SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities
Exchange Act of 1934 (Amendment No. )
Filed by the registrant /*/
FIled by a party other than the registrant / /
Check the appropriate box:
/ / Preliminary proxy statement
/*/ Definitive proxy statement
/ / Definitive additional materials
/ / Soliciting material pursuant to Rule 14a-11(c) or Rule 14a-12
DREYFUS CALIFORNIA MUNICIPAL INCOME, INC.
DREYFUS MUNICIPAL INCOME, INC.
DREYFUS NEW YORK MUNICIPAL INCOME, INC.
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NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
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To the Stockholders:
The Annual Meeting of Stockholders of each of Dreyfus California Municipal
Income, Inc., Dreyfus Municipal Income, Inc. and Dreyfus New York Municipal
Income, Inc. (each, a "Fund" and, collectively, the "Funds") will be held at the
offices of The Dreyfus Corporation, 200 Park Avenue, 7th Floor West, New York,
New York, on Friday, May 19, 2000 at 10:00 a.m., for the following purposes:
1. To elect three Class I Directors to serve for a three year term and until
their successors are duly elected and qualified.
2. To ratify the selection of the Fund's independent auditors.
3. To transact such other business as may properly come before the meeting,
or any adjournment or adjournments thereof.
Stockholders of record at the close of business on March 24, 2000 will be
entitled to receive notice of and to vote at the meeting.
By Order of the Board
Robert R. Mullery
Assistant Secretary
New York, New York
April 4, 2000
WE NEED YOUR PROXY VOTE IMMEDIATELY
A STOCKHOLDER MAY THINK HIS OR HER VOTE IS NOT IMPORTANT, BUT IT IS VITAL. BY
LAW, THE ANNUAL MEETING OF STOCKHOLDERS OF EACH FUND WILL HAVE TO BE ADJOURNED
WITHOUT CONDUCTING ANY BUSINESS IF LESS THAN A QUORUM IS REPRESENTED. IN THAT
EVENT, THE AFFECTED FUND WOULD CONTINUE TO SOLICIT VOTES IN AN ATTEMPT TO
ACHIEVE A QUORUM. CLEARLY, YOUR VOTE COULD BE CRITICAL TO ENABLE THE FUND(S) TO
HOLD THE MEETING(S) AS SCHEDULED, SO PLEASE RETURN YOUR PROXY CARD IMMEDIATELY.
YOU AND ALL OTHER STOCKHOLDERS WILL BENEFIT FROM YOUR COOPERATION.
DREYFUS CALIFORNIA MUNICIPAL INCOME, INC.
DREYFUS MUNICIPAL INCOME, INC.
DREYFUS NEW YORK MUNICIPAL INCOME, INC.
COMBINED PROXY STATEMENT
------------------------------------------
ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD ON FRIDAY, MAY 19, 2000
This proxy statement is furnished in connection with a solicitation of
proxies by the Board of each of Dreyfus California Municipal Income, Inc.
(" DCMI"), Dreyfus Municipal Income, Inc. ("DMI") and Dreyfus New York Municipal
Income, Inc. (" DNYMI" ) (each, a "Fund" and, collectively, the "Funds") to be
used at the Annual Meeting of Stockholders of each Fund to be held on Friday,
May 19, 2000 at 10: 00 a.m., at the offices of The Dreyfus Corporation
(" Dreyfus" ), 200 Park Avenue, 7th Floor West, New York, New York, for the
purposes set forth in the accompanying Notice of Annual Meeting of Stockholders.
