File Nos. 33-31809
811-5883
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [X]
Pre-Effective Amendment No. [ ]
Post-Effective Amendment No. 7 [X]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]
Amendment No. 7 [X]
(Check appropriate box or boxes.)
PEOPLES INDEX FUND, INC.
(Exact Name of Registrant as Specified in Charter)
c/o The Dreyfus Corporation
200 Park Avenue, New York, New York 10166
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code: (212) 922-6000
Daniel C. Maclean III, Esq.
200 Park Avenue
New York, New York 10166
(Name and Address of Agent for Service)
It is proposed that this filing will become effective (check appropriate box)
immediately upon filing pursuant to paragraph (b)
----
on (date) pursuant to paragraph (b)
----
60 days after filing pursuant to paragraph (a)(i)
----
X on February 28, 1995 pursuant to paragraph (a)(i)
----
75 days after filing pursuant to paragraph (a)(ii)
----
on (date) pursuant to paragraph (a)(ii) of Rule 485
----
If appropriate, check the following box:
this post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
----
Registrant has registered an indefinite number of shares of its Common
Stock under the Securities Act of 1933 pursuant to Section 24(f) of the
Investment Company Act of 1940. Registrant's Rule 24f-2 Notice for the
fiscal year ended October 31, 1994 was filed on December 27, 1994.
PEOPLES INDEX FUND, INC.
Cross-Reference Sheet Pursuant to Rule 495(a)
Items in
Part A of
Form N-1A Caption Page
_________ _______ ____
1 Cover Page Cover
2 Synopsis 3
3 Condensed Financial Information 3
4 General Description of Registrant 4, 15
5 Management of the Fund 7
5(a) Management's Discussion of Fund's Performance *
6 Capital Stock and Other Securities 15
7 Purchase of Securities Being Offered 8
8 Redemption or Repurchase 10
9 Pending Legal Proceedings *
Items in
Part B of
Form N-1A
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10 Cover Page Cover
11 Table of Contents Cover
12 General Information and History B-17
13 Investment Objectives and Policies B-2
14 Management of the Fund B-5
15 Control Persons and Principal B-8
Holders of Securities
16 Investment Advisory and Other B-8
Services
_____________________________________
NOTE: * Omitted since answer is negative or inapplicable.
PEOPLES INDEX FUND, INC.
Cross-Reference Sheet Pursuant to Rule 495(a) (continued)
Items in
Part B of
Form N-1A Caption Page
_________ _______ _____
17 Brokerage Allocation B-16
18 Capital Stock and Other Securities B-17
19 Purchase, Redemption and Pricing B-11, B-14
of Securities Being Offered
20 Tax Status B-14
21 Underwriters B-11
22 Calculations of Performance Data B-16
23 Financial Statements B-19
Items in
Part C of
Form N-1A
_________
24 Financial Statements and Exhibits C-1
25 Persons Controlled by or Under C-3
Common Control with Registrant
26 Number of Holders of Securities C-3
27 Indemnification C-3
28 Business and Other Connections of C-3
Investment Adviser
29 Principal Underwriters C-4
30 Location of Accounts and Records C-7
31 Management Services C-7
32 Undertakings C-7
_____________________________________
NOTE: * Omitted since answer is negative or inapplicable.
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PROSPECTUS FEBRUARY 28, 1995
PEOPLES INDEX FUND, INC.
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PEOPLES INDEX FUND,Registration Mark INC. (THE "FUND") IS AN
OPEN-END, NON-DIVERSIFIED, MANAGEMENT INVESTMENT COMPANY, KNOWN AS AN INDEX
FUND. ITS GOAL IS TO PROVIDE INVESTMENT RESULTS THAT CORRESPOND TO THE PRICE
AND YIELD PERFORMANCE OF PUBLICLY-TRADED COMMON STOCKS IN THE AGGREGATE, AS
REPRESENTED BY THE STANDARD & POOR'S 500 COMPOSITE STOCK PRICE INDEX. IN
ANTICIPATION OF TAKING A MARKET POSITION, THE FUND IS PERMITTED TO PURCHASE
AND SELL STOCK INDEX FUTURES. THE FUND IS NEITHER SPONSORED BY NOR AFFILIATED
WITH STANDARD & POOR'S CORPORATION.
WELLS FARGO NIKKO INVESTMENT ADVISORS ("WFNIA") SERVES AS THE
FUND'S INDEX FUND MANAGER.
THE DREYFUS CORPORATION ("DREYFUS") SERVES AS THE FUND'S
ADMINISTRATOR.
SHAREHOLDERS WHO REDEEM SHARES WITHIN SIX MONTHS OF THE OPENING OF
THEIR ACCOUNT WILL BE CHARGED A 1% REDEMPTION FEE WHICH WILL BE DEDUCTED FROM
REDEMPTION PROCEEDS. HOWEVER, THE REDEMPTION FEE WILL NOT BE APPLICABLE TO
SHARES HELD IN OMNIBUS ACCOUNTS.
THIS PROSPECTUS SETS FORTH CONCISELY INFORMATION ABOUT THE FUND
THAT YOU SHOULD KNOW BEFORE INVESTING. IT SHOULD BE READ AND RETAINED FOR
FUTURE REFERENCE.
THE STATEMENT OF ADDITIONAL INFORMATION, DATED FEBRUARY 28, 1995,
WHICH MAY BE REVISED FROM TIME TO TIME, PROVIDES A FURTHER DISCUSSION OF
CERTAIN AREAS IN THIS PROSPECTUS AND OTHER MATTERS WHICH MAY BE OF INTEREST
TO SOME INVESTORS. IT HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE
COMMISSION AND IS INCORPORATED HEREIN BY REFERENCE. FOR A FREE COPY, WRITE TO
THE FUND AT 144 GLENN CURTISS BOULEVARD, UNIONDALE, NEW YORK 11556-0144, OR
CALL 1-800-645-6561. WHEN TELEPHONING ASK FOR OPERATOR 666.
MUTUAL FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR
GUARANTEED OR ENDORSED BY, ANY BANK, AND ARE NOT FEDERALLY INSURED BY THE
FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY
OTHER AGENCY. THE NET ASSET VALUE OF FUNDS OF THIS TYPE WILL FLUCTUATE FROM
TIME TO TIME.
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TABLE OF CONTENTS
PAGE
FEE TABLE......................................... 3
CONDENSED FINANCIAL INFORMATION................... 3
DESCRIPTION OF THE FUND........................... 4
MANAGEMENT OF THE FUND............................ 7
HOW TO BUY FUND SHARES............................ 8
HOW TO REDEEM FUND SHARES......................... 10
SHAREHOLDER SERVICES.............................. 12
SHAREHOLDER SERVICES PLAN......................... 13
DIVIDENDS, DISTRIBUTIONS AND TAXES................ 13
PERFORMANCE INFORMATION........................... 14
GENERAL INFORMATION............................... 15
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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.
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[This Page Intentionally Left Blank]
Page 2
<TABLE>
<CAPTION>
FEE TABLE
<S> <C>
SHAREHOLDER TRANSACTION EXPENSES
Redemption Fees (as percentage of amount redeemed)........................................ 1.00%
ANNUAL FUND OPERATING EXPENSES
(as a percentage of average daily net assets)
Management Fee............................................................................ .10%
Other Expenses............................................................................ .54%
Total Fund Operating Expenses............................................................. .64%
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
EXAMPLE 1 YEAR 3 YEARS 5 YEARS 10 YEARS
You would pay the following expenses
on a $1,000 investment, assuming (1) 5%
annual return and (2) redemption at the
end of each time period: $7 $20 $36 $80
</TABLE>
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THE AMOUNTS LISTED IN THE EXAMPLE SHOULD NOT BE CONSIDERED AS
REPRESENTATIVE OF PAST OR FUTURE EXPENSES AND ACTUAL EXPENSES MAY BE GREATER
OR LESS THAN THOSE INDICATED. MOREOVER, WHILE THE EXAMPLE ASSUMES A 5% ANNUAL
RETURN, THE FUND'S ACTUAL PERFORMANCE WILL VARY AND MAY RESULT IN AN ACTUAL
RETURN GREATER OR LESS THAN 5%.
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The purpose of the foregoing table is to assist you in
understanding the various costs and expenses that investors will bear,
directly or indirectly, the payment of which will reduce investors' return on
an annual basis. The information in the foregoing table does not reflect any
fee waivers or expense reimbursement arrangements that may be in effect. You
can purchase Fund shares without charge directly from the Fund's distributor;
you may be charged a nominal fee if you effect transactions in Fund shares
through a securities dealer, bank or other financial institution. See
"Management of the Fund" and "Shareholder Services Plan."
CONDENSED FINANCIAL INFORMATION
The information in the following table has been audited by Coopers
& Lybrand L.L.P., the Fund's independent accountants, whose report thereon
appears in the Statement of Additional Information. Further financial data
and related notes are included in the Statement of Additional Information,
available upon request.
FINANCIAL HIGHLIGHTS
Contained below is per share operating performance data for a share
of Common Stock outstanding, total investment return, ratios to average net
assets and other supplemental data for each year indicated. This information
has been derived from the Fund's financial statements.
<TABLE>
<CAPTION>
YEAR ENDED OCTOBER 31,
-------------------------------------------------------
PER SHARE DATA: 1990(1) 1991 1992 1993 1994
------- ------- ------- ------- -------
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of year................. $12.50 $10.86 $14.16 $15.16 $16.88
------- ------- ------- ------- -------
INVESTMENT OPERATIONS:
Investment income--net............................. .17 .34 .41 .30 .39
Net realized and unrealized gain (loss) on investments (1.81) 3.18 .97 1.86 .11
------- ------- ------- ------- -------
TOTAL FROM INVESTMENT OPERATIONS............... (1.64) 3.52 1.38 2.16 .50
------- ------- ------- ------- -------
DISTRIBUTIONS:
Dividends from investment income--net.............. -- (.22) (.38) (.40) (.31)
Dividends from net realized gain on investments.... -- -- -- (.04) (.66)
------- ------- ------- ------- -------
TOTAL DISTRIBUTIONS ........................... -_ (.22) (.38) (.44) (.97)
------- ------- ------- ------- -------
Net asset value, end of year....................... $10.86 $14.16 $15.16 $16.88 $16.41
======= ======= ====== ======= =======
TOTAL INVESTMENT RETURN................................ (13.12%)(2) 32.85% 9.90% 14.49% 3.14%
RATIOS/SUPPLEMENTAL DATA:
Ratio of expenses to average net assets............ -_ -_ -_ .39% .61%
Ratio of net investment income to average net assets 3.46%(2) 3.45%3 .04% 2.36% 2.26%
Decrease reflected in above expense ratios due to undertakings
by WFNIA and Dreyfus............................ 1.42%(2) .78% .65% .14% .03%
Decrease reflected in above expense ratios due to
redemption fee.................................. .08%(2) .10% -- -_ -_
Portfolio Turnover Rate............................ 1.21%(2) .69% 3.10% 3.77% 18.81%
Net Assets, end of year (000's Omitted)............ $29,266 $69,211 $92,598 $281,403 $245,202
(1) From January 2, 1990 (commencement of operations) to October 31, 1990.
(2) Not annualized.
</TABLE>
Page 3
Further information about the Fund's performance is contained in
the Fund's annual report, which may be obtained without charge by writing to
the address or calling the number set forth on the cover page of this
Prospectus.
DESCRIPTION OF THE FUND
INVESTMENT OBJECTIVE -- The Fund's investment objective is to provide
investment results that correspond to the price and yield performance of
publicly-traded common stocks in the aggregate, as represented by the
Standard & Poor's 500 Composite Stock Price Index* (the "Index"). The Fund's
investment objective cannot be changed without approval by the holders of a
majority (as defined in the Investment Company Act of 1940) of the Fund's
outstanding voting shares. There can be no assurance that the Fund's
investment objective will be achieved.
MANAGEMENT POLICIES -- The Fund attempts to duplicate the investment results
of the Index, which is composed of 500 selected common stocks, most of which
are listed on the New York Stock Exchange. Standard & Poor's Corporation
chooses the stocks to be included in the Index solely on a statistical basis.
The Fund attempts to be fully invested at all times in the stocks that
comprise the Index and stock index futures as described below and, in any
event, at least 80% of the Fund's net assets will be so invested. Inclusion
of a stock in the Index in no way implies an opinion by Standard & Poor's
Corporation as to its attractiveness as an investment. The Fund uses the
Index as the standard performance comparison because it represents
approximately 69% of the total market value of all common stocks and is well
known to investors. An investment in the Fund involves risks similar to those
of investing in common stocks.
The weightings of stocks in the Index are based on each stock's
relative total market capitalization; that is, its market price per share
times the number of shares outstanding. Because of this weighting, as of
October 31, 1994, 46% of the Index was composed of the 50 largest companies.
WFNIA generally selects stocks for the Fund's portfolio in the order of their
weightings in the Index beginning with the heaviest weighted stocks. With
respect to the Fund's assets invested in the stocks in the Index, the
percentage of such assets invested in each stock is approximately the same as
the percentage it represents in the Index.
No attempt is made to manage the portfolio in the traditional sense
using economic, financial and market analysis. The Fund is managed using a
computer program to determine which stocks are to be purchased or sold to
replicate the Index to the extent feasible. From time to time, administrative
adjustments may be made in the Fund's portfolio because of changes in the
composition of the Index, but such changes should be infrequent.
The Fund believes that the indexing approach described above is an
effective method of substantially duplicating percentage changes in the
Index. It is a reasonable expectation that there will be a close correlation
between the Fund's performance and that of the Index in both rising and
falling markets. The Fund will attempt to achieve a correlation between the
performance of its portfolio and that of the Index of at least 0.95, without
taking into account expenses. A correlation of 1.00 would indicate perfect
correlation, which would be achieved when the Fund's net asset value,
including the value of its dividend and capital gains distributions,
increases or decreases in exact proportion to changes in the Index. The
Fund's ability to correlate its performance with the Index, however, may be
affected by, among other things, changes in securities markets, the manner in
which the Index is calculated by Standard & Poor's Corporation and the timing
of purchases and redemptions. In the future, the Board of Directors, subject
to the approval of shareholders, may select another index if such a standard
of comparison is deemed to be more representative of the performance of
common stocks.
- ------------------
*"Standard & Poor's 500," "S&PRegistration Mark" and "S&P 500 Registration
Mark" are trademarks of Standard & Poor's Corporation
and have been licensed for use by the Fund. The Fund is not sponsored,
endorsed, sold or promoted by Standard & Poor's Corporation.
page 4
The Fund's ability to duplicate the performance of the Index also
depends to some extent on the size of the Fund's portfolio and the size of
cash flows into and out of the Fund. Investment changes to accommodate these
cash flows are made to maintain the similarity of the Fund's portfolio to the
Index to the maximum practicable extent.
From time to time to increase its income, the Fund may lend
securities from its portfolio to brokers, dealers and other financial
institutions needing to borrow securities to complete certain transactions.
Such loans may not exceed 30% of the value of the Fund's total assets. In
connection with such loans, the Fund receives collateral consisting of cash,
U.S. Government securities or irrevocable letters of credit. Such collateral
is maintained at all times in an amount equal to at least 100% of the current
market value of the loaned securities. The Fund continues to be entitled to
payments in amounts equal to the dividends, interest or other distributions
payable on the loaned security and receives interest on the amount of the
loan. Such loans are terminable at any time upon specified notice. The Fund
might experience risk of loss if the institution with which it has engaged in
a portfolio loan transaction breaches its agreement with the Fund.
When the Fund has cash reserves, the Fund may invest in U.S.
Government securities, repurchase agreements, time deposits, certificates of
deposit, bankers' acceptances and high-grade commercial paper. See the Fund's
Statement of Additional Information for a description of these instruments.
The Fund also may purchase stock index futures in anticipation of taking a
market position when, in the opinion of WFNIA, available cash balances do not
permit an economically efficient trade in the cash market. The Fund also may
sell stock index futures to terminate existing positions it may have as a
result of its purchases of stock index futures. Futures transactions involve
so-called "derivative securities."
STOCK INDEX FUTURES -- A stock index future obligates the seller to deliver
(and the purchaser to take) an amount of cash equal to a specific dollar
amount times the difference between the value of a specific stock index at
the close of the last trading day of the contract and the price at which the
agreement is made. No physical delivery of the underlying stocks in the index
is made. The Fund purchases and sells futures contracts on the stock index
for which it can obtain the best price with consideration also given to
liquidity.
Initially, when purchasing or selling futures contracts, the Fund
is required to deposit with its custodian in the broker's name an amount of
cash or cash equivalents up to approximately 10% of the contract amount. This
amount is subject to change by the exchange or board of trade on which the
contract is traded and members of such exchange or board of trade may impose
their own higher requirements. This amount is known as "initial margin" and
is in the nature of a performance bond or good faith deposit on the contract
which is returned to the Fund upon termination of the futures position,
assuming all contractual obligations have been satisfied. Subsequent
payments, known as "variation margin," to and from the broker, are made daily
as the price of the index or securities underlying the futures contract
fluctuates, making the long and short positions in the futures contract more
or less valuable, a process known as "marking-to-market." At any time prior
to the expiration of a futures contract, the Fund may elect to close the
position by taking an opposite position at the then prevailing price, which
will operate to terminate the Fund's existing position in the contract.
Using futures in anticipation of market transactions involves
certain risks. Although the Fund intends to purchase or sell futures
contracts only if there is an active market for such contracts, no assurance
can be given that a liquid market will exist for any particular contract at
any particular time. In addition, the price of stock index futures may not
correlate perfectly with the movement in the stock index due to certain
market distortions. First, all participants in the futures market are subject
to margin deposit and maintenance requirements. Rather than meeting
additional margin deposit requirements, investors may close futures contracts
through offsetting transactions which would distort the normal relationship
between the index and futures markets. Secondly, from the point of view of
speculators, the deposit requirements in the futures market are less onerous
than margin requirements in the securities market.
Page 5
Therefore, increased participation by speculators in the futures market also
may cause temporary price distortions. Because of the possibility of price
distortions in the futures market and the imperfect correlation between
movements in the stock index and movements in the price of stock index
futures, a correct forecast of general market trends still may not result in
a successful hedging transaction.
The Fund is not a commodity pool. The Fund's commodity transactions
must constitute bona fide hedging or other permissible transactions pursuant
to regulations promulgated by the Commodity Futures Trading Commission. In
addition, the Fund may not engage in such transactions if the amount of
initial margin deposits, other than bona fide hedging transactions, would
exceed 5% of the liquidation value of the Fund's assets, after taking into
account unrealized profits and losses on such contracts it has entered into.
In connection with its futures transactions, the Fund may be required to
establish and maintain at its custodian bank a segregated account consisting
of cash or high quality money market instruments in an amount equal to the
market value of the underlying commodity less any amount deposited as margin.
CERTAIN FUNDAMENTAL POLICIES -- The Fund may: (i) invest up to 5% of its
assets in securities of any company having less than three years' continuous
operation (including operations of any predecessors); (ii) borrow money from
banks (which, if permitted by applicable regulatory authority, may be from
Wells Fargo Institutional Trust Company, N.A. or Wells Fargo Bank, N.A.,
affiliates of WFNIA), but only for temporary or emergency (not leveraging)
purposes in an amount up to 15% of the value of the Fund's total assets
(including the amount borrowed) valued at the lesser of cost or market, less
liabilities (not including the amount borrowed) at the time the borrowing is
made. While borrowings exceed 5% of the value of the Fund's total assets, the
Fund will not make any additional investments; (iii) pledge, hypothecate,
mortgage or otherwise encumber its assets, but only in an amount up to 15% of
the value of its total assets to secure borrowings for temporary or emergency
purposes. Collateral arrangements with respect to initial or variation margin
for futures contracts will not be deemed to be pledges of the Fund's assets;
(iv) invest up to 25% of its assets in the securities of issuers in a single
industry (or more to the extent the Index also is so concentrated); and (v)
invest up to 10% of its net assets in repurchase agreements providing for
settlement in more than seven days after notice and in securities that are
not readily marketable. This paragraph describes fundamental policies that
cannot be changed without approval by the holders of a majority (as defined
in the Investment Company Act of 1940) of the Fund's outstanding voting
shares. See "Investment Objective and Management Policies _ Investment
Restrictions" in the Fund's Statement of Additional Information.
