SERIES - CLASS B


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                  $112,000.97

EXPENSES      4/1/94           -    4/30/94                   $24,634.57

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                1,514,238.808

NAV per share 4/30/94                                             $14.42



x     =             112,000.97 -         24,634.57
              ------------------------------------------
                 1,514,238.808 x             14.42

x     =               0.004001


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004001 ) -1]

30 Day yield =            4.85%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    4.85%
                                                         ----------------
              Yield            =                                    4.85%
                                                         ================
Federal Tax Bracket =                                              39.60%
                                                         ================

                                              4.85
Tax Equivalent Yield  =        -------------------- =               8.03%
                               ( 1 -        0.3960 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                              FLORIDA SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      986.56

                                T     =       -1.34%
                                        ============





                        PREMIER STATE MUNICIPAL BOND FUND
                             FLORIDA SERIES - CLASS B

                             TOTAL RETURN COMPUTATION

            Total return computation from inception through   4/30/94
                 based upon the following formula:



                [ C + ( C x B ) ] - A            D x ( E x F )
                ---------------------     ---    -------------
T =                      A                               G



where:          A = NAV at beginning of period
                B = Additional shares purchased through dividend reinvestment
                C = NAV at end of period
                D = Applicable CDSC
                E = Lower of A or C
                F = Original shares
                G = Original investment
                T = Total return




T =    [  14.42 + (14.42 x  0.07396  ) ] - 14.59  -- 0.03 x ( 14.42 x 68.540 )
        -----------------------------------------    ------------------------
                   14.59                                       1000



                                    T =     3.18%
                                           ======






                         PREMIER STATE MUNICIPAL BOND FUND
                              GEORGIA SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 9/3/92  (inception)



                                  1.658
                  1000( 1 + T )         =  1,065.00

                                T       =      3.87%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                          GEORGIA SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.69 +  (  12.69 x    0.0986 ) ] - 12.50
                        --------------------------------------------
                                      12.50


                                T =   11.53%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                           GEORGIA SERIES - CLASS A


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                   $49,027.12

EXPENSES      4/1/94           -    4/30/94                    $1,415.91

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                  797,018.002

Maximum Offering Price per share    4/30/94                       $13.29



x     =              49,027.12 -          1,415.91
              ------------------------------------------
                   797,018.002 x             13.29

x     =               0.004495


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004495 ) -1]

30 Day yield =            5.45%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.45%
                                                         ----------------
              Yield            =                                    5.45%
                                                         ================
Federal & State Tax Bracket =                                      43.22%
                                                         ================

                                              5.45
Tax Equivalent Yield  =        -------------------- =               9.60%
                               ( 1 -        0.4322 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                              GEORGIA SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      963.92

                                T     =       -3.61%
                                        ============





                     PREMIER STATE MUNICIPAL BOND FUND
                          GEORGIA SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = Maximum Offering Price at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.69 +  (  12.69 x    0.0986 ) ] - 13.09
                        --------------------------------------------
                                      13.09


                                T =    6.50%
                                    ========






                         PREMIER STATE MUNICIPAL BOND FUND
                              GEORGIA SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 1/15/93 (inception)



                                  1.290
                  1000( 1 + T )         =  1,034.83

                                T       =      2.69%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                          GEORGIA SERIES - CLASS B

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.69 +  (  12.69 x   0.06646 ) ] - 12.71
                        --------------------------------------------
                                      12.71


                                T =    6.48%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                           GEORGIA SERIES - CLASS B


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                   $76,527.20

EXPENSES      4/1/94           -    4/30/94                    $8,919.63

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                1,243,707.700

NAV per share 4/30/94                                             $12.69



x     =              76,527.20 -          8,919.63
              ------------------------------------------
                 1,243,707.700 x             12.69

x     =               0.004284


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004284 ) -1]

30 Day yield =            5.20%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.20%
                                                         ----------------
              Yield            =                                    5.20%
                                                         ================
Federal & State Tax Bracket =                                      43.22%
                                                         ================

                                              5.20
Tax Equivalent Yield  =        -------------------- =               9.16%
                               ( 1 -        0.4322 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                              GEORGIA SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      975.89

                                T     =       -2.41%
                                        ============





                        PREMIER STATE MUNICIPAL BOND FUND
                             GEORGIA SERIES - CLASS B

                             TOTAL RETURN COMPUTATION

            Total return computation from inception through   4/30/94
                 based upon the following formula:



                [ C + ( C x B ) ] - A            D x ( E x F )
                ---------------------     ---    -------------
T =                      A                               G



where:          A = NAV at beginning of period
                B = Additional shares purchased through dividend reinvestment
                C = NAV at end of period
                D = Applicable CDSC
                E = Lower of A or C
                F = Original shares
                G = Original investment
                T = Total return




T =    [  12.69 + (12.69 x  0.06646  ) ] - 12.71  -- 0.03 x ( 12.69 x 78.678 )
        -----------------------------------------    ------------------------
                   12.71                                       1000



                                    T =     3.48%
                                           ======





                     PREMIER STATE MUNICIPAL BOND FUND
                         MARYLAND SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = Maximum Offering Price at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.46 +  (  12.46 x   0.62104 ) ] - 13.09
                        --------------------------------------------
                                      13.09


                                T =   54.30%
                                    ========





                         PREMIER STATE MUNICIPAL BOND FUND
                             MARYLAND SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 5/28/87 (inception)



                                  6.926
                  1000( 1 + T )         =  1,543.02

                                T       =      6.46%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                         MARYLAND SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.46 +  (  12.46 x   0.62104 ) ] - 12.50
                        --------------------------------------------
                                      12.50