Stockholders of record at the close of business on March 24, 2000 are entitled
to be present and to vote at the meeting. Stockholders are entitled to one vote
for each Fund share held and fractional votes for each fractional Fund share
held. Stockholders can vote only on matters affecting the Fund(s) in which they
hold shares. If a proposal is approved by stockholders of one Fund and
disapproved by stockholders of any other Fund, the proposal will be implemented
only for the Fund that approved the proposal. Therefore, it is essential that
stockholders who own shares in more than one Fund complete, date, sign and
return each proxy card they receive. Shares represented by executed and
unrevoked proxies will be voted in accordance with the specifications made
thereon. If any enclosed form of proxy is executed and returned, it nevertheless
may be revoked by another proxy or by letter or telegram directed to the
relevant Fund, which must indicate the stockholder's name. To be effective, such
revocation must be received prior to the meeting. In addition, any stockholder
who attends the meeting in person may vote by ballot at the meeting, thereby
cancelling any proxy previously given. As of March 24, 2000, the Funds had
outstanding the following number of shares:
COMMON AUCTION PREFERRED
NAME OF FUND STOCK OUTSTANDING STOCK OUTSTANDING
DCMI 4,572,972 N/A
DMI 20,382,927 4,000
DNYMI 3,821,501 N/A
It is estimated that proxy materials will be mailed to stockholders of
record on or about April 10, 2000. The principal executive offices of each Fund
are located at 200 Park Avenue, New York, New York 10166. COPIES OF EACH FUND'S
MOST RECENT ANNUAL AND SEMI-ANNUAL REPORTS ARE AVAILABLE UPON REQUEST, WITHOUT
CHARGE, BY WRITING TO THE FUND AT 144 GLENN CURTISS BOULEVARD, UNIONDALE, NEW
YORK 11556-0144, OR BY CALLING TOLL FREE 1-800-334-6899.
A quorum is constituted by the presence in person or by proxy of the holders
of a majority of the outstanding shares of the Fund entitled to vote at the
meeting. If a proposal is to be voted upon by only one class of a Fund's shares,
a quorum of that class of shares (the holders of a majority of the outstanding
shares of the class) must be present in person or by proxy at the meeting in
order for the proposal to be considered. DMI is the only Fund with two classes
of capital stock: Common Stock, par value $0.001 per share ( the "Common Stock")
, and Auction Preferred Stock, par value $0.001 per share, liquidation
preference $25,000 per share (the "APS"). The APS is further divided into Series
A and Series B. Currently, no proposal is expected to be presented at the
meeting that would require separate voting for each such Series of APS.
PROPOSAL 1. ELECTION OF DIRECTORS
Each Fund's Board of Directors is divided into three classes with the terms
of office of one class expiring each year. It is proposed that stockholders of
each Fund consider the election of three Class I Directors to serve for three
year terms and until their respective successors are duly elected and qualified.
The individual nominees (the "Nominees") proposed for election are listed below.
Each Nominee currently serves as a Director of the Funds. Each Nominee has
consented to being named in this proxy statement and has agreed to continue to
serve as a Board member of each Fund if elected. Biographical information about
each Nominee is set forth below. Biographical information about each Fund's
continuing Directors and other relevant information is set forth on Exhibit A.
Unless otherwise indicated, information set forth herein applies to all Funds.
Under the terms of DMI' s Charter, holders of the APS voting as a single
class are entitled, to the exclusion of holders of the Common Stock, to elect
two directors of DMI. One such Director, Martin D. Fife, is currently a nominee
up for election as a Class I Director. The other Director currently designated
solely for holders of the APS, Whitney I. Gerard, is a Class II director whose
term expires next year. Therefore, current voting with regard to this Proposal 1
is as follows: stockholders of DCMI and DNMI will vote with regard to the
election of all three Class I Directors for each such Fund; for DMI, holders of
Common Stock and APS will vote together as a single class with respect to the
election of Class I Directors Lucy Wilson Benson and David W. Burke, but APS
holders will vote separately, to the exclusion of holders of the Common Stock,
with respect to the election of Class I Director Martin D. Fife, who is
nominated to represent the APS of DMI.
<PAGE 2>
<PAGE>
<TABLE>
NAME OF NOMINEE, PRINCIPAL
OCCUPATION AND BUSINESS EXPERIENCE FOR DIRECTOR FOR TERM
PAST FIVE YEARS AGE SINCE EXPIRING
CLASS I:
<S> <C> <C> <C>
LUCY WILSON BENSON 72 1988 2003
President of Benson and Associates, consultants to business and government.