INVESTMENT CONSIDERATIONS -- The Fund's classification as a "non-diversified"
investment company means that the proportion of the Fund's assets that may be
invested in the securities of a single issuer is not limited by the
Investment Company Act of 1940. A "diversified" investment company is
required by the Investment Company Act of 1940 generally, with respect to 75%
of its total assets, to invest not more than 5% of such assets in the
securities of a single issuer and to hold not more than 10% of the
outstanding voting securities of a single issuer. However, the Fund intends
to conduct its operations so as to qualify as a "regulated investment
company" for purposes of the Internal Revenue Code of 1986, as amended (the
"Code"), which requires that, at the end of each quarter of its taxable year,
(i) at least 50% of the market value of the Fund's total assets be invested
in cash, U.S. Government securities, the securities of other regulated
investment companies and other securities, with such other securities of any
one issuer limited for the purposes of this calculation to an amount not
greater than 5% of the value of the Fund's total assets and 10% of the
outstanding voting securities of such issuer, and (ii) not more than 25% of
the value of its total assets be invested in the securities of any one issuer
(other than U.S. Government securities or the securities of other regulated
investment companies). Since a relatively high percentage of the Fund's
assets may be invested in the securities of a limited number of issuers, some
of which may be within the same economic sector, the Fund's portfolio
securities may be more susceptible to any single economic, political or
regulatory occurrence than the portfolio securities of a diversified
investment company.
Page 6
Since the stocks of some foreign issuers are included in the Index,
the Fund's portfolio may contain securities of such foreign issuers which may
subject the Fund to additional investment risks with respect to those
securities that are different in some respects from those incurred by a fund
which invests only in securities of domestic issuers. Such risks include
future political and economic developments, the possible imposition of
withholding taxes on income payable on the securities, the possible establishm
ent of exchange controls or the adoption of other foreign governmental
restrictions which might adversely affect an investment in these securities
and the possible seizure or nationalization of foreign deposits.
Investment decisions for the Fund are made independently from those
of the other accounts and investment companies that may be managed by WFNIA.
However, if such other accounts or investment companies are prepared to
invest in, or desire to dispose of, securities in which the Fund invests at
the same time as the Fund, available investments or opportunities for sales
will be allocated equitably to each. In some cases, this procedure may
adversely affect the size of the position obtained for or disposed of by the
Fund or the price paid or received by the Fund.
MANAGEMENT OF THE FUND
INDEX FUND MANAGER -- WFNIA, located at 45 Fremont Street, San Francisco,
California 94105, is the index fund manager. WFNIA was organized and
registered as an investment adviser on April 3, 1990. Pursuant to an Index
Management Agreement with the Fund, WFNIA manages the investment of the
Fund's assets, subject to the supervision of the Fund's Board of Directors
and in conformity with Maryland law and the stated policies of the Fund.
WFNIA is responsible for placing purchase and sale orders and providing
continuous supervision of the investment portfolio. WFNIA also serves as
index fund manager of Dreyfus Stock Index Fund and Dreyfus Edison Electric
Index Fund, Inc.
On April 3, 1990, Wells Fargo & Company, Wells Fargo Bank, N.A. and
Wells Fargo Investment Advisors ("WFIA"), the predecessor index manager of
the Fund, signed an agreement with The Nikko Securities Co., Ltd. and an
affiliate ("Nikko") pursuant to which the assets and business of WFIA
relevant to its performance as index fund manager were transferred to WFNIA.
WFIA and Nikko each own 50% of WFNIA. Nikko, whose principal place of
business is located in Tokyo, Japan, is one of the world's leading investment
managers with approximately $16 billion under management as of September 30,
1994. WFNIA, one of the world's largest managers of index funds, is
responsible for managing or providing investment advice for assets
aggregating in excess of $161 billion.
Pursuant to the terms of the Index Management Agreement, the Fund
has agreed to pay WFNIA a monthly fee at the annual rate of .10 of 1% of the
value of the Fund's average daily net assets. For the fiscal year ended
October 31, 1994, the Fund paid WFNIA an index management fee at the
effective annual rate of .09 of 1% of the value of the Fund's average daily
net assets pursuant to undertakings by WFNIA.
ADMINISTRATOR -- Dreyfus, located at 200 Park Avenue, New York, New York
10166, serves as the Fund's administrator pursuant to an Administration
Agreement with the Fund. Dreyfus is a wholly-owned subsidiary of Mellon Bank,
N.A., which is a wholly-owned subsidiary of Mellon Bank Corporation
("Mellon"). Under the Administration Agreement, Dreyfus generally assists in
all aspects of the Fund's operations, other than providing index management
or investment advice, subject to the overall authority of the Fund's Board of
Directors in accordance with Maryland law. Dreyfus was organized in 1947 and,
as of November 30, 1994, managed or administered approximately $71 billion in
assets for more than 1.9 million investor accounts nationwide.
Mellon is a publicly owned multibank holding company incorporated
under Pennsylvania law in 1971 and registered under the Federal Bank Holding
Company Act of 1956, as amended. Mellon provides a comprehensive range of
financial products and services in domestic and selected international
markets. Mellon is among the twenty-five largest bank holding companies in
the United States based on total assets. Mellon's principal wholly-owned
subsidiaries are Mellon Bank, N.A., Mellon Bank (DE) National
Page 7
Association, Mellon Bank (MD), The Boston Company, Inc., AFCO Credit
Corporation and a number of companies known as Mellon Financial Services
Corporations. Through its subsidiaries, including Dreyfus, Mellon managed
approximately $201 billion in assets as of September 30, 1994, including
approximately $76 billion in mutual fund assets. As of September 30, 1994,
Mellon, through various subsidiaries, provided non-investment services, such
as custodial or administration services, for approximately $659 billion in
assets, including approximately $108 billion in mutual fund assets.
Pursuant to the terms of the Administration Agreement, the Fund has
agreed to pay Dreyfus a monthly fee at the annual rate of .20 of 1% of the
value of the Fund's average daily net assets. For the fiscal year ended
October 31, 1994, the Fund paid Dreyfus an administration fee at the
effective annual rate of .18 of 1% of the value of the Fund's average daily
net assets pursuant to undertakings by Dreyfus.
CUSTODIAN AND TRANSFER AND DIVIDEND DISBURSING AGENT -- Wells Fargo
Institutional Trust Company, N.A., 45 Fremont Street, San Francisco,
California 94105 ("WFITC"), is the Custodian of the Fund's investments. WFITC
is owned by WFNIA and Wells Fargo & Company. The Shareholder Services Group,
Inc., a subsidiary of First Data Corporation, P.O. Box 9671, Providence,
Rhode Island 02940-9671, is the Fund's Transfer and Dividend Disbursing Agent
(the "Transfer Agent") .
DISTRIBUTOR -- The Fund's distributor is Premier Mutual Fund Services, Inc.
(the "Distributor"), located at One Exchange Place, Boston, Massachusetts
02109. The Distributor is a wholly-owned subsidiary of Institutional
Administration Services, Inc., a provider of mutual fund administration
services, the parent company of which is Boston Institutional Group, Inc.
EXPENSES -- The imposition of the Fund's index management and administration
fees, as well as other operating expenses, will have the effect of reducing
investors' return and will affect the Fund's ability to track the Index
exactly. From time to time, WFNIA and/or Dreyfus or one of their affiliates
may waive receipt of their fees and/or voluntarily assume certain expenses of
the Fund, which would have the effect of lowering the overall expense ratio
of the Fund and increasing yield to investors at the time such amounts are
waived or assumed, as the case may be. The Fund will not pay WFNIA and/or
Dreyfus or their affiliates at a later time for any amounts which may be
waived, nor will the Fund reimburse WFNIA and/or Dreyfus or their affiliates
for any amounts which may be assumed. Dreyfus may pay the Distributor for
shareholder services from Dreyfus' own assets, including past profits but not
including the administration fee paid by the Fund. The Distributor may use
part or all of such payments to pay securities dealers or others in respect
of these services.
HOW TO BUY FUND SHARES
You can purchase Fund shares without a sales charge if you purchase
them directly from the Distributor; you may be charged a nominal 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 has
made an aggregate minimum initial purchase for its customers of $2,500.
Subsequent investments must be at least $100. The initial investment must be
accompanied by the Fund's Account Application. For full-time or part-time
employees of Dreyfus or any of its affiliates or subsidiaries, directors of
Dreyfus, Board members of a fund advised by Dreyfus, 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 Dreyfus
or any of its affiliates or subsidiaries who elect to have a portion of their
pay directly deposited into their Fund account, the minimum initial
investment is $50. The Fund reserves the right to offer Fund shares without
regard to minimum purchase requirements to employees participating in certain
qualified or non-qualified employee benefit plans or other programs where
contributions or account information can be transmitted in a manner and form
acceptable to the Fund. The Fund reserves the right to vary further the
initial and subsequent investment minimum requirements at any time.
Page 8
You may purchase Fund shares by check or wire. Checks should be
made payable to "Peoples Index Fund, Inc.," or, if for Dreyfus retirement
plan accounts, to "The Dreyfus Trust Company, Custodian." Payments to open
new accounts which are mailed should be sent to Peoples Index Fund, Inc.,
P.O. Box 6647, Providence, Rhode Island 02940-6647, together with your
Account Application. For subsequent investments, your Fund account number
should appear on the check and an investment slip should be enclosed. For Drey
fus retirement plan accounts, both initial and subsequent investments should
be sent to The Dreyfus Trust Company, Custodian, P.O. Box 6427, Providence,
Rhode Island 02940-6427. Neither initial nor subsequent investments should be
made by third party check. Purchase orders may be delivered in person only to
a Dreyfus Financial Center. THESE ORDERS WILL BE FORWARDED TO THE FUND AND
WILL BE PROCESSED ONLY UPON RECEIPT THEREBY. For the location of the nearest
Dreyfus Financial Center, please call one of the telephone numbers listed
under "General Information."
Wire payments may be made if your bank account is in a commercial
bank that is a member of the Federal Reserve System or any other bank having
a correspondent bank in New York City. Immediately available funds may be
transmitted by wire to The Bank of New York, DDA #8900119527/Peoples Index
Fund, Inc., for purchase of Fund shares in your name. The wire must include
your Fund account number (for new accounts, your Taxpayer Identification
Number ("TIN") should be included instead), account registration and dealer
number, if applicable. If your initial purchase of Fund shares is by wire,
please call 1-800-645-6561 after completing your wire payment to obtain your
Fund account number. Please include your Fund account number on the Fund's
Account Application and promptly mail the Account Application to the Fund, as
no redemptions will be permitted until the Account Application is received.
You may obtain further information about remitting funds in this manner from
your bank. All payments should be made in U.S. dollars and, to avoid fees and
delays, should be drawn only on U.S. banks. A charge will be imposed if any
check used for investment in your account does not clear. The Fund makes
available to certain large institutions the ability to issue purchase
instructions through compatible computer facilities.
Subsequent investments also may be made by electronic transfer of
funds from an account maintained in a bank or other domestic financial
institution that is an Automated Clearing House member. You must direct the
institution to transmit immediately available funds through the Automated
Clearing House to The Bank of New York with instructions to credit your Fund
account. The instructions must specify your Fund account registration and
your Fund account number PRECEDED BY THE DIGITS "1111."
The Distributor may pay dealers a fee of up to .5% of the amount
invested through such dealers in Fund shares by employees participating in
qualified or non-qualified employee benefit plans or other programs where (i)
the employers or affiliated employers maintaining such plans or programs have
a minimum of 250 employees eligible for participation in such plans or
programs, or (ii) such plan's or program's aggregate investment in the
Dreyfus Family of Funds or certain other products made available by the
Distributor to such plans or programs exceeds one million dollars. All
present holdings of shares of funds in the Dreyfus Family of Funds by such
employee benefit plans or programs will be aggregated to determine the fee
payable with respect to each such purchase of Fund shares. The Distributor
reserves the right to cease paying these fees at any time. The Distributor
will pay such fees from its own funds, other than amounts received from the
Fund, including past profits or any other source available to it.
Fund shares are sold on a continuous basis at the net asset value
per share next determined after your order is received by the Transfer Agent
or other agent. If an order is received in proper form by the Transfer Agent
by the close of trading on the floor of the New York Stock Exchange
(currently 4:00 p.m., New York time) on a given day, Fund shares will be
purchased at the net asset value determined as of such close of trading on
that day. Otherwise, Fund shares will be purchased at the net asset value
determined as of the close of trading on the floor of the New York Stock
Exchange on the next business
Page 9
day. To permit the Fund to invest your money as promptly as possible after
receipt, thereby maximizing the Fund's ability to track the Index, you are
urged to transmit your purchase order in proper form so that it may be
received by the Transfer Agent prior to 12:00 noon, New York time, on the day
you want your purchase order to be effective.
The Fund's net asset value per share is determined as of the close
of trading on the floor of the New York Stock Exchange on each day the New
York Stock Exchange is open for business. For purposes of determining net
asset value per share, futures contracts will be valued 15 minutes after the
close of trading on the floor of the New York Stock Exchange. Net asset value
per share 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. The Fund's investments are valued based on market value, or
where market quotations are not readily available, based on fair value as
determined in good faith by the Board of Directors. For further information
regarding the methods employed in valuing Fund investments, see
"Determination of Net Asset Value" in the Fund's Statement of Additional
Information.
Federal regulations require that you provide a certified TIN upon
opening or reopening an account. See "Dividends, Distributions and Taxes" and
the Fund's Account Application for further information concerning this
requirement. Failure to furnish a certified TIN to the Fund could subject you
to a $50 penalty imposed by the Internal Revenue Service (the "IRS").
HOW TO REDEEM FUND SHARES
GENERAL -- You may request redemption of your shares at any time. Redemption
requests should be transmitted to the Transfer Agent as described below. When
a request is received in proper form, the Fund will redeem the shares at the
next determined net asset value, which may be more or less than their
original cost. To maximize the Fund's ability to track the Index, you are
urged to transmit your redemption requests so that they may be received by
the Transfer Agent prior to 12:00 noon, New York time, on the day you want
your redemption request to be effective.
You will be charged a 1% redemption fee for only those redemptions
which occur within the initial six-month period following the opening of your
account. This redemption fee will be deducted from your redemption proceeds
and retained by the Fund. It is expected that, as a result of this fee, the
Fund will be able to track the Index more closely. However, the redemption
fee will not be charged upon the redemption of shares purchased through
omnibus accounts, nor will it be used to pay fees imposed for various Fund
services. The redemption fee may be waived, modified or discontinued and
reintroduced at any time or from time to time. In addition, securities
dealers, banks and other financial institutions may charge a nominal fee for
effecting redemptions of Fund shares. Any certificates representing Fund
shares being redeemed must be submitted with the redemption request.
The Fund ordinarily will make payment for all shares redeemed
within seven days after receipt by the Transfer Agent of a redemption request
in accordance with the procedures described below, except as provided by the
rules of the Securities and Exchange Commission. HOWEVER, IF YOU HAVE
PURCHASED FUND SHARES BY CHECK OR THROUGH DREYFUS-AUTOMATIC ASSET BUILDER AND
SUBSEQUENTLY SUBMIT A WRITTEN REDEMPTION REQUEST TO THE TRANSFER AGENT, THE
REDEMPTION PROCEEDS WILL BE TRANSMITTED TO YOU PROMPTLY UPON BANK CLEARANCE
OF YOUR PURCHASE CHECK OR DREYFUS-AUTOMATIC ASSET BUILDER ORDER, WHICH MAY
TAKE UP TO EIGHT BUSINESS DAYS OR MORE. IN ADDITION, THE FUND WILL REJECT
REQUESTS TO REDEEM SHARES BY WIRE OR TELEPHONE FOR A PERIOD OF EIGHT BUSINESS
DAYS AFTER RECEIPT BY THE TRANSFER AGENT OF THE PURCHASE CHECK OR THE DREYFUS-
AUTOMATIC ASSET BUILDER ORDER AGAINST WHICH SUCH REDEMPTION IS REQUESTED.
THESE PROCEDURES WILL NOT APPLY IF YOUR SHARES WERE PURCHASED BY WIRE
PAYMENT, OR IF YOU OTHERWISE HAVE A SUFFICIENT COLLECTED BALANCE IN YOUR
ACCOUNT TO COVER THE REDEMPTION REQUEST. PRIOR TO THE TIME ANY REDEMPTION IS
EFFECTIVE, DIVIDENDS ON SUCH SHARES WILL ACCRUE AND BE PAYABLE, AND
Page 10
YOU WILL BE ENTITLED TO EXERCISE ALL OTHER RIGHTS OF BENEFICIAL OWNERSHIP.
Fund shares will not be redeemed until the Transfer Agent has received your
Account Application.
The Fund reserves the right to redeem your account at its option
upon not less than 45 days' written notice if your account's net asset value
is $500 or less and remains so during the notice period.
PROCEDURES -- You may redeem Fund shares by using the regular redemption
procedure through the Transfer Agent, the Wire Redemption Privilege or the
Telephone Redemption Privilege. The Fund makes available to certain large
institutions the ability to issue redemption instructions through compatible
computer facilities.
You may redeem Fund shares by telephone if you have checked the
appropriate box on the Fund's Account Application or have filed a Shareholder
Services Form with the Transfer Agent. If you select a telephone redemption
privilege, you authorize the Transfer Agent to act on telephone instructions
from any person representing himself or herself to be you, and reasonably
believed by the Transfer Agent to be genuine. The Fund will require the
Transfer Agent to employ reasonable procedures, such as requiring a form of
personal identification, to confirm that instructions are genuine and, if it
does not follow such procedures, the Fund or the Transfer Agent may be liable
for any losses due to unauthorized or fraudulent instructions. Neither the
Fund nor the Transfer Agent will be liable for following telephone
instructions reasonably believed to be genuine.
During times of drastic economic or market conditions, you may
experience difficulty in contacting the Transfer Agent by telephone to
request a redemption of Fund shares. In such cases, you should consider using
the other redemption procedures described herein. Use of these other
redemption procedures may result in your redemption request being processed
at a later time than it would have been if telephone redemption had been
used. During the delay, the Fund's net asset value may fluctuate.
REGULAR REDEMPTION -- Under the regular redemption procedure, you may redeem
shares by written request mailed to Peoples Index Fund, Inc., P.O. Box 6647,
Providence, Rhode Island 02940-6647, or, if for Dreyfus retirement plan
accounts, to The Dreyfus Trust Company, Custodian, P.O. Box 6427, Providence,
Rhode Island 02940-6427. Redemption requests may be delivered in person only
to a Dreyfus Financial Center. THESE REQUESTS WILL BE FORWARDED TO THE FUND
AND WILL BE PROCESSED ONLY UPON RECEIPT THEREBY. For the location of the
nearest Dreyfus Financial Center, please call one of the telephone numbers
listed under "General Information." Redemption requests must be signed by
each shareholder, including each owner of a joint account, and each signature
must be guaranteed. The Transfer Agent has adopted standards and procedures
pursuant to which signature-guarantees in proper form generally will be
accepted from domestic banks, brokers, dealers, credit unions, national
securities exchanges, registered securities associations, clearing agencies
and savings associations, as well as from participants in the New York Stock
Exchange Medallion Signature Program, the Securities Transfer Agents
Medallion Program ("STAMP") and the Stock Exchanges Medallion Program. If you
have any questions with respect to signature-guarantees, please call one of
the telephone numbers listed under "General Information."
