DREYFUS NEW JERSEY MUNICIPAL MONEY MARKET FUND INC
497, 1999-05-28
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Dreyfus New Jersey Municipal Money Market Fund, Inc.

Investing in short-term, high-quality municipal obligations for current income
exempt from federal and New Jersey state income taxes

PROSPECTUS June 1, 1999

As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.

<PAGE>


                                 Contents

                                  THE FUND
- ----------------------------------------------------

                             2    Goal/Approach

                             3    Main Risks

                             4    Past Performance

                             5    Expenses

                             6    Management

                             7    Financial Highlights

                                  YOUR INVESTMENT

What every investor should know about the fund

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

                             8    Account Policies

                            11    Distributions and Taxes

                            12    Services for Fund Investors

                            14    Instructions for Regular Accounts

                                  FOR MORE INFORMATION

Information for managing your fund account

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

                                  Back Cover

Where to learn more about this and other Dreyfus funds

<PAGE>


The Fund

Dreyfus New Jersey Municipal  Money Market Fund, Inc.
                                               --------------------------------

Ticker Symbol: DNJXX

GOAL/APPROACH

The fund seeks as high a level of current income -- exempt from  federal and New
Jersey state income taxes -- as is consistent with the preservation of capital
and the maintenance of liquidity. As a money market fund, the fund is subject to
maturity, quality and diversification requirements designed to help it maintain
a stable share price.

To pursue this goal, the fund normally invests substantially all of its assets
in municipal obligations that provide income exempt from federal and New Jersey
state personal income taxes. When the fund manager believes that acceptable New
Jersey municipal obligations are unavailable for investment, the fund may invest
in securities that may be subject to New Jersey state income tax, but are free
from federal income tax. Municipal obligations are typically divided into two
types:

*    general obligation bonds, which are secured by the
full faith and credit of the issuer and its taxing power

*   revenue bonds, which are payable from the revenues
derived from a specific revenue source, such as charges for water and sewer
service or highway tolls

MORE INFORMATION ON THE FUND CAN BE FOUND IN THE  CURRENT ANNUAL/SEMIANNUAL
REPORT (SEE BACK COVER).

Concepts to understand

MONEY MARKET FUND: a  specific type of fund that seeks to maintain a $1.00 price
per share. Money market funds are subject to strict federal requirements and
must:

*   maintain an average dollar-weighted portfolio maturity of 90 days or
less

*   buy individual securities that have remaining maturities of 13 months
or less

*   invest only in high-quality dollar-denominated obligations





<PAGE 2>

MAIN RISKS

The fund's yield will vary as the short-term securities in its portfolio mature,
and the proceeds are reinvested in securities with different interest rates.
Over time, the real value of the fund's yields may be substantially eroded by
inflation.

An investment in the fund is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency. Although the fund seeks to
preserve the value of your investment at $1.00 per share, it is possible to lose
money by investing in the fund.

While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:

*   interest rates could rise sharply, causing the
fund's share price to drop

*   New Jersey's economy and revenues
underlying its municipal obligations may decline


*   the fund is non-diversified, meaning that its
portfolio securities may be more sensitive to risks that are specific to
investing primarily in a single state


*   any of the fund's holdings could have its credit
rating downgraded or could default

Although the fund's objective is to generate income exempt from federal and New
Jersey state income taxes, interest from some of its holdings may be subject to
the federal alternative minimum tax. In addition, the fund occasionally may
invest in taxable bonds and/or municipal bonds that are exempt only from federal
personal income tax.

Concepts to understand

CREDIT RATING: a measure  of the issuer's expected ability to make all required
interest and principal payments in a timely manner.

An issuer with the highest credit rating has a very strong degree of certainty
(or safety) with respect to making all payments. An issuer with the
second-highest credit rating still has a strong capacity to make all payments,
although the degree of safety is somewhat less.

Generally, the fund is required to invest at least 95% of its assets in the
securities of issuers with the highest credit rating or the unrated equivalent
as determined by Dreyfus, with the remainder invested in securities with the
second-highest credit rating.

The Fund



<PAGE 3>

PAST PERFORMANCE

The tables below show some of the risks of investing in the fund.  The first
table shows the changes in the fund's performance from year to year. The second
table averages the fund's performance over time. Both tables assume reinvestment
of dividends. Of course, past performance is no guarantee of future results.
                        --------------------------------------------------------

Year-by-year total return AS OF 12/31 EACH YEAR (%)

<TABLE>

6.37      5.88      4.41      2.75      2.14      2.46      3.28      2.74      2.95       2.72
<S>       <C>       <C>       <C>       <C>       <C>       <C>       <C>       <C>        <C>
1989      1990      1991      1992      1993      1994      1995      1996      1997       1998

</TABLE>

BEST QUARTER:                                 Q2 '89            +1.65%

WORST QUARTER:                                Q1 '94            +0.49%


The fund's 7-day yield on 12/31/98 was 2.94%. For the fund's current yield, call
toll-free 1-800-645-6561.


THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/99 WAS 0.54%.
                        --------------------------------------------------------

Average annual total return AS OF 12/31/98

1 Year                                           5 Years              10 Years
- -------------------------------------------------------------------------------

2.72%                                             2.83%                 3.56%


What this fund is -- and isn't

This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.

An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.







<PAGE 4>

EXPENSES

As an investor, you pay certain fees and expenses in connection with the fund,
which are described in the table below. Annual fund operating expenses are paid
out of fund assets, so their effect is included in the share price. The fund has
no sales charge (load) or Rule 12b-1 distribution fees.
                        --------------------------------------------------------

Fee table

ANNUAL FUND OPERATING EXPENSES

% OF AVERAGE DAILY NET ASSETS

Management fees                                                           0.50%

Shareholder services fee                                                  0.07%

Other expenses                                                            0.10%
                        --------------------------------------------------------

TOTAL                                                                     0.67%
                        --------------------------------------------------------

Expense example

<TABLE>
1 Year                            3 Years                     5 Years                       10 Years
- ---------------------------------------------------------------------------------------------------------------
<S>                               <C>                         <C>                            <C>
$68                                 $214                        $373                            $835

</TABLE>

This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.

Concepts to understand

MANAGEMENT FEE: the fee paid to the investment adviser for managing the fund's
portfolio and assisting in all aspects of the fund's operations.

SHAREHOLDER SERVICES FEE: a fee of up to 0.25% used to reimburse Dreyfus Service
Corporation for shareholder account service and maintenance.

OTHER EXPENSES: fees paid by the fund for miscellaneous items such as transfer
agency, custody, professional and registration fees.

The Fund





<PAGE 5>

MANAGEMENT

The investment adviser for the fund is The Dreyfus Corporation, 200 Park Avenue,
New York, New York 10166. Founded in 1947, Dreyfus manages more than 120 billion
in over 160 mutual fund portfolios. The fund pays Dreyfus an annual management
fee of 0.50% of the fund's average net assets. Dreyfus is the primary mutual
fund business of Mellon Bank Corporation, a broad-based financial services
company with a bank at its core. With more than $389 billion of assets under
management, and $1.9 trillion of assets under administration and custody, Mellon
provides a full range of banking, investment, and trust products and services to
individuals, businesses and institutions. Mellon is headquartered in Pittsburgh,
Pennsylvania.


Dreyfus has a personal securities trading policy (the "Policy") which restricts
the personal securities transactions of its employees. Its primary purpose is to
ensure that personal trading by Dreyfus employees does not disadvantage any
Dreyfus-managed fund. Dreyfus portfolio managers and other investment personnel
who comply with the Policy's preclearance and disclosure procedures may be
permitted to purchase, sell or hold certain types of securities which also may
be or are held in the fund(s) they advise.



Concepts to understand

YEAR 2000 ISSUES: the fund could be adversely affected if the computer systems
used by Dreyfus and the fund's other service providers do not properly process
and calculate date-related information from and after January 1, 2000.

Dreyfus is working to avoid year 2000-related problems in its systems and to
obtain assurances from other service providers that they are taking similar
steps. In addition, issuers of securities in which the fund invests may be
adversely affected by year 2000-related problems. This could have an impact on
the value of the fund's investments and its share price.





<PAGE 6>

FINANCIAL HIGHLIGHTS

This table describes the fund's performance for the fiscal periods indicated.
"Total return" shows how much your investment in the fund would have increased
(or decreased) during each period, assuming you had reinvested all dividends and
distributions. These figures have been independently audited by Ernst & Young
LLP, whose report, along with the fund's financial statements, is included in
the annual report.

<TABLE>

                                                                                 YEAR ENDED JANUARY 31,

                                                             1999           1998           1997           1996          1995
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                                          <C>            <C>            <C>            <C>           <C>
PER-SHARE DATA ($)

Net asset value, beginning of period                          1.00           1.00           1.00           1.00          1.00

      Investment operations:

      Investment income -- net                                .027           .029           .027           .032          .025

Distributions:

      Dividends from investment
      income -- net                                         (.027)         (.029)         (.027)         (.032)        (.025)

      Net asset value, end of period                          1.00           1.00           1.00           1.00          1.00

Total return (%)                                              2.69           2.96           2.75           3.25          2.55
- ---------------------------------------------------------------------------------------------------------------------------------

RATIOS/SUPPLEMENTAL DATA

Ratio of expenses to
average net assets (%)                                         .67            .64            .65            .59           .42

Ratio of net investment income to
average net assets (%)                                        2.65           2.92           2.71           3.21          2.52

Decrease reflected in above
expense ratios due to actions
by Dreyfus (%)                                                  --             --             --            .06           .22
- ---------------------------------------------------------------------------------------------------------------------------------

Net assets, end of period ($ x 1,000)                      475,046        526,266        561,260        647,557       772,913

</TABLE>

The Fund



<PAGE 7>

Your Investment

ACCOUNT POLICIES

Buying shares

You pay no sales charges to invest in this fund. Your price for fund shares is
the fund's net asset value per share (NAV), which is generally calculated as of
12:00 noon Eastern time on every day the New York Stock Exchange is open. Your
order will be priced at the next NAV calculated after your order is accepted by
the fund's transfer agent or other authorized entity. The fund's portfolio
securities are valued at amortized cost, which does not take into account
unrealized gains or losses. As a result, portfolio securities are valued at
their acquisition cost, adjusted for discounts or premiums reflected in their
purchase price. This method of valuation is designed for the fund to be able to
price its shares at $1.00 per share. Because the fund seeks tax-exempt income,
it is not recommended for purchase in IRAs or other qualified retirement plans.
                        --------------------------------------------------------

Minimum investments

                                                Initial       Additional
                        --------------------------------------------------------

REGULAR ACCOUNTS                                $2,500      $100
                                                            $500 FOR
                                                            TELETRANSFER
INVESTMENTS

DREYFUS AUTOMATIC                               $100        $100
INVESTMENT PLANS

All investments must be in U.S. dollars. Third-party checks cannot be accepted.
You may be charged a  fee for any check that does not clear. Maximum
TeleTransfer purchase is $150,000 per day.