Mrs. Benson is a director of COMSAT Corporation and Logistics Management
Institute. She also is a Trustee of the Alfred P. Sloan Foundation, Vice
Chairman of the Board of Trustees of Lafayette College, Vice Chairman of the
Citizens Network for Foreign Affairs and of The Atlantic Council of the U.S. and
a member of the Council on Foreign Relations. From 1980 to 1994, Mrs. Benson was
a director of the Grumman Corporation and of the General RE Corporation from
1990 to 1998. Mrs. Benson served as a consultant to the U.S. Department of State
and to SRI International from 1980 to 1981. From 1977 to 1980, she was Under
Secretary of State for Security Assistance, Science and Technology. Her address
is 46 Sunset Avenue, Amherst, Massachusetts 01002.
DAVID W. BURKE 63 1994 2003
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 1994, Mr. Burke was a Consultant to Dreyfus, and, from October 1990
to August 1994, he was Vice President and Chief Administrative Officer of
Dreyfus. 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. His address is Box 654, Eastham,
Massachusetts 02109.
MARTIN D. FIFE 73 1988 2003
(APS DESIGNEE) Chairman of the Board of Magar, Inc., a company specializing
in financial products and developing early stage companies. Mr. Fife is also
Chairman of the Board and Chief Executive Officer of Skysat Communications
Network Corporation, a company developing telecommunications systems. Mr.
Fife also serves on the boards of various other companies. His address is The
Chrysler Building, 405 Lexington Avenue, New York, New York 10174.
</TABLE>
<PAGE 3>
The persons named in the accompanying form of proxy intend to vote each such
proxy for the election of the Nominees, unless stockholders specifically
indicate on their proxies the desire to withhold authority to vote for elections
to office. It is not contemplated that any Nominee will be unable to serve as a
Board member for any reason, but if that should occur prior to the meeting, the
proxyholders reserve the right to substitute another person or persons of their
choice as nominee or nominees.
Each Fund has an audit committee comprised of its Directors who are not
"interested persons" (as defined in the Investment Company Act of 1940, as
amended (the "1940 Act" )) of the Fund, the function of which is to routinely
review financial statements and other audit-related matters as they arise
throughout the year. None of the Funds has a standing nominating or compensation
committee or any committee performing similar functions.
For each Fund's most recent fiscal year, the number of Board meetings held
and the aggregate amount of compensation received by each continuing Director
from the Fund and all funds in the Dreyfus Family of Funds for which such person
is a Board member are set forth in Exhibit A. Certain information concerning
each Fund's officers is also set forth in Exhibit A.
Each Fund typically pays its Board members an annual retainer of $2,500 and
a $250 per meeting fee and reimburses them for their expenses. The Chairman of
the Board of each Fund, which position is held by Joseph S. DiMartino, receives
an additional 25% in annual retainer and per meeting fees. Emeritus Directors
are entitled to receive an annual retainer and per meeting fee of one-half the
amount paid to them as Board members. The Funds had no Emeritus Directors as of
the date of this Proxy Statement. The Funds do not pay any other remuneration to
their officers and Board members, and none of the Funds has a bonus, pension,
profit-sharing or retirement plan.
The aggregate amount of compensation paid to each Nominee by each Fund for
the fiscal year ended September 30, 1999, and by all funds in the Dreyfus Family
of Funds for which such Nominee was a Board member (the number of which is set
forth in parenthesis next to each Nominee's total compensation)* for the year
ended December 31, 1999, was as follows:
<PAGE>
TOTAL
COMPENSATION
FROM FUNDS AND
AGGREGATE FUND COMPLEX
NAME OF NOMINEE COMPENSATION PAID TO
AND FUND FROM EACH FUND** NOMINEE
LUCY WILSON BENSON $76,500 (29)
DCMI $3,750
DMI $4,250
DNYMI $3,750
DAVID W. BURKE $228,500 (62)
DCMI $3,750
DMI $4,500
DNYMI $3,750
MARTIN D. FIFE $59,500 (14)
DCMI $3,750
DMI $4,500
DNYMI $3,750
- ------------------------------------
* Represents the number of separate portfolios comprising the investment
companies in the fund complex, including the Funds, for which the Nominee
serves as a Board member.