                                T =   61.59%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                          MARYLAND SERIES - CLASS A


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                $1,758,705.76

EXPENSES      4/1/94           -    4/30/94                  $235,781.00

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94               27,060,914.762

Maximum Offering Price per share    4/30/94                       $13.05



x     =           1,758,705.76 -        235,781.00
              ------------------------------------------
                27,060,914.762 x             13.05

x     =               0.004312


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004312 ) -1]

30 Day yield =            5.23%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.23%
                                                         ----------------
              Yield            =                                    5.23%
                                                         ================
Federal & State Tax Bracket =                                      43.22%
                                                         ================

                                              5.23
Tax Equivalent Yield  =        -------------------- =               9.21%
                               ( 1 -        0.4322 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                             MARYLAND SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      967.99

                                T     =       -3.20%
                                        ============





                         PREMIER STATE MUNICIPAL BOND FUND
                             MARYLAND SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/89 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/89

                                 5.00
                   1000( 1 + T )      =    1,422.91

                                T     =        7.31%
                                        ============






                         PREMIER STATE MUNICIPAL BOND FUND
                             MARYLAND SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 1/15/93 (inception)



                                  1.290
                  1000( 1 + T )         =  1,023.92

                                T       =      1.85%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                         MARYLAND SERIES - CLASS B

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.46 +  (  12.46 x    0.0687 ) ] - 12.64
                        --------------------------------------------
                                      12.64


                                T =    5.35%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                          MARYLAND SERIES - CLASS B


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                  $158,094.66

EXPENSES      4/1/94           -    4/30/94                   $38,429.05

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                2,432,827.116

NAV per share 4/30/94                                             $12.46



x     =             158,094.66 -         38,429.05
              ------------------------------------------
                 2,432,827.116 x             12.46

x     =               0.003948


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.003948 ) -1]

30 Day yield =            4.78%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    4.78%
                                                         ----------------
              Yield            =                                    4.78%
                                                         ================
Federal & State Tax Bracket =                                      43.22%
                                                         ================

                                              4.78
Tax Equivalent Yield  =        -------------------- =               8.42%
                               ( 1 -        0.4322 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                             MARYLAND SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      978.77

                                T     =       -2.12%
                                        ============





                        PREMIER STATE MUNICIPAL BOND FUND
                            MARYLAND SERIES - CLASS B

                             TOTAL RETURN COMPUTATION

            Total return computation from inception through   4/30/94
                 based upon the following formula:



                [ C + ( C x B ) ] - A            D x ( E x F )
                ---------------------     ---    -------------
T =                      A                               G



where:          A = NAV at beginning of period
                B = Additional shares purchased through dividend reinvestment
                C = NAV at end of period
                D = Applicable CDSC
                E = Lower of A or C
                F = Original shares
                G = Original investment
                T = Total return




T =    [  12.46 + (12.46 x   0.0687  ) ] - 12.64  -- 0.03 x ( 12.46 x 79.114 )
        -----------------------------------------    ------------------------
                   12.64                                       1000



                                    T =     2.39%
                                           ======






                         PREMIER STATE MUNICIPAL BOND FUND
                           MASSACHUSETTS SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 5/28/87 (inception)



                                  6.926
                  1000( 1 + T )         =  1,573.06

                                T       =      6.76%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                       MASSACHUSETTS SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 11.64 +  (  11.64 x   0.62711 ) ] - 11.50
                        --------------------------------------------
                                      11.50


                                T =   64.69%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                        MASSACHUSETTS SERIES - CLASS A


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                  $413,188.70

EXPENSES      4/1/94           -    4/30/94                   $58,694.59

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                6,675,369.461

Maximum Offering Price per share    4/30/94                       $12.19



x     =             413,188.70 -         58,694.59
              ------------------------------------------
                 6,675,369.461 x             12.19

x     =               0.004356


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004356 ) -1]

30 Day yield =            5.28%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.28%
                                                         ----------------
              Yield            =                                    5.28%
                                                         ================
Federal & State Tax Bracket =                                      46.85%
                                                         ================

                                              5.28
Tax Equivalent Yield  =        -------------------- =               9.93%
                               ( 1 -        0.4685 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                           MASSACHUSETTS SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      974.94

                                T     =       -2.51%
                                        ============





                         PREMIER STATE MUNICIPAL BOND FUND
                           MASSACHUSETTS SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/89 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/89

                                 5.00
                   1000( 1 + T )      =    1,428.27

                                T     =        7.39%
                                        ============





                     PREMIER STATE MUNICIPAL BOND FUND
                       MASSACHUSETTS SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = Maximum Offering Price at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 11.64 +  (  11.64 x   0.62711 ) ] - 12.04
                        --------------------------------------------
                                      12.04


                                T =   57.31%
                                    ========





                         PREMIER STATE MUNICIPAL BOND FUND
                           MASSACHUSETTS SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 1/15/93 (inception)



                                  1.290
                  1000( 1 + T )         =  1,030.62

                                T       =      2.36%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                       MASSACHUSETTS SERIES - CLASS B

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 11.63 +  (  11.63 x    0.0748 ) ] - 11.79
                        --------------------------------------------
                                      11.79


                                T =    6.02%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                        MASSACHUSETTS SERIES - CLASS B


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                   $19,522.23

EXPENSES      4/1/94           -    4/30/94                    $4,603.06

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                  315,538.228

NAV per share 4/30/94                                             $11.63



x     =              19,522.23 -          4,603.06
              ------------------------------------------
                   315,538.228 x             11.63

x     =               0.004065


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004065 ) -1]