Redemption proceeds of at least $1,000 will be wired to any member
bank of the Federal Reserve System in accordance with a written
signature-guaranteed request.
Your written redemption request may direct that the redemption
proceeds be used to purchase shares of other funds advised or administered by
Dreyfus. The 1% redemption fee, described above, if applicable, may be
charged upon such redemption (depending upon how long your Fund account has
been open or the type of account from which shares are being redeemed) and
your redemption proceeds will be invested in shares of the other fund on the
next business day. Before you make such a request, you must obtain and should
review a copy of the current prospectus of the fund being purchased.
Prospectuses may be obtained by calling 1-800-645-6561. The prospectus will
contain information concerning minimum investment requirements and other
conditions that may apply to your purchase. No other fees currently are
charged shareholders directly in connection with this procedure, although the
Page 11
Fund reserves the right, upon not less than 60 days' written notice, to
charge shareholders a nominal fee in accordance with rules promulgated by the
Securities and Exchange Commission. This procedure may be modified or
terminated at any time upon not less than 60 days' notice to shareholders.
WIRE REDEMPTION PRIVILEGE -- You may request by wire or telephone that
redemption proceeds (minimum $1,000) be wired to your account at a bank which
is a member of the Federal Reserve System, or a correspondent bank if your
bank is not a member. To establish the Wire Redemption Privilege, you must
check the appropriate box and supply the necessary information on the Fund's
Account Application or file a Shareholder Services Form with the Transfer
Agent. You may direct that redemption proceeds be paid by check (maximum
$150,000 per day)made out to the owners of record and mailed to your address.
Redemption proceeds of less than $1,000 will be paid automatically by check.
Holders of jointly registered Fund or bank accounts may have redemption
proceeds of not more than $250,000 wired within any 30-day period. You may
telephone redemption requests by calling 1-800-221-4060 or, if you are
calling from overseas, call 1-401-455-3306. The Fund reserves the right to
refuse any redemption request, including requests made shortly after a change
of address, and may limit the amount involved or the number of such requests.
This Privilege may be modified or terminated at any time by the Transfer
Agent or the Fund. The Fund's Statement of Additional Information sets forth
instructions for transmitting redemption requests by wire. Shares held under
Keogh Plans, IRAs or other retirement plans, and shares for which
certificates have been issued, are not eligible for this Privilege.
TELEPHONE REDEMPTION PRIVILEGE -- You may redeem Fund shares (maximum
$150,000 per day) by telephone if you have checked the appropriate box on the
Fund's Account Application or have filed a Shareholder Services Form with the
Transfer Agent. The redemption proceeds will be paid by check and mailed to
your address. You may telephone redemption instructions by calling
1-800-221-4060 or, if you are calling from overseas, call 1-401-455-3306. The
Fund reserves the right to refuse any request made by telephone, including
requests made shortly after a change of address, and may limit the amount
involved or the number of telephone redemption requests. This Privilege may
be modified or terminated at any time by the Transfer Agent or the Fund.
Shares held under Keogh Plans, IRAs or other retirement plans, and shares for
which the certificates have been issued, are not eligible for this Privilege.
SHAREHOLDER SERVICES
DREYFUS-AUTOMATIC ASSET BUILDER -- Dreyfus-AUTOMATIC Asset Builder permits
you to purchase Fund shares (minimum of $100 and maximum of $150,000 per
transaction) at regular intervals selected by you. Fund shares are purchased
by transferring funds from the bank account designated by you. At your
option, the bank account designated by you will be debited in the specified
amount, and Fund shares will be purchased, once a month, on either the first
or fifteenth day, or twice a month, on both days. Only an account maintained
at a domestic financial institution which is an Automated Clearing House
member may be so designated. To establish a Dreyfus-AUTOMATIC Asset Builder
account, you must file an authorization form with the Transfer Agent. You may
obtain the necessary authorization form by calling 1-800-645-6561. You may
cancel your participation in this Privilege or change the amount of purchase
at any time by mailing written notification to Peoples Index Fund, Inc., P.O.
Box 6647, Providence, Rhode Island 02940-6647, or, if for Dreyfus retirement
plan accounts, to The Dreyfus Trust Company, Custodian, P.O. Box 6427,
Providence, Rhode Island 02940-6427, and the notification will be effective
three business days following receipt. The Fund may modify or terminate this
Privilege at any time or charge a service fee, although no such fee currently
is contemplated.
RETIREMENT PLANS -- The Fund offers a variety of pension and profit-sharing
plans, including Keogh Plans, IRAs, SEP-IRAs and IRA "Rollover Accounts,"
401(k) Salary Reduction Plans and 403(b)(7) Plans. Plan support services also
are available. You can obtain details on the various plans by calling the
following numbers toll free: for Keogh Plans, please call 1-800-358-5566; for
IRAs and IRA "Rollover
Page 12
Accounts," please call 1-800-645-6561; for SEP-IRAs,
401(k) Salary Reduction Plans and 403(b)(7) Plans, please call 1-800-322-7880.
SHAREHOLDER SERVICES PLAN
The Fund has adopted a Shareholder Services Plan pursuant to which
the Fund reimburses Dreyfus Service Corporation, a wholly-owned subsidiary of
Dreyfus, an amount not to exceed an annual rate of .25 of 1% of the value of
the Fund's average daily net assets for certain allocated expenses of
providing personal services and/or maintaining shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Fund and
providing reports and other information, and services related to the
maintenance of shareholder accounts.
DIVIDENDS, DISTRIBUTIONS AND TAXES
The Fund ordinarily pays dividends from net investment income and
distributes net realized securities gains, if any, once a year, but may make
distributions on a more frequent basis to comply with the distribution
requirements of the Code, in all events in a manner consistent with the
provisions of the Investment Company Act of 1940. The Fund will automatically
reinvest dividends and distributions from securities gains, if any, in
additional Fund shares at net asset value or, at your option, pay them in
cash. The Fund will not make distributions from net realized securities gains
unless capital loss carryovers, if any, have been utilized or have expired.
You may choose whether to receive distributions in cash or to reinvest them
in additional Fund shares at net asset value. If applicable, the 1%
redemption fee, described under "How to Redeem Fund Shares," will be charged
upon certain redemptions of Fund shares received through the automatic
reinvestment of dividends or distributions. All expenses are accrued daily
and deducted before declaration of dividends to investors.
Dividends paid by the Fund derived from net investment income and
distributions from net realized short-term securities gains of the Fund will
be taxable to U.S. shareholders as ordinary income whether received in cash
or reinvested in Fund shares. Depending on the composition of the Fund's
income, a portion of the dividends from net investment income may qualify for
the dividends received deduction allowable to certain corporate shareholders.
Distributions from net realized long-term securities gains of the Fund will
be taxable to U.S. shareholders as long-term capital gains for Federal income
tax purposes, regardless of how long shareholders have held their Fund shares
and whether such distributions are received in cash or reinvested in Fund
shares. The Code provides that the net long-term capital gain of an
individual will generally not be subject to Federal income tax at a rate in
excess of 28%. Dividends and distributions may be subject to state and local
taxes.
Dividends derived from net investment income and distributions from
net realized short-term securities gains paid by the Fund to a foreign
investor generally are subject to U.S. nonresident withholding taxes at the
rate of 30%, unless the foreign investor claims the benefit of a lower rate
specified in a tax treaty. Distributions from net realized long-term
securities gains paid by the Fund to a foreign investor as well as the
proceeds of any redemptions from a foreign investor's account, regardless of t
he extent to which gain or loss may be realized, generally will not be
subject to U.S. nonresident withholding tax. However, such distributions may
be subject to backup withholding, as described below, unless the foreign
investor certifies his non-U.S. residency status.
Notice as to the tax status of your dividends and distributions is
mailed to you annually. You also will receive periodic summaries of your
account which will include information as to dividends and distributions from
securities gains, if any, paid during the year.
Federal regulations generally require the Fund to withhold ("backup
withholding") and remit to the U.S. Treasury 31% of dividends, distributions
from net realized securities gains and the proceeds of any redemption,
regardless of the extent to which gain or loss may be realized, paid to a
shareholder if such shareholder fails to certify either that the TIN
furnished in connection with opening an account is correct,
Page 13
or that such shareholder has not received notice from the IRS of being subject
to backup withholding as a result of a failure to properly report taxable
dividend or interest income on a Federal income tax return. Furthermore, the
IRS may notify the Fund to institute backup withholding if the IRS determines
a shareholder's TIN is incorrect or if a shareholder has failed to properly
report taxable dividend and interest income on a Federal income tax return.
A TIN is either the Social Security number or employer
identification number of the record owner of the account. Any tax withheld as
a result of backup withholding does not constitute an additional tax imposed
on the record owner of the account, and may be claimed as a credit on the
record owner's Federal income tax return.
Management of the Fund believes that the Fund has qualified for the
fiscal year ended October 31, 1994 as a "regulated investment company" under
the Code. The Fund intends to continue to so qualify if such qualification is
in the best interest of its shareholders. Such qualification relieves the
Fund of any liability for Federal income tax to the extent its earnings are
distributed in accordance with applicable provisions of the Code. The Fund is
subject to a non-deductible 4% excise tax, measured with respect to certain
undistributed amounts of taxable investment income and capital gains.
You should consult your tax adviser regarding specific questions as
to Federal, state or local taxes.
PERFORMANCE INFORMATION
For the purpose of advertising, performance is calculated on the
basis of average annual total return. Advertisements also may include
performance calculated on the basis of total return.
Average annual total return is calculated pursuant to a
standardized formula which assumes that an investment in the Fund was
purchased with an initial payment of $1,000 and that the investment was
redeemed at the end of a stated period of time, after giving effect to the
reinvestment of dividends and distributions during the period. The return is
expressed as a percentage rate which, if applied on a compounded annual
basis, would result in the redeemable value of the investment at the end of
the period. Advertisements of the Fund's performance will include the Fund's
average annual total return for one, five and ten year periods, or for
shorter time periods depending upon the length of time during which the Fund
has operated.
Total return is computed on a per share basis and assumes the
reinvestment of dividends and distributions. Total return generally is
expressed as a percentage rate which is calculated by combining the income
and principal changes for a specified period and dividing by the net asset
value per share at the beginning of the period. Advertisements may include
the percentage rate of total return or may include the value of a
hypothetical investment at the end of the period which assumes the
application of the percentage rate of total return.
Performance will vary from time to time and past results are not
necessarily representative of future results. Performance information, such
as that described above, may not provide a basis for comparison with other
investments or other investment companies using a different method of
calculating performance.
Comparative performance information may be used from time to time
in advertising or marketing the Fund's shares, including data from Standard &
Poor's 500 Composite Stock Price Index, Standard & Poor's MidCap 400 Index,
Lipper Analytical Services, Inc., the Dow Jones Industrial Average, Money
Magazine, Morningstar, Inc. and other industry publications. The Fund also
may cite in its advertisements or in reports or other communications to
shareholders, historical performance of unmanaged indices as reported in
Ibbotson, Roger G. and Rex A. Sinquefield, STOCKS, BONDS, BILLS AND INFLATION
(SBBI), 1982, updated annually in the SBBI YEARBOOK, Ibbotson Associates,
Chicago. The Fund also may cite in its advertisements the aggregate amount of
assets committed to index investing by pension funds and/or other
institutional investors, which currently exceeds $300 billion, and may refer
to or discuss then-current or past economic or financial conditions,
developments or events.
Page 14
GENERAL INFORMATION
The Fund was incorporated under Maryland law on October 6, 1989,
and commenced operations on January 2, 1990. The Fund is authorized to issue
200 million shares of Common Stock, par value $.001 per share. Each share has
one vote.
Unless otherwise required by the Investment Company Act of 1940,
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 Directors or the appointment of accountants. However, pursuant to
the Fund's By-Laws, 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 Director from office and the holders
of at least 25% of such shares may require the Fund to hold a special meeting
of shareholders for any other purpose. Fund shareholders may remove a
Director by the affirmative vote of a majority of the Fund's outstanding
voting shares. In addition, the Board of Directors will call a meeting of
shareholders for the purpose of electing Directors if, at any time, less than
a majority of the Directors then holding office have been elected by
shareholders.
The Transfer Agent maintains a record of your ownership and sends
you confirmation statements of account.
Shareholder inquiries may be made by writing to the Fund at l44
Glenn Curtiss Boulevard, Uniondale, New York 11556-0144, or by calling toll
free l-800-645-6561. In New York City, call 1-718-895-1206; on Long Island,
call 794-5452.
NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE
ANY REPRESENTATIONS OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS AND IN THE
FUND'S OFFICIAL SALES LITERATURE IN CONNECTION WITH THE OFFER OF THE FUND'S
SHARES, AND, IF GIVEN OR MADE, SUCH OTHER INFORMATION OR REPRESENTATIONS MUST
NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY THE FUND. THIS PROSPECTUS
DOES NOT CONSTITUTE AN OFFER IN ANY STATE IN WHICH, OR TO ANY PERSON TO WHOM,
SUCH OFFERING MAY NOT LAWFULLY BE MADE.
The Fund is not sponsored, endorsed, sold or promoted by Standard &
Poor's Corporation ("S&P"). S&P makes no representation or warranty, express
or implied, to the owners of the Fund or any member of the public regarding
the advisability of investing in securities generally or in the Fund
particularly or the ability of the S&P 500 Index to track general stock
market performance. S&P's only relationship to the Fund is the licensing of
certain trademarks and trade names of S&P and of the S&P 500 Index which is
determined, composed and calculated by S&P without regard to the Fund. S&P
has no obligation to take the needs of the Fund or the owners of the Fund
into consideration in determining, composing or calculating the S&P 500
Index. S&P is not responsible for and has not participated in the calculation
of the Fund's net asset value, nor is S&P a distributor of the Fund. S&P has
no obligation or liability in connection with the administration, marketing
or trading of the Fund.
S&P DOES NOT GUARANTEE THE ACCURACY AND/OR THE COMPLETENESS OF THE
S&P 500 INDEX OR ANY DATA INCLUDED THEREIN. S&P MAKES NO WARRANTY, EXPRESS OR
IMPLIED, AS TO RESULTS TO BE OBTAINED BY THE FUND, OWNERS OF THE FUND, OR ANY
OTHER PERSON OR ENTITY FROM THE USE OF THE S&P 500 INDEX OR ANY DATA INCLUDED
THEREIN. S&P MAKES NO EXPRESS OR IMPLIED WARRANTIES, AND EXPRESSLY DISCLAIMS
ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE
WITH RESPECT TO THE S&P 500 INDEX OR ANY DATA INCLUDED THEREIN. WITHOUT
LIMITING ANY OF THE FOREGOING, IN NO EVENT SHALL S&P HAVE ANY LIABILITY FOR
ANY SPECIAL, PUNITIVE, INDIRECT, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST
PROFITS), EVEN IF NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES.
Page 15
Peoples
Index
Fund, Inc.
Prospectus
Registration Mark
Copy Rights Dreyfus Service Corporation, 1995 078pros6A
__________________________________________________________________________
PEOPLES INDEX FUND TM, INC.
PART B
(STATEMENT OF ADDITIONAL INFORMATION)
FEBRUARY 28, 1995
__________________________________________________________________________
This Statement of Additional Information, which is not a prospectus,
supplements and should be read in conjunction with the current Prospectus
of Peoples Index Fund TM, Inc. (the "Fund"), dated February 28, 1995, as it
may be revised from time to time. To obtain a copy of the Fund's
Prospectus, please write to the Fund at 144 Glenn Curtiss Boulevard,
Uniondale, New York 11556-0144, or call the following numbers:
Call Toll Free 1-800-645-6561
In New York City -- Call 1-718-895-1206
On Long Island -- Call 794-5452
Wells Fargo Nikko Investment Advisors ("WFNIA") serves as the Fund's
index fund manager.
The Dreyfus Corporation ("Dreyfus") serves as the Fund's
administrator.
Premier Mutual Fund Services, Inc. (the "Distributor") is the
distributor of the Fund's shares.
TABLE OF CONTENTS
Page
Investment Objective and Management Policies. . . . . . . . . . . . . B-2
Management of the Fund. . . . . . . . . . . . . . . . . . . . . . . . B-5
Index Management and Administration Agreements. . . . . . . . . . . . B-8
Shareholder Services Plan . . . . . . . . . . . . . . . . . . . . . . B-10
Purchase of Fund Shares . . . . . . . . . . . . . . . . . . . . . . . B-11
Redemption of Fund Shares . . . . . . . . . . . . . . . . . . . . . . B-11
Shareholder Services. . . . . . . . . . . . . . . . . . . . . . . . . B-13
Determination of Net Asset Value. . . . . . . . . . . . . . . . . . . B-13
Dividends, Distributions and Taxes. . . . . . . . . . . . . . . . . . B-14
Portfolio Transactions. . . . . . . . . . . . . . . . . . . . . . . . B-15
Performance Information . . . . . . . . . . . . . . . . . . . . . . . B-16
Information About the Fund. . . . . . . . . . . . . . . . . . . . . . B-17
Custodian, Transfer and Dividend Disbursing Agent,
Counsel and Independent Accountants . . . . . . . . . . . . . . . . B-17
Appendix. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . B-18
Financial Statements. . . . . . . . . . . . . . . . . . . . . . . . . B-19
Report of Independent Accountants . . . . . . . . . . . . . . . . . . B-32
INVESTMENT OBJECTIVE AND MANAGEMENT POLICIES
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled
"Description of the Fund."
Other Portfolio Securities
Securities issued or guaranteed by the U.S. Government or its
agencies or instrumentalities include U.S. Treasury securities, which
differ in their interest rates, maturities and times of issuance.
Treasury Bills have initial maturities of one year or less; Treasury Notes
have initial maturities of one to ten years; and Treasury Bonds generally
have initial maturities of greater than ten years. Some obligations
issued or guaranteed by U.S. Government agencies and instrumentalities,
for example, Government National Mortgage Association pass-through
certificates, are supported by the full faith and credit of the U.S.
Treasury; others, such as those of the Federal Home Loan Banks, by the
right of the issuer to borrow from the Treasury; others, such as those
issued by the Federal National Mortgage Association, by discretionary
authority of the U.S. Government to purchase certain obligations of the
agency or instrumentality; and others, such as those issued by the Student
Loan Marketing Association, only by the credit of the agency or
instrumentality. These securities bear fixed, floating or variable rates
of interest. Principal and interest may fluctuate based on generally
recognized reference rates or the relationship of rates. While the U.S.
Government provides financial support to such U.S. Government-sponsored
agencies or instrumentalities, no assurance can be given that it will
always do so, since it is not so obligated by law. The Fund will invest
in such securities only when it is satisfied that the credit risk with
respect to the issuer is minimal.
Repurchase agreements involve the acquisition by the Fund of an
underlying debt instrument, subject to an obligation of the seller to
repurchase, and the Fund to resell, the instrument at a fixed price,
usually not more than one week after its purchase. The Fund's custodian
or sub-custodian will have custody of, and will hold in a segregated
account, securities acquired by the Fund under a repurchase agreement.
Repurchase agreements are considered by the staff of the Securities and
Exchange Commission to be loans by the Fund. In an attempt to reduce the
risk of incurring a loss on a repurchase agreement, the Fund will enter
into repurchase agreements only with domestic banks with total assets in
excess of one billion dollars or primary government securities dealers
reporting to the Federal Reserve Bank of New York, with respect to
securities of the type in which the Fund may invest, and will require that
additional securities be deposited with it if the value of the securities
purchased should decrease below resale price. WFNIA will monitor on an
ongoing basis the value of the collateral to assure that it always equals
or exceeds the repurchase price. Certain costs may be incurred by the
Fund in connection with the sale of the securities if the seller does not
repurchase them in accordance with the repurchase agreement. In addition,
if bankruptcy proceedings are commenced with respect to the seller of the
securities, realization on the securities by the Fund may be delayed or
limited. The Fund will consider on an ongoing basis the creditworthiness
of the institutions with which it enters into repurchase agreements.