** Amount does not include reimbursed expenses for attending Board meetings,
which amounted to $1,242 for DCMI, $6,339 for DMI and $753 for DNYMI
for all Directors as a group.
For each Fund or class, election of each of the Nominees requires the
affirmative vote of a plurality of the votes cast at the Fund's meeting.
<PAGE 4>
PROPOSAL 2. RATIFICATION OF THE SELECTION OF INDEPENDENT AUDITORS
The 1940 Act requires that each Fund's independent auditors be selected by a
majority of those Directors who are not "interested persons" (as defined in the
1940 Act) of the Fund; that such selection be submitted for ratification or
rejection at the Annual Meeting of Stockholders; and that the employment of such
independent auditors be conditioned upon the right of the Fund, by vote of a
majority of its outstanding securities at any meeting called for that purpose,
to terminate such employment forthwith without penalty. With regard to DMI,
Common Stock holders and APS holders will vote together as a single class for
purposes of this Proposal 2. Each Fund's Board, including a majority of those
Directors who are not "interested persons" of the Fund, approved the selection
of Ernst & Young LLP for the fiscal year ending September 30, 2000 at a Board
meeting held on November 4, 1999. Accordingly, such selection is submitted to
stockholders for ratification. Apart from its fees received as independent
auditors, neither Ernst & Young LLP nor any of its partners has a direct, or
material indirect, financial interest in the Funds or Dreyfus.
Ernst & Young LLP, a major international accounting firm, has acted as
auditors of each Fund since the Fund's organization. Each Fund's Board believes
that the continued employment of the services of Ernst & Young LLP for the
fiscal year ending September 30, 2000 is in the best interests of the Fund.
A representative of Ernst & Young LLP is expected to be present at the
meeting, will have the opportunity to make a statement and will be available to
respond to appropriate questions.
EACH FUND'S BOARD OF DIRECTORS, INCLUDING THE "NON-INTERESTED" DIRECTORS,
RECOMMENDS THAT STOCKHOLDERS VOTE "FOR" RATIFICATION OF THE SELECTION OF ERNST &
YOUNG LLP AS INDEPENDENT AUDITORS OF THE FUND.
OTHER MATTERS
If a proxy is properly executed and returned accompanied by instructions to
withhold authority to vote, represents a broker "non-vote" (that is, a proxy
from a broker or nominee indicating that such person has not received
instructions from the beneficial owner or other person entitled to vote shares
of the Fund on a particular matter with respect to which the broker or nominee
does not have discretionary power) or marked with an abstention (collectively,
" abstentions" ), the Fund's shares represented thereby will be considered to be
present at the meeting for purposes of determining the existence of a quorum for
the transaction of business. Under Maryland law, abstentions do not constitute a
vote "for" or "against" a matter and will be disregarded in determining "votes
cast" on an issue.
Each Fund's Board is not aware of any other matter which may come before the
meeting. However, should any such matter with respect to one or more Funds
properly come before the meeting, it is the intention of the persons named in
the accompanying form of proxy to vote the proxy in accordance with their
judgment on such matter.
Each Fund will bear its pro rata share of the cost of soliciting proxies. In
addition to the use of the mails, proxies may be solicited personally, by
telephone or by facsimile, and each Fund may pay persons holding shares of a
Fund in their names or those of their nominees for their expenses in sending
soliciting materials to their principals.
Proposals that stockholders wish to include in any Fund's proxy statement
for such Fund's next Annual Meeting of Stockholders must be sent to and received
by such Fund no later than December 31, 2000 at the principal executive offices
of the Fund at 200 Park Avenue, New York, New York 10166, Attention: General
Counsel.