Concepts to understand

NET ASSET VALUE (NAV): a mutual fund's share price on  a given day. A fund's NAV
is calculated by dividing the value of its net assets by the number of existing
shares.

To help the fund maintain a $1 share price, investments are valued at cost, and
any discount or premium created by market movements is amortized to maturity.






<PAGE 8>

Selling shares

You may sell (redeem) shares at any time. Your shares will be sold at the next
NAV calculated after your order is accepted by the fund's transfer agent or
other authorized entity. Any certificates representing fund shares being sold
must be returned with your redemption request. Your order will be processed
promptly, and you will generally receive the proceeds within a week.

Before selling or writing a check for recently purchased shares, please note
that if the fund has not yet collected payment for the shares you are selling,
it may delay sending the proceeds for up to eight business days or until it has
collected payment.
                        --------------------------------------------------------

Limitations on selling shares by phone

Proceeds
sent by                                   Minimum       Maximum
                        --------------------------------------------------------

CHECK                                     NO MINIMUM    $150,000 PER DAY

WIRE                                      $1,000        $250,000 FOR JOINT
                                                        ACCOUNTS
                                                        EVERY 30 DAYS

TELETRANSFER                              $500          $250,000 FOR JOINT
                                                        ACCOUNTS
                                                        EVERY 30 DAYS


Written sell orders

Some circumstances require written sell orders along with signature guarantees.
These include:

*  amounts of $1,000 or more on accounts whose address has been changed
within the last 30 days

*  requests to send the proceeds to a different  payee or address

Written sell orders of $100,000 or more must also be signature guaranteed.

A SIGNATURE GUARANTEE helps protect against fraud. You can obtain one from most
banks or securities dealers, but not from a notary public. For joint accounts,
each signature must be guaranteed. Please call us to ensure that your signature
guarantee will be processed correctly.

Your Investment



<PAGE 9>

ACCOUNT POLICIES (CONTINUED)

General policies

If your account falls below $500, the fund may ask you to increase your balance.
If it is still below $500 after 45 days, the fund may close your account and
send you the proceeds.

Unless you decline telephone privileges on your application, you may be
responsible for any fraudulent telephone order as long as Dreyfus takes
reasonable measures to verify the order.

The fund reserves the right to:

*   change or discontinue its exchange privilege, or
temporarily suspend this privilege during unusual market conditions

*   change its minimum investment amounts

*   delay sending out redemption proceeds for up to
seven days (generally applies only in cases of very large redemptions, excessive
trading or during unusual market conditions)

The fund also reserves the right to make a "redemption in kind" -- payment in
portfolio securities rather than cash -- if the amount you are redeeming is
large enough to affect fund operations (for example, if it represents more than
1% of the fund's assets).

Third-party investments

If you invest through a third party (rather than directly with Dreyfus), the
policies and fees may be different than those described here. Banks, brokers,
financial advisers and financial supermarkets may charge transaction fees and
may set different minimum investments or limitations on buying or selling
shares. Consult a representative of your financial institution if in doubt.



<PAGE 10>


DISTRIBUTIONS AND TAXES

The fund usually pays its shareholders dividends from its net investment income
once a month, and distributes any net securities gains it has realized once a
year. Your distributions will be reinvested in the fund unless you instruct the
fund otherwise. There are no fees or sales charges on reinvestments.

The fund anticipates that substantially all of its dividends will be exempt from
federal and New Jersey state income taxes. Any dividend and distribution from
taxable investments are taxable as ordinary income.  The tax status of any
distribution is the same regardless of how long you have been in the fund and
whether you reinvest your distributions or take them in cash.

The tax status of your dividends and distributions will be detailed in your
annual tax statement from the fund.

Because everyone's tax situation is unique, always consult your tax professional
about federal, state and local tax consequences.


Concepts to understand

DIVIDENDS: income or interest paid by the investments in the fund's portfolio.

DISTRIBUTIONS: income, net of expenses, passed on to fund shareholders. These
are calculated on a per-share basis: each share earns the same rate of return,
so the more fund shares you own, the higher your distribution.

Your Investment



<PAGE 11>

SERVICES FOR FUND INVESTORS

Automatic services

Buying or selling shares automatically is easy with the services described
below. With each service, you select a schedule and amount, subject to certain
restrictions. You can set up most of these services with your application or by
calling 1-800-645-6561.
                        --------------------------------------------------------

For investing

DREYFUS AUTOMATIC                             For making automatic investments
ASSET BUILDER((reg.tm))                       from a designated bank account.

DREYFUS PAYROLL                               For making automatic investments
SAVINGS PLAN                                  through a payroll deduction.

DREYFUS GOVERNMENT                            For making automatic investments
DIRECT DEPOSIT                                from your federal employment,
PRIVILEGE                                     Social Security or other regular
                                              federal government check.

DREYFUS DIVIDEND                              For automatically reinvesting the
SWEEP                                         dividends and distributions from
                                              one Dreyfus fund into another
                                              (not available for IRAs).
                        --------------------------------------------------------

For exchanging shares

DREYFUS AUTO-                                 For making regular exchanges
EXCHANGE PRIVILEGE                            from one Dreyfus fund into
                                              another.
                        --------------------------------------------------------

For selling shares

DREYFUS AUTOMATIC                             For making regular withdrawals
WITHDRAWAL PLAN                               from most Dreyfus funds.


Dreyfus Financial Centers

Through a nationwide network of Dreyfus Financial Centers, Dreyfus offers a full
array of investment products and services. This includes information on mutual
funds, brokerage services, tax-advantaged products and retirement planning.

Our experienced financial consultants can help you make informed choices and
provide you with personalized attention in handling account transactions. The
Financial Centers also offer informative seminars and events. To find the
Financial Center nearest you, call 1-800-499-3327.






<PAGE 12>

Checkwriting privilege

You may write redemption checks against your account in amounts of $500 or more.
These checks are free; however, a fee will be charged if you request a stop
payment or if the transfer agent cannot honor a redemption check due to
insufficient funds or another valid reason. Please do not postdate your checks
or use them to close your account.

Exchange privilege

You can exchange $500 or more from one Dreyfus fund into another. You can
request your exchange in writing or by phone. Be sure to read the current
prospectus for any fund into which you are exchanging. Any new account
established through an exchange will have the same privileges as your original
account (as long as they are available). There is currently no fee for
exchanges, although you may be charged a sales load when exchanging into any
fund that has one.

Dreyfus TeleTransfer privilege

To move money between your bank account and your Dreyfus fund account with a
phone call, use the Dreyfus TeleTransfer privilege. You can set up TeleTransfer
on your account by providing bank account information and following the
instructions on your application.

24-hour automated account access

You can easily manage your Dreyfus accounts, check your account balances,
transfer money between your Dreyfus funds, get price and yield information and
much more -- when it's convenient for you.

Your Investment

<PAGE 13>


 INSTRUCTIONS FOR REGULAR ACCOUNTS

   TO OPEN AN ACCOUNT

            In Writing

   Complete the application.

   Mail your application and a check to:
   The Dreyfus Family of Funds
P.O. Box 9387, Providence, RI 02940-9387

           By Telephone

   WIRE  Have your bank send your
investment to The Bank of New York, with these instructions:

   * ABA# 021000018

   * DDA# 8900052309

   * the fund name

   * your Social Security or tax ID number

   * name(s) of investor(s)

   Call us to obtain an account number. Return your application.

           Automatically

   WITH AN INITIAL INVESTMENT  Indicate on your application which automatic
service(s) you want. Return your application with your investment.

   WITHOUT ANY INITIAL INVESTMENT  Check the Dreyfus Step Program option on your
application. Return your application, then complete the additional materials
when they are sent to you.

           Via the Internet

   COMPUTER  Visit the Dreyfus Web site http://www.dreyfus.com and follow the
instructions to download an account application.






TO ADD TO AN ACCOUNT

Fill out an investment slip, and write your account number on your check.

Mail the slip and the check to: The Dreyfus Family of Funds P.O. Box 105,
Newark, NJ 07101-0105


WIRE  Have your bank send your investment to The Bank of New York, with these
instructions:

* ABA# 021000018

* DDA# 8900052309

* the fund name

* your account number

* name(s) of investor(s)

ELECTRONIC CHECK  Same as wire, but insert "1111" before your account number.

TELETRANSFER  Request TeleTransfer on your application. Call us to request your
transaction.

ALL SERVICES  Call us to request a form to add any automatic investing service
(see "Services for Fund Investors"). Complete and return the forms along with
any other required materials.










<PAGE 14>

TO SELL SHARES

Write a redemption check OR write a letter of instruction that includes:

* your name(s) and signature(s)

* your account number

* the fund name

* the dollar amount you want to sell

* how and where to send the proceeds

Obtain a signature guarantee or other documentation, if required (see "Account
Policies -- Selling Shares").

Mail your request to:
The Dreyfus Family of Funds
P.O. Box 9671,
Providence, RI 02940-9671

WIRE  Be sure the fund has your bank account  information on file. Call us to
request your transaction. Proceeds will be wired to your bank.

TELETRANSFER  Be sure the fund has your bank account information on file. Call
us to request your transaction. Proceeds will be sent to your  bank by
electronic check.

CHECK  Call us to request your transaction. A check will be sent to the address
of record.

DREYFUS AUTOMATIC WITHDRAWAL PLAN  Call us  to request a form to add the plan.
Complete the form, specifying the amount and frequency of withdrawals you would
like.

Be sure to maintain an account balance of $5,000 or more.


  To reach Dreyfus, call toll free in the U.S.

  1-800-645-6561

  Outside the U.S. 516-794-5452

  Make checks payable to:

  THE DREYFUS FAMILY OF FUNDS

  You also can deliver requests to any Dreyfus Financial Center. Because
  processing time may vary, please ask the representative when your account will
  be credited or debited.

Concepts to understand

WIRE TRANSFER: for transferring money from one financial institution to another.
Wiring is the fastest way to move money, although your bank may charge a fee to
send or receive wire transfers. Wire redemptions from the fund are subject to a
$1,000 minimum.

ELECTRONIC CHECK: for transferring money out of a bank account. Your transaction
is entered electronically, but may take up to eight business days to clear.
Electronic checks usually are available without a fee at all Automated Clearing
House (ACH) banks.

Your Investment



<PAGE 15>

NOTES


<PAGE>



<PAGE>


For More Information

                        Dreyfus New Jersey Municipal  Money Market Fund, Inc.
                        -----------------------------

                        SEC file number:  811-5527

                        More information on this fund is available free upon
                        request, including the following:

                        Annual/Semiannual Report

                        Describes the fund's performance and lists portfolio
                        holdings.

                        Statement of Additional Information (SAI)

                        Provides more details about the fund and its policies. A
                        current SAI is on file with the Securities and Exchange
                        Commission (SEC) and is incorporated by reference (is
                        legally considered part of this prospectus).