30 Day yield =            4.93%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    4.93%
                                                         ----------------
              Yield            =                                    4.93%
                                                         ================
Federal & State Tax Bracket =                                      46.85%
                                                         ================

                                              4.93
Tax Equivalent Yield  =        -------------------- =               9.28%
                               ( 1 -        0.4685 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                           MASSACHUSETTS SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      985.59

                                T     =       -1.44%
                                        ============





                        PREMIER STATE MUNICIPAL BOND FUND
                          MASSACHUSETTS SERIES - CLASS B

                             TOTAL RETURN COMPUTATION

            Total return computation from inception through   4/30/94
                 based upon the following formula:



                [ C + ( C x B ) ] - A            D x ( E x F )
                ---------------------     ---    -------------
T =                      A                               G



where:          A = NAV at beginning of period
                B = Additional shares purchased through dividend reinvestment
                C = NAV at end of period
                D = Applicable CDSC
                E = Lower of A or C
                F = Original shares
                G = Original investment
                T = Total return




T =    [  11.63 + (11.63 x   0.0748  ) ] - 11.79  -- 0.03 x ( 11.63 x 84.818 )
        -----------------------------------------    ------------------------
                   11.79                                       1000



                                    T =     3.06%
                                           ======





                         PREMIER STATE MUNICIPAL BOND FUND
                             MICHIGAN SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 5/28/87 (inception)



                                  6.926
                  1000( 1 + T )         =  1,836.21

                                T       =      9.17%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                         MICHIGAN SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 15.27 +  (  15.27 x    0.6366 ) ] - 13.00
                        --------------------------------------------
                                      13.00


                                T =   92.24%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                          MICHIGAN SERIES - CLASS A


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                  $972,869.15

EXPENSES      4/1/94           -    4/30/94                  $131,128.58

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94               12,301,295.801

Maximum Offering Price per share    4/30/94                       $15.99



x     =             972,869.15 -        131,128.58
              ------------------------------------------
                12,301,295.801 x             15.99

x     =               0.004279


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004279 ) -1]

30 Day yield =            5.19%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.19%
                                                         ----------------
              Yield            =                                    5.19%
                                                         ================
Federal & State Tax Bracket =                                      42.29%
                                                         ================

                                              5.19
Tax Equivalent Yield  =        -------------------- =               8.99%
                               ( 1 -        0.4229 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                             MICHIGAN SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      989.73

                                T     =       -1.03%
                                        ============





                         PREMIER STATE MUNICIPAL BOND FUND
                             MICHIGAN SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/89 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/89

                                 5.00
                   1000( 1 + T )      =    1,455.11

                                T     =        7.79%
                                        ============





                     PREMIER STATE MUNICIPAL BOND FUND
                         MICHIGAN SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = Maximum Offering Price at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 15.27 +  (  15.27 x    0.6366 ) ] - 13.61
                        --------------------------------------------
                                      13.61


                                T =   83.62%
                                    ========






                         PREMIER STATE MUNICIPAL BOND FUND
                             MICHIGAN SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 1/15/93 (inception)



                                  1.290
                  1000( 1 + T )         =  1,047.51

                                T       =      3.66%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                         MICHIGAN SERIES - CLASS B

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 15.27 +  (  15.27 x    0.0726 ) ] - 15.20
                        --------------------------------------------
                                      15.20


                                T =    7.75%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                          MICHIGAN SERIES - CLASS B


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                   $69,891.59

EXPENSES      4/1/94           -    4/30/94                   $15,596.07

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                  883,714.076

NAV per share 4/30/94                                             $15.27



x     =              69,891.59 -         15,596.07
              ------------------------------------------
                   883,714.076 x             15.27

x     =               0.004024


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004024 ) -1]

30 Day yield =            4.88%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    4.88%
                                                         ----------------
              Yield            =                                    4.88%
                                                         ================
Federal & State Tax Bracket =                                      42.29%
                                                         ================

                                              4.88
Tax Equivalent Yield  =        -------------------- =               8.46%
                               ( 1 -        0.4229 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                             MICHIGAN SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =    1,001.77

                                T     =        0.18%
                                        ============





                        PREMIER STATE MUNICIPAL BOND FUND
                            MICHIGAN SERIES - CLASS B

                             TOTAL RETURN COMPUTATION

            Total return computation from inception through   4/30/94
                 based upon the following formula:



                [ C + ( C x B ) ] - A            D x ( E x F )
                ---------------------     ---    -------------
T =                      A                               G



where:          A = NAV at beginning of period
                B = Additional shares purchased through dividend reinvestment
                C = NAV at end of period
                D = Applicable CDSC
                E = Lower of A or C
                F = Original shares
                G = Original investment
                T = Total return




T =    [  15.27 + (15.27 x   0.0726  ) ] - 15.20  -- 0.03 x ( 15.20 x 65.789 )
        -----------------------------------------    ------------------------
                   15.20                                       1000



                                    T =     4.75%
                                           ======






                         PREMIER STATE MUNICIPAL BOND FUND
                             MINNESOTA SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 5/28/87 (inception)



                                  6.926
                  1000( 1 + T )         =  1,709.04

                                T       =      8.04%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                         MINNESOTA SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 14.72 +  (  14.72 x    0.6417 ) ] - 13.50
                        --------------------------------------------
                                      13.50


                                T =   79.01%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                         MINNESOTA SERIES - CLASS A


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                  $818,616.54

EXPENSES      4/1/94           -    4/30/94                  $103,591.44

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94               10,600,155.269

Maximum Offering Price per share    4/30/94                       $15.41



x     =             818,616.54 -        103,591.44
              ------------------------------------------
                10,600,155.269 x             15.41

x     =               0.004377


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004377 ) -1]