Dreyfus, located at 200 Park Avenue, New York, New York 10166, serves as the
Funds' investment adviser. Mr. Richard J. Moynihan, a portfolio manager of DMI
since inception, purchased 7,000 shares of DMI on a trade date of October 27,
1999 and a settlement date of November 1, 1999. Mr. Moynihan filed a Form 4 with
the Securities and Exchange Commission on November 29, 1999, pursuant to Section
16(a) of the Exchange Act of 1934.
<PAGE 5>
NOTICE TO BANKS, BROKER/DEALERS AND
VOTING TRUSTEES AND THEIR NOMINEES
Please advise the appropriate Fund, in care of Mellon Bank, N.A., c/o Proxy
Services Corporation, 115 Amity Street, Jersey City, New Jersey 07304, whether
other persons are the beneficial owners of the shares for which proxies are
being solicited and, if so, the number of copies of the proxy statement and
other soliciting material you wish to receive in order to supply copies to the
beneficial owners of shares.
IT IS IMPORTANT THAT PROXIES BE RETURNED PROMPTLY. THEREFORE, STOCKHOLDERS WHO
DO NOT EXPECT TO ATTEND THE MEETING IN PERSON ARE URGED TO COMPLETE, SIGN, DATE
AND RETURN EACH ENCLOSED PROXY CARD IN THE ENCLOSED STAMPED ENVELOPE.
Dated: April 4, 2000
<PAGE 6>
EXHIBIT A
PART I
Part I sets forth information relevant to the continuing Directors who are
not Nominees for election at this meeting. Unless otherwise indicated, the
information set forth herein applies to all Funds.
<TABLE>
NAME OF CONTINUING DIRECTOR, PRINCIPAL
OCCUPATION AND BUSINESS EXPERIENCE FOR DIRECTOR FOR TERM
PAST FIVE YEARS AGE SINCE EXPIRING
<S> <C> <C> <C>
CLASS II:
WHITNEY I. GERARD 65 1988 2001
(APS DESIGNEE) Partner of the New York City law firm of Chadbourne & Parke.
His address is 30 Rockefeller Plaza, New York, New York 10112.
ROBERT R. GLAUBER 61 (1988) 2001
Research Fellow, Center for Business and Government at the John F. Kennedy 1992*
School of Government, Harvard University, since January 1992. Mr. Glauber was
Under Secretary of the Treasury for Finance at the U.S. Treasury Department from
May 1989 to January 1992. For more than five years prior thereto, he was a
Professor of Finance at the Graduate School of Business Administration of
Harvard University, and from 1985 to 1989, Chairman of its Advanced Management
Program. He is chairman of The Measurisk Group, a risk measurement advisory and
software development firm, co-chairman of the Investment Committee,
Massachusetts State Retirement Fund, and is also a director of The Dun &
Bradstreet Corp, Exel Limited, a Bermuda based insurance company, Cooke and
Bieler, Inc., investment counselors, National Association of Securities Dealers,
Inc., NASD Regulation, Inc. and the Federal Reserve Bank of Boston. His address
is 79 John F. Kennedy Street, Cambridge, Massachusetts 02138.
ARTHUR A. HARTMAN 74 1989 2001
Senior consultant with APCO Associates Inc. From 1981 to 1987, he was United
States Ambassador to the former Soviet Union. He sits on the Boards of Ford
Meter Box Corporation and Lawter International and is a member of the advisory
councils of several other companies, research institutes and foundations.
Ambassador Hartman is Chairman of First NIS Regional Funds (ING/Barings
Management) and former President of the Harvard Board of Overseers. His address
is 2738 McKinley Street, N.W., Washington, D.C. 20015.
- ----------------
* Mr. Glauber was elected to the Board of each Fund on September 15, 1988 and resigned on October 1, 1988 to accept a government
position. He was re-elected to the Board of each Fund on January 30, 1992.