To obtain information:

BY TELEPHONE Call 1-800-645-6561

BY MAIL  Write to:
The Dreyfus Family of Funds
144 Glenn Curtiss Boulevard
Uniondale, NY 11556-0144

BY E-MAIL  Send your request to [email protected]

ON THE INTERNET  Text-only versions of fund documents can be viewed online or
downloaded from:

      SEC
      http://www.sec.gov

      DREYFUS
      http://www.dreyfus.com

You can also obtain copies by visiting the SEC's Public Reference Room in
Washington, DC (phone 1-800-SEC-0330) or by sending your request and a
duplicating fee to the SEC's Public Reference Section, Washington, DC
20549-6009.

(c) 1999 Dreyfus Service Corporation
758P0699



<PAGE>

____________________________________________________________________________


            DREYFUS NEW JERSEY MUNICIPAL MONEY MARKET FUND, INC.

                     STATEMENT OF ADDITIONAL INFORMATION

                                JUNE 1, 1999


____________________________________________________________________________

     This Statement of Additional Information, which is not a prospectus,
supplements and should be read in conjunction with the current Prospectus of
Dreyfus New Jersey Municipal Money Market Fund, Inc. (the "Fund"), dated
June 1, 1999, as it may be revised from time to time.  To obtain a copy of
the Fund's Prospectus, please write to the Fund at 144 Glenn Curtiss
Boulevard, Uniondale, New York 11556-0144, or call one of the following
numbers:

               Call Toll Free 1-800-645-6561
               In New York City -- Call 1-718-895-1206
               Outside the U.S. -- Call 516-794-5452

     The Fund's most recent Annual Report and Semi-Annual Report to
Shareholders are separate documents supplied with this Statement of
Additional Information, and the financial statements, accompanying notes and
report of independent auditors appearing in the Annual Report are
incorporated by reference into this Statement of Additional Information.



                       TABLE OF CONTENTS


                                                              Page


Description of the Fund                                       B-2
Management of the Fund                                       B-10
Management Arrangements                                      B-14
How to buy Shares                                            B-16
Shareholder Services Plan                                    B-18
How to Redeem Shares                                         B-19
Shareholder Services                                         B-21
Determination of Net Asset Value                             B-24
Dividends, Distributions and Taxes                           B-25
Portfolio Transactions                                       B-26
Yield Information                                            B-27
Information About the Fund                                   B-28
Counsel and Independent Auditors                             B-28
Appendix A                                                   B-29
Appendix B                                                   B-32


                           DESCRIPTION OF THE FUND

     The Fund is a Maryland corporation incorporated on April 4, 1988.  The
Fund is an open-end, management investment company, known as a money market
mutual fund.

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

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

Certain Portfolio Securities

     The following information supplements and should be read in conjunction
with the Fund's Prospectus.

     Municipal Obligations.  The Fund will invest primarily in the debt
securities of the State of New Jersey, its political subdivisions,
authorities and corporations, and certain other specified securities, the
interest from which is, in the opinion of bond counsel to the issuer, exempt
from Federal and State of New Jersey personal income taxes (collectively,
"New Jersey Municipal Obligations").  To the extent acceptable New Jersey
Municipal Obligations are at any time unavailable for investment by the
Fund, the Fund will invest temporarily in other debt securities the interest
from which is, in the opinion of bond counsel to the issuer, exempt from
Federal, but not State of New Jersey, income tax.  Fund will invest at least
80% of the value of its net assets (except when maintaining a temporary
defensive position) in Municipal Obligations.  Municipal Obligations are
debt obligations issued by states, territories and possessions of the United
States and the District of Columbia and their political subdivisions,
agencies and instrumentalities, or multistate agencies or authorities, the
interest from which, in the opinion of bond counsel to the issuer, is 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.  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.

     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.

Certain Tax Exempt Obligations.  The Fund may purchase floating and variable
rate demand notes and bonds, which are tax exempt obligations ordinarily
having stated maturities in excess of 13 months, but which permit the holder
to demand payment of principal at any time, or at specified intervals not
exceeding 13 months, in each case upon not more than 30 days' notice.
Variable rate demand notes include master demand notes which are obligations
that permit the Fund to invest fluctuating amounts, at varying rates of
interest, pursuant to direct arrangements between the Fund, as lender, and
the borrower.  These obligations permit daily changes in the amount
borrowed.  Because these obligations are direct lending arrangements between
the lender and borrower, it is not contemplated that such instruments
generally will be traded, and there generally is no established secondary
market for these obligations, although they are redeemable at face value,
plus accrued interest.  Accordingly, where these obligations are not secured
by letters of credit or other credit support arrangements, the Fund's right
to redeem is dependent on the ability of the borrower to pay principal and
interest on demand.  Each obligation purchased by the Fund will meet the
quality criteria established for the purchase of Municipal Obligations.

Tax Exempt Participation Interests.  The Fund may purchase from financial
institutions participation interests in Municipal Obligations (such as
industrial development bonds and municipal lease/purchase agreements).  A
participation interest gives the Fund an undivided interest in the Municipal
Obligation in the proportion that the Fund's participation interest bears to
the total principal amount of the Municipal Obligation.  These instruments
may have fixed, floating or variable rates of interest, with remaining
maturities of 13 months or less.  If the participation interest is unrated,
or has been given a rating below that which is permissible for purchase by
the Fund, the participation interest will be backed by an irrevocable letter
of credit or guarantee of a bank that the Fund's Board has determined meets
prescribed quality standards for banks, or the payment obligation otherwise
will be collateralized by U.S. Government securities.  For certain
participation interests, the Fund will have the right to demand payment, on
not more than seven days' notice, for all or any part of the Fund's
participation interest in the Municipal Obligation, plus accrued interest.
As to these instruments, the Fund intends to exercise its right to demand
payment only upon a default under the terms of the Municipal Obligation, as
needed to provide liquidity to meet redemptions, or to maintain or improve
the quality of its investment portfolio.

     Municipal lease obligations or installment purchase contract
obligations (collectively, "lease obligations") have special risks not
ordinarily associated with Municipal Obligations.  Although lease
obligations do not constitute general obligations of the municipality for
which the municipality's taxing power is pledged, a lease obligation
ordinarily is backed by the municipality's covenant to budget for,
appropriate and make the payments due under the lease obligation.  However,
certain lease obligations contain "non-appropriation" clauses which provide
that the municipality has no obligation to make lease or installment
purchase payments in future years unless money is appropriated for such
purpose on a yearly basis.  Although "non-appropriation" lease obligations
are secured by the leased property, disposition of the property in the event
of foreclosure might prove difficult.  The Fund will seek to minimize these
risks by investing only in those lease obligations that (1) are rated in one
of the two highest rating categories for debt obligations by at least two
nationally recognized statistical rating organizations (or one rating
organization if the lease obligation was rated only by one such
organization) or (2) if unrated, are purchased principally from the issuer
or domestic banks or other responsible third parties, in each case only if
the seller shall have entered into an agreement with the Fund providing that
the seller or other responsible third party will either remarket or
repurchase the lease obligation within a short period after demand by the
Fund.  The staff of the Securities and Exchange Commission currently
considers certain lease obligations to be illiquid.  Accordingly, not more
than 10% of the value of a Fund's net assets will be invested in lease
obligations that are illiquid and in other illiquid securities.

Tender Option Bonds.  The Fund may purchase tender option bonds.  A tender
option bond is a Municipal Obligation (generally held pursuant to a
custodial arrangement) having a relatively long maturity and bearing
interest at a fixed rate substantially higher than prevailing short-term tax
exempt rates, that has been coupled with the agreement of a third party,
such as a bank, broker-dealer or other financial institution, pursuant to
which such institution grants the security holders the option, at periodic
intervals, to tender their securities to the institution and receive the
face value thereof.  As consideration for providing the option, the
financial institution receives periodic fees equal to the difference between
the Municipal Obligation's fixed coupon rate and the rate, as determined by
a remarketing or similar agent at or near the commencement of such period,
that would cause the securities, coupled with the tender option, to trade at
par on the date of such determination.  Thus, after payment of this fee, the
security holder effectively holds a demand obligation that bears interest at
the prevailing short-term tax exempt rate.  The Manager, on behalf of the
Fund, will consider on an ongoing basis the creditworthiness of the issuer
of the underlying Municipal Obligations, of any custodian and of the third
party provider of the tender option.  In certain instances and for certain
tender option bonds, the option may be terminable in the event of a default
in payment of principal or interest on the underlying Municipal Obligations
and for other reasons.

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

Stand-By Commitments.  To the extent consistent with the requirements for a
"qualified investment fund" under the New Jersey gross income tax, the Fund
may acquire "stand-by commitments" with respect to Municipal Obligations
held in its portfolio.  Under a stand-by commitment, the Fund obligates a
broker, dealer or bank to repurchase, at the Fund's option, specified
securities at a specified price and, in this respect, stand-by commitments
are comparable to put options.  The exercise of a stand-by commitment
therefore is subject to the ability of the seller to make payment on demand.
The Fund will acquire stand-by commitments solely to facilitate portfolio
liquidity and does not intend to exercise its rights thereunder for trading
purposes.  The Fund may pay for stand-by commitments if such action is
deemed necessary, thus increasing to a degree the cost of the underlying
Municipal Obligation and similarly decreasing such security's yield to
investors.  Gains realized in connection with stand-by commitments will be
taxable.

Ratings of Municipal Obligations.  The Fund may invest only in those
Municipal Obligations which are rated in one of the two highest rating
categories for debt obligations by at least two rating organizations (or one
rating organization if the instrument was rated by only one such
organization) or, if unrated, are of comparable quality as determined in
accordance with procedures established by the Fund's Board.

     The average distribution of investments (at value) in Municipal
Obligations by ratings for the fiscal year ended January 31, 1999, computed
on a monthly basis, was as follows:


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


  F-1+/F-1         MIG1/VMIG1,             SP-1+/SP-1,         81.2%
                   P-1                     A1+/A1
  AAA/AA           Aaa/Aa                  AAA/AA               1.5%
  Not Rated        Not Rated               Not Rated           17.3%1
                                                              100.0%


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

     To the extent 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 and the creditworthiness of the issuers of such
securities.

     Taxable Investments.  From time to time, on a temporary basis other
than for temporary defensive purposes (but not to exceed 20% of the value of
the Fund's net assets) or for temporary defensive purposes, the Fund may
invest in taxable short-term investments ("Taxable Investments") consisting
of:  notes of issuers having, at the time of purchase, a quality rating
within the two highest grades of Moody's, S&P or Fitch; obligations of the
U.S. Government, its agencies or instrumentalities; commercial paper rated
not lower than P-2 by Moody's, A-2 by S&P or F-2 by Fitch; certificates of
deposit of U.S. domestic banks, including foreign branches of domestic
banks, with assets of one billion dollars or more; time deposits; bankers'
acceptances and other short-term bank obligations; and repurchase agreements
in respect of any of the foregoing.  Dividends paid by the Fund that are
attributable to income earned by the Fund from Taxable Investments will be
taxable to investors.  See "Dividends, Distributions and Taxes."  Except for
temporary defensive purposes, at no time will more than 20% of the value of
the Fund's net assets be invested in Taxable Investments.  If the Fund
purchases Taxable Investments, it will value them using the amortized cost
method and comply with the provisions of Rule 2a-7 relating to purchases of
taxable instruments.  When the Fund has adopted a temporary defensive
position, including when acceptable New Jersey Municipal Obligations are
unavailable for investment by the Fund, in excess of 35% of the Fund's net
assets may be invested in securities that are not exempt from State of New
Jersey income tax.  Under normal market conditions, the Fund anticipates
that not more than 5% of the value of its total assets will be invested in
any one category of Taxable Investments.