Time deposits are non-negotiable deposits maintained in a banking
institution for a specified period of time at a stated interest rate.
Time deposits which may be held by the Fund will not benefit from
insurance from the Bank Insurance Fund or the Savings Association
Insurance Fund administered by the Federal Deposit Insurance Corporation.
Certificates of deposit are negotiable certificates evidencing the
obligation of a bank to repay funds deposited with it for a specified
period of time.
Bankers' acceptances are credit instruments evidencing the obligation
of a bank to pay a draft drawn on it by a customer. These instruments
reflect the obligation both of the bank and of the drawer to pay the full
amount of the instrument upon maturity. Other short-term bank obligations
may include uninsured, direct obligations bearing fixed, floating or
variable interest rates.
Commercial paper consists of short-term, unsecured promissory notes
issued to finance short-term credit needs. The commercial paper purchased
by the Fund will consist only of direct obligations which, at the time of
their purchase, are (a) rated at least Prime-1 by Moody's Investors
Service, Inc. or A-1 by Standard & Poor's Corporation, (b) issued by
companies having an outstanding unsecured debt issue currently rated at
least Aa by Moody's Investors Service, Inc. or at least AA- by Standard &
Poor's Corporation, or (c) if unrated, determined by WFNIA to be of
comparable quality to those rated obligations which may be purchased by
the Fund.
Management Policies
Lending Portfolio Securities. To a limited extent, the Fund may lend
its portfolio securities to brokers, dealers and other financial
institutions, provided it receives cash collateral which at all times is
maintained in an amount equal to at least 100% of the current market value
of the securities loaned. For purposes of this policy, the Fund considers
collateral consisting of U.S. Government securities or irrevocable letters
of credit issued by banks whose securities meet the standards for
investment by the Fund to be the equivalent of cash. By lending its
portfolio securities, the Fund can increase its income through the
investment of the cash collateral. Such loans may not exceed 30% of the
value of the Fund's total assets. From time to time, the Fund may return
to the borrower or a third party which is unaffiliated with the Fund, and
which is acting as a "placing broker," a part of the interest earned from
the investment of collateral received for securities loaned.
The Securities and Exchange Commission currently requires that the
following conditions must be met whenever portfolio securities are loaned:
(1) the Fund must receive at least 100% cash collateral from the borrower;
(2) the borrower must increase such collateral whenever the market value
of the securities rises above the level of such collateral; (3) the Fund
must be able to terminate the loan at any time; (4) the Fund must receive
reasonable interest on the loan, as well as any dividends, interest or
other distributions payable on the loaned securities, and any increase in
market value; (5) the Fund may pay only reasonable custodian fees in
connection with the loan; and (6) while voting rights on the loaned
securities may pass to the borrower, the Fund's Directors must terminate
the loan and regain the right to vote the securities if a material event
adversely affecting the investment occurs. These conditions may be
subject to future modification.
Investment Restrictions
The Fund has adopted the following investment restrictions as
fundamental policies. These restrictions cannot be changed without
approval by the holders of a majority (as defined in the Investment
Company Act of 1940 (the "Act")) of the Fund's outstanding voting shares.
The Fund may not:
1. Purchase securities of any company having less than three years'
continuous operations (including operations of any predecessors) if such
purchase would cause the value of the Fund's investments in all such
companies to exceed 5% of the value of its total assets.
2. Purchase securities of closed-end investment companies except
(a) in the open market where no commission other than the ordinary
broker's commission is paid, which purchases are limited to a maximum of
(i) 3% of the total outstanding voting stock of any one closed-end
investment company, (ii) 5% of the Fund's net assets with respect to the
securities issued by any one closed-end investment company and (iii) 10%
of the Fund's net assets in the aggregate, or (b) those received as part
of a merger or consolidation. The Fund may not purchase the securities of
open-end investment companies other than itself.
3. Invest in commodities, except that the Fund may invest in
futures contracts as described in the Prospectus and Statement of
Additional Information.
4. Purchase, hold or deal in real estate, or oil and gas interests,
but the Fund may purchase and sell securities that are secured by real
estate or issued by companies that invest or deal in real estate.
5. Borrow money, except from banks (which, if permitted by
applicable regulatory authority, may be from an agent bank of Wells Fargo
Institutional Trust Company, N.A. or Wells Fargo Bank, N.A., affiliates of
WFNIA) 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. Transactions in futures and
options do not involve any borrowing for purposes of this restriction.
6. Pledge, hypothecate, mortgage or otherwise encumber its assets,
except in an amount up to 15% of the value of its total assets, but only
to secure borrowings for temporary or emergency purposes. Collateral
arrangements with respect to initial or variation margin for futures
contracts will not be deemed to be pledges of the Fund's assets.
7. Lend any funds or other assets except through the purchase of
debt securities, bankers' acceptances and commercial paper of corporations
and other entities. However, the Fund may lend its portfolio securities
in an amount not to exceed 30% of the value of its total assets. Any
loans of portfolio securities will be made according to guidelines
established by the Securities and Exchange Commission and the Fund's
Directors.
8. Act as an underwriter of securities of other issuers or purchase
securities subject to restrictions on disposition under the Securities Act
of 1933 (so-called "restricted securities"). The Fund may not enter into
repurchase agreements providing for settlement in more than seven days
after notice or purchase securities which are not readily marketable, if,
in the aggregate, more than 10% of the value of the Fund's net assets
would be so invested.
9. Invest in the securities of a company for the purpose of
exercising management or control, but the Fund will vote the securities it
owns in its portfolio as a shareholder in accordance with its views.
10. Purchase, sell or write puts, calls or combinations thereof.
11. Invest more than 25% of its assets in investments in any
particular industry or industries (including banking), except to the
extent the Standard & Poor's 500 Composite Stock Price Index also is so
concentrated, provided that, when the Fund has adopted a temporary
defensive posture, there shall be no limitation on the purchase of
obligations issued or guaranteed by the U.S. Government, its agencies or
instrumentalities.
In addition to the investment restrictions adopted as fundamental
policies set forth above, though not fundamental policies, the Fund may
not (i) engage in arbitrage transactions, (ii) purchase warrants
(excluding those acquired by the Fund in units or attached to securities),
or (iii) sell securities short, but reserves the right to sell securities
short against the box (a transaction in which the Fund enters into a short
sale of a security which the Fund owns).
If a percentage restriction is adhered to at the time of investment,
a later change in percentage resulting from a change in values or assets
will not constitute a violation of such restriction.
The Fund may make commitments more restrictive than the restrictions
listed above so as to permit the sale of Fund shares in certain states.
Should the Fund determine that a commitment is no longer in the best
interests of the Fund and its shareholders, the Fund reserves the right to
revoke the commitment by terminating the sale of Fund shares in the state
involved.
MANAGEMENT OF THE FUND
Directors and officers of the Fund, together with information as to
their principal business occupations during at least the last five years,
are shown below. Each Director who is deemed to be an "interested person"
of the Fund, as defined in the Act, is indicated by an asterisk.
Directors of the Fund
*DAVID P. FELDMAN, Director. Corporate Vice President-Investment
Management of AT&T. He is also a trustee of Corporate Property
Investors, a real estate investment company. His address is One Oak
Way, Berkeley Heights, New Jersey 07922.
JACK R. MEYER, Director. President and Chief Executive Officer of Harvard
Management Company, an investment management company, since September
1990. For more than five years prior thereto, he was Treasurer and
Chief Investment Officer of The Rockefeller Foundation. His address
is 600 Atlantic Avenue, Boston, Massachusetts 02210.
JOHN SZARKOWSKI, Director. Director Emeritus of the Department of
Photography at The Museum of Modern Art. Consultant in photography.
His address is Bristol Road Box 221, East Chatham, New York 12060.
ANNE WEXLER, Director. Chairman of the Wexler Group, consultants
specializing in government relations and public affairs. She is also
a Director of American Cyanamid Company, Alumax, The Continental
Corporation, Comcast Corporation and The New England Electric System,
and a member of the Board of the Carter Center of Emory University,
the Council of Foreign Relations, the National Park Foundation, the
Visiting Committee of the John F. Kennedy School of Government at
Harvard University and the Board of Visitors of the University of
Maryland School of Public Affairs. Her address is 1317 F Street,
N.W., Washington, D.C. 20004.
Each Director is also a director of Dreyfus Stock Index Fund, Peoples
S&P MidCap Index Fund, Inc., Dreyfus Edison Electric Index Fund, Inc. and
Dreyfus-Wilshire Target Funds, Inc. Mr. Feldman and Ms. Wexler are also
directors of Dreyfus New Jersey Municipal Bond Fund, Inc. and Premier
Global Investing, managing general partners of Dreyfus Strategic Growth,
L.P. and Dreyfus Global Growth, L.P., and trustees of Dreyfus Florida
Intermediate Municipal Bond Fund, Dreyfus Florida Municipal Money Market
Fund, Dreyfus Investors GNMA Fund, Dreyfus New York Insured Tax Exempt
Bond Fund, Dreyfus 100% U.S. Treasury Intermediate Term Fund, Dreyfus 100%
U.S. Treasury Long Term Fund, Dreyfus 100% U.S. Treasury Money Market Fund
and Dreyfus 100% U.S. Treasury Short Term Fund. Mr. Feldman is also a
director of Dreyfus Strategic Governments Income, Inc. and Dreyfus BASIC
Money Market Fund, Inc. and a trustee of Dreyfus BASIC U.S. Government
Money Market Fund, Dreyfus California Intermediate Municipal Bond Fund,
Dreyfus Connecticut Intermediate Municipal Bond Fund, Dreyfus
Massachusetts Intermediate Municipal Bond Fund, Dreyfus New Jersey
Intermediate Municipal Bond Fund, Dreyfus Pennsylvania Intermediate
Municipal Bond Fund, Dreyfus Strategic Income and Dreyfus Strategic
Investing.
For so long as the Fund's plan described in the section captioned
"Shareholder Services Plan" remains in effect, the Directors of the Fund
who are not "interested persons" of the Fund, as defined in the Act, will
be selected and nominated by the Directors who are not "interested
persons" of the Fund.
The Fund does not pay any remuneration to its officers and Directors
other than fees and expenses to those Directors who are not officers,
directors, employees or holders of 5% or more of the outstanding voting
securities of WFNIA or Dreyfus, which totalled $18,621 for the fiscal year
ended October 31, 1994 for such Directors as a group.
Officers of the Fund
MARIE E. CONNOLLY, President and Treasurer. President and Chief Operating
Officer and a Director of the Distributor and an officer of other
investment companies advised or administered by Dreyfus. From
December 1991 to July 1994, she was President and Chief Compliance
Officer of Funds Distributor, Inc., a wholly-owned subsidiary of The
Boston Company, Inc. Prior to December 1991, she served as Vice
President and Controller, and later as Senior Vice President, of The
Boston Company Advisors, Inc.
JOHN E. PELLETIER, Vice President and Secretary. Senior Vice President -
General Counsel of the Distributor and an officer of other investment
companies advised or administered by Dreyfus. From February 1992 to
July 1994, he served as Counsel for The Boston Company Advisors, Inc.
From August 1990 to February 1992, he was employed as an Associate at
Ropes & Gray, and prior to August 1990, he was employed as an
Associate at Sidley & Austin.
JOSEPH F. TOWER, III, Assistant Treasurer. Senior Vice President,
Treasurer and Chief Financial Officer of the Distributor and an
officer of other investment companies advised or administered by
Dreyfus. 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.
FREDERICK C. DEY, Vice President and Assistant Treasurer. Senior Vice
President of the Distributor and an officer of other investment
companies advised or administered by Dreyfus. From 1988 to August
1994, he was manager of the High Performance Fabric Division of
Springs Industries Inc.
JOHN J. PYBURN, Assistant Treasurer. Vice President of the Distributor
and an officer of other investment companies advised or administered
by Dreyfus. From 1984 to July 1994, he was Assistant Vice President
in the Mutual Fund Accounting Department of Dreyfus.
PAUL FURCINITO, Assistant Secretary. Assistant Vice President of the
Distributor and an officer of other investment companies advised or
administered by Dreyfus. From January 1992 to July 1994, he was a
Senior Legal Product Manager, and, from January 1990 to January 1992,
he was a mutual fund accountant for The Boston Company Advisors, Inc.
ERIC B. FISCHMAN, Vice President and Assistant Secretary. Associate
General Counsel of the Distributor and an officer of other investment
companies advised or administered by Dreyfus. From September 1992 to
August 1994, he was an attorney with the Board of Governors of the
Federal Reserve System.
RUTH D. LEIBERT, Assistant Secretary. Assistant Vice President of the
Distributor and an officer of other investment companies advised or
administered by Dreyfus. From March 1992 to July 1994, she was a
Compliance Officer for The Managers Funds, a registered investment
company. From March 1990 until September 1991, she was Development
Director of The Rockland Center for the Arts and, prior thereto, was
employed as a Research Assistant for the Bureau of National Affairs.
The address of each officer of the Fund is 200 Park Avenue, New York,
New York 10166.
Directors and officers of the Fund, as a group, owned less than 1% of
the Fund's shares of Common Stock outstanding on December 6, 1994.
INDEX MANAGEMENT AND ADMINISTRATION AGREEMENTS
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Management
of the Fund."
Index Management Agreement. WFNIA provides management services
pursuant to the Index Management Agreement (the "Management Agreement")
dated April 4, 1990, with the Fund, which is subject to annual approval by
(i) the Fund's Board of Directors or (ii) vote of a majority (as defined
in the Act) of the outstanding voting securities of the Fund, provided
that in either event the continuance also is approved by a majority of the
Directors who are not "interested persons" (as defined in the Act) of the
Fund or WFNIA by vote cast in person at a meeting called for the purpose
of voting on such approval. The Management Agreement was approved by
shareholders at a meeting held on August 8, 1991 and was last approved by
the Fund's Board of Directors, including a majority of the Directors who
are not "interested persons" of any party to the Management Agreement, at
a meeting held on May 4, 1994. The Management Agreement is terminable
without penalty, on 60 days' notice, by the Fund's Board of Directors or
by vote of the holders of a majority of the Fund's shares, or, upon not
less than 90 days' notice, by WFNIA. The Management Agreement will
terminate automatically in the event of its assignment (as defined in the
Act).
As compensation for WFNIA's services, the Fund has agreed to pay
WFNIA a monthly management fee at the annual rate of .10 of 1% of the
value of the Fund's average daily net assets. All fees and expenses are
accrued daily and deducted before declaration of dividends to investors.
For the fiscal year ended October 31, 1992 the index management fee
payable to WFNIA was $80,566. However, no index management fee was paid
pursuant to undertakings by WFNIA. For the fiscal years ended October 31,
1993 and 1994, the index management fees payable to WFNIA were $181,636
and $274,298, respectively, which were reduced by $67,985 and $30,232,
respectively, pursuant to undertakings by WFNIA. In addition, Wells Fargo
Institutional Trust Company, N.A., the Fund's custodian, which is owned by
WFNIA and Wells Fargo & Company, waived receipt of $14,248 and $4,882
chargeable to the Fund for custodian fees for the fiscal years ended
October 31, 1992 and 1993, respectively.
The Fund has agreed that neither WFNIA nor Dreyfus will be liable for
any error of judgment or mistake of law or for any loss suffered by the
Fund in connection with the matters to which WFNIA's or Dreyfus'
respective agreement with the Fund relates, except for a loss resulting
from willful misfeasance, bad faith or gross negligence on the part of
WFNIA or Dreyfus, as the case may be, in the performance of its
obligations or from reckless disregard by it of its obligations and duties
under its respective agreement with the Fund.
Administration Agreement. Pursuant to the Administration Agreement
(the "Administration Agreement") dated August 24, 1994 with the Fund,
Dreyfus, together with WFNIA, furnishes the Fund clerical help and
accounting, data processing, bookkeeping, internal auditing and legal
services and certain other services required by the Fund, prepares reports
to the Fund's shareholders, tax returns, reports to and filings with the
Securities and Exchange Commission and state Blue Sky authorities, and
generally assists in all aspects of the Fund's operations, other than
providing investment advice. Dreyfus bears all expenses in connection
with the performance of its services and pays the salaries of all officers
and employees who are employed by both it or its affiliates and the Fund.
The Administration Agreement is subject to annual approval by (i) the
Fund's Board of Directors or (ii) vote of a majority (as defined in the
Act) of the Fund's outstanding voting securities, provided that in either
event the continuance also is approved by a majority of the Directors who
are not "interested persons" (as defined in the Act) of the Fund or
Dreyfus, by vote cast in person at a meeting called for the purpose of
voting on such approval. The Administration Agreement was approved by the
Fund's Board of Directors, including a majority of the Directors who are
not "interested persons" (as defined in the Act) of any party to the
Administration Agreement, at a meeting held on June 1, 1994. The
Administration Agreement is terminable without penalty, on 60 days'
notice, by the Fund's Board of Directors or by vote of the holders of a
majority of the Fund's shares. The Administration Agreement is terminable
upon not less than 90 days' notice by Dreyfus and will terminate
automatically in the event of its assignment (as defined in the Act).
As compensation for its services, the Fund has agreed to pay Dreyfus
a monthly administration fee at the annual rate of .20 of 1% of the value
of the Fund's average daily net assets. For the fiscal year ended October
31, 1992 the administration fee payable to Dreyfus was $161,133. However,
no administration fee was paid pursuant to undertakings by Dreyfus. For
the fiscal years ended October 31, 1993 and 1994, the administration fees
payable to Dreyfus were $363,272 and $548,596, respectively, which were
reduced by $189,824 and $60,463, respectively, pursuant to undertakings by
Dreyfus.
The following persons are officers and/or directors of Dreyfus:
Howard Stein, Chairman of the Board and Chief Executive Officer; Julian M.
Smerling, Vice Chairman of the Board of Directors; Joseph S. DiMartino,
President and a director; W. Keith Smith, Chief Operating Officer and a
director; Paul H. Snyder, Vice President--Finance and Chief Financial
Officer; Daniel C. Maclean III, General Counsel and Vice President;
Robert F. Dubuss, Vice President; Elie M. Genadry, Vice President--
Institutional Sales; Henry D. Gottmann, Vice President--Retail Sales and
Service; Jeffrey N. Nachman, Vice President--Fund Administration; Philip
L. Toia, Vice Chairman--Operations and Administration; Lawrence S. Kash,
Vice Chairman--Distribution; Jay R. DeMartine, Vice President--Retail
Marketing; Barbara E. Casey, Vice President--Retirement Services; Diane M.
Coffey, Vice President--Corporate Communications; Katherine C. Wickham,
Vice President--Human Resources; Maurice Bendrihem--Controller; Mark N.
Jacobs, Vice President--Legal and Secretary; and Mandell L. Berman, Alvin
E. Friedman, Lawrence M. Greene, Frank V. Cahouet and David B. Truman,
directors.
Expenses and Expense Information. All expenses incurred in the
operation of the Fund are borne by the Fund, except to the extent
specifically assumed by WFNIA and/or Dreyfus. The expenses borne by the
Fund include the following: organizational costs, taxes, interest,
brokerage fees and commissions, if any, fees of Directors who are not
officers, directors, employees or holders of 5% or more of the outstanding
voting securities of WFNIA or Dreyfus or their affiliates, Securities and
Exchange Commission fees, state Blue Sky qualification fees, index
management and administration fees, charges of custodians, transfer and
dividend disbursing agents' fees, certain insurance premiums, industry
association fees, outside auditing and legal expenses, costs of
maintaining corporate 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.