<PAGE A-1>
NAME OF CONTINUING DIRECTOR, PRINCIPAL
OCCUPATION AND BUSINESS EXPERIENCE FOR DIRECTOR FOR TERM
PAST FIVE YEARS AGE SINCE EXPIRING
CLASS III:
JOSEPH S. DIMARTINO 56 1995 2002
Since January 1995, Chairman of the Board of various funds in the Dreyfus
Family of Funds. He also is a director of 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, Century Business Services, Inc. (formerly, International
Alliance Services, Inc.), a provider of various outsourcing functions for small
and medium size companies, and QuikCAT.com, Inc., a private company engaged in
the development of high speed movement, routine storage and encryption of data
across cable, wireless and all other modes of data transport. For more than five
years prior to January 1995, he was President, a director and, until August
1994, Chief Operating Officer of Dreyfus and Executive Vice President and a
director of Dreyfus Service Corporation, a wholly-owned subsidiary of Dreyfus.
From August 1994 until December 31, 1994 he was a director of Mellon Financial
Corporation. His address is 200 Park Avenue, New York, New York 10166
GEORGE L. PERRY 66 1989 2002
An economist and Senior Fellow at the Brookings Institution since 1969. He is
co-director of the Brookings Panel on Economic Activity and editor of its
journal, The Brookings Papers. He also is a director of the State Farm Mutual
Automobile Association, and State Farm Life Insurance Company and a trustee of
Federal Realty Investment Trust. His address is 1775 Massachusetts Avenue, N.W.,
Washington, D.C. 20015.
PAUL WOLFOWITZ 54 1994 2002
Dean of The Paul H. Nitze School of Advanced International Studies at Johns
Hopkins University. From 1989 to 1993, he was Under Secretary of Defense for
Policy. From 1986 to 1989, he was the U.S. Ambassador to the Republic of
Indonesia. From 1982 to 1986, he was Assistant Secretary of State for East Asian
and Pacific Affairs of the Department of State. His address is 1740
Massachusetts Avenue, N.W., Washington, D.C. 20036.
</TABLE>
<PAGE A-2>
PERTAINING TO THE BOARD OF EACH FUND
* Number of Board and committee meetings held during the last fiscal year:
DCMI: 6
DMI: 10
DNYMI: 6
*Directors, if any, attending fewer than 75% of all Board and committee
meetings, as applicable, held in the last fiscal year during the period
the Director was in office: None.
As of March 24, 2000, each Fund's Directors and officers, as a group (20
persons), owned less than 1% of the Fund's outstanding shares.
COMPENSATION TABLE. The aggregate amount of compensation paid to each
continuing Director by each Fund for the fiscal year ended September 30, 1999
and by all funds in the Dreyfus Family of Funds for which such continuing
Director was a Board member (the number of which is set forth in parenthesis
next to each Director' s total compensation)* for the year ended December 31,
1999, was as follows:
<PAGE>
TOTAL
COMPENSATION
FROM FUNDS AND
AGGREGATE FUND COMPLEX
NAME OF CONTINUING COMPENSATION PAID TO
DIRECTOR AND FUND FROM EACH FUND** CONTINUING DIRECTOR
JOSEPH S. DIMARTINO $642,177 (189)
DCMI $4,688
DMI $5,625
DNYMI $4,688
GEORGE L. PERRY $59,500 (14)
DCMI $3,500
DMI $4,250
DNYMI $3,500
PAUL WOLFOWITZ $52,500 (13)
DCMI $3,750
DMI $4,250
DNYMI $3,750
WHITNEY I. GERARD $59,500 14)
DCMI $3,750
DMI $4,250
DNYMI $3,750
ROBERT R. GLAUBER $94,250 (41)
DCMI $3,750
DMI $4,250
DNYMI $3,750
ARTHUR A. HARTMAN $59,500 (14)
DCMI $3,750
DMI $4,500
DNYMI $3,750
- ------------------------------------
* Represents the number of separate portfolios comprising the investment
companies in the fund complex, including the Funds, for which the
continuing Director serves as Board member.
** Amount does not include reimbursed expenses for attending Board meetings,
which amounted to $1,242 for DCMI, $6,339 for DMI and $753 for DNYMI for
all Directors as a group.
<PAGE A-3>
<TABLE>
PART II
Part II sets forth information relevant to the executive officers of each
Fund.