     Illiquid Securities.  The Fund may invest up to 10% of the value of its
net assets in securities as to which a liquid trading market does not exist,
provided such investments are consistent with the Fund's investment
objective.  Such securities may include securities that are not readily
marketable, such as securities that are subject to legal or contractual
restrictions on resale, and repurchase agreements providing for settlement
in more than seven days after notice.  As to these securities, the Fund is
subject to a risk that should the Fund desire to sell them when a ready
buyer is not available at a price the Fund deems representative of their
value, the value of the Fund's net assets could be adversely affected.

Investment Techniques

     The following information supplements and should be read in conjunction
with the Fund's Prospectus.

     Borrowing Money.  The Fund may borrow money from banks, but only for
temporary or emergency (not leveraging) purposes, in an amount up to 15% of
the value of its total assets (including the amount borrowed) valued at the
lesser of cost or market, less liabilities (not including the amount
borrowed) at the time the borrowing is made.  While borrowings exceed 5% of
the Fund's total assets, the Fund will not make any additional investments.

     Forward Commitments.  The Fund may purchase Municipal Obligations and
other securities on a forward commitment or when-issued basis, which means
that delivery and payment take place a number of days after the date of the
commitment to purchase.  The payment obligation and the interest rate
receivable on a forward commitment or when-issued security are fixed when
the Fund enters into the commitment, but the Fund does not make payment
until it receives delivery from the counterparty.  The Fund will commit to
purchase such securities 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.  The Fund will segregate permissible liquid
assets at least equal at all times to the amount of the Fund's purchase
commitments.

     Municipal Obligations and other securities purchased on a forward
commitment or when-issued basis are subject to changes in value (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.  Securities purchased on a when-issued basis may
expose the Fund to risks because they may experience such fluctuations prior
to their actual delivery.  Purchasing securities on a when-issued basis can
involve the additional risk that the yield available in the market when the
delivery takes place actually may be higher than that obtained in the
transaction itself.  Purchasing securities on a when-issued basis when the
Fund is fully or almost fully invested may result in greater potential
fluctuation in the value of the Fund's net assets and its net asset value
per share.

Investment Considerations and Risks

     Investing in Municipal Obligations.  The Fund may invest more than 25%
of the value of its total assets in Municipal Obligations which are related
in such a way that an economic, business or political development or change
affecting one such security also would affect the other securities; for
example, securities the interest upon which is paid from revenues of similar
types of projects.  As a result, the Fund may be subject to greater risk as
compared to a fund that does not follow this practice.

     Certain municipal lease/purchase obligations in which the Fund may
invest may contain "non-appropriation" clauses which provide that the
municipality has no obligation to make lease payments in future years unless
money is appropriated for such purpose on a yearly basis.  Although "non-
appropriation" lease/purchase obligations are secured by the leased
property, disposition of the leased property in the event of foreclosure
might prove difficult.  In evaluating the credit quality of a municipal
lease/purchase obligation that is unrated, the Manager will consider, on an
ongoing basis, a number of factors including the likelihood that the issuing
municipality will discontinue appropriating funds for the leased property.

     Certain provisions in the Internal Revenue Code of 1986, as amended
(the "Code"), relating to the issuance of Municipal Obligations may reduce
the volume of Municipal Obligations qualifying for Federal tax exemption.
One effect of these provisions could be to increase the cost of the
Municipal Obligations available for purchase by the Fund and thus reduce
available yield.  Shareholders should consult their tax advisers concerning
the effect of these provisions on an investment in the Fund.  Proposals that
may restrict or eliminate the income tax exemption for interest on Municipal
Obligations may be introduced in the future.  If any such proposal were
enacted that would reduce the availability of Municipal Obligations for
investment by the Fund so as to adversely affect Fund shareholders, the Fund
would reevaluate its investment objective and policies and submit possible
changes in the Fund's structure to shareholders for their consideration.  If
legislation were enacted that would treat a type of Municipal Obligation as
taxable, the Fund would treat such security as a permissible Taxable
Investment within the applicable limits set forth herein.

     Investing in New Jersey Municipal Obligations.  You should consider
carefully the special risks inherent in the Fund's investment in New Jersey
Municipal Obligations.  If there should be a default or other financial
crisis relating to the State of New Jersey or an agency of municipality
thereof, the market value and marketability of outstanding New Jersey
Municipal Obligations in the Fund's portfolio and interest income to the
Fund could be adversely affected.  Although New Jersey enjoyed a period of
economic growth with unemployment levels below the national average during
the mid-1980s, the State's economy slowed down well before the onset of the
national recession which, according to the National Bureau of Economic
Research, began in July 1990.  Reflecting the economic downturn, the State's
unemployment rate rose from a low of 3.6% in the first quarter of 1989 to a
recessionary peak of 8.5% during 1992.  Since then, the State's unemployment
rate fell to an average of 6.2% during 1996 and 5.5% for the six month
period from January 1997 through June 1997.  In July 1991, S&P lowered its
rating of the State's general obligation debt from AAA to AA+.  You should
review "Appendix A" which more fully sets forth these and other risk
factors.

     Simultaneous Investments.  Investment decisions for the Fund are made
independently from those of the other investment companies advised by the
Manager.  If, however, such other investment companies desire to invest in,
or dispose of, the same securities as the Fund, available investment 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.

Investment Restrictions

     The Fund's investment objective is a fundamental policy, which cannot
be changed without approval by the holders of a majority (as defined in the
Investment Company Act of 1940, as amended (the "1940 Act")) of the Fund's
outstanding voting shares.  In addition, the Fund has adopted investment
restrictions numbered 1 through 10 as fundamental policies.  Investment
restriction number 11 is not a fundamental policy and may be changed by a
vote of a majority of the Fund's Board members at any time.  The Fund may
not:

     1.   Purchase securities other than Municipal Obligations and Taxable
Investments as those terms are defined above and in the Prospectus.

     2.   Borrow money, except from banks for temporary or emergency (not
leveraging) purposes in an amount up to 15% of the value of the Fund's total
assets (including the amount borrowed) based on the lesser of cost or
market, less liabilities (not including the amount borrowed) at the time the
borrowing is made.  While borrowings exceed 5% of the value of the Fund's
total assets, the Fund will not make any additional investments.

     3.   Pledge, hypothecate, mortgage or otherwise encumber its assets,
except to secure borrowings for temporary or emergency purposes.

     4.   Sell securities short or purchase securities on margin.

     5.   Underwrite the securities of other issuers, except that the Fund
may bid separately or as part of a group for the purchase of Municipal
Obligations directly from an issuer for its own portfolio to take advantage
of the lower purchase price available.

     6.   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.

     7.   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.

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

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

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

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

     For purposes of Investment Restriction No. 8, industrial development
bonds, where the payment of principal and interest is the ultimate
responsibility of companies within the same industry, are grouped together
as an "industry."  If a percentage restriction is adhered to at the time of
investment, a later increase or decrease in percentage resulting from a
change in values or assets will not constitute a violation of such
restriction.


                           MANAGEMENT OF THE FUND

     The Fund's Board is responsible for the management and supervision of
the Fund.  The Board approves all significant agreements between the Fund
and those companies that furnish services to the Fund.  These companies are
as follows:


     The Dreyfus Corporation            Investment Adviser
     Premier Mutual Fund Services, Inc. Distributor
     Dreyfus Transfer, Inc.             Transfer Agent
     The Bank of New York               Custodian

     Board members and officers of the Fund, together with information as to
their principal business occupations during at least the last five years,
are shown below.

Board Members of the Fund

JOSEPH S. DiMARTINO, Chairman of the Board.  Since January 1995, Chairman of
     the Board of various funds in the Dreyfus Family of Funds. He also is a
     director of The Noel Group, Inc., a venture capital company (for which,
     from February 1995 until November 1997, he was Chairman of the Board),
     The Muscular Dystrophy Association, HealthPlan Services Corporation, a
     provider of marketing, administrative and risk management services to
     health and other benefit programs, Carlyle Industries, Inc. (formerly,
     Belding Heminway Company, Inc.), a button packager and distributor,
     Career Blazers, Inc. (formerly, Staffing Resources, Inc.), a temporary
     placement agency, and Century Business Services, Inc. (formerly,
     International Alliance Services, Inc.), a provider of various
     outsourcing functions for small and medium sized companies.  For more
     than five years prior to January 1995, he was President, a director
     and, until August 1994, Chief Operating Officer of the Manager and
     Executive Vice President and a director of Dreyfus Service Corporation,
     a wholly-owned subsidiary of the Manager and, until August 24, 1994,
     the Fund's distributor.  From August 1994 until December 31, 1994, he
     was a director of Mellon Bank Corporation.  He is 55 years old and his
     address is 200 Park Avenue, New York, New York 10166.


DAVID W. BURKE, Board Member.  Board Member of various funds in the Dreyfus
     Family of Funds.  Chairman of the Broadcasting Board of Governors, an
     independent Board within the United States Information Agency, from
     August 1994 to November 1998.  From August 1994 to December 31, 1994,
     he was a consultant to the Manager, and from October 1990 to August
     1994, he was Vice President and Chief Administrative Officer of the
     Manager.  From 1977 to 1990, Mr. Burke was involved in the management
     of national television news, as Vice-President and Executive Vice
     President of ABC News, and subsequently as President of CBS News.  He
     is 63 years old and his address is 197 Eighth Street, Charleston,
     Massachusetts 02642.


SAMUEL CHASE, Board Member.  Retired.  From 1982 through 1996, he was
     President of Samuel Chase & Company, Ltd., an economic consulting firm.
     He is 66 years old and his address is 10380 Springhill Road, Belgrade,
     Montana 59714.

GORDON J. DAVIS, Board Member.  Since October 1994, a senior partner with
     the law firm of LeBoeuf, Lamb, Greene & MacRae.  From 1983 to September
     1994, he was a senior partner with the law firm of Lord Day & Lord,
     Barrett Smith.  From 1978 to 1983, he was Commissioner of Parks and
     Recreation for the City of New York.  He also is a director of
     Consolidated Edison, a utility company, and Phoenix Home Life Insurance
     Company and a member of various other corporate and not-for-profit
     boards. He is 57 years old and his address is 241 Central Park West,
     New York, New York 10023.