WFNIA and Dreyfus have agreed that if in any fiscal year the
aggregate expenses of the Fund (including fees pursuant to the Management
Agreement and the Administration Agreement, but excluding taxes,
brokerage, interest on borrowings and, with the prior written consent of
the necessary state securities commissions, extraordinary expenses) exceed
the expense limitation of any state having jurisdiction over the Fund, the
Fund may deduct from the fees to be paid to each of WFNIA and Dreyfus, or
Dreyfus will bear, such excess expense in proportion to their management
fee and administration fee, 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 WFNIA and Dreyfus is not subject
to reduction as the value of the Fund's net assets increases.
SHAREHOLDER SERVICES PLAN
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled
"Shareholder Services Plan."
The Fund has adopted a Shareholder Services Plan (the "Plan")
pursuant to which the Fund reimburses Dreyfus Service Corporation, a
wholly-owned subsidiary of Dreyfus, for certain allocated expenses of
providing personal services and/or maintaining shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such an 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
Directors for their review. In addition, the Plan provides that material
amendments of the Plan must be approved by the Board of Directors, and by
the Directors who are not "interested persons" (as defined in the Act) of
the Fund and have no direct or indirect financial interest in the
operation of the 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 Directors cast in person at a meeting called
for the purpose of voting on the Plan. The Plan is terminable at any time
by vote of a majority of the Directors who are not "interested persons"
(as defined in the Act) of the Fund, and have no direct or indirect
financial interest in the operation of the Plan.
For the fiscal year ended October 31, 1994, $602,702 was charged to
the Fund under the Plan.
PURCHASE OF FUND SHARES
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "How to Buy
Fund Shares."
The Distributor. The Distributor serves as the Fund's distributor
pursuant to an agreement which is renewable annually. The Distributor
also acts as distributor for the
other funds in the Dreyfus Family of Funds and for certain other
investment companies.
Transactions through Securities Dealers. In some states, banks or
other financial institutions effecting transactions in Fund shares may be
required to register as dealers pursuant to state law.
REDEMPTION OF FUND SHARES
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "How to
Redeem Fund Shares."
Wire Redemption Privilege. By using this Privilege, the investor
authorizes the Transfer Agent to act on wire or telephone redemption
instructions from any person representing himself or herself to be the
investor, 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 next business day after receipt if the Transfer
Agent receives the redemption request in proper form. Redemption proceeds
will be transferred by Federal Reserve wire only to the commercial bank
account specified by the investor on the Account Application or
Shareholder Services Form. Redemption proceeds, if wired, must be in the
amount of $1,000 or more and will be wired to the investor's account at
the bank of record designated in the investor's file at the Transfer
Agent, if the investor's bank is a member of the Federal Reserve System,
or to a correspondent bank if the investor's bank is not a member. Fees
ordinarily are imposed by such bank and usually are borne by the investor.
Immediate notification by the correspondent bank to the investor's bank is
necessary to avoid a delay in crediting the funds to the investor's bank
account.
Investors with access to telegraphic equipment may wire redemption
requests to the Transfer Agent by employing the following transmittal code
which may be used for domestic or overseas transmission:
Transfer Agent's
Transmittal Code Answer Back Sign
________________ ________________
144295 144295 TSSG PREP
Investors who do not have direct access to telegraphic equipment may
have the wire transmitted by contacting a TRT Cables operator at
1-800-654-7171, toll free. Investors should advise the operator that the
above transmittal code must be used and should also inform the operator of
the Transfer Agent's answer back sign.
To change the commercial bank or account designated to receive wire
redemption proceeds, a written request must be sent to the Transfer Agent.
This request must be signed by each shareholder, with each signature
guaranteed as described below under "Stock Certificates; Signatures."
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 to pay in cash all
redemption requests by any shareholder of record, limited in amount during
any 90-day period to the lesser of $250,000 or 1% of the value of the
Fund's net assets at the beginning of such period. Such commitment is
irrevocable without the prior approval of the Securities and Exchange
Commission. In the case of requests for redemption in excess of such
amount, the Board of Directors reserves the right to make payments in
whole or 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 Fund's portfolio
is valued. If the recipient sold such securities, brokerage charges would
be incurred.
Suspension of Redemptions. The right of redemption may be suspended
or the date of payment postponed (a) during any period when the New York
Stock Exchange is closed (other than customary weekend and holiday
closings), (b) when trading in the markets the Fund ordinarily utilizes is
restricted, or when an emergency exists as determined by the Securities
and Exchange Commission so that disposal of the Fund's investments or
determination of its net asset value is not reasonably practicable, or (c)
for such other periods as the Securities and Exchange Commission by order
may permit to protect the Fund's shareholders.
SHAREHOLDER SERVICES
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled
"Shareholder Services."
Corporate Pension, Profit-Sharing and Personal Retirement Plans. The
Fund makes available to corporations a variety of prototype pension and
profit-sharing plans including a 401(k) Salary Reduction Plan. In
addition, the Fund makes available Keogh Plans, IRAs, including IRAs set
up under a Simplified Employee Pension Plan ("SEP-IRAs") and IRA "Rollover
Accounts," and 403(b)(7) Plans. Plan support services also are available.
Investors can obtain details on the various plans by calling the following
numbers toll free: for Keogh Plans, please call 1-800-358-5566; for IRAs
and IRA "Rollover Accounts," please call 1-800-645-6561; for SEP-IRAs,
401(k) Salary Reduction Plans and 403(b)(7) Plans, please call 1-800-322-
7880.
Investors who wish to purchase Fund shares in conjunction with a
Keogh Plan, a 403(b)(7) Plan or an IRA, including a SEP-IRA, may request
from the Distributor forms for adoption of such plans.
A fee may be charged by the entity acting as custodian for Keogh
Plans, 403(b)(7) Plans or IRAs, payment of which could require the
liquidation of shares. All fees charged are described in the appropriate
form.
Shares may be purchased in connection with these plans only by direct
remittance to the entity which acts as custodian. Purchases for these
plans may not be made in advance of receipt of funds.
The minimum initial investment for corporate plans, Salary Reduction
Plans, 403(b)(7) Plans, and SEP-IRAs, with more than one participant, is
$2,500, with no minimum on subsequent purchases. The minimum initial
investment for Dreyfus-sponsored Keogh Plans, IRAs, SEP-IRAs and 403(b)(7)
Plans, with only one participant, is normally $750, with no minimum on
subsequent purchases. Individuals who open an IRA also may open a
non-working spousal IRA with a minimum investment of $250.
The investor should read the Prototype Retirement Plan and the
appropriate form of Custodial Agreement for further details as to
eligibility, service fees and tax implications, and should consult a tax
adviser.
DETERMINATION OF NET ASSET VALUE
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "How to Buy
Fund Shares."
Valuation of Portfolio Securities. The Fund's portfolio securities
are valued at the last sale price on the securities exchange or national
securities market on which such securities are primarily traded.
Securities not listed on an exchange or national securities market, or
securities in which there were no transactions, are valued at the average
of the most recent bid and asked prices. Bid price is used when no asked
price is available. Any securities or other assets for which recent
market quotations are not readily available are valued at fair value as
determined in good faith by the Board of Directors. Expenses and fees,
including the index management and administration fees (reduced by the
expense limitation, if any), are accrued daily and taken into account for
the purpose of determining the net asset value of Fund shares.
New York Stock Exchange Closings. The holidays (as observed) on
which the New York Stock Exchange is closed currently are: New Year's
Day, Presidents' Day, Good Friday, Memorial Day, Independence Day, Labor
Day, Thanksgiving and Christmas.
DIVIDENDS, DISTRIBUTIONS AND TAXES
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Dividends,
Distributions and Taxes."
Taxation of the Fund. Management of the Fund believes that the Fund
qualified for the fiscal year ended October 31, 1994 as a "regulated
investment company" under the Internal Revenue Code of 1986, as amended
(the "Code"). The Fund intends to continue to so qualify as long as such
qualification is in the best interests of its shareholders. Among the
requirements for such qualification is that less than 30% of the Fund's
gross income must be derived from the gain on the sale or other
disposition of securities held for less than three months. Accordingly,
the Fund may be restricted in the sale or other disposition of securities
held for less than three months, and in the utilization of certain
investment techniques described in the Prospectus under "Description of
the Fund." The Code, however, allows the Fund to net certain offsetting
positions, making it easier for the Fund to satisfy the 30% test. The
term "regulated investment company" does not imply the supervision of
management or investment practices or policies by any government agency.
Ordinarily, gains and losses realized from portfolio transactions
will be treated as capital gain or loss. In addition, all or a portion of
the gain realized from engaging in "conversion transactions" may be
treated as ordinary income under Section 1258. "Conversion transactions"
are defined to include certain forward, futures, option and "straddle"
transactions, transactions marketed or sold to produce capital gains, or
transactions described in Treasury regulations to be issued in the future.
Under Section 1256 of the Code, gain or loss realized by the Fund
from certain financial futures will be treated as 60% long-term capital
gain or loss and 40% short-term capital gain or loss. Gain or loss will
arise upon the exercise of such futures as well as from closing
transactions. In addition, any such futures remaining unexercised at the
end of the Fund's taxable year will be treated as sold for their then fair
market value, resulting in additional gain or loss to the Fund
characterized in the manner described above.
Offsetting positions held by the Fund involving futures may
constitute "straddles." Straddles are defined to include "offsetting
positions" in actively traded personal property. The tax treatment of
straddles is governed by Sections 1092 and 1258 of the Code, which, in
certain circumstances, overrides or modifies the provisions of Section
1256.
As such, all or a portion of any short or long-term capital gain from
certain "straddle" and conversion transactions may be recharacterized to
ordinary income. If a Fund were treated as entering into straddles by
reason of its futures transactions, such straddles could be characterized
as "mixed straddles" if the futures transactions comprising such straddles
were governed by Section 1256 of the Code. The Fund may make one or more
elections with respect to "mixed straddles." Depending upon which
election is made, if any, the results to the Fund may differ. If no
election is made, to the extent the straddle and conversion transactions
rules apply to positions established by the Fund, losses realized by the
Fund will be deferred to the extent of unrealized gain in any offsetting
positions. Moreover, as a result of the straddle rules, short-term
capital loss on straddle positions may be recharacterized as long-term
capital loss, and long-term capital gain on straddle positions may be
recharacterized as short-term capital gain or ordinary income.
Shareholder Taxation. Depending on the composition of the Fund's
income, all or a portion of the dividends paid by the Fund from net
investment income may qualify for the dividends received deduction
allowable to certain U.S. corporate shareholders ("dividends received
deduction"). In general, dividend income of the Fund distributed to
qualifying corporate shareholders will be eligible for the dividends
received deduction only to the extent that (i) the Fund's income consists
of dividends paid by U.S. corporations and (ii) the Fund would have been
entitled to the dividends received deduction with respect to such dividend
income if the Fund were not a regulated investment company. The dividends
received deduction for qualifying corporate shareholders may be further
reduced if the shares of the Fund held by them with respect to which
dividends are received are treated as debt-financed or deemed to have been
held for less than 46 days. In addition, the Code provides other
limitations with respect to the ability of a qualifying corporate
shareholder to claim the dividends received deduction in connection with
holding Fund shares.
Any dividend or distribution paid shortly after an investor's
purchase may have the effect of reducing the net asset value of his shares
below the cost of his investment. Such a distribution would be a return
on the investment in an economic sense although taxable as stated above.
In addition, the Code provides that if a shareholder holds shares of the
Fund for six months or less and has received a capital gain distribution
with respect to such shares, any loss incurred on the sale of such shares
will be treated as a long-term capital loss to the extent of the capital
gain distribution received.
PORTFOLIO TRANSACTIONS
WFNIA assumes general supervision over placing orders on behalf of
the Fund for the purchase or sale of portfolio securities. Allocation of
brokerage transactions, including their frequency, is made in the best
judgment of WFNIA and in a manner deemed fair and reasonable to
shareholders. The primary consideration is prompt execution of orders at
the most favorable net price. Brokers also will be selected because of
their ability to handle special executions such as are involved in large
block trades or broad distributions, provided the primary consideration is
met. Portfolio turnover may vary from year to year, as well as within a
year. High turnover rates are likely to result in comparatively greater
brokerage expenses. The overall reasonableness of brokerage commissions
paid is evaluated by WFNIA based upon its knowledge of available
information as to the general level of commissions paid by other
institutional investors for comparable services.
For its portfolio securities transactions for the fiscal years ended
October 31, 1992, 1993 and 1994, the Fund paid total brokerage commissions
of $20,583, $50,389 and $111,012, respectively, none of which was paid to
the Distributor. There were no spreads or concessions on principal
transactions in fiscal 1992, 1993 and 1994.
PERFORMANCE INFORMATION
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled
"Performance Information."
The Fund's average annual total return for the 1 and 4.830 year
periods ended October 31, 1994 was 3.14% and 8.72%, respectively. Average
annual total return is calculated by determining the ending redeemable
value of an investment purchased with a hypothetical $1,000 payment made
at the beginning of the period (assuming the reinvestment of dividends and
distributions), dividing by the amount of the initial investment, taking
the "n"th root of the quotient (where "n" is the number of years in the
period) and subtracting 1 from the result.
The Fund's total return for the period January 2, 1990 (commencement
of operations) to October 31, 1994 was 49.76%. Total return is calculated
by subtracting the amount of the Fund's net asset value per share at the
beginning of a stated period from the net asset value per share at the end
of the period (after giving effect to the reinvestment of dividends and
distributions during the period), and dividing the result by the net asset
value per share at the beginning of the period.
Comparative performance information may be used from time to time in
advertising the Fund's shares, including data from Standard & Poor's 500
Composite Stock Price Index ("S&P 500 Index"), Lipper Analytical Services,
Inc., the Dow Jones Industrial Average and other industry publications.
Past performance of the S&P 500 Index is no guarantee of future success of
the Fund. The Fund's share price and yield fluctuate, and its investment
return will reflect applicable expenses. The Fund also may cite in its
advertisements or reports or other communications to shareholders,
historical performance of unmanaged indexes as reported in Ibbotson, Roger
G. and Rex A. Sinquefield, Stocks, Bonds, Bills and Inflation (SBBI), 1982
updated annually in the SBBI Yearbook, Ibbotson Associates, Chicago. The
Fund also may cite in its advertisements to the aggregate amount of assets
committed to index investing by pension funds and/or other institutional
investors, which currently exceeds $300 billion.
The S&P 500 Index and the Standard & Poor's MidCap 400 Index together
represent approximately 86% of the total market capitalization of stocks
traded in the United States. From time to time, advertising materials for
the Fund may refer to Morningstar ratings and related analysis supporting
such ratings.
INFORMATION ABOUT THE FUND
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "General
Information."
Each Fund share has one vote and, when issued and paid for in
accordance with the terms of the offering, is fully paid and
non-assessable. 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.
On March 23, 1990, the Fund changed its name from Dreyfus Stock Index
Fund, Inc. to Peoples Index Fund, Inc.
The Fund sends annual and semi-annual financial statements to all its
shareholders.
CUSTODIAN, TRANSFER AND DIVIDEND DISBURSING AGENT, COUNSEL
AND INDEPENDENT ACCOUNTANTS
Wells Fargo Institutional Trust Company, N.A., 45 Fremont Street, San
Francisco, California 94105, acts as custodian of the Fund's investments.
The Shareholder Services Group, Inc., a subsidiary of First Data
Corporation, P.O. Box 9671, Providence, Rhode Island 02940-9671, acts as
transfer and dividend disbursing agent. Neither Wells Fargo Institutional
Trust Company, N.A. nor The Shareholder Services Group, Inc. has any part
in determining the investment policies of the Fund or which securities are
to be purchased or sold by the Fund.
Stroock & Stroock & Lavan, 7 Hanover Square, New York, New York
10004-2696, as counsel for the Fund, has rendered its opinion as to
certain legal matters regarding the due authorization and valid issuance
of the shares of Common Stock being sold pursuant to the Fund's
Prospectus.
Coopers & Lybrand L.L.P., 1301 Avenue of the Americas, New York, New
York 10019-6013, independent accountants, have been selected as auditors
of the Fund.
APPENDIX
Description of Standard & Poor's Corporation ("S&P") A-1 Commercial
Paper Ratings:
The designation A-1 by S&P 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.
Description of Moody's Investors Service, Inc. ("Moody's) Prime-1
Commercial Paper Ratings:
The rating Prime-1 (P-1) is the highest commercial paper rating
assigned by Moody's. Issuers of P-1 paper must have a superior capacity
for repayment of short-term promissory obligations, and ordinarily will be
evidenced by leading market positions in well established industries, high
rates of return on funds employed, conservative capitalization structures
with moderate reliance on debt and ample asset protection, broad margins
in earnings coverage of fixed financial charges and high internal cash
generation, and well established access to a range of financial markets
and assured sources of alternate liquidity.
Statement of Investments October 31, 1994
SHARES COMMON STOCKS-97.5% VALUE
- ----------- ----------------
CAPITAL GOODS-16.6%
7,274 AMP $ 550,096
6,539 (a) Advanced Micro Devices 172,466
3,820 Alco Standard 217,740
19,664 Allied-Signal 680,866
8,031 (a) Amdahl 81,314
1,775 (a) Andrew 91,856
8,188 Apple Computer 353,619
3,248 Autodesk 112,056
5,809 Black & Decker 145,951
23,641 Boeing 1,037,249
976 Briggs & Stratton 67,832
13,611 Browning-Ferris Industries 432,149
17,883 (a) COMPAQ 717,555
14,138 Caterpillar 844,745
3,096 (a) Ceridian 80,496
2,294 Cincinnati Milacron 62,798
1,230 (a) Clark Equipment 86,254
24,968 Columbia Healthcare 1,039,293
11,275 Computer Associates International 559,522
3,512 (a) Computer Sciences 163,308
8,003 Cooper Industries 299,112
15,408 Corning 523,872
1,779 (a) Cray Research 34,023
7,741 (a) DSC Communications 238,036
2,582 (a) Data General 25,174
6,045 Deere & Co 433,729
9,635 (a) Digital Equipment 295,072
3,933 Dover 218,281
3,860 EG & G 62,242
2,316 E-Systems 96,114
5,711 Eastman Chemical 308,394
5,331 Eaton 279,211
15,611 Emerson Electric 948,368
5,741 Fluor 284,180
4,338 General Dynamics 183,822
119,070 General Electric 5,819,546
3,308 General Signal 119,088
2,410 Giddings & Lewis 37,355
3,560 Grainger (W.W.) 195,800
1,751 Harnischfeger Industries 43,775
2,748 Harris 117,821
17,707 Hewlett-Packard 1,730,859
9,057 Honeywell 292,088
7,843 Illinois Tool Works 351,955
7,380 Ingersoll-Rand 262,913
29,180 Intel 1,812,808
3,179 (a) Intergraph 27,419
40,550 International Business Machines 3,020,975
4,367 Lockheed 314,424
5,772 Loral 228,716
3,153 (a) Lotus Development 120,602
1,793 (a) M/A-Com 12,551
6,643 Martin Marietta 304,748
2,751 McDonnell Douglas 387,891
SHARES COMMON STOCKS (CONTINUED) VALUE
- ----------- ----------------
CAPITAL GOODS (CONTINUED)
7,043 Micron Technology $ 279,079
40,067 (a) Microsoft 2,524,221
2,269 Morrison Knudson 35,453
39,385 Motorola 2,318,792
8,523 (a) National Semiconductor 150,218
5,183 (a) Navistar International 68,027
17,529 Northern Telecommunications 633,235
3,438 Northrop 150,842
25,638 (a) Novell 474,303
19,910 (a) Oracle Systems 915,860
8,016 Pall 145,290
3,347 Parker-Hannifin 156,472
3,056 Perkin-Elmer 90,152
7,007 Pet 120,871
10,977 Pitney Bowes 370,474
3,005 Raychem 111,185
9,394 Raytheon 598,868
15,280 Rockwell International 532,890
9,114 (a) Santa Fe Pacific Gold 131,014
5,248 Scientific-Atlanta 113,488
6,540 (a) Sun Microsystems 214,185
7,955 (a) Tandem Computers 140,207
2,071 Tektronix 78,698
6,409 Texas Instruments 479,874
1,362 Thomas & Betts 97,043
2,121 Timken 73,970
5,261 Tyco Laboratories 253,843
11,911 (a) Unisys 126,554
3,011 (a) Varity 115,171
33,577 WMX Technologies 986,324
3,579 Western Atlas 164,634
24,639 Westinghouse Elec 348,026
7,331 Xerox 751,428
886 Zurn Industries 16,170
------------
40,694,990
------------
CONSUMER BASIC-15.7%
5,614 (a) ALZA 99,648
56,729 Abbott Laboratories 1,758,599
17,665 Albertson's 529,950
4,342 Allergan 114,520
14,016 American Brands 487,056
21,272 American Home Products 1,350,772
9,296 (a) Amgen 518,252
23,879 Archer-Daniels-Midland 683,536
3,596 Bard (C.R.) 88,102
4,162 Bausch & Lomb 135,265
19,673 Baxter International 511,498
5,027 Becton Dickinson & Co 237,526
5,749 (a) Beverly Enterprises 86,954
7,957 (a) Biomet 91,505
9,806 Borden 132,381
35,363 Bristol-Myers Squibb 2,064,315
5,379 Bruno's 51,773
10,331 CPC International 552,708
PEOPLES INDEX FUND, INC.