<S> <C> <C>
NAME AND POSITION PRINCIPAL OCCUPATION AND BUSINESS
WITH FUNDS AGE EXPERIENCE FOR PAST FIVE YEARS
STEPHEN E. CANTER
President 54 President, Chief Operating
Officer, Chief Investment Officer
and a director of the Manager, and
an officer of other investment
companies advised and administered
by the Manager. Mr. Canter also is
a Director or an Executive
Committee Member of the other
investment management subsidiaries
of Mellon Financial Corporation, each of
which is an affiliate of the Manager.
MARK N. JACOBS
Vice President 53 Vice President, Secretary and
General Counsel of the Manager, and
an officer of other investment companies
advised and administered by the Manager.
JOSEPH CONNOLLY
Vice President and Treasurer 42 Director - Mutual Fund
Accounting of the Manager, and an officer of
other investment companies advised
and administered by the Manager.
PAUL DISDIER
Executive Vice President - 44 Senior Portfolio Manager - Tax Exempt
Dreyfus California Municipal Funds of the Manager, and
Income, Inc. an officer of other investment companies
advised and administered by the Manager.
JOSEPH P. DARCY
Executive Vice President - 43 Senior Portfolio Manager - Tax Exempt Funds
Dreyfus Municipal Income, Inc. of the Manager, and an officer of other
investment companies advised and administered
by the Manager.
MONICA S. WIEBOLDT
Executive Vice President - 50 Senior Portfolio Manager - Tax Exempt Funds
Dreyfus New York Municipal of the manager, and an officer of other investment
Income, Inc. companies advised and administered by the Manager.
<PAGE A-4>
NAME AND POSITION PRINCIPAL OCCUPATION AND BUSINESS
WITH FUNDS AGE EXPERIENCE FOR PAST FIVE YEARS
MICHAEL A. ROSENBERG
Secretary 40 Associate General Counsel of
the Manager, and an officer of other
investment companies advised and
administered by the Manager.
STEVEN F. NEWMAN
Assistant Secretary 50 Associate General Counsel of the Manager,
and an officer of other investment companies
advised and administered by the Manager.
ROBERT R. MULLERY
Assistant Secretary 48 Assistant General Counsel of the Manager, and
an officer of other investment companies advised
and administered by the Manager.
GREGORY S. GRUBER
Assistant Treasurer 40 Senior Accounting Manager - Municipal Bond Funds
of the Manager, and an officer of other investment
companies advised and administered by the Manager.
The address of each officer of the Funds is 200 Park Avenue, New York, New York 10166.
</TABLE>
<PAGE A-5>
IMPORTANT
Please Act Promptly
Sign, Date and Mail your Proxy Card(s) Today.
No matter how many shares you own, your vote is important. Voting can also
help the Fund save money. To hold a meeting, a quorum must be represented.
Voting today can save the fund the expense of another solicitation for
proxies required to achieve a quorum.
Please note that if you hold more than one account in the Fund, a proxy
card will be sent to you for each of your accounts. You should sign and
return each proxy card in order for all votes to be counted.
Thank you for your interest in the Fund.
DREYFUS MUNICIPAL INCOME, INC.
COMMON STOCKHOLDERS
The undersigned stockholder of Dreyfus Municipal Income, Inc. (the "Fund")
hereby appoints Robert R. Mullery and Emile R. Molineaux, and each of them, the
attorneys and proxies of the undersigned, with full power of substitution, to
vote, as indicated herein, all of the shares of the Fund standing in the name of
the undersigned at the close of business on March 24, 2000 at the Annual Meeting
of Stockholders to be held at the offices of The Dreyfus Corporation, 200 Park
Avenue, 7th Floor West, New York, New York, commencing at 10:00 a.m. on Friday,
May 19, 2000; and at any and all adjournments thereof, with all of the powers
the undersigned would possess if then and there personally present and
especially (but without limiting the general authorization and power hereby
given) to vote as indicated on the proposals, as more fully described in the
Proxy Statement for the meeting.
................................................................................
FOLD AND DETACH HERE
Please mark Boxes in blue or black ink.