JONI EVANS, Board Member.  Senior Vice President of the William Morris
     Agency since September 1993.  From September 1987 to May 1993, she was
     Executive Vice President of Random House, Inc., and from January 1991
     to May 1993, President and Publisher of Turtle Bay Books; from January
     1987 to December 1990, Publisher of Random House Adult Trade Division;
     and from September 1985 to September 1987, President of Simon &
     Schuster-Trade Division.  She is 56 years old and her address is 1350
     Avenue of the Americas, 33rd Floor, New York, New York 10019.

ARNOLD S. HIATT, Board Member.  Chairman of The Stride Rite Charitable
     Foundation.  From 1969 to June 1992, he was Chairman of the Board,
     President or Chief Executive Officer of The Stride Rite Corporation, a
     multi-divisional footwear manufacturing and retailing company.  He is
     also a director of The Cabot Corporation.  He is 71 years old and his
     address is 5 Cambridge Center, Cambridge, Massachusetts 02142.

BURTON N. WALLACK, Board Member.  President and co-owner of Wallack
     Management Company, a real estate management company managing real
     estate in the New York City area.  He is 48 years old and his address
     is 18 East 64th Street, New York, New York 10021.


     The Fund typically pays its Board members an annual retainer and a per
meeting fee and reimburses them for their expenses.  The Chairman of the
Board receives an additional 25% of such compensation.  Emeritus Board
members are entitled to receive an annual retainer and a per meeting fee of
one-half the amount paid to them as Board members.  The aggregate amount of
compensation paid to each Board member by the Fund for the fiscal year ended
January 31, 1999, and by all funds in the Dreyfus Family of Funds for which
such person was a Board member (the number of which is set forth in
parenthesis next to each Board member's total compensation)* during the year
ended December 31, 1998, was as follows:



                                            Total Compensation
                         Aggregate          From Fund and
Name of Board            Compensation       Fund Complex
Member                   From Fund**        Paid to Board Member

Joseph S. DiMartino      $6,250             $619,660 (187)

David W. Burke           $5,000             $233,500 (62)

Samuel Chase             $4,500             $  45,000 (12)

Gordon J. Davis          $5,000             $  83,500 (29)

Joni Evans               $4,500             $  45,000 (12)

Arnold S. Hiatt          $4,000             $  37,500 (12)

Burton N. Wallack        $4,500             $  45,000 (12)


_______________________
*    Represents the number of separate portfolios comprising the investment
companies in the Fund Complex, including the Fund, for which the Board
member serves.
**   Amount does not include reimbursed expenses for attending Board
meetings, which amounted to $1,254 for all Board members as a group.


Officers of the Fund

MARIE E. CONNOLLY, President and Treasurer.  President, Chief Executive
     Officer, Chief Compliance Officer and a director of the Distributor and
     Funds Distributor, Inc., the ultimate parent of which is Boston
     Institutional Group, Inc., and an officer of other investment companies
     advised or administered by the Manager.  She is 41 years old.

MARGARET W. CHAMBERS, Vice President and Secretary.  Senior Vice President
     and General Counsel of Funds Distributor, Inc., and an officer of other
     investment companies advised or administered by the Manager.  From
     August 1996 to March 1998, she was Vice President and Assistant General
     Counsel for Loomis, Sayles & Company, L.P.  From January 1986 to July
     1996, she was an associate with the law firm of Ropes & Gray.  She is
     38 years old.

STEPHANIE D. PIERCE, Vice President, Assistant Secretary and Assistant
     Treasurer.  Vice President and Client Development Manager of Funds
     Distributor, Inc., and an officer of other investment companies advised
     or administered by the Manager.  From April 1997 to March 1998, she was
     employed as a Relationship Manager with Citibank, N.A.  From August
     1995 to April 1997, she was an Assistant Vice President with Hudson
     Valley Bank, and from September 1990 to August 1995, she was Second
     Vice President with Chase Manhattan Bank.  She is 30 years old.

MARY A. NELSON, Vice President and Assistant Treasurer.  Vice President of
     the Distributor and Funds Distributor, Inc., and an officer of other
     investment companies advised or administered by the Manager.  From
     September 1989 to July 1994, she was an Assistant Vice President and
     Client Manager for The Boston Company, Inc.  She is 34 years old.

GEORGE A. RIO, Vice President and Assistant Treasurer.  Executive Vice
     President and Client Service Director of Funds Distributor, Inc., and
     an officer of other investment companies advised or administered by the
     Manager.  From June 1995 to March 1998, he was Senior Vice President
     and Senior Key Account Manager for Putnam Mutual Funds.  From May 1994
     to June 1995, he was Director of Business Development for First Data
     Corporation.  He is 43 years old.

JOSEPH F. TOWER, III, Vice President and Assistant Treasurer.  Senior Vice
     President, Treasurer, Chief Financial Officer and a director of the
     Distributor and Funds Distributor, Inc., and an officer of other
     investment companies advised or administered by the Manager.  From July
     1988 to August 1994, he was employed by The Boston Company, Inc. where
     he held various management positions in the Corporate Finance and
     Treasury areas.  He is 36 years old.

DOUGLAS C. CONROY, Vice President and Assistant Secretary.  Assistant Vice
     President of Funds Distributor, Inc., and an officer of other
     investment companies advised or administered by the Manager.  From
     April 1993 to January 1995, he was a Senior Fund Accountant for
     Investors Bank & Trust Company.  He is 29 years old.

CHRISTOPHER J. KELLEY, Vice President and Assistant Secretary.  Vice
     President and Senior Associate General Counsel of Funds Distributor,
     Inc., and an officer of other investment companies advised or
     administered by the Manager.  From April 1994 to July 1996, he was
     Assistant Counsel at Forum Financial Group.  He is 33 years old.

KATHLEEN K. MORRISEY, Vice President and Assistant Secretary.  Manager of
     Treasury Services Administration of Funds Distributor, Inc., and an
     officer of other investment companies advised or administered by the
     Manager.  From July 1994 to November 1995, she was a Fund Accountant
     for Investors Bank & Trust Company.  She is 26 years old.

ELBA VASQUEZ, Vice President and Assistant Secretary.  Assistant Vice
     President of Funds Distributor, Inc., and an officer of other
     investment companies advised or administered by the Manager.  From
     March 1990 to May 1996, she was employed by U.S. Trust Company of New
     York where she held various sales and marketing positions.  She is 37
     years old.

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

     The Fund's Board members and officers, as a group, owned less than 1% of
the Fund's shares outstanding on May 18, 1999.


                           MANAGEMENT ARRANGEMENTS

     Investment Adviser.  The Manager is a wholly-owned subsidiary of Mellon
Bank, N.A., which is a wholly-owned subsidiary of Mellon Bank Corporation
("Mellon").  Mellon is a publicly owned multibank holding company
incorporated under Pennsylvania law in 1971 and registered under the Federal
Bank Holding Company Act of 1956, as amended.  Mellon provides a
comprehensive range of financial products and services in domestic and
selected international markets.  Mellon is among the twenty-five largest
bank holding companies in the United States based on total assets.


     The Manager provides management services pursuant to the Management
Agreement (the "Agreement") dated August 24, 1994 with the Fund, which is
subject to annual approval by (i) the Fund's Board or (ii) vote of a
majority (as defined in the 1940 Act) of the outstanding voting securities
of the Fund, provided that in either event the continuance also is approved
by a majority of the Board members who are not "interested persons" (as
defined in the 1940 Act) of the Fund or the Manager, by vote cast in person
at a meeting called for the purpose of voting on such approval.  The
Agreement was approved by shareholders on August 2, 1994, and was last
approved by the Fund's Board, including a majority of the Board members who
are not "interested persons" of any party to the Agreement, at a meeting
held on January 20, 1999 by the Manager.  The Agreement will terminate
automatically in the event of its assignment (as defined in the 1940 Act).


     The following persons are officers and/or directors of the Manager:
Christopher M. Condron, Chairman of the Board and Chief Executive Officer;
Stephen E. Canter, President, Chief Operating Officer, Chief Investment
Officer and a director; Thomas F. Eggers, Vice Chairman--Institutional;
Lawrence S. Kash, Vice Chairman and a director; J. David Officer, Vice
Chairman and a director; Ronald P. O'Hanley III, Vice Chairman; William T.
Sandalls, Jr., Executive Vice President; Mark N. Jacobs, Vice President,
General Counsel and Secretary; Diane P. Durnin, Vice President--Product
Development; Patrice M. Kozlowski, Vice President--Corporate Communications;
Mary Beth Leibig, Vice President--Human Resources; Andrew S. Wasser, Vice
President--Information Systems; Theodore A. Schachar, Vice President; Wendy
Strutt, Vice President; Richard Terres, Vice President; William H. Maresca,
Controller; James Bitetto, Assistant Secretary; Steven F. Newman, Assistant
Secretary; and Mandell L. Berman, Burton C. Borgelt, Steven G. Elliott,
Martin C. McGuinn, Richard W. Sabo and Richard F. Syron, directors.

     The Manager manages the Fund's portfolio of investments in accordance
with the stated policies of the Fund, subject to the approval of the Fund's
Board.  The Manager is responsible for investment decisions and provides the
Fund with portfolio managers who are authorized by the Fund's Board to
execute purchases and sales of securities.  The Fund's portfolio managers
are Richard J. Moynihan, Joseph P. Darcy, A. Paul Disdier, Douglas J.
Gaylor, Karen M. Hand, Stephen C. Kris, Michael Petty, Jill C. Shaffro,
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 and for other
funds advised by the Manager.

     The Manager maintains office facilities on behalf of the Fund, and
furnishes statistical and research data, clerical help, accounting, data
processing, bookkeeping and internal auditing and certain other required
services to the Fund.  The Manager may pay the Distributor for shareholder
services from the Manager's own assets, including past profits but not
including the management fee paid by the Fund.  The Distributor may use part
or all of such payments to pay securities dealers, banks or other financial
institutions in respect of these services.  The Manager also may make such
advertising and promotional expenditures, using its own resources, as it
from time to time deems appropriate.

     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 Board members 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 maintaining
the Fund's existence, costs of independent pricing services, costs
attributable to investor services (including, without limitation, telephone
and personnel expenses), costs of shareholders' reports and corporate
meetings, costs of preparing and printing prospectuses and statements of
additional information for regulatory purposes and for distribution to
existing shareholders, and any extraordinary expenses.


     As compensation for the Manager's services, the Fund has agreed to pay
the Manager a monthly management fee at the annual rate of .50% of the value
of the Fund's average daily net assets.  All fees and expenses are accrued
daily and deducted before the declaration of dividends to shareholders.  For
the fiscal years ended January 31, 1997, 1998 and 1999, the management fees
payable by the Fund amounted to $2,992,557, $2,685,055 and $2,469,709,
respectively.


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

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

     Distributor.  The Distributor, located at 60 State Street, Boston,
Massachusetts 02109, serves as the Fund's distributor on a best efforts
basis pursuant to an agreement which is renewable annually.