30 Day yield =            5.31%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.31%
                                                         ----------------
              Yield            =                                    5.31%
                                                         ================
Federal & State Tax Bracket =                                      44.73%
                                                         ================

                                              5.31
Tax Equivalent Yield  =        -------------------- =               9.61%
                               ( 1 -        0.4473 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                             MINNESOTA SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      974.94

                                T     =       -2.51%
                                        ============





                         PREMIER STATE MUNICIPAL BOND FUND
                             MINNESOTA SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/89 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/89

                                 5.00
                   1000( 1 + T )      =    1,425.29

                                T     =        7.34%
                                        ============





                     PREMIER STATE MUNICIPAL BOND FUND
                         MINNESOTA SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = Maximum Offering Price at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 14.72 +  (  14.72 x    0.6417 ) ] - 14.14
                        --------------------------------------------
                                      14.14


                                T =   70.90%
                                    ========





                         PREMIER STATE MUNICIPAL BOND FUND
                             MINNESOTA SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 1/15/93 (inception)



                                  1.290
                  1000( 1 + T )         =  1,033.79

                                T       =      2.61%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                         MINNESOTA SERIES - CLASS B

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 14.74 +  (  14.74 x   0.07221 ) ] - 14.86
                        --------------------------------------------
                                      14.86


                                T =    6.36%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                          MINNESOTA SERIES - CLASS B


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                  $107,042.95

EXPENSES      4/1/94           -    4/30/94                   $23,377.64

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                1,384,191.038

NAV per share 4/30/94                                             $14.74



x     =             107,042.95 -         23,377.64
              ------------------------------------------
                 1,384,191.038 x             14.74

x     =               0.004101


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004101 ) -1]

30 Day yield =            4.97%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    4.97%
                                                         ----------------
              Yield            =                                    4.97%
                                                         ================
Federal & State Tax Bracket =                                      44.73%
                                                         ================

                                              4.97
Tax Equivalent Yield  =        -------------------- =               8.99%
                               ( 1 -        0.4473 )     ================






                         PREMIER STATE MUNICIPAL BOND FUND
                             MINNESOTA SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      986.62

                                T     =       -1.34%
                                        ============





                        PREMIER STATE MUNICIPAL BOND FUND
                            MINNESOTA SERIES - CLASS B

                             TOTAL RETURN COMPUTATION

            Total return computation from inception through   4/30/94
                 based upon the following formula:



                [ C + ( C x B ) ] - A            D x ( E x F )
                ---------------------     ---    -------------
T =                      A                               G



where:          A = NAV at beginning of period
                B = Additional shares purchased through dividend reinvestment
                C = NAV at end of period
                D = Applicable CDSC
                E = Lower of A or C
                F = Original shares
                G = Original investment
                T = Total return




T =    [  14.74 + (14.74 x  0.07221  ) ] - 14.86  -- 0.03 x ( 14.74 x 67.295 )
        -----------------------------------------    ------------------------
                   14.86                                       1000



                                    T =     3.38%
                                           ======





                         PREMIER STATE MUNICIPAL BOND FUND
                          NORTH CAROLINA SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 8/1/91  (inception)



                                  2.748
                  1000( 1 + T )         =  1,194.49

                                T       =      6.68%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                      NORTH CAROLINA SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.73 +  (  12.73 x   0.17948 ) ] - 12.00
                        --------------------------------------------
                                      12.00


                                T =   25.12%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                       NORTH CAROLINA SERIES - CLASS A


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                  $345,593.30

EXPENSES      4/1/94           -    4/30/94                   $30,567.36

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                5,356,495.632

Maximum Offering Price per share    4/30/94                       $13.33



x     =             345,593.30 -         30,567.36
              ------------------------------------------
                 5,356,495.632 x             13.33

x     =               0.004412


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004412 ) -1]

30 Day yield =            5.35%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.35%
                                                         ----------------
              Yield            =                                    5.35%
                                                         ================
Federal & State Tax Bracket =                                      44.28%
                                                         ================

                                              5.35
Tax Equivalent Yield  =        -------------------- =               9.60%
                               ( 1 -        0.4428 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                          NORTH CAROLINA SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      957.82

                                T     =       -4.22%
                                        ============





                     PREMIER STATE MUNICIPAL BOND FUND
                      NORTH CAROLINA SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = Maximum Offering Price at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.73 +  (  12.73 x   0.17948 ) ] - 12.57
                        --------------------------------------------
                                      12.57


                                T =   19.45%
                                    ========





                         PREMIER STATE MUNICIPAL BOND FUND
                          NORTH CAROLINA SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 1/15/93 (inception)



                                  1.290
                  1000( 1 + T )         =  1,021.36

                                T       =      1.65%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                      NORTH CAROLINA SERIES - CLASS B

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.72 +  (  12.72 x   0.06582 ) ] - 12.90
                        --------------------------------------------
                                      12.90


                                T =    5.09%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                       NORTH CAROLINA SERIES - CLASS B


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                  $194,335.86

EXPENSES      4/1/94           -    4/30/94                   $34,638.74

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                3,014,499.789

NAV per share 4/30/94                                             $12.72



x     =             194,335.86 -         34,638.74
              ------------------------------------------
                 3,014,499.789 x             12.72

x     =               0.004165


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004165 ) -1]

30 Day yield =            5.05%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.05%
                                                         ----------------
              Yield            =                                    5.05%
                                                         ================
Federal & State Tax Bracket =                                      44.28%
                                                         ================