The Board of Directors recommends a vote FOR items 1 and 2.
1. Election of Directors
_ FOR ALL Nominees listed below (except as marked to the contrary)
_ WITHHOLD Authority For All Nominees listed below
Nominees are: Class I - Lucy Wilson Benson and David W. Burke
WITHHELD FOR (write name of nominee(s) in space provided below)
- ------------------------------------------------------------------------
2. To ratify the selection of Ernst & Young LLP as the Fund's independent
auditors.
_ FOR
_ AGAINST
_ ABSTAIN
3. In their discretion, the proxies are authorized to vote upon such other
business as may properly come before the meeting or any adjournment(s)
thereof.
THIS PROXY IS SOLICITED BY THE FUND'S BOARD OF DIRECTORS AND WILL BE VOTED FOR
THE ABOVE PROPOSALS UNLESS OTHERWISE INDICATED.
Signature(s) should be exactly as name or names appearing on this proxy. If
shares are held jointly, each holder should sign. If signing is by attorney,
executor, administrator, trustee or guardian, please give full title.
Dated:______________________________, 2000
___________________________________
Signature(s)
____________________________________
Signature(s)
Sign, Date and return the Proxy Card Promptly
using the Enclosed Envelope
IMPORTANT
Please Act Promptly
Sign, Date and Mail your Proxy Card(s) Today.
No matter how many shares you own, your vote is important. Voting can also
help the Fund save money. To hold a meeting, a quorum must be represented.
Voting today can save the fund the expense of another solicitation for
proxies required to achieve a quorum.
Please note that if you hold more than one account in the Fund, a proxy
card will be sent to you for each of your accounts. You should sign and
return each proxy card in order for all votes to be counted.
Thank you for your interest in the Fund.
DREYFUS MUNICIPAL INCOME, INC.
AUCTION PREFFERED STOCKHOLDERS
The undersigned stockholder of Dreyfus Municipal Income, Inc. (the "Fund")
hereby appoints Robert R. Mullery and Emile R. Molineaux, and each of them, the
attorneys and proxies of the undersigned, with full power of substitution, to
vote, as indicated herein, all of the shares of the Fund standing in the name of
the undersigned at the close of business on March 24, 2000 at the Annual Meeting
of Stockholders to be held at the offices of The Dreyfus Corporation, 200 Park
Avenue, 7th Floor West, New York, New York, commencing at 10:00 a.m. on Friday,
May 19, 2000; and at any and all adjournments thereof, with all of the powers
the undersigned would possess if then and there personally present and
especially (but without limiting the general authorization and power hereby
given) to vote as indicated on the proposals, as more fully described in the
Proxy Statement for the meeting.
................................................................................
FOLD AND DETACH HERE
Please mark Boxes in blue or black ink.
The Board of Directors recommends a vote FOR items 1 and 2.
1. Election of Directors
_ FOR ALL Nominees listed below (except as marked to the contrary)
_ WITHHOLD Authority For All Nominees listed below
Nominees are: Class I - Lucy Wilson Benson, David W. Burke and Martin D. Fife
WITHHELD FOR (write name of nominee(s) in space provided below)
- ------------------------------------------------------------------------
2. To ratify the selection of Ernst & Young LLP as the Fund's independent
auditors.
_ FOR
_ AGAINST
_ ABSTAIN
3. In their discretion, the proxies are authorized to vote upon such other
business as may properly come before the meeting or any adjournment(s)
thereof.
THIS PROXY IS SOLICITED BY THE FUND'S BOARD OF
DIRECTORS AND WILL BE VOTED FOR THE ABOVE PROPOSALS
UNLESS OTHERWISE INDICATED.
Signature(s) should be exactly as name or names
appearing on this proxy. If shares are held jointly,
each holder should sign. If signing is by attorney,
executor, administrator, trustee or guardian, please
give full title.
Dated:____________________________, 2000
___________________________________
Signature(s)
___________________________________
Signature(s)
Sign, Date and return the Proxy Card Promptly using the Enclosed Envelope