     Transfer and Dividend Disbursing Agent and Custodian.  Dreyfus
Transfer, Inc., (the "Transfer Agent"), a wholly-owned subsidiary of the
Manager, P.O. Box 9671, Providence, Rhode Island  02940-9671, is the Fund's
transfer and dividend disbursing agent.  Under a transfer agency agreement
with the Fund, the Transfer Agent arranges for the maintenance of
shareholder account records for the Fund, the handling of certain
communications between shareholders and the Fund and the payment of
dividends and distributions payable by the Fund.  For these services, the
Transfer Agent receives a monthly fee computed on the basis of the number of
shareholder accounts it maintains for the Fund during the month, and is
reimbursed for certain out-of-pocket expenses.

     The Bank of New York (the "Custodian"), 90 Washington Street, New York,
New York 10286, is the Fund's custodian.  The Custodian has no part in
determining the investment policies of the Fund or which securities are to
be purchased or sold by the Fund.  Under a custody agreement with the Fund,
the Custodian holds the Fund's securities and keeps all necessary accounts
and records.  For its custody services, the Custodian receives a monthly fee
based on the market value of the Fund's assets held in custody and receives
certain securities transactions charges.


                              HOW TO BUY SHARES

     General.  Fund shares are sold without a sales charge.  You may be
charged a fee if you effect transactions in Fund shares through a securities
dealer, bank or other financial institution.  Stock certificates are issued
only upon your written request.  No certificates are issued for fractional
shares.  The Fund reserves the right to reject any purchase order.

     The minimum initial investment is $2,500, or $1,000 if you are a client
of a securities dealer, bank or other financial institution which maintains
an omnibus account in the Fund and has made an aggregate minimum initial
purchase for its customers of $2,500.  Subsequent investments must be at
least $100.  The initial investment must be accompanied by the Account
Application.  For full-time or part-time employees of the Manager or any of
its affiliates or subsidiaries, directors of the Manager, Board members of a
fund advised by the Manager, including members of the Fund's Board, or the
spouse or minor child of any of the foregoing, the minimum initial
investment is $1,000.  For full-time or part-time employees of the Manager
or any of its affiliates or subsidiaries who elect to have a portion of
their pay directly deposited into their Fund accounts, the minimum initial
investment is $50.  The Fund reserves the right to vary the initial and
subsequent investment minimum requirements at any time.

     Fund shares also are offered without regard to the minimum initial
investment requirements through Dreyfus-Automatic Asset Builderr, Dreyfus
Government Direct Deposit Privilege or Dreyfus Payroll Savings Plan pursuant
to the Dreyfus Step Program described under "Shareholder Services."  These
services enable you to make regularly scheduled investments and may provide
you with a convenient way to invest for long-term financial goals.  You
should be aware, however, that periodic investment plans do not guarantee a
profit and will not protect you against loss in a declining market.

     Shares are sold on a continuous basis at the net asset value per share
next determined after an order in proper form and Federal Funds (monies of
member banks within the Federal Reserve System which are held on deposit at
a Federal Reserve Bank) are received by the Transfer Agent or other entity
authorized to receive orders on behalf of the Fund.  If you do not remit
Federal Funds, your payment must be converted into Federal Funds.  This
usually occurs within one business day of receipt of a bank wire or within
two business days of receipt of a check drawn on a member bank of the
Federal Reserve System.  Checks drawn on banks which are not members of the
Federal Reserve System may take considerably longer to convert into Federal
Funds.  Prior to receipt of Federal Funds, your money will not be invested.
Net asset value per share is determined as of 12:00 Noon, New York time, on
each day the New York Stock Exchange is open for business.  Net asset value
per share is computed by dividing the value of the Fund's net assets (i.e.,
the value of its assets less liabilities) by the total number of shares
outstanding.  See "Determination of Net Asset Value."

     If your payments are received in or converted into Federal Funds by
12:00 Noon, New York time, by the Transfer Agent, you will receive the
dividend declared that day.  If your payments are received in or converted
into Federal Funds after 12:00 Noon, New York time, by the Transfer Agent,
you will begin to accrue dividends on the following business day.

     Qualified institutions may telephone orders for the purchase of Fund
shares.  These orders will become effective at the price determined at 12:00
Noon, New York time, and the shares purchased will receive the dividend on
Fund shares declared on that day, if the telephone order is placed by 12:00
Noon, New York time, and Federal Funds are received by 4:00 p.m., New York
time, on that day.

Using Federal Funds.  The Transfer Agent or the Fund may attempt to notify
you 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 you are a customer of a securities dealer ("Selected Dealer") and
your order to purchase Fund shares is paid for other than in Federal Funds,
the Selected Dealer, acting on your behalf, will complete the conversion
into, or itself advance, Federal Funds, generally on the business day
following receipt of your order.  The order is effective only when so
converted and received by the Transfer Agent.  If you have sufficient
Federal Funds or a cash balance in your brokerage account with a Selected
Dealer, your order to purchase Fund shares will become effective on the day
that the order, including Federal Funds, is received by the Transfer Agent.

     Dreyfus TeleTransfer Privilege.  You may purchase shares by telephone
if you have checked the appropriate box and supplied the necessary
information on the Account Application or have filed a Shareholder Services
Form with the Transfer Agent.  The proceeds will be transferred between the
bank account designated in one of these documents and your Fund account.
Only a bank account maintained in a domestic financial institution which is
an Automated Clearing House ("ACH") member may be so designated.

     Dreyfus TeleTransfer purchase orders may be made at any time.  Purchase
orders received by 4:00 p.m., New York time, on any day that the Transfer
Agent and the New York Stock Exchange are open for business will be credited
to the shareholder's Fund account on the next bank business day following
such purchase order.  Purchase orders made after 4:00 p.m., New York time,
on any day the Transfer Agent and the New York Stock Exchange are open for
business, or orders made on Saturday, Sunday or any Fund holiday (e.g., when
the New York Stock Exchange is not open for business), will be credited to
the shareholder's Fund account on the second bank business day following
such purchase order.  To qualify to use Dreyfus TeleTransfer Privilege, the
initial payment for purchase of Fund shares must be drawn on, and redemption
proceeds paid to, the same bank and account as are designated on the Account
Application or Shareholder Services Form on file.  If the proceeds of a
particular redemption are to be wired to an account at any other bank, the
request must be in writing and signature-guaranteed.  See "How to Redeem
Shares--Dreyfus TeleTransfer Privilege."

     Transactions Through Securities Dealers.  Fund shares may be purchased
and redeemed through securities dealers which may charge a fee for such
services.  Some dealers will place Fund shares in an account with their
firm. Dealers also may require that the customer not take physical delivery
of stock certificates; the customer not request redemption checks to be
issued in the customer's name; fractional shares not be purchased; monthly
income distributions be taken in cash; or other conditions.

     There is no sales charge by the Fund or the Distributor, although
securities dealers, banks and other institutions may make reasonable charges
to investors for their services.  The services provided and the applicable
fees are established by each dealer or other institution acting
independently of the Fund.  The Fund has been given to understand that these
fees may be charged for customer services, including, but not limited to,
same-day investment of client funds; same-day access to client funds; advice
to customers about the status of their accounts, yield currently being paid
or income earned to date; provision of periodic account statements showing
security and money market positions; other services available from the
dealer, bank or other institution; and assistance with inquiries related to
their investment.  Any such fees will be deducted monthly from the
investor's account, which on smaller accounts could constitute a substantial
portion of distributions.  Small, inactive, long-term accounts involving
monthly service charges may not be in the best interest of investors.  You
should be aware that you may purchase Fund shares directly from the Fund
without imposition of any maintenance or service charges, other than those
already described herein.

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


                          SHAREHOLDER SERVICES PLAN

     The Fund has adopted a Shareholder Services Plan (the "Plan") pursuant
to which the Fund reimburses Dreyfus Service Corporation, a wholly-owned
subsidiary of the Manager, an amount not to exceed an annual rate of .25% of
the value of the Fund's average daily net assets for certain allocated
expenses of providing certain services to the Fund's shareholders.  The
services provided may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Fund and
providing reports and other information, and services related to the
maintenance of shareholder accounts.

     A quarterly report of the amounts expended under the Plan and the
purposes for which such expenditures were incurred, must be made to the
Fund's Board for its review.  In addition, the Plan provides that material
amendments of the Plan must be approved by the Fund's Board, and by the
Board members who are not "interested persons" (as defined in the 1940 Act)
of the Fund and have no direct or indirect financial interest in the
operation of the Plan, by vote cast in person at a meeting called for the
purpose of considering such amendments.  The Plan is subject to annual
approval by such vote of the Board members cast in person at a meeting
called for the purpose of voting on the Plan.  The Plan was last so approved
at a meeting of the Board held on October 14, 1998.  The Plan is terminable
at any time by vote of a majority of the Board members who are not
"interested persons" and have no direct or indirect financial interest in
the operation of the Plan.


          For the fiscal year ended January 31, 1999, the Fund was charged
$343,852 pursuant to the Plan.


                            HOW TO REDEEM SHARES

     Check Redemption Privilege. The Fund provides Redemption Checks
("Checks") automatically upon opening an account, unless you specifically
refuse the Check Redemption Privilege by checking the applicable "No" box on
the Account Application.  Checks will be sent only to the registered
owner(s) of the account and only to the address of record.  The Check
Redemption Privilege may be established for an existing account by a
separate signed Shareholder Services Form.  The Account Application or
Shareholder Services Form must be manually signed by the registered
owner(s).  Checks are drawn on your Fund account and 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 your
agent, will cause the Fund to redeem a sufficient number of shares in your
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 you.
You generally will be subject to the same rules and regulations that apply
to checking accounts, although election of this Privilege creates only a
shareholder-transfer agent relationship with the Transfer Agent.

     You should date your Checks with the current date when you write them.
Please do not postdate your Checks.  If you do, the Transfer Agent will
honor, upon presentment, even if presented before the date of the Check, all
postdated Checks which are dated within six months of presentment for
payment, if they are otherwise in good order.

     Checks are free, but the Transfer Agent will impose a fee for stopping
payment of a Check upon your request or if the Transfer Agent cannot honor a
Check due to insufficient funds or other valid reason.  If the amount of the
Check is greater than the value of the shares in your account, the Check
will be returned marked insufficient funds.  Checks should not be used to
close an account.

     Wire Redemption Privilege.  By using this Privilege, you authorize the
Transfer Agent to act on wire, telephone or letter redemption instructions
from any person representing himself or herself to be you, and reasonably
believed by the Transfer Agent to be genuine.  Ordinarily, the Fund will
initiate payment for shares redeemed pursuant to this Privilege on the same
business day if the Transfer Agent receives a redemption request in proper
form prior to 12:00 Noon, New York time, on such day; otherwise, the Fund
will initiate payment on the next business day.  Redemption proceeds ($1,000
minimum) will be transferred by Federal Reserve wire only to the commercial
bank account specified by you on the Account Application or Shareholder
Services Form, or to a correspondent bank if your bank is not a member of
the Federal Reserve System.  Fees ordinarily are imposed by such bank and
borne by the investor.  Immediate notification by the correspondent bank to
your bank is necessary to avoid a delay in crediting the funds to your bank
account.