                                              5.05
Tax Equivalent Yield  =        -------------------- =               9.06%
                               ( 1 -        0.4428 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                          NORTH CAROLINA SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      968.76

                                T     =       -3.12%
                                        ============





                        PREMIER STATE MUNICIPAL BOND FUND
                         NORTH CAROLINA SERIES - CLASS B

                             TOTAL RETURN COMPUTATION

            Total return computation from inception through   4/30/94
                 based upon the following formula:



                [ C + ( C x B ) ] - A            D x ( E x F )
                ---------------------     ---    -------------
T =                      A                               G



where:          A = NAV at beginning of period
                B = Additional shares purchased through dividend reinvestment
                C = NAV at end of period
                D = Applicable CDSC
                E = Lower of A or C
                F = Original shares
                G = Original investment
                T = Total return




T =    [  12.72 + (12.72 x  0.06582  ) ] - 12.90  -- 0.03 x ( 12.72 x 77.519 )
        -----------------------------------------    ------------------------
                   12.90                                       1000



                                    T =     2.14%
                                           ======





                         PREMIER STATE MUNICIPAL BOND FUND
                               OHIO SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 5/28/87 (inception)



                                  6.926
                  1000( 1 + T )         =  1,365.23

                                T       =      4.60%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                           OHIO SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.70 +  (  12.70 x   0.63183 ) ] - 14.50
                        --------------------------------------------
                                      14.50


                                T =   42.93%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                            OHIO SERIES - CLASS A


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                $1,513,827.40

EXPENSES      4/1/94           -    4/30/94                  $210,238.22

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94               23,213,923.320

Maximum Offering Price per share    4/30/94                       $13.30



x     =           1,513,827.40 -        210,238.22
              ------------------------------------------
                23,213,923.320 x             13.30

x     =               0.004222


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004222 ) -1]

30 Day yield =            5.12%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.12%
                                                         ----------------
              Yield            =                                    5.12%
                                                         ================
Federal & State Tax Bracket =                                      44.13%
                                                         ================

                                              5.12
Tax Equivalent Yield  =        -------------------- =               9.16%
                               ( 1 -        0.4413 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                             OHIO SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      981.32

                                T     =       -1.87%
                                        ============





                         PREMIER STATE MUNICIPAL BOND FUND
                                OHIO SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/89 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/89

                                 5.00
                   1000( 1 + T )      =    1,462.02

                                T     =        7.89%
                                        ============





                     PREMIER STATE MUNICIPAL BOND FUND
                          OHIO SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = Maximum Offering Price at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.70 +  (  12.70 x   0.63183 ) ] - 15.18
                        --------------------------------------------
                                      15.18


                                T =   36.52%
                                    ========





                         PREMIER STATE MUNICIPAL BOND FUND
                                OHIO SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 1/15/93 (inception)



                                  1.290
                  1000( 1 + T )         =  1,041.00

                                T       =      3.16%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                          OHIO SERIES - CLASS B

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.71 +  (  12.71 x    0.0693 ) ] - 12.69
                        --------------------------------------------
                                      12.69


                                T =    7.10%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                            OHIO SERIES - CLASS B


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                  $140,636.65

EXPENSES      4/1/94           -    4/30/94                   $32,483.46

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                2,155,342.939

NAV per share 4/30/94                                             $12.71



x     =             140,636.65 -         32,483.46
              ------------------------------------------
                 2,155,342.939 x             12.71

x     =               0.003948


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.003948 ) -1]

30 Day yield =            4.78%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    4.78%
                                                         ----------------
              Yield            =                                    4.78%
                                                         ================
Federal & State Tax Bracket =                                      44.13%
                                                         ================

                                              4.78
Tax Equivalent Yield  =        -------------------- =               8.56%
                               ( 1 -        0.4413 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                               OHIO SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      993.31

                                T     =       -0.67%
                                        ============





                        PREMIER STATE MUNICIPAL BOND FUND
                              OHIO SERIES - CLASS B

                             TOTAL RETURN COMPUTATION

            Total return computation from inception through   4/30/94
                 based upon the following formula:



                [ C + ( C x B ) ] - A            D x ( E x F )
                ---------------------     ---    -------------
T =                      A                               G



where:          A = NAV at beginning of period
                B = Additional shares purchased through dividend reinvestment
                C = NAV at end of period
                D = Applicable CDSC
                E = Lower of A or C
                F = Original shares
                G = Original investment
                T = Total return




T =    [  12.71 + (12.71 x   0.0693  ) ] - 12.69  -- 0.03 x ( 12.69 x 78.802 )
        -----------------------------------------    ------------------------
                   12.69                                       1000



                                    T =     4.10%
                                           ======





                         PREMIER STATE MUNICIPAL BOND FUND
                              OREGON SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 6/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 6/30/94 of a $1,000
                    hypothetical investment made on 5/5/94  (inception)



                                  0.156
                  1000( 1 + T )         =    972.82

                                T       =    -16.20%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                          OREGON SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 6/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.61 +  (  12.61 x   0.00985 ) ] - 12.50
                        --------------------------------------------
                                      12.50


                                T =    1.87%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                           OREGON SERIES - CLASS A


                         SEC 30 DAY YIELD CALCULATION



INCOME        6/1/94           -    6/30/94                    $1,684.44

EXPENSES      6/1/94           -    6/30/94                        $0.00

Average Shares Entitled to Dividend
              6/1/94           -    6/30/94                   26,022.424

Maximum Offering Price per share    6/30/94                       $13.20



x     =               1,684.44 -              0.00
              ------------------------------------------
                    26,022.424 x             13.20

x     =               0.004904


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004904 ) -1]