STATEMENT OF INVESTMENTS (CONTINUED) OCTOBER 31, 1994
SHARES COMMON STOCKS (CONTINUED) VALUE
- ----------- ----------------
CONSUMER BASIC (CONTINUED)
17,375 Campbell Soup $ 716,719
3,698 Clorox 199,692
10,206 Colgate-Palmolive 622,566
3,072 Community Psychiatric Centers 30,336
17,233 ConAgra 536,377
2,585 Fleming Cos. 62,040
10,976 General Mills 614,656
4,164 Giant Food 95,772
2,616 Great Atlantic & Pacific Tea 68,343
17,274 Heinz (H.J.) 641,297
6,068 Hershey Foods 286,713
44,709 Johnson & Johnson 2,442,229
15,567 Kellogg 914,561
7,625 (a) Kroger 199,203
20,391 Lilly (Eli) & Co 1,264,242
4,349 Manor Care 119,597
8,116 Medtronic 423,047
87,636 Merck & Co 3,132,987
1,686 Millipore 86,618
11,520 (a) National Medical Enterprises 167,040
21,237 Pfizer 1,574,193
60,545 Philip Morris Cos. 3,708,381
6,204 Pioneer Hi Bred International 207,834
4,452 Premark International 199,227
47,568 Procter & Gamble 2,973,000
4,661 Quaker Oats 348,992
6,973 Ralston Purina 296,353
3,826 (a) Ryan's Family Steak House 23,913
3,266 St. Jude Medical 121,659
33,238 Sara Lee 818,486
13,384 Schering-Plough 953,610
1,615 Shared Medical Systems 47,643
4,926 Supervalu 119,456
12,750 Sysco 317,156
14,164 UST 375,346
11,151 Unilever, N.V. 1,324,181
11,891 United Healthcare 627,250
11,128 U.S. Health Care Systems 525,798
3,962 U.S. Surgical 89,145
12,060 Upjohn 397,980
9,276 Warner-Lambert 707,295
5,140 Winn-Dixie Stores 271,778
8,081 Wrigley (Wm.) Jr 364,655
------------
38,511,726
------------
CONSUMER DISCRETIONARY-14.8%
1,991 Alberto-Culver, Cl. B Convertible 50,522
9,880 American Stores 267,995
18,396 Anheuser-Busch Cos. 933,597
4,968 Avon Products 314,226
3,395 (a) Bally Manufacturing 23,765
958 Bassett Furniture Industries 26,105
4,745 Brown-Forman 145,909
1,285 Brown Group 43,529
6,660 Brunswick 136,530
SHARES COMMON STOCKS (CONTINUED) VALUE
- ----------- ----------------
CONSUMER DISCRETIONARY (CONTINUED)
7,175 Charming Shoppes $ 52,019
24,596 Chrysler 1,199,055
89,625 Coca-Cola 4,503,656
5,754 Cooper Tire & Rubber 141,692
2,646 Coors (Adolph) 45,643
2,846 Cummins Engine 120,955
6,809 Dana 174,481
4,927 Dayton-Hudson 381,842
3,497 Delta Air Lines 182,281
7,896 Dillard Dept Stores, Cl. A 209,244
37,399 Disney (Walt) 1,472,586
23,144 Eastman Kodak 1,113,805
4,151 Echlin 127,643
70,136 Ford Motor 2,069,012
10,087 Gap 340,436
52,192 General Motors 2,061,584
8,665 Genuine Parts 313,023
15,390 Gillette 1,144,631
1,736 Goodrich (B.F.) 77,903
10,522 Goodyear Tire & Rubber 368,270
2,365 Handleman 26,606
5,394 Harcourt General 199,578
2,251 (a) Hartmarx 12,943
6,074 Hasbro 200,442
3,321 Hilton Hotels 201,336
7,742 International Flavors & Fragrances 339,680
3,195 Jostens 55,114
31,660 K mart 518,433
2,584 (a) King World Productions 91,732
24,871 Limited 457,005
5,518 Liz Claiborne 127,604
1,468 Longs Drug Stores 51,013
10,928 Lowe's Cos. 434,388
1,806 Luby's Cafeterias 41,764
8,661 Marriott International 253,334
12,365 Mattel 361,676
17,331 May Department Stores 652,079
7,384 Maytag 117,221
48,864 McDonald's 1,404,840
7,287 Melville 243,204
2,560 Mercantile Stores 116,480
5,138 NIKE, Cl. B 312,776
5,700 Nordstrom 280,725
981 Oshkosh B'Gosh 14,715
1,414 Outboard Marine 29,164
2,701 PACCAR 120,870
16,404 Penney (J.C.) 830,452
4,230 Pep Boys-Manny Moe & Jack 151,222
55,072 PepsiCo 1,927,520
3,263 Polaroid 109,718
15,173 (a) Price/Costco 238,975
7,102 (a) Promus Companies 210,397
5,739 Reebok International 228,843
5,927 Rite Aid 142,248
PEOPLES INDEX FUND, INC.
STATEMENT OF INVESTMENTS (CONTINUED) OCTOBER 31, 1994
SHARES COMMON STOCKS (CONTINUED) VALUE
- ----------- ----------------
CONSUMER DISCRETIONARY (CONTINUED)
11,258 Rubbermaid $ 309,595
2,797 Russell 83,910
928 SPX 16,124
4,005 Safety-Kleen 55,569
25,857 Seagram 798,335
2,846 (a) Shoney's 42,690
9,905 Southwest Airlines 234,006
1,291 Springs Industries 52,124
3,432 Stride Rite 47,619
5,061 TJX 79,711
2,006 TRINOVA 70,210
4,395 Tandy 194,479
19,983 (a) Toys R Us 769,345
4,231 (a) USAir Group 18,511
4,493 V.F. Corp 227,458
159,893 Wal-Mart Stores 3,757,485
8,600 Walgreen 356,900
7,054 Wendy's International 104,047
5,190 Whirlpool 269,880
9,158 Woolworth (F.W.) 141,949
3,088 (a) Zenith Electronics 42,846
------------
36,218,829
------------
ENERGY & RELATED-10.1%
6,515 Amerada Hess 324,121
34,561 Amoco 2,190,303
4,225 Ashland Oil 164,247
11,143 Atlantic Richfield 1,207,623
9,705 Baker Hughes 198,952
8,962 Burlington Resources 378,644
45,347 Chevron 2,040,615
7,229 Coastal 206,026
12,733 Dresser Industries 268,985
86,341 Exxon 5,428,690
2,474 Foster Wheeler 89,064
7,960 Halliburton 294,520
1,669 Helmerich & Payne 52,156
3,603 Kerr-McGee 176,997
2,269 Louisiana Land & Exploration 102,956
3,694 McDermott International 94,659
27,715 Mobil 2,383,490
21,684 Occidental Petroleum 474,338
6,768 Oryx Energy 98,136
3,221 Pennzoil 165,882
18,212 Phillips Petroleum 671,568
5,794 (a) Rowan Companies 44,179
37,239 Royal Dutch Petroleum 4,338,344
6,258 (a) Santa Fe Energy Resources 57,104
16,884 Schlumberger 991,935
7,417 Sun 238,271
18,077 Texaco 1,181,784
19,906 USX - Marathon 373,238
16,808 Unocal 491,634
------------
24,728,461
------------
SHARES COMMON STOCKS (CONTINUED) VALUE
- ----------- ----------------
FINANCE-9.8%
7,815 Aetna Life & Casualty $ 360,467
8,100 Ahmanson (H.F.) & Co 154,912
3,013 Alexander & Alexander Services 61,013
34,370 American Express 1,056,877
14,531 American General 399,602
22,046 American International Group 2,064,057
28,394 Banc One 819,877
7,447 Bank Of Boston 214,101
25,789 BankAmerica 1,121,821
5,493 Bankers Trust New York 366,658
6,737 Barnett Banks 279,585
3,644 Beneficial 142,571
7,298 Boatmen's Bancshares 216,203
5,033 CIGNA 331,549
12,886 Chase Manhattan 463,896
17,597 Chemical Banking 668,686
6,074 Chubb 424,421
27,050 Citicorp 1,291,637
3,844 Continental 58,141
9,989 CoreStates Financial 258,465
12,567 Federal Home Loan 684,902
6,485 First Chicago 317,765
5,589 First Fidelity Bancorp 251,505
5,633 First Interstate Bancorp 450,640
11,871 First Union 534,195
9,855 Fleet/Norstar Financial Group 337,534
5,747 General Re 643,664
4,249 Golden West Financial 165,711
9,208 Great Western Financial 164,593
6,540 Household International 229,718
3,469 Jefferson-Pilot 188,193
16,960 Key 485,480
6,559 Lincoln National 237,764
6,643 Mellon Bank 369,517
13,519 Merrill Lynch & Co 532,311
13,449 Morgan (J.P.) & Co 832,157
11,131 NBD Bancorp 342,278
10,388 National City 281,775
22,127 Norwest 542,112
16,313 PNC Financial 383,356
6,893 Providian 218,853
4,426 SAFECO 221,853
5,875 St. Paul Cos. 256,297
24,478 Sears, Roebuck & Co 1,211,661
8,137 Shawmut National 167,826
8,509 SunTrust Banks 430,768
5,071 Torchmark 186,993
4,849 Transamerica 238,207
22,603 Travelers 785,440
5,213 UNUM 239,146
5,904 USF & G 80,442
1,555 USLIFE 50,926
6,941 U.S. Bancorp 171,790
11,954 Wachovia 400,459
3,772 Wells Fargo 560,614
------------
23,950,984
------------
PEOPLES INDEX FUND, INC.
STATEMENT OF INVESTMENTS (CONTINUED) OCTOBER 31, 1994
SHARES COMMON STOCKS (CONTINUED) VALUE
- ----------- ----------------
GENERAL BUSINESS-7.2%
34,299 (a) Airtouch Communications $ 1,024,683
5,177 American Greetings 141,720
9,792 Automatic Data Processing 571,608
7,418 Block (H & R) 329,174
4,335 CBS 259,558
10,751 Capital Cities/ABC 893,677
6,668 Circuit City Stores 170,034
18,229 (a) cisco Systems 549,149
16,556 Comcast, Cl. A 271,104
11,847 Dean Witter Discovery 457,590
5,690 Deluxe 160,742
6,382 Dial 131,629
10,754 Donnelley (R.R.) & Sons 337,407
6,939 Dow Jones & Co 207,303
11,770 Dun & Bradstreet 690,016
3,906 (a) Federal Express 237,289
7,619 First Data 381,902
10,237 Gannett 491,376
2,101 Harland (John H) 44,909
8,112 ITT 715,884
5,256 Interpublic Group Cos. 173,448
3,690 Knight-Ridder 190,035
10,345 MBNA 276,729
5,097 Marsh & Mclennan 382,275
3,450 McGraw-Hill 257,887
1,010 Meredith 49,490
29,413 Minnesota Mining & Manufacturing 1,628,745
10,221 Morton International 291,299
2,106 (a) National Education 10,267
3,393 National Service Industries 90,763
19,135 NationsBank 947,183
7,267 New York Times 164,416
4,303 (a) Rollins Environmental Services 25,280
7,313 Salomon 287,035
5,963 Service Corporation International 158,765
4,520 TRW 322,050
40,151 (a) Tele-Communications, Cl. A 908,416
3,895 Teledyne 66,702
6,120 Textron 312,120
26,362 Time Warner 935,851
8,935 Times Mirror 291,504
4,712 Tribune 247,969
8,733 United Technologies 550,179
24,238 (a) Viacom, Cl. B 951,342
7,320 Whitman 120,780
------------
17,707,284
------------
MANUFACTURING-6.8%
2,912 ASARCO 91,364
7,862 Air Products & Chemicals 375,410
15,634 Alcan Aluminium 418,209
6,163 Aluminum Co. Of America 525,396
24,308 American Barrick Resources 580,353
SHARES COMMON STOCKS (CONTINUED) VALUE
- ----------- ----------------
MANUFACTURING (CONTINUED)
7,181 (a) Armco $ 51,165
3,889 Avery Dennison 130,768
2,103 Ball 59,410
3,569 Bemis 88,333
7,586 (a) Bethlehem Steel 144,134
6,244 (a) Crown Cork & Seal 242,735
6,397 Cyprus Amax Minerals 170,320
19,183 Dow Chemical 1,409,950
47,287 DuPont (E.I.) de Nemours 2,819,487
1,416 Eastern Enterprises 36,816
7,824 Echo Bay Mines 95,844
4,365 Ecolab 93,302
6,749 Engelhard 158,601
2,544 (a) FMC 155,184
2,920 Federal Paper Board 87,600
1,443 First Mississippi 30,303
6,557 Grace (W.R.) & Co. 259,821
4,933 Great Lakes Chemical 289,814
2,777 Hercules 324,215
9,517 Homestake Mining 178,444
8,097 Inco 243,922
3,131 (a) Inland Steel Industries 111,933
8,697 International Paper 647,926
5,659 James River 129,450
11,220 Kimberly-Clark 577,830
5,328 Mallinckrodt Group 161,838
9,314 (a) Maxus Energy 44,241
4,112 Mead 204,058
8,206 Monsanto 624,682
6,924 Moore 125,498
668 NACCO Industries 39,412
4,820 Nalco Chemical 155,445
6,020 Newmont Mining 249,078
6,099 Nucor 376,613
2,984 Ogden 64,156
14,801 PPG Industries 603,141
4,933 Phelps Dodge 302,763
2,872 Pittston 79,339
16,610 Placer Dome 359,191
9,432 Praxair 218,115
4,320 Reynolds Metals 239,220
4,731 Rohm & Haas 285,634
5,171 Scott Paper 341,932
3,462 Sigma Aldrich 120,305
6,218 (a) Stone Container 104,152
3,841 Temple-Inland 181,487
5,284 USX- US Steel 198,150
4,821 Union Camp 228,998
10,482 Union Carbide 347,216
4,631 Westvaco 162,085
7,255 Williams Cos. 210,395
6,287 Worthington Industries 139,886
------------
16,695,069
------------
PEOPLES INDEX FUND, INC.
STATEMENT OF INVESTMENTS (CONTINUED) OCTOBER 31, 1994
SHARES COMMON STOCKS (CONTINUED) VALUE
- ----------- ----------------
SHELTER-2.5%
2,568 Armstrong World Industries $ 106,572
2,656 Boise Cascade 70,384
2,105 Centex 46,836
6,507 Champion International 240,759
2,132 Crane 57,830
19,045 Federal National
Mortgage Association 1,447,420
3,187 Fleetwood Enterprises 73,301
6,248 Georgia-Pacific 461,571
31,373 Home Depot 1,427,471
2,811 Johnson Controls 139,847
2,257 Kaufman & Broad Home 29,341
7,612 Louisiana-Pacific 233,118
10,889 Masco 258,614
10,952 Newell 229,992
3,052 (a) Owens Corning Fiberglas 98,809
2,061 Potlatch 78,833
1,873 Pulte 38,631
5,975 Sherwin-Williams 194,934
733 Skyline 14,477
2,983 Snap-on Tools 94,710
3,113 Stanley Works 123,742
14,287 Weyerhaeuser 560,765
------------
6,027,957
------------
TRANSPORTATION-1.3%
5,262 (a) AMR 290,068
6,234 Burlington Northern 310,921
7,235 CSX 524,537
5,434 Conrail 295,474
2,546 (a) Consolidated Freightways 56,967
9,453 Norfolk Southern 595,539
2,764 Roadway Services 158,239
5,433 Ryder System 127,675
13,214 (a) Santa Fe Pacific 203,165
14,300 Union Pacific 698,912
2,007 Yellow Freight Systems 39,137
------------
3,300,634
------------
UTILITIES-12.7%
12,829 American Electric Power 410,528
109,148 American Telephone & Telegraph 6,003,140
38,233 Ameritech 1,543,657
10,238 Baltimore Gas & Electric 238,033
30,296 Bell Atlantic 1,586,753
34,481 BellSouth 1,836,113
11,199 Carolina Power & Light 295,374
13,204 Central & South West 297,090
10,225 Cinergy 236,458
3,481 (a) Columbia Gas System 97,033
16,283 Consolidated Edison 405,040
6,422 Consolidated Natural Gas 232,798
10,233 Detroit Edison 269,895
11,768 Dominion Resources 436,887
SHARES COMMON STOCKS (CONTINUED) VALUE
- ----------- ----------------
UTILITIES (CONTINUED)
14,257 Duke Power $ 564,934
17,436 Enron 564,491
4,595 Enserch 65,479
15,863 Entergy 370,798
13,209 FPl Group 437,548
66,487 GTE 2,044,475
9,103 Houston Industries 317,467
45,075 MCI Communications 1,036,725
3,633 NICOR 88,554
29,290 NYNEX 1,149,633
9,986 Niagara Mohawk Power 137,308
8,522 Noram Energy 51,132
4,678 Northern States Power 207,586
1,850 ONEOK 32,606
10,595 Ohio Edison 203,954
5,722 Pacific Enterprises 123,023
29,938 Pacific Gas & Electric 673,605
29,498 Pacific Telesis Group 932,874
19,583 PacifiCorp 345,150
8,392 Panhandle Eastern 197,212
2,377 Peoples Energy 67,150
15,397 Philadelphia Electric 394,548
17,021 Public Service Enterprise Group 446,801
31,085 SCEcorp 431,304
6,024 Sonat 195,780
45,128 Southern 891,278
41,878 Southwestern Bell 1,753,641
24,055 Sprint 784,794
11,860 Tenneco 524,805
15,676 Texas Utilities 511,430
2,901 Transco Energy 41,702
14,891 Unicom 322,018
7,075 Union Electric 253,816
31,627 U.S. West 1,189,966
------------
31,242,386
------------
TOTAL COMMON STOCKS
(cost $215,291,301) $239,078,320
============
PRINCIPAL
AMOUNT SHORT-TERM INVESTMENTS-3.0%
U.S. TREASURY BILLS:
$ 400,000 (b) 4.59%, 12/22/94 $ 395,167
5,088,000 4.86%, 1/5/95 5,025,926
1,883,000 5%, 1/26/95 1,858,990
------------
TOTAL SHORT-TERM INVESTMENTS
(cost $7,280,083) $ 7,280,083
============
TOTAL INVESTMENTS
(cost $222,571,384) 100.5% $246,358,403
====== ============
LIABILITIES, LESS CASH
AND RECEIVABLES (.5%) $ (1,156,336)
====== ============
NET ASSETS 100.0% $245,202,067
====== ============
See notes to financial statements.