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

                                 Transfer Agent's
       Transmittal Code          Answer Back Sign

            144295               144295 TSSG PREP

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

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

     Dreyfus TeleTransfer Privilege.  You may request by telephone that
redemption proceeds be transferred between your Fund account and your bank
account.  Only a bank account maintained in a domestic financial institution
which is an ACH member may be designated. Redemption proceeds will be on
deposit in your account at an ACH member bank ordinarily two business days
after receipt of the redemption request.  Holders of jointly registered Fund
or bank accounts may redeem through the Dreyfus TeleTransfer Privilege for
transfer to their bank account not more than $250,000 within any 30-day
period.  You should be aware that if you have selected the Dreyfus
TeleTransfer Privilege, any request for a wire redemption will be effected
as a Dreyfus TeleTransfer transaction through the ACH system unless more
prompt transmittal specifically is requested.  See "How to Buy Shares--
Dreyfus TeleTransfer Privilege."

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

     Redemption Commitment.  The Fund has committed itself to pay in cash
all redemption requests by any shareholder of record, limited in amount
during any 90-day period to the lesser of $250,000 or 1% of the value of the
Fund's net assets at the beginning of such period. Such commitment is
irrevocable without the prior approval of the Securities and Exchange
Commission and is a fundamental policy of the Fund which may not be changed
without shareholder approval.  In the case of requests for redemption in
excess of such amount, the Fund's Board reserves the right to make payments
in whole or in part in securities or other assets of the Fund in case of an
emergency or any time a cash distribution would impair the liquidity of the
Fund to the detriment of the existing shareholders.  In such  event, the
securities would be valued in the same manner as the portfolio of the Fund
is valued.  If the recipient sells such securities, brokerage charges might
be incurred.

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


                            SHAREHOLDER SERVICES

     Fund Exchanges.  You may purchase, in exchange for shares of the Fund,
shares of certain other funds managed or administered by the Manager, to the
extent such shares are offered for sale in your state of residence.  Shares
of other funds purchased by exchange will be purchased on the basis of
relative net asset value per share as follows:

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

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

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

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

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

     To request an exchange, you must give exchange instructions to the
Transfer Agent in writing or by telephone.  The ability to issue exchange
instructions by telephone is given to all Fund shareholders automatically,
unless you check the applicable "No" box on the Account Application,
indicating that you specifically refuse this privilege.  By using the
Telephone Exchange Privilege, you authorize the Transfer Agent to act on
telephonic instructions (including over The Dreyfus Touchr automated
telephone system) from any person representing himself or herself to be you,
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.  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 administrative fee in accordance with rules
promulgated by the Securities and Exchange Commission.

     To establish a personal retirement plan by exchange, shares of the fund
being exchanged must have a value of at least the minimum initial investment
required for the fund into which the exchange is being made.

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

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

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

     Dreyfus-Automatic Asset Builderr.  Dreyfus-Automatic Asset Builder
permits you to purchase Fund shares (minimum of $100 and maximum of $150,000
per transaction) at regular intervals selected by you.  Fund shares are
purchased by transferring funds from the bank account designated by you.

     Dreyfus Government Direct Deposit Privilege.  Dreyfus Government Direct
Deposit Privilege enables you to purchase Fund shares (minimum of $100 and
maximum of $50,000 per transaction) by having Federal salary, Social
Security, or certain veterans', military or other payments from the U.S.
Government automatically deposited into your Fund account.  You may deposit
as much of such payments as you elect.

     Dreyfus Payroll Savings Plan.  Dreyfus Payroll Savings Plan permits you
to purchase Fund shares (minimum of $100 per transaction) automatically on a
regular basis.  Depending upon your employer's direct deposit program, you
may have part or all of your paycheck transferred to your existing Dreyfus
account electronically through the ACH system at each pay period.  To
establish a Dreyfus Payroll Savings Plan account, you must file an
authorization form with your employer's payroll department.  It is the sole
responsibility of your employer, not the Distributor, the Manager, the Fund,
the Transfer Agent or any other person, to arrange for transactions under
the Dreyfus Payroll Savings Plan.

     Dreyfus Step Program.  The Dreyfus Step Program enables you to purchase
Fund shares without regard to the Fund's minimum initial investment
requirements through Dreyfus-Automatic Asset Builderr, Dreyfus Government
Direct Deposit Privilege or Dreyfus Payroll Savings Plan.  To establish a
Dreyfus Step Program account, you must supply the necessary information on
the Account Application and file the required authorization form(s) with the
Transfer Agent.  For more information concerning this Program, or to request
the necessary authorization form(s), please call toll free 1-800-782-6620.
You may terminate your participation in this Program at any time by
discontinuing your participation in Dreyfus-Automatic Asset Builder, Dreyfus
Government Direct Deposit Privilege or Dreyfus Payroll Savings Plan, as the
case may be, as provided under the terms of such Privilege(s).  The Fund may
modify or terminate this Program at any time.

     Dreyfus Dividend Options.  Dreyfus Dividend Sweep allows you to invest
automatically your dividends or dividends and capital gain distributions, if
any, from the Fund in shares of another fund in the Dreyfus Family of Funds
of which you are a shareholder.  Shares of other funds purchased pursuant to
this privilege will be purchased on the basis of relative net asset value
per share as follows:

          A.   Dividends and distributions paid by a fund may be invested
          without imposition of a sales load in shares of other funds
          offered without a sales load.

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

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

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

     Dreyfus Dividend ACH permits you to transfer electronically dividends
or dividends and capital gain distributions, if any, from the Fund to a
designated bank account.  Only an account maintained at a domestic financial
institution which is an ACH member may be so designated.  Banks may charge a
fee for this service.

     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.
Withdrawal payments are the proceeds from sales of Fund shares, not the
yield on the shares.  If withdrawal payments exceed reinvested dividends and
distributions, your shares will be reduced and eventually may be depleted.
The Automatic Withdrawal Plan may be terminated at any time by you, the Fund
or the Transfer Agent.  Shares for which stock certificates have been issued
may not be redeemed through the Automatic Withdrawal Plan.


                      DETERMINATION OF NET ASSET VALUE

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

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

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

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


                     DIVIDENDS, DISTRIBUTIONS AND TAXES

     Management believes that the Fund has qualified for the fiscal year
ended January 31, 1999 as a "regulated investment company" under the Code.
The Fund intends to continue to so qualify if such qualification is in the
best interests of its shareholders.  Such qualification relieves the Fund of
any liability for Federal income tax to the extent its earnings are
distributed in accordance with applicable provisions of the Code.  If the
Fund did not qualify as a regulated investment company, it would be treated
for tax purposes as an ordinary corporation subject to Federal income tax.

     The Fund ordinarily declares dividends from net investment income on
each day the New York Stock Exchange is open for business.  The Fund's
earnings for Saturdays, Sundays and holidays are declared as dividends on
the preceding business day.  Dividends usually are paid on the last calendar
day of each month and are automatically reinvested in additional Fund shares
at net asset value or, at your option, paid in cash.  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.  If you are an omnibus accountholder and indicate in a partial
redemption request that a portion of any accrued dividends to which such
account is entitled belongs to an underlying accountholder who has redeemed
all shares in his or her account, such portion of the accrued dividends will
be paid to you along with the proceeds of the redemption.

     If you elect to receive dividends and distributions in cash, and your
dividend or distribution check is returned to the Fund as undeliverable or
remains uncashed for six months, the Fund reserves the right to reinvest
such dividend or distribution and all future dividends and distributions
payable to you in additional Fund shares at net asset value.  No interest
will accrue on amounts represented by uncashed distribution or redemption
checks.  All expenses are accrued daily and deducted before declaration of
dividends to investors.

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

     The Fund intends to be a "qualified investment fund" within the meaning
of the New Jersey gross income tax.  The primary criteria for constituting a
"qualified investment fund" are that (i) the Fund is an investment company
registered with the Securities and Exchange Commission, which for the
calendar year in which the dividends and distributions (if any) are paid,
has no investments other than interest-bearing obligations, obligations
issued at a discount, and cash and cash items, including receivables, and
financial options, futures and forward contracts, or other similar financial
instruments relating to interest-bearing obligations, obligations issued at
a discount or bond indexes related thereto and (ii) at the close of each
quarter of the taxable year, the Fund has not less than 80% of the aggregate
principal amount of all of its investments, excluding financial options,
futures and forward contracts, or other similar financial instruments,
related to interest-bearing obligations, obligations issued at a discount or
bond indexes related thereto, cash and cash items, which cash items shall
include receivables, in New Jersey Municipal Obligations, including
obligations of Puerto Rico, the Virgin Islands and other territories and
possessions of the United States and certain other specified securities
exempt from Federal and New Jersey income taxes.  Additionally, a qualified
investment fund must comply with certain continuing reporting requirements.

     If the Fund qualifies as a qualified investment fund and the Fund
complies with its reporting obligations, (a) dividends and distributions
paid by the Fund to a New Jersey resident individual shareholder will not be
subject to New Jersey gross income tax to the extent that the dividends and
distributions are attributable to income earned by the Fund as interest on
or gain from New Jersey Municipal Obligations, and (b) gain from the sale of
Fund shares by a New Jersey resident individual shareholder will not be
subject to New Jersey gross income tax.  Shares of the Fund are not subject
to property taxation by New Jersey or its political subdivisions.  To the
extent that you are subject to state and local taxes outside of New Jersey,
dividends and distributions earned by an investment in the Fund and gain
from the sale of shares in the Fund may represent taxable income.


                           PORTFOLIO TRANSACTIONS

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

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

     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.


                              YIELD INFORMATION


     For the seven-day period ended January 31, 1999, the Fund's yield was
2.21% and its effective yield was 2.23%.  Yield is computed in accordance
with a standardized method which involves determining the net change in the
value of a hypothetical pre-existing Fund account having a balance of one
share at the beginning of a seven calendar day period for which yield is to
be quoted, dividing the net change by the value of the account at the
beginning of the period to obtain the base period return, and annualizing
the results (i.e., multiplying the base period return by 365/7).  The net
change in the value of the account reflects the value of additional shares
purchased with dividends declared on the original share and any such
additional shares and fees that may be charged to shareholder accounts, in
proportion to the length of the base period and the Fund's average account
size, but does not include realized gains and losses or unrealized
appreciation and depreciation.  Effective yield is computed by adding 1 to
the base period return (calculated as described above), raising that sum to
a power equal to 365 divided by 7, and subtracting 1 from the result.


     Based upon the highest combined 1999 Federal and State of New Jersey
income tax rate of 43.45%, the Fund's tax equivalent yield for the seven-day
period ended January 31, 1999 was 3.91%.  Tax equivalent yield is computed
by dividing that portion of the yield or effective yield (calculated as
described above) which is tax exempt by 1 minus a stated tax rate and adding
the quotient to that portion, if any, of the yield of the Fund that is not
tax exempt.