30 Day yield =            5.96%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.96%
                                                         ----------------
              Yield            =                                    5.96%
                                                         ================
Federal & State Tax Bracket =                                      45.04%
                                                         ================

                                              5.96
Tax Equivalent Yield  =        -------------------- =              10.84%
                               ( 1 -        0.4504 )     ================





                     PREMIER STATE MUNICIPAL BOND FUND
                          OREGON SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 6/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = Maximum Offering Price at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.61 +  (  12.61 x   0.00985 ) ] - 13.09
                        --------------------------------------------
                                      13.09


                                T =   -2.72%
                                    ========




 


                         PREMIER STATE MUNICIPAL BOND FUND
                              OREGON SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 6/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 6/30/94 of a $1,000
                    hypothetical investment made on 5/5/94  (inception)



                                  0.156
                  1000( 1 + T )         =    987.97

                                T       =     -7.45%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                          OREGON SERIES - CLASS B

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 6/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 12.61 +  (  12.61 x    0.0091 ) ] - 12.50
                        --------------------------------------------
                                      12.50


                                T =    1.80%
                                    ========

 
                      PREMIER STATE MUNICIPAL BOND FUND
                           OREGON SERIES - CLASS B


                         SEC 30 DAY YIELD CALCULATION



INCOME        6/1/94           -    6/30/94                    $1,210.51

EXPENSES      6/1/94           -    6/30/94                      $152.33

Average Shares Entitled to Dividend
              6/1/94           -    6/30/94                   17,643.126

NAV per share 6/30/94                                             $12.61



x     =               1,210.51 -            152.33
              ------------------------------------------
                    17,643.126 x             12.61

x     =               0.004756


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004756 ) -1]

30 Day yield =            5.78%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.78%
                                                         ----------------
              Yield            =                                    5.78%
                                                         ================
Federal & State Tax Bracket =                                      45.04%
                                                         ================

                                              5.78
Tax Equivalent Yield  =        -------------------- =              10.52%
                               ( 1 -        0.4504 )     ================

 

                        PREMIER STATE MUNICIPAL BOND FUND
                             OREGON SERIES - CLASS B

                             TOTAL RETURN COMPUTATION

            Total return computation from inception through   6/30/94
                 based upon the following formula:



                [ C + ( C x B ) ] - A            D x ( E x F )
                ---------------------     ---    -------------
T =                      A                               G



where:          A = NAV at beginning of period
                B = Additional shares purchased through dividend reinvestment
                C = NAV at end of period
                D = Applicable CDSC
                E = Lower of A or C
                F = Original shares
                G = Original investment
                T = Total return




T =    [  12.61 + (12.61 x   0.0091  ) ] - 12.50  -- 0.03 x ( 12.50 x 80.000 )
        -----------------------------------------    ------------------------
                   12.50                                       1000



                                    T =    -1.20%
                                           ======
 
 



                         PREMIER STATE MUNICIPAL BOND FUND
                           PENNSYLVANIA SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 7/30/87 (inception)



                                  6.753
                  1000( 1 + T )         =  1,657.64

                                T       =      7.77%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                       PENNSYLVANIA SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 16.01 +  (  16.01 x   0.62658 ) ] - 15.00
                        --------------------------------------------
                                      15.00


                                T =   73.61%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                        PENNSYLVANIA SERIES - CLASS A


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                $1,246,942.37

EXPENSES      4/1/94           -    4/30/94                  $162,785.13

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94               14,740,569.738

Maximum Offering Price per share    4/30/94                       $16.76



x     =           1,246,942.37 -        162,785.13
              ------------------------------------------
                14,740,569.738 x             16.76

x     =               0.004388


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004388 ) -1]

30 Day yield =            5.32%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.32%
                                                         ----------------
              Yield            =                                    5.32%
                                                         ================
Federal & State Tax Bracket =                                      41.29%
                                                         ================

                                              5.32
Tax Equivalent Yield  =        -------------------- =               9.06%
                               ( 1 -        0.4129 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                           PENNSYLVANIA SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      975.83

                                T     =       -2.42%
                                        ============





                         PREMIER STATE MUNICIPAL BOND FUND
                           PENNSYLVANIA SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/89 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/89

                                 5.00
                   1000( 1 + T )      =    1,467.56

                                T     =        7.97%
                                        ============





                     PREMIER STATE MUNICIPAL BOND FUND
                       PENNSYLVANIA SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = Maximum Offering Price at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 16.01 +  (  16.01 x   0.62658 ) ] - 15.71
                        --------------------------------------------
                                      15.71


                                T =   65.76%
                                    ========






                         PREMIER STATE MUNICIPAL BOND FUND
                           PENNSYLVANIA SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 1/15/93 (inception)



                                  1.290
                  1000( 1 + T )         =  1,035.00

                                T       =      2.70%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                       PENNSYLVANIA SERIES - CLASS B

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 16.01 +  (  16.01 x    0.0708 ) ] - 16.10
                        --------------------------------------------
                                      16.10


                                T =    6.48%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                        PENNSYLVANIA SERIES - CLASS B


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                  $303,386.44

EXPENSES      4/1/94           -    4/30/94                   $68,761.34

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                3,587,836.753

NAV per share 4/30/94                                             $16.01



x     =             303,386.44 -         68,761.34
              ------------------------------------------
                 3,587,836.753 x             16.01

x     =               0.004085


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004085 ) -1]

30 Day yield =            4.95%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    4.95%
                                                         ----------------
              Yield            =                                    4.95%
                                                         ================
Federal & State Tax Bracket =                                      41.29%
                                                         ================