PEOPLES INDEX FUND, INC.
NOTES TO STATEMENT OF INVESTMENTS:
(a) Non-income producing.
(b) Wholly held by the custodian in a segregrated account as collateral
for open financial futures positions.
<TABLE>
STATEMENT OF FINANCIAL FUTURES OCTOBER 31, 1994
MARKET VALUE UNREALIZED
NUMBER OF COVERED APPRECIATION
FINANCIAL FUTURES LONG; CONTRACTS BY CONTRACTS EXPIRATION AT 10/31/94
------------ ------------- ------------- -------------
<S> <C> <C> <C> <C>
Standard & Poor's 500........................ 19 $4,488,275 December '94 $53,900
===========
</TABLE>
See notes to financial statements.
<TABLE>
PEOPLES INDEX FUND, INC.
STATEMENT OF ASSETS AND LIABILITIES
OCTOBER 31, 1994
<S> <C> <C>
ASSETS:
Investments in securities, at value
(cost $222,571,384)_see statement..................................... $246,358,403
Cash.................................................................... 4,980
Dividends and interest receivable....................................... 497,722
Receivable for subscriptions to Common Stock............................ 146
Prepaid expenses ....................................................... 38,572
--------------
246,899,823
LIABILITIES:
Due to The Dreyfus Corporation.......................................... $ 126,963
Due to Wells Fargo Nikko Investment Advisors............................ 63,482
Due to Wells Fargo Institutional Trust Company, N. A.................... 13,433
Payable for investment securities purchased............................. 1,134,110
Payable for Common Stock redeemed....................................... 136,207
Payable for futures variation margin_Note 3(a).......................... 44,500
Accrued expenses........................................................ 179,061 1,697,756
------------ --------------
NET ASSETS ................................................................ $245,202,067
==============
REPRESENTED BY:
Paid-in capital......................................................... $199,783,056
Accumulated undistributed investment income_net......................... 4,833,921
Accumulated undistributed net realized gain on investments.............. 16,744,171
Accumulated net unrealized appreciation on investments (including $53,900
gross unrealized appreciation on financial futures)_Note 3(b)......... 23,840,919
--------------
NET ASSETS at value applicable to 14,938,169 shares outstanding
(200 million shares of $.001 par value Common Stock authorized)......... $245,202,067
==============
NET ASSET VALUE, offering and redemption price per share
($245,202,067 / 14,938,169 shares)...................................... $16.41
=======
See notes to financial statements.
PEOPLES INDEX FUND, INC.
STATEMENT OF OPERATIONS YEAR ENDED OCTOBER 31, 1994
INVESTMENT INCOME:
INCOME:
Cash dividends (net of $38,176 foreign taxes withheld at source)...... $ 7,488,195
Interest.............................................................. 388,218
-------------
TOTAL INCOME.................................................... $ 7,876,413
EXPENSES:
Index management fee_Note 2(a)........................................ 274,298
Administration fee_Note 2(a).......................................... 548,596
Shareholder servicing costs_Note 2(b)................................. 743,357
Professional fees..................................................... 46,835
Registration fees..................................................... 40,608
Custodian fees_Note 2(a).............................................. 38,774
Prospectus and shareholders' reports.................................. 27,379
Directors' fees and expenses_Note 2(c)................................ 18,621
Miscellaneous......................................................... 29,156
-------------
1,767,624
Less_reduction in index management fee and administration fee due to
undertakings and reduction in expenses due to redemption fee_Note 2(a,d) 91,694
-------------
TOTAL EXPENSES.................................................. 1,675,930
--------------
INVESTMENT INCOME--NET.......................................... 6,200,483
--------------
REALIZED AND UNREALIZED GAIN ON INVESTMENTS:
Net realized gain on investments_Note 3(a).............................. $19,083,937
Net realized (loss) on financial futures_Note 3(a)...................... (372,704)
-------------
NET REALIZED GAIN............................................... 18,711,233
Net unrealized (depreciation) on investments [including ($34,325)
net unrealized (depreciation) on financial futures]_Note 3(b)......... (18,291,976)
--------------
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS................. 419,257
--------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS........................ $ 6,619,740
==============
See notes to financial statements.
</TABLE>
<TABLE>
PEOPLES INDEX FUND, INC.
STATEMENT OF CHANGES IN NET ASSETS
YEAR ENDED OCTOBER 31,
--------------------------------
1993 1994
-------------- --------------
<S> <C> <C>
OPERATIONS:
Investment income_net................................................... $ 4,296,279 $ 6,200,483
Net realized gain on investments........................................ 1,859,821 18,711,233
Net unrealized appreciation (depreciation) on investments for the year.. 17,964,279 (18,291,976)
-------------- --------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS.................. 24,120,379 6,619,740
-------------- --------------
DIVIDENDS TO SHAREHOLDERS FROM:
Investment income_net................................................... (2,523,142) (5,373,357)
Net realized gain on investments........................................ (220,775) (11,440,051)
-------------- --------------
TOTAL DIVIDENDS....................................................... (2,743,917) (16,813,408)
-------------- --------------
CAPITAL STOCK TRANSACTIONS:
Net proceeds from shares sold........................................... 105,146,252 153,302,049
Proceeds from acquisition of Dreyfus Index Fund_Note 1.................. 128,791,946 ___
Dividends reinvested.................................................... 2,296,866 13,583,900
Cost of shares redeemed................................................. (68,806,372) (192,893,713)
-------------- --------------
INCREASE (DECREASE) IN NET ASSETS FROM CAPITAL STOCK TRANSACTIONS..... 167,428,692 (26,007,764)
-------------- --------------
TOTAL INCREASE (DECREASE) IN NET ASSETS........................... 188,805,154 (36,201,432)
NET ASSETS:
Beginning of year....................................................... 92,598,345 281,403,499
-------------- --------------
End of year (including undistributed investment income_net:
$4,006,795 in 1993 and $4,833,921 in 1994)............................ $281,403,499 $245,202,067
============== ==============
SHARES SHARES
-------------- --------------
CAPITAL SHARE TRANSACTIONS:
Shares sold............................................................. 6,534,448 9,481,323
Shares issued in connection with acquisition of Dreyfus Index Fund_Note 1 8,156,551 ___
Shares issued for dividends reinvested.................................. 148,857 852,724
Shares redeemed......................................................... (4,277,025) (12,068,037)
-------------- --------------
NET INCREASE (DECREASE) IN SHARES OUTSTANDING......................... 10,562,831 (1,733,990)
============== ==============
See notes to financial statements.
</TABLE>
PEOPLES INDEX FUND, INC.
FINANCIAL HIGHLIGHTS
Reference is made to page 3 of the Fund's Prospectus dated
February 28, 1995.
See notes to financial statements.
PEOPLES INDEX FUND, INC.
NOTES TO FINANCIAL STATEMENTS
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:
The Fund is registered under the Investment Company Act of 1940 ("Act")
as a non-diversified open-end management investment company. Wells Fargo
Nikko Investment Advisors ("WFNIA") serves as the Fund's index manager. Wells
Fargo Investment Advisors ("WFIA"), the predecessor index manager of the
Fund, and The Nikko Securities Co., Ltd. and an affiliate ("Nikko") each own
50% of WFNIA. Wells Fargo Institutional Trust Company, N.A. ("WFITC"), an
affiliate of WFNIA, is the custodian of the Fund's investments. The Dreyfus
Corporation ("Dreyfus") serves as the Fund's administrator. Dreyfus Service
Corporation, until August 24, 1994, acted as the exclusive distributor of the
Fund's shares, which are sold to the public without a sales charge. Dreyfus
Service Corporation is a wholly-owned subsidiary of Dreyfus Corporation
("Manager"). Effective August 24, 1994, the Manager became a direct
subsidiary of Mellon Bank, N.A.
On August 24, 1994, Premier Mutual Fund Services, Inc. (the
"Distributor") was engaged as the Fund's distributor. The Distributor,
located at One Exchange Place, Boston, Massachusetts 02109, is a wholly-owned
subsidiary of Institutional Administration Services, Inc., a provider of
mutual fund administration services, the parent company of which is Boston
Institutional Group, Inc.
On November 18, 1992, the Board of Directors approved an Agreement and
Plan of Reorganization providing for the transfer of all or substantially all
of the assets and liabilities of Dreyfus Index Fund to the Fund in a tax free
exchange for shares of Common Stock of the Fund at net asset value and the
assumption of stated liabilities (the "Exchange"). The Exchange was approved
by Dreyfus Index Fund shareholders on April 30, 1993, and became effective
after the close of business on May 7, 1993, at which time the Fund issued
8,156,551 shares valued at $15.79 per share to Dreyfus Index Fund in exchange
for 7,041,659 shares of Dreyfus Index Fund valued at $18.29 per share,
representing net assets of $128,791,946, including $14,201,004 of unrealized
appreciation, $274,566 of undistributed income and undistributed net realized
gains of $7,656,452. The combined net assets immediately after the Exchange
was $253,203,509.
(A) PORTFOLIO VALUATION: Investments in securities (including financial
futures) are valued at the last sales price on the securities exchange on
which such securities are primarily traded or at the last sales price on the
national securities market. Securities not listed on an exchange or the
national securities market, or securities for which there were no
transactions, are valued at the average of the most recent bid and asked
prices. Bid price is used when no asked price is available. Short-term
investments are carried at amortized cost, which approximates value.
Investments denominated in foreign currencies are translated to U.S. dollars
at the prevailing rates of exchange.
(B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Dividend
income is recognized on the ex-dividend date and interest income, including,
where applicable, amortization of discount on investments, is recognized on
the accrual basis.
(C) DIVIDENDS TO SHAREHOLDERS: Dividends are recorded on the ex-dividend
date. Dividends from investment income-net are declared and paid annually.
Dividends from net realized capital gain are normally declared and paid
annually, but the Fund may make distributions on a more frequent basis to
comply with the distribution requirements of the Internal Revenue Code. To
the extent that net realized capital gain can be offset by capital loss
carryovers,if any, it is the policy of the Fund not to distribute such gain.
PEOPLES INDEX FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
(D) FEDERAL INCOME TAXES: It is the policy of the Fund to continue to
qualify as a regulated investment company, if such qualification is in the
best interests of its shareholders, by complying with the applicable
provisions of the Internal Revenue Code, and to make distributions of taxable
income sufficient to relieve it from substantially all Federal income and
excise taxes.
NOTE 2--MANAGEMENT FEE, ADMINISTRATION FEE AND OTHER TRANSACTIONS WITH
AFFILIATES:
(A) Fees paid by the Fund pursuant to the provisions of an Index
Management Agreement with WFNIA and an Administration Agreement with Dreyfus
are payable monthly. WFNIA and Dreyfus receive annual fees of .10 of 1% and
.20 of 1%, respectively, of the average daily value of the Fund's net assets.
The agreements further provide that if the aggregate expenses of the Fund,
exclusive of interest, taxes, brokerage and extraordinary expenses, exceed
the expense limitation of any state having jurisdiction over the Fund, the
Fund may deduct from the fees to be paid to each of WFNIA and Dreyfus, or
WFNIA and Dreyfus will bear, in the same proportion as in the agreements, the
amount of such excess to the extent required by state law. The most stringent
state expense limitation applicable to the Fund presently requires
reimbursement of expenses in any full fiscal year that such expenses exceed 2
1/2% of the first $30 million, 2% of the next $70 million, and 11/2% of the
excess over $100 million of the average value of the Fund's net assets in
accordance with California "blue sky" regulations. However, WFNIA and Dreyfus
had undertaken from November 1, 1993 through November 30, 1993 to reduce the
index management fee and the administration fee to the extent that the Fund's
aggregate expenses (excluding certain expenses as described above) exceeded
certain specified annual percentages of the Fund's average daily net assets.
Pursuant to the undertakings, WFNIA and Dreyfus reduced the index management
fee and the administration fee for the year ended October 31, 1994, $30,232
and $60,463, respectively.
In addition, WFITC earned $38,774 for custodian services provided to the
Fund.
(B) Pursuant to the Fund's Shareholder Services Plan, the Fund reimburses
the Dreyfus Service Corporation an amount not to exceed an annual rate of .25
of 1% of the value of the Fund's average daily net assets for servicing
shareholder accounts. The services provided may include personal services
relating to shareholder accounts, such as answering shareholder inquiries
regarding the Fund and providing reports and other information, and services
related to the maintenance of shareholder accounts. During the year ended
October 31, 1994, the Fund was charged an aggregate of $602,702 pursuant to
the Shareholder Services Plan.
(C) Prior to August 24, 1994 certain officers and directors of the Fund
were "affiliated persons," as defined in the Act, of the Manager and/or
Dreyfus Service Corporation. Each director who is not an "affiliated person"
receives an annual fee of $2,500 and an attendance fee of $500 per meeting.
(D) A 1% redemption fee is charged on certain redemptions of Fund shares
(including redemptions through use of the Exchange Privilege) where the
shares being redeemed were issued subsequent to a specified effective date
and the redemption or exchange occurs within a six-month period following the
date of issuance. During the period ended October 31, 1994, redemption fees
amounted to $999.
NOTE 3--SECURITIES TRANSACTIONS:
(A) The aggregate amount of purchases and sales of investment
securities, other than short-term securities, for the year ended October 31,
1994 amounted to $49,479,267 and $85,587,749, respectively.
PEOPLES INDEX FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
The Fund is engaged in trading financial futures contracts. The Fund is
exposed to market risk as a result of changes in the value of the underlying
financial instruments (see the Statement of Financial Futures). Investments
in financial futures require the Fund to "mark to market" on a daily basis,
which reflects the change in the market value of the contract at the close of
each day's trading. Accordingly, variation margin payments are made or
received to reflect daily unrealized gains or losses. When the contracts are
closed, the Fund recognizes a realized gain or loss. These investments
require initial margin deposits with a custodian, which consist of cash or
cash equivalents, up to approximately 10% of the contract amount. The amount
of these deposits is determined by the exchange or Board of Trade on which
the contract is traded and is subject to change. Contracts open as of October
31, 1994 and their related unrealized market appreciation are set forth in
the Statement of Financial Futures.
(B) At October 31, 1994, accumulated net unrealized appreciation on
investments was $23,840,919, consisting of $33,425,620 gross unrealized
appreciation and $9,584,701 gross unrealized depreciation.
At October 31, 1994, the cost of investments for Federal income tax
purposes was substantially the same as the cost for financial reporting
purposes (see the Statement of Investments).
PEOPLES INDEX FUND, INC.
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE SHAREHOLDERS AND BOARD OF DIRECTORS OF
PEOPLES INDEX FUND, INC.:
We have audited the accompanying statement of assets and liabilities of
Peoples Index Fund, Inc. (the Fund), including the statements of investments
and financial futures, as of October 31, 1994, and the related statement of
operations for the year then ended, the statement of changes in net assets
for each of the two years in the period then ended, and the financial
highlights for each of the four years in the period then ended and for the
period from January 2, 1990 (commencement of operations) to October 31, 1990.
These financial statements and financial highlights are the responsibility of
the Fund's management. Our responsibility is to express an opinion on these
financial statements and financial highlights based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements and
financial highlights are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. Our procedures included confirmation of
securities owned as of October 31, 1994, by correspondence with the custodian
and brokers. An audit also includes assessing the accounting principles used
and significant estimates made by management, as well as evaluating the
overall financial statement presentation. We believe that our audits provide
a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights
referred to above present fairly, in all material respects, the financial
position of Peoples Index Fund, Inc. as of October 31, 1994, the results of
its operations, the changes in its net assets, and the financial highlights
for the periods referred to above, in conformity with generally accepted
accounting principles.
COOPERS & LYBRAND L.L.P.
New York, New York
December 16, 1994
PEOPLES INDEX FUND, INC.
PART C. OTHER INFORMATION
__________________________
Item 24. Financial Statements and Exhibits. - List
_______ __________________________________________
(a) Financial Statements:
Included in Part A of the Registration Statement:
Condensed Financial Information from January 2, 1990
(commencement of operations) to October 31, 1990 and for the
fiscal years ended October 31, 1991, 1992, 1993 and 1994.
Included in Part B of the Registration Statement:
Statement of Investments--October 31, 1994.
Statement of Financial Futures--October 31, 1994.
Statement of Assets and Liabilities--October 31, 1994.
Statement of Operations--year ended October 31, 1994.
Statement of Changes in Net Assets--For the fiscal years
ended October 31, 1993 and 1994.
Notes to Financial Statements.
Report of Coopers & Lybrand L.L.P., Independent Accountants,
dated December 16, 1994.
Schedule Nos. I through VII and other financial statement information,
for which provision is made in the applicable accounting regulations of
the Securities and Exchange Commission, are omitted because they are not
required under the related instructions, they are inapplicable, or the
required information is presented in the financial statements or notes
which are included in Part B to the Registration Statement.
Item 24. Financial Statements and Exhibits (continued)
_______ _____________________________________________
(b) Exhibits:
(1)(a) Articles of Incorporation is incorporated by reference to Exhibit
(1)(a) of Post-Effective Amendment No. 6 to the Registration
Statement on Form N-1A, filed on February 8, 1994.
(1)(b) Articles of Amendment is incorporated by reference to Exhibit
(1)(a) of Post-Effective Amendment No. 6 to the Registration
Statement on Form N-1A, filed on February 8, 1994.
(2) By-Laws is incorporated by reference to Exhibit (1)(a) of Post-
Effective Amendment No. 6 to the Registration Statement on Form
N-1A, filed on February 8, 1994.
(5)(a) Index Management Agreement is incorporated by reference to
Exhibit (5)(a) of Post-Effective Amendment No. 6 to the
Registration Statement on Form N-1A, filed on February 8, 1994.
(5)(b) Administration Agreement.
(6) Distribution Agreement.
(8) Amended and Restated Custody Agreement is incorporated by
reference to Exhibit (8) of Post-Effective Amendment No. 3 to the
Registration Statement on Form N-1A, filed on February 25, 1991.
(9) Shareholder Services Plan.
(10) Opinion and consent of Stroock & Stroock & Lavan dated January 2,
1990 is incorporated by reference to Exhibit (10) of Post-
Effective Amendment No. 6 to the Registration Statement on Form
N-1A, filed on Februry 8, 1994.
(11) Consent of Coopers & Lybrand L.L.P., Independent Accountants.
Other Exhibits:
______________
(a) Powers of Attorney of the Directors.
(b) Power of Attorney
(c) Certificate of Assistant Secretary
Item 25. Persons Controlled by or Under Common Control with Registrant
_______ _____________________________________________________________
Not Applicable
Item 26. Number of Holders of Securities
_______ ________________________________
(1) (2)
Number of Record
Title of Class Holders as of December 5, 1994
_______________ ______________________________
Shares of Common Stock,
par value $0.001 per share 5,398
Item 27. Indemnification
______ _______________
The statement as to the general effect of any contract, arrangements
or statute under which a director, officer, underwriter or affiliated
person of the Registrant is insured or indemnified is incorporated by
reference to Item 27 of Part C of Pre-Effective Amendment No. 1 to the
Registration Statement on Form N-1A, filed on January 5, 1990.
Reference is also made to the Distribution Agreement filed as Exhibit
(6) thereto.
Item 28. Business and Other Connections of Investment Adviser.