     The tax equivalent yield noted above represents the application of the
highest Federal and New Jersey marginal personal income tax rates presently
in effect.  For Federal income tax purposes, a 39.6% rate has been used, and
for New Jersey income tax purposes, a 6.37% 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 rate or yields.  You should
consult a tax adviser, and consider your own factual circumstances and
applicable tax laws, in order to ascertain the relevant tax equivalent
yield.


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


     From time to time, the Fund may use hypothetical tax equivalent yields
or charts in its advertising.  These hypothetical yields or charts will be
used for illustrative purposes only and are not representative of the Fund's
past or future performance.  From time to time, advertising materials may
refer to studies performed by The Dreyfus Corporation or its affiliates,
such as "The Dreyfus Tax Informed Investing Study" or The Dreyfus Gender
Investment Comparison Study (1996 & 1997)" or other such studies.


     Comparative performance information may be used from time to time in
advertising or marketing Fund shares, including data from Lipper Analytical
Services, Inc., Bank Rate Monitor, N. Palm Beach, FL 33408, IBC's Money Fund
Report, Morningstar, Inc. and other industry publications.  Advertising
materials for the Fund also may refer to or discuss then-current or past
economic conditions, developments and/or events, including those relating to
or arising from actual or proposed tax legislation.  From time to time,
advertising materials for the Fund also may refer to statistical or other
information concerning trends relating to investment companies, as compiled
by industry associations such as the Investment Company Institute.


                         INFORMATION ABOUT THE FUND

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

     Unless otherwise required by the 1940 Act, ordinarily it will not be
necessary for the Fund to hold annual meetings of shareholders.  As a
result, Fund shareholders may not consider each year the election of Board
members or the appointment of auditors. However, the holders of at least 10%
of the shares outstanding and entitled to vote may require the Fund to hold
a special meeting of shareholders for purposes of removing a Board member
from office.  Fund shareholders may remove a Board member by the affirmative
vote of a majority of the Fund's outstanding voting shares.  In addition,
the Board will call a meeting of shareholders for the purpose of electing
Board members if, at any time, less than a majority of the Board members
then holding office have been elected by shareholders.

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

                      COUNSEL AND INDEPENDENT AUDITORS

     Stroock & Stroock & Lavan LLP, 180 Maiden Lane, New York, New York
10038-4982, as counsel for the Fund, has rendered its opinion as to certain
legal matters regarding the due authorization and valid issuance of the
shares being sold pursuant to the Fund's Prospectuses.

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



                           APPENDIX A


RISK FACTORS -- INVESTING IN NEW JERSEY MUNICIPAL OBLIGATIONS.

     The following information constitutes only a brief summary, does not
purport to be a complete description, and is based on information drawn from
official statements relating to securities offerings of the State of New
Jersey and various local agencies 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.

     New Jersey's economic base is diversified, consisting of a variety of
manufacturing, construction and service industries, supplemented by rural
areas with selective commercial agriculture.  New Jersey's principal
manufacturing industries produce chemicals, pharmaceutical, electrical
equipment and instruments, machinery, printing and food products.  Other
economic activities include services, wholesale and retail trade, insurance,
tourism, petroleum refining and truck farming.

     While New Jersey's economy continued to expand during the late 1980s,
the level of growth slowed considerably after 1987.  By the beginning of the
national recession in July 1990 (according to the National Bureau of
Economic Research), construction activity had already been declining in New
Jersey for nearly two years, growth had tapered off markedly in the service
sectors and the long-term downward trend of factory employment had
accelerated, partly because of a leveling off of industrial demand
nationally.  The onset of recession caused an acceleration of New Jersey's
job losses in construction and manufacturing, as well as an employment
downturn in such previously growing sectors as wholesale trade, retail
trade, finance, utilities and trucking and warehousing.  The net effect was
a decline in the State's total nonfarm wage and salary employment from a
peak of 3,689,800 in 1989 to a low of 3,458,000 in 1992.  This loss has been
followed by an employment gain of 200,700 from May 1992 to August 1996, a
recovery of 77% of the jobs lost during the recession.  In July 1991, S&P
lowered the State's general obligation bond rating from AAA to AA+.

     Reflecting the downturn, the rate of unemployment in the State rose
from a low of 3.6% during the first quarter of 1989 to a recessionary peak
of 8.5% during 1992.  Since then, the unemployment rate fell to an average
of 6.4% in 1995 and 6.1% for the four month period from May 1996 through
August 1996.  Despite an increase reported in December 1995, the annualized
unemployment rate remained 6.4% for the fourth quarter of 1995.

     The revised estimate as shown in the Governor's Fiscal Year 1997 Budget
Message forecasts Sales and Use Tax collections for Fiscal Year 1996 as
$4.254 billion, a 2.9% increase from Fiscal Year 1995 revenue.  The Fiscal
Year 1997 estimate of $4.325 billion, is a 1.7% increase from the Fiscal
Year 1996 estimate.

     The revised estimate as shown in the Governor's Fiscal Year 1997 Budget
Message forecasts Gross Income Tax collections for Fiscal Year 1996 of
$4.713 billion, a 3.8% increase from Fiscal Year 1995 revenue.  Included in
the Fiscal Year 1995 revenue is a 5% reduction of personal income tax rates
effective January 1, 1994 and a further 10% reduction of personal income tax
rates effective January 1, 1995 (on joint income under $80,000).  The
estimate for fiscal year 1997 as shown in the Governor's Fiscal Year 1997
Budget Message of $4.510 billion, is a 4.3% decrease from the Fiscal Year
1996 estimate.  Included in the Fiscal Year 1996 forecast is the 10%
reduction of personal income tax rates effective January 1, 1995 and a
further 15% reduction of personal income tax rates effective January 1, 1996
(on joint incomes under $80,000).

     The revised estimate as shown in the Governor's Fiscal Year 1997 Budget
Message forecasts Corporation Business Tax collections for Fiscal Year 1996
of $1.238 billion, a 14.0% increase from Fiscal Year 1995 revenue.  Included
in the Corporation Business Tax forecast is a reduction in the Corporation
Business Tax rate from 9.375% to 9.0% of net New Jersey income.  The Fiscal
Year 1997 forecast as shown in the Governor's Fiscal 1997 Budget Message of
$1.155 billion, represents a 6.7% decrease from the Fiscal Year 1996
estimate.

     The revised estimate as shown in the Governor's Fiscal Year 1997 Budget
Message  forecasts Other Miscellaneous Taxes Fees and Revenues collections
for Fiscal Year 1996 as $1.498 billion, an increase from fiscal year 1995
revenue.

     The Fiscal Year 1996 revised estimates include an estimate of $351
million which the state realized from a Tax Amnesty Program.

     Should revenues be less than the amount anticipated in the budget for a
fiscal year, the Governor may, pursuant to statutory authority, prevent any
expenditure under any appropriation.  There are additional means by which
the Governor may ensure that the State is operated efficiently and does not
incur a deficit.  No supplemental appropriation may be enacted after
adoption of an appropriations act except where there are sufficient revenues
on hand or anticipated, as certified by the Governor, to meet such
appropriation.  In the past when actual revenues have been less than the
amount anticipated in the budget, the Governor has exercised her plenary
powers leading to, among other actions, implementation of a hiring freeze
for all State departments and the discontinuation of programs for which
appropriations were budgeted but not yet spent.

     The State appropriated approximately $16.189 billion and $15.978
billion for Fiscal 1996 and 1997, respectively.  Of the $15.978 billion
appropriated in Fiscal Year 1997 from the General Fund, the Property Tax
Relief Fund, the Casino Control Fund, the Casino Revenue Fund and
Gubernatorial Elections Fund, $6.384 billion (39.9%) is appropriated for
State aid to local governments, $3.749 billion (23.5%) is appropriated for
grants-in-aid (payments to individuals or public or private agencies for
benefits to which a recipient is entitled by law or for the provision of
service on behalf of the State), $5.045 billion (31.6%) for Direct State
services, $446.9 million (2.8%) for debt service on State general obligation
bonds and $352.6 million (2.2%) for capital construction.

     Should tax revenues be less than the amount anticipated in the Budget
for a fiscal year, the Governor may, pursuant to statutory authority,
prevent any expenditure under any appropriation.  The appropriations for
Fiscal Year 1996 and for Fiscal Year 1997 reflect the amounts contained in
the Governor's Fiscal Year 1997 Budget Message.

     The State has made appropriations for principal and interest payments
for general obligation bonds for fiscal years 1993 through 1996 in the
amounts of $444.3 million, $119.9 million, $103.6 million and $466.3
million, respectively.  The Governor's Fiscal Year 1997 Budget Message for
Fiscal Year 1997 includes an appropriation in the amount of $446.9 million
for principal and interest payments for general obligation bonds.
                           APPENDIX B

     Description of certain 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 has the highest rating assigned by S&P.  Capacity to pay
interest and repay principal is extremely strong.

                               AA

     Debt rated AA has a very strong capacity to pay interest and repay
principal and differs from the highest rated issues only in a small degree.
S&P's AA rating may be modified by the addition of a plus or minus sign
designation to show relative standing within such category.

Municipal Note Ratings

                              SP-1

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

                              SP-2

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

Commercial Paper Ratings

     The rating A is the highest rating and is assigned by S&P to issues
that are regarded as having the greatest capacity for timely payment.
Issues in this category are delineated with the numbers 1, 2 and 3 to
indicate the relative degree of safety.  Paper rated A-1 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.  Relative
strength or weakness of the various safety characteristics determines
whether the issuer's commercial paper is rated A-2 or A-3.

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.  Generally, Moody's provides either a generic
rating or a rating with a numerical modifier of 1 for bonds in the generic
rating category Aa.  Moody's also provides numerical modifiers of 2 and 3 in
this category for bond issues in the health care, higher education and other
not-for-profit sectors; the modifier 1 indicates that the issue ranks in the
higher end of the generic rating category; the modifier 2 indicates that the
issue is in the mid-range of the generic category; and the modifier 3
indicates that the issue is in the low end of the generic  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 description 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.

Commercial Paper Rating

     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.

Fitch

Municipal Bond Ratings

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

                              AAA

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

                               AA

     Bonds rated AA are considered to be investment grade and of very high
credit quality.  The obligor's ability to pay interest and repay principal
is very strong, although not quite as strong as bonds rated AAA.  Because
bonds rated in the AAA and AA categories are not significantly vulnerable to
foreseeable future developments, short-term debt of these issuers is
generally rated F-1+.  Plus (+) and minus (-) signs are used with the AA
rating symbol to indicate the relative position of a credit within the
rating category.

Short-Term Ratings

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

     Although the credit analysis is similar to Fitch's bond 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 payment, but the margin of safety is not as
great as the F-1+ and
F-1 categories.
_______________________________
1  Of those securities which are not rated, all have been determined by the
   Manager to be of comparable quality to securities in the MIG1/SP-1/F-1 rating
   category.




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