                                              4.95
Tax Equivalent Yield  =        -------------------- =               8.43%
                               ( 1 -        0.4129 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                           PENNSYLVANIA SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      987.54

                                T     =       -1.25%
                                        ============





                        PREMIER STATE MUNICIPAL BOND FUND
                          PENNSYLVANIA SERIES - CLASS B

                             TOTAL RETURN COMPUTATION

            Total return computation from inception through   4/30/94
                 based upon the following formula:



                [ C + ( C x B ) ] - A            D x ( E x F )
                ---------------------     ---    -------------
T =                      A                               G



where:          A = NAV at beginning of period
                B = Additional shares purchased through dividend reinvestment
                C = NAV at end of period
                D = Applicable CDSC
                E = Lower of A or C
                F = Original shares
                G = Original investment
                T = Total return




T =    [  16.01 + (16.01 x   0.0708  ) ] - 16.10  -- 0.03 x ( 16.01 x 62.112 )
        -----------------------------------------    ------------------------
                   16.10                                       1000



                                    T =     3.50%
                                           ======





                         PREMIER STATE MUNICIPAL BOND FUND
                               TEXAS SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 5/28/87 (inception)



                                  6.926
                  1000( 1 + T )         =  2,082.01

                                T       =     11.17%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                           TEXAS SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 20.41 +  (  20.41 x    0.6556 ) ] - 15.50
                        --------------------------------------------
                                      15.50


                                T =  118.01%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                           TEXAS SERIES - CLASS A


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                  $390,358.69

EXPENSES      4/1/94           -    4/30/94                   $21,391.43

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                3,739,352.710

Maximum Offering Price per share    4/30/94                       $21.37



x     =             390,358.69 -         21,391.43
              ------------------------------------------
                 3,739,352.710 x             21.37

x     =              0.0046173


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +            0.0046173 ) -1]

30 Day yield =            5.61%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.61%
                                                         ----------------
              Yield            =                                    5.61%
                                                         ================
Federal Tax Bracket =                                              39.60%
                                                         ================

                                              5.61
Tax Equivalent Yield  =        -------------------- =               9.29%
                               ( 1 -        0.3960 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                               TEXAS SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      980.09

                                T     =       -1.99%
                                        ============





                         PREMIER STATE MUNICIPAL BOND FUND
                               TEXAS SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/89 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/89

                                 5.00
                   1000( 1 + T )      =    1,484.28

                                T     =        8.22%
                                        ============





                     PREMIER STATE MUNICIPAL BOND FUND
                           TEXAS SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = Maximum Offering Price at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 20.41 +  (  20.41 x    0.6556 ) ] - 16.23
                        --------------------------------------------
                                      16.23


                                T =  108.20%
                                    ========





                         PREMIER STATE MUNICIPAL BOND FUND
                               TEXAS SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 1/15/93 (inception)



                                  1.290
                  1000( 1 + T )         =  1,042.81

                                T       =      3.30%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                           TEXAS SERIES - CLASS B

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 20.41 +  (  20.41 x   0.07844 ) ] - 20.52
                        --------------------------------------------
                                      20.52


                                T =    7.27%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                            TEXAS SERIES - CLASS B


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                   $79,464.55

EXPENSES      4/1/94           -    4/30/94                   $12,134.98

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                  761,157.407

NAV per share 4/30/94                                             $20.41



x     =              79,464.55 -         12,134.98
              ------------------------------------------
                   761,157.407 x             20.41

x     =               0.004334


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004334 ) -1]

30 Day yield =            5.26%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.26%
                                                         ----------------
              Yield            =                                    5.26%
                                                         ================
Federal Tax Bracket =                                              39.60%
                                                         ================

                                              5.26
Tax Equivalent Yield  =        -------------------- =               8.71%
                               ( 1 -        0.3960 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                               TEXAS SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      991.68

                                T     =       -0.83%
                                        ============





                        PREMIER STATE MUNICIPAL BOND FUND
                              TEXAS SERIES - CLASS B

                             TOTAL RETURN COMPUTATION

            Total return computation from inception through   4/30/94
                 based upon the following formula:



                [ C + ( C x B ) ] - A            D x ( E x F )
                ---------------------     ---    -------------
T =                      A                               G



where:          A = NAV at beginning of period
                B = Additional shares purchased through dividend reinvestment
                C = NAV at end of period
                D = Applicable CDSC
                E = Lower of A or C
                F = Original shares
                G = Original investment
                T = Total return




T =    [  20.41 + (20.41 x  0.07844  ) ] - 20.52  -- 0.03 x ( 20.41 x 48.733 )
        -----------------------------------------    ------------------------
                   20.52                                       1000



                                    T =     4.28%
                                           ======





                         PREMIER STATE MUNICIPAL BOND FUND
                             VIRGINIA SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 8/1/91  (inception)



                                  2.748
                  1000( 1 + T )         =  1,209.57

                                T       =      7.17%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                         VIRGINIA SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 16.02 +  (  16.02 x   0.18616 ) ] - 15.00
                        --------------------------------------------
                                      15.00


                                T =   26.68%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                          VIRGINIA SERIES - CLASS A


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                  $347,744.29

EXPENSES      4/1/94           -    4/30/94                   $23,813.74

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                4,051,526.815

Maximum Offering Price per share    4/30/94                       $16.77



x     =             347,744.29 -         23,813.74
              ------------------------------------------
                 4,051,526.815 x             16.77

x     =               0.004768


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004768 ) -1]

30 Day yield =            5.79%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.79%
                                                         ----------------
              Yield            =                                    5.79%
                                                         ================
Federal & State Tax Bracket =                                      43.07%
                                                         ================

                                              5.79
Tax Equivalent Yield  =        -------------------- =              10.17%
                               ( 1 -        0.4307 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                             VIRGINIA SERIES - CLASS A

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      965.62

                                T     =       -3.44%
                                        ============





                     PREMIER STATE MUNICIPAL BOND FUND
                         VIRGINIA SERIES - CLASS A

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = Maximum Offering Price at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 16.02 +  (  16.02 x   0.18616 ) ] - 15.71
                        --------------------------------------------
                                      15.71


                                T =   20.96%
                                    ========





                         PREMIER STATE MUNICIPAL BOND FUND
                             VIRGINIA SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


     Average annual total return computation from inception through 4/30/94
             based upon the following formula:

                                      n
                            P( 1 + T )  =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
                ERV = ending redeemable value as of 4/30/94 of a $1,000
                    hypothetical investment made on 1/15/93 (inception)



                                  1.290
                  1000( 1 + T )         =  1,026.06

                                T       =      2.02%
                                          ==========





                     PREMIER STATE MUNICIPAL BOND FUND
                         VIRGINIA SERIES - CLASS B

                         TOTAL RETURN COMPUTATION

        Total return computation from inception through 4/30/94
                 based upon the following formula:



                         [ C + ( C x B ) ] - A
                         ---------------------
                  T =           A



        where:    A = NAV at beginning of period
                  B = Additional shares purchased through dividend reinvestment
                  C = NAV at end of period
                  T = Total return




                  T =   [ 16.02 +  (  16.02 x    0.0708 ) ] - 16.25
                        --------------------------------------------
                                      16.25


                                T =    5.56%
                                    ========




                      PREMIER STATE MUNICIPAL BOND FUND
                          VIRGINIA SERIES - CLASS B


                         SEC 30 DAY YIELD CALCULATION



INCOME        4/1/94           -    4/30/94                  $133,052.63

EXPENSES      4/1/94           -    4/30/94                   $21,477.15

Average Shares Entitled to Dividend
              4/1/94           -    4/30/94                1,550,378.829

NAV per share 4/30/94                                             $16.02



x     =             133,052.63 -         21,477.15
              ------------------------------------------
                 1,550,378.829 x             16.02

x     =               0.004492


                               6
30 Day yield =  2 [( 1 + x)    -1]

                                                     6
30 Day yield =   2 [ (    1 +             0.004492 ) -1]

30 Day yield =            5.45%
              =================




                               TAX EQUIVALENT YIELD



Taxable portion of yield       =                                    0.00%
Tax exempt portion of yield    =                                    5.45%
                                                         ----------------
              Yield            =                                    5.45%
                                                         ================
Federal & State Tax Bracket =                                      43.07%
                                                         ================

                                              5.45
Tax Equivalent Yield  =        -------------------- =               9.57%
                               ( 1 -        0.4307 )     ================





                         PREMIER STATE MUNICIPAL BOND FUND
                             VIRGINIA SERIES - CLASS B

                      AVERAGE ANNUAL TOTAL RETURN COMPUTATION


         Average annual total return computation from 4/30/93 through 4/30/94
                   based upon the following formula:

                                n
                     P( 1 + T )       =   ERV


          where: P = a hypothetical initial payment of $1,000
                 T = average annual total return
                 n = number of years
               ERV = ending redeemable value as of    4/30/94 of a $1,000
                     hypothetical investment made on  4/30/93

                                 1.00
                   1000( 1 + T )      =      976.74

                                T     =       -2.33%
                                        ============





                        PREMIER STATE MUNICIPAL BOND FUND
                            VIRGINIA SERIES - CLASS B

                             TOTAL RETURN COMPUTATION

            Total return computation from inception through   4/30/94
                 based upon the following formula:



                [ C + ( C x B ) ] - A            D x ( E x F )
                ---------------------     ---    -------------
T =                      A                               G



where:          A = NAV at beginning of period
                B = Additional shares purchased through dividend reinvestment
                C = NAV at end of period
                D = Applicable CDSC
                E = Lower of A or C
                F = Original shares
                G = Original investment
                T = Total return




T =    [  16.02 + (16.02 x   0.0708  ) ] - 16.25  -- 0.03 x ( 16.02 x 61.538 )
        -----------------------------------------    ------------------------
                   16.25                                       1000



                                    T =     2.61%
                                           ======


                                              OTHER EXHIBITS(b)


                      PREMIER STATE MUNICIPAL BOND FUND

                          Certificate of Secretary


     The undersigned, Christine Pavalos, Assistant Secretary of Premier
State Municipal Bond Fund (the "Fund"), hereby certifies that set forth
below is a copy of the resolution adopted by the Fund's Board of Trustees
authorizing the signing of Mark N. Jacobs of Robert R. Mullery on behalf
of the Fund pursuant to a power of attorney.
 
RESOLVED, that the Registration Statement and any and all
amendments and supplements thereto, may be signed by any of
Mark N. Jacobs and Robert R. Mullery as the attorney-in-fact
for the proper officers of the Corporation, with full power
of substitution and resubstitution; and that the appointment
of each of such persons as such attorney-in-fact is
authorized and approved; and that such attorneys-in-fact, and
each of them, shall have full power and authority to do and
perform each and every act and thing requisite and necessary
to be done in connection with such Registration Statement and
any and all amendments and supplements thereto, as fully to
all intents and purposes as the officer, for whom he is
acting as attorney-in-fact, might or could do in person.
 
     IN WITNESS WHEREOF, I have hereunto signed my name and affixed the
seal of the Fund on August 22, 1994



                                         ______________________
                                         Christine Pavalos
                                         Assistant Secretary


(SEAL)



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