______ ____________________________________________________
Please refer to Form ADV of Wells Fargo Nikko Investment Advisors (SEC
File No. 801-36479).
Item 29. Principal Underwriters
________ ______________________
(a) Other investment companies for which Registrant's principal
underwriter (exclusive distributor) acts as principal underwriter or
exclusive distributor:
1) Comstock Partners Strategy Fund, Inc.
2) Dreyfus A Bonds Plus, Inc.
3) Dreyfus Appreciation Fund, Inc.
4) Dreyfus Asset Allocation Fund, Inc.
5) Dreyfus Balanced Fund, Inc.
6) Dreyfus BASIC Money Market Fund, Inc.
7) Dreyfus BASIC Municipal Fund
8) Dreyfus BASIC U.S. Government Money Market Fund
9) Dreyfus California Intermediate Municipal Bond Fund
10) Dreyfus California Tax Exempt Bond Fund, Inc.
11) Dreyfus California Tax Exempt Money Market Fund
12) Dreyfus Capital Value Fund, Inc.
13) Dreyfus Cash Management
14) Dreyfus Cash Management Plus, Inc.
15) Dreyfus Connecticut Intermediate Municipal Bond Fund
16) Dreyfus Connecticut Municipal Money Market Fund, Inc.
17) The Dreyfus Convertible Securities Fund, Inc.
18) Dreyfus Edison Electric Index Fund, Inc.
19) Dreyfus Florida Intermediate Municipal Bond Fund
20) Dreyfus Florida Municipal Money Market Fund
21) Dreyfus Focus Funds, Inc.
22) The Dreyfus Fund Incorporated
23) Dreyfus Global Bond Fund, Inc.
24) Dreyfus Global Growth, L.P. (A Strategic Fund)
25) Dreyfus Global Investing, Inc.
26) Dreyfus GNMA Fund, Inc.
27) Dreyfus Government Cash Management
28) Dreyfus Growth and Income Fund, Inc.
29) Dreyfus Growth Opportunity Fund, Inc.
30) Dreyfus Institutional Money Market Fund
31) Dreyfus Institutional Short Term Treasury Fund
32) Dreyfus Insured Municipal Bond Fund, Inc.
33) Dreyfus Intermediate Municipal Bond Fund, Inc.
34) Dreyfus International Equity Fund, Inc.
35) Dreyfus Investors GNMA Fund
36) The Dreyfus Leverage Fund, Inc.
37) Dreyfus Stock Index Fund
38) Dreyfus Liquid Assets, Inc.
39) Dreyfus Massachusetts Intermediate Municipal Bond Fund
40) Dreyfus Massachusetts Municipal Money Market Fund
41) Dreyfus Massachusetts Tax Exempt Bond Fund
42) Dreyfus Michigan Municipal Money Market Fund, Inc.
43) Dreyfus Money Market Instruments, Inc.
44) Dreyfus Municipal Bond Fund, Inc.
45) Dreyfus Municipal Cash Management Plus
46) Dreyfus Municipal Money Market Fund, Inc.
47) Dreyfus New Jersey Intermediate Municipal Bond Fund
48) Dreyfus New Jersey Municipal Bond Fund, Inc.
49) Dreyfus New Jersey Municipal Money Market Fund, Inc.
50) Dreyfus New Leaders Fund, Inc.
51) Dreyfus New York Insured Tax Exempt Bond Fund
52) Dreyfus New York Municipal Cash Management
53) Dreyfus New York Tax Exempt Bond Fund, Inc.
54) Dreyfus New York Tax Exempt Intermediate Bond Fund
55) Dreyfus New York Tax Exempt Money Market Fund
56) Dreyfus Ohio Municipal Money Market Fund, Inc.
57) Dreyfus 100% U.S. Treasury Intermediate Term Fund
58) Dreyfus 100% U.S. Treasury Long Term Fund
59) Dreyfus 100% U.S. Treasury Money Market Fund
60) Dreyfus 100% U.S. Treasury Short Term Fund
61) Dreyfus Pennsylvania Intermediate Municipal Bond Fund
62) Dreyfus Pennsylvania Municipal Money Market Fund
63) Dreyfus Short-Intermediate Government Fund
64) Dreyfus Short-Intermediate Municipal Bond Fund
65) Dreyfus Short-Term Income Fund, Inc.
66) The Dreyfus Socially Responsible Growth Fund, Inc.
67) Dreyfus Strategic Growth, L.P.
68) Dreyfus Strategic Income
69) Dreyfus Strategic Investing
70) Dreyfus Tax Exempt Cash Management
71) Dreyfus Treasury Cash Management
72) Dreyfus Treasury Prime Cash Management
73) Dreyfus Variable Investment Fund
74) Dreyfus-Wilshire Target Funds, Inc.
75) Dreyfus Worldwide Dollar Money Market Fund, Inc.
76) First Prairie Cash Management
77) First Prairie Diversified Asset Fund
78) First Prairie Money Market Fund
79) First Prairie Municipal Money Market Fund
80) First Prairie Tax Exempt Bond Fund, Inc.
81) First Prairie U.S. Government Income Fund
82) First Prairie U.S. Treasury Securities Cash Management
83) General California Municipal Bond Fund, Inc.
84) General California Municipal Money Market Fund
85) General Government Securities Money Market Fund, Inc.
86) General Money Market Fund, Inc.
87) General Municipal Bond Fund, Inc.
88) General Municipal Money Market Fund, Inc.
89) General New York Municipal Bond Fund, Inc.
90) General New York Municipal Money Market Fund
91) Pacific American Fund
92) Peoples S&P MidCap Index Fund, Inc.
93) Premier Insured Municipal Bond Fund
94) Premier California Municipal Bond Fund
95) Premier GNMA Fund
96) Premier Growth Fund, Inc.
97) Premier Municipal Bond Fund
98) Premier New York Municipal Bond Fund
99) Premier State Municipal Bond Fund
(b)
Positions and
Name and principal Positions and offices with offices with
business address the Distributor Registrant
__________________ ___________________________ _____________
Marie E. Connolly+ Director, President and Chief President and
Operating Officer Treasurer
Joseph F. Tower, III+ Senior Vice President and Chief Assistant
Financial Officer Treasurer
John E. Pelletier+ Senior Vice President and General Vice President
Counsel and Secretary
Frederick C. Dey++ Senior Vice President Vice President
and Assistant
Treasurer
Eric B. Fischman++ Vice President and Associate Vice President
General Counsel and Assistant
Secretary
John J. Pyburn++ Vice President Assistant
Treasurer
Jean M. O'Leary+ Assistant Secretary None
Ruth D. Leibert++ Assistant Vice President Assistant
Secretary
Paul D. Furcinito++ Assistant Vice President Assistant
Secretary
John W. Gomez+ Director None
William J. Nutt+ Director None
___________________________
+ Principal business address is One Exchange Place, Boston, Massachusetts
02109.
++ Principal business address is 200 Park Avenue, New York, New York 10166.
Item 30. Location of Accounts and Records
________________________________
1. The Shareholder Services Group, Inc.,
a subsidiary of First Data Corporation
P.O. Box 9671
Providence, Rhode Island 02940-9671
2. The Dreyfus Corporation
200 Park Avenue
New York, New York 10166
3. Wells Fargo Institutional Trust Company, N.A.
45 Fremont Street
San Francisco, California 94163
4. Wells Fargo Nikko Investment Advisors
45 Fremont Street
San Francisco, California 94163
Item 31. Management Services
_______ ___________________
Not Applicable
Item 32. Undertakings
________ ____________
(1) To call a meeting of shareholders for the purpose of voting upon
the question of removal of a director or directors when
requested in writing to do so by the holders of at least 10% of
the Registrant's outstanding shares of common stock and in
connection with such meeting to comply with the provisions of
Section 16(c) of the Investment Company Act of 1940 relating to
shareholder communications.
(2) To furnish each person to whom a prospectus is delivered with a
copy of the Fund's latest Annual Report to Shareholders, upon
request and without charge.
SIGNATURES
__________
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant has duly caused this Amendment
to the Registration Statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in the City of New York, and State of New York on
the 28th day of December, 1994.
PEOPLES INDEX FUND, INC.
BY:/s/ Marie E. Connolly*
Marie, E. Connolly, PRESIDENT
Pursuant to the requirements of the Securities Act of 1933, this
Amendment to the Registration Statement has been signed below by the
following persons in the capacities and on the date indicated.
Signatures Title Date
__________________________ ______________________________ __________
/s/Marie E. Connolly* President and Treasurer (Principal 12/28/94
___________________________ Executive, Financial and Accounting
Marie E. Connolly Officer)
/s/David P. Feldman* Director 12/28/94
___________________________
David P. Feldman
/s/Jack R. Meyer* Director 12/28/94
_____________________________
Jack R. Meyer
/s/John Szarkowski* Director 12/28/94
_____________________________
John Szarkowski
/s/Anne Wexler* Director 12/28/94
_____________________________
Anne Wexler
*BY: /s/ Ruth D. Leibert
__________________________
Ruth D. Leibert,
Attorney-in-Fact
EXHIBIT INDEX
ITEM EXHIBIT PAGE
(5)(b) Administration Agreement.
(6) Distribution Agreement.
(9) Shareholder Services Plan.
(11) Consent of Coopers & Lybrand L.L.P., Independent Accountants.
Other Exhibits:
(a) Power of Attorney of the Directors.
(b) Power of Attorney.
(c) Certificate of Assistant Secretary.
ADMINISTRATION AGREEMENT
PEOPLES INDEX FUND, INC.
144 Glenn Curtiss Boulevard
Uniondale, New York 11556-0144
August 24, 1994
The Dreyfus Corporation
200 Park Avenue
New York, New York 10166
Dear Sirs:
Peoples Index Fund, Inc., a Maryland corporation (the
"Fund"), herewith confirms its agreement with you ("Dreyfus") as
follows:
The Fund desires to employ its capital by investing
and reinvesting the same in investments of the type and in
accordance with the limitations specified in its Articles of
Incorporation and in its Prospectus and Statement of Additional
Information as from time to time in effect, copies of which have
been or will be submitted to Dreyfus, and in such manner and to
such extent as from time to time may be approved by the Fund's
Board of Directors. The Fund intends to employ Wells Fargo
Nikko Investment Advisors (the "Adviser") to act as its index
fund manager and desires to employ Dreyfus to act as its
administrator.
In this connection it is understood that from time to
time Dreyfus will employ or associate with itself such person or
persons as Dreyfus may believe to be particularly fitted to
assist it in the performance of this Agreement. Such person or
persons may be officers or employees who are employed by both
Dreyfus and the Fund. The compensation of such person or
persons shall be paid by Dreyfus and no obligation may be
incurred on the Fund's behalf in any such respect.
Subject to the supervision and control of the Board of
Directors of the Fund, Dreyfus will assist in supervising all
aspects of the Fund's operations except investment management of
the Fund's portfolio, which shall be performed by the Adviser
under its Index Management Agreement with the Fund. It is
understood that Dreyfus shall not act and shall not be required
to act as an investment adviser or have any authority to
supervise the investment or reinvestment of the cash, securities
or other property comprising the Fund's assets or to determine
what securities or other property may be purchased or sold by
the Fund.
Dreyfus will supply office facilities (which may be in
Dreyfus' own offices), data processing services, clerical,
accounting and bookkeeping supervisory services, internal
auditing and legal services, internal executive and
administrative services, and stationery and office supplies; and
prepare reports to the Fund's stockholders, tax returns, reports
to and filings with the Securities and Exchange Commission and
state Blue Sky authorities. You shall have the right, at your
expense, to engage other entities to assist you in performing
some or all of your obligations pursuant to this agreement,
provided each such entity enters into an agreement with you in
form and substance reasonably satisfactory to the Fund. You
agree to be liable for the acts or omissions of each such entity
to the same extent as if you had acted or failed to act under
the circumstances.
Dreyfus shall exercise its best judgment in rendering
the services to be provided hereunder and the Fund agrees as an
inducement to Dreyfus' undertaking the same that Dreyfus shall
not be liable hereunder for any error of judgment or mistake of
law or for any loss suffered by the Fund, provided that nothing
herein shall be deemed to protect or purport to protect Dreyfus
against any liability to the Fund or to its security holders to
which Dreyfus would otherwise be subject by reason of willful
misfeasance, bad faith or gross negligence in the performance of
its duties hereunder, or by reason of Dreyfus' reckless
disregard of its obligations and duties hereunder.
In consideration of the services rendered pursuant to
this Agreement, the Fund will pay Dreyfus a fee calculated daily
and paid monthly at the annual rate of .20 of 1% of the Fund's
average daily net assets. Net asset value shall be computed on
such days and at such time or times as described in the Fund's
then-current Prospectus and Statement of Additional Information.
Upon any termination of this Agreement before the end of any
month, the fee for such part of a month shall be pro-rated
according to the proportion which such period bears to the full
monthly period and shall be payable upon the date of termination
of this Agreement.
For the purpose of determining fees payable to
Dreyfus, the value of the Fund's net assets shall be computed in
the manner specified in the Fund's Articles of Incorporation for
the computation of the value of the Fund's net assets.
Dreyfus will bear all expenses in connection with the
performance of its services under this Agreement. All other
expenses to be incurred in the operation of the Fund will be
borne by the Fund, except to the extent specifically assumed by
Dreyfus or the Adviser. The expenses to be borne by the Fund
include, without limitation, the following: organizational
costs, taxes, interest, brokerage fees and commissions, if any,
fees of directors who are not officers, directors, employees or
holders of 5% or more of the outstanding voting securities of
the Adviser or Dreyfus or any of their affiliates, Securities
and Exchange Commission fees and state Blue Sky qualification
fees, index management and administration fees, charges of
custodians, transfer and dividend disbursing agents' fees,
certain insurance premiums, industry association fees, outside
auditing and legal expenses, costs of maintaining corporate
existence, costs of independent pricing services, costs
attributable to investor services (including, without
limitation, telephone and personnel expenses), costs of
preparing, printing and distributing prospectuses and statements
of additional information for regulatory purposes and for
distribution to existing shareholders, costs of shareholders'
reports and corporate meetings, and any extraordinary expenses.
If in any fiscal year the aggregate expenses of the
Fund (including fees pursuant to this Agreement and the Fund's
Index Management Agreement, but excluding interest, taxes,
brokerage and, with the prior written consent of the necessary
state securities commissions, extraordinary expenses) exceed the
expense limitations of any state having jurisdiction over the
Fund, the Fund may deduct from the fees to be paid hereunder, or
Dreyfus will bear, to the extent required by state law, that
portion of such excess expense which bears the same relation to
the total of such excess as Dreyfus' fee hereunder bears to the
total fee otherwise payable for the fiscal year by the Fund
pursuant to this Agreement and the Index Management Agreement
between the Fund and the Adviser. Dreyfus' obligation pursuant
hereto is limited to the amount of its fees hereunder. 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 Fund understands that Dreyfus now acts and will
continue to act as administrator of various investment companies
and fiduciary or other managed accounts, and the Fund has no
objection to Dreyfus' so acting. In addition, it is understood
that the persons employed by Dreyfus to assist in the
performance of its duties hereunder will not devote their full
time to such service and nothing contained herein shall be
deemed to limit or restrict the right of Dreyfus or the right of
any affiliate of Dreyfus to engage in and devote time and
attention to other businesses or to render services of whatever
kind or nature.
Any person, even though also an officer, director,
partner, employee or agent of Dreyfus, who may be or become an
officer, director, employee or agent of the Fund, shall be
deemed, when rendering services to the Fund or acting on any
business of the Fund, to be rendering such services to or acting
solely for the Fund and not as an officer, director, partner,
employee, or agent or one under the control or direction of
Dreyfus even though paid by it.
This Agreement shall continue automatically for
successive annual periods ending on May 14th of each year,
provided such continuance is specifically approved at least
annually by (i) the Fund's Board of Directors or (ii) vote of a
majority (as defined in the Investment Company Act of 1940) of
the Fund's outstanding voting securities, provided that in
either event its continuance also is approved by a majority of
the Fund's Directors who are not "interested persons" (as
defined in said Act) of any party to this Agreement, by vote
cast in person at a meeting called for the purpose of voting on
such approval. This Agreement is terminable without penalty, on
60 days' notice, by the Fund's Board of Directors or by vote of
holders of a majority of the Fund's shares or, upon not less
than 90 days' notice, by Dreyfus. This Agreement also will
terminate automatically in the event of its assignment (as
defined in said Act).
If the foregoing is in accordance with your
understanding, will you kindly so indicate by signing and
returning to us the enclosed copy hereof.
Very truly yours,
PEOPLES INDEX FUND, INC.
By: /s/ Ruth Leibert
----------------
Assistant Secretary
Accepted:
THE DREYFUS CORPORATION
By: /s/ Mark Jacobs
---------------
Vice President
DISTRIBUTION AGREEMENT
PEOPLES INDEX FUND, INC.
144 Glenn Curtiss Boulevard
Uniondale, New York 11556-0144
August 24, 1994
Premier Mutual Fund Services, Inc.
One Exchange Place
Tenth Floor
Boston, Massachusetts 02109
Dear Sirs:
This is to confirm that, in consideration of the agree-
ments hereinafter contained, the above-named investment company
(the "Fund") has agreed that you shall be, for the period of
this agreement, the distributor of (a) shares of each Series of
the Fund set forth on Exhibit A hereto, as such Exhibit may be
revised from time to time (each, a "Series") or (b) if no Series
are set forth on such Exhibit, shares of the Fund. For purposes
of this agreement the term "Shares" shall mean the authorized
shares of the relevant Series, if any, and otherwise shall mean
the Fund's authorized shares.
1. Services as Distributor
1.1 You will act as agent for the distribution of
Shares covered by, and in accordance with, the registration
statement and prospectus then in effect under the Securities Act
of 1933, as amended, and will transmit promptly any orders
received by you for purchase or redemption of Shares to the
Transfer and Dividend Disbursing Agent for the Fund of which the
Fund has notified you in writing.
1.2 You agree to use your best efforts to solicit
orders for the sale of Shares. It is contemplated that you will
enter into sales or servicing agreements with securities
dealers, financial institutions and other industry
professionals, such as investment advisers, accountants and
estate planning firms, and in so doing you will act only on your
own behalf as principal.
1.3 You shall act as distributor of Shares in
compliance with all applicable laws, rules and regulations,
including, without limitation, all rules and regulations made or
adopted pursuant to the Investment Company Act of 1940, as
amended, by the Securities and Exchange Commission or any
securities association registered under the Securities Exchange
Act of 1934, as amended.
1.4 Whenever in their judgment such action is
warranted by market, economic or political conditions, or by
abnormal circumstances of any kind, the Fund's officers may
decline to accept any orders for, or make any sales of, any
Shares until such time as they deem it advisable to accept such
orders and to make such sales and the Fund shall advise you
promptly of such determination.
1.5 The Fund agrees to pay all costs and expenses in
connection with the registration of Shares under the Securities
Act of 1933, as amended, and all expenses in connection with
maintaining facilities for the issue and transfer of Shares and
for supplying information, prices and other data to be furnished
by the Fund hereunder, and all expenses in connection with the
preparation and printing of the Fund's prospectuses and
statements of additional information for regulatory purposes and
for distribution to shareholders; provided however, that nothing
contained herein shall be deemed to require the Fund to pay any
of the costs of advertising the sale of Shares.
1.6 The Fund agrees to execute any and all documents
and to furnish any and all information and otherwise to take all
actions which may be reasonably necessary in the discretion of
the Fund's officers in connection with the qualification of
Shares for sale in such states as you may designate to the Fund
and the Fund may approve, and the Fund agrees to pay all
expenses which may be incurred in connection with such
qualification. You shall pay all expenses connected with your
own qualification as a dealer under state or Federal laws and,
except as otherwise specifically provided in this agreement, all
other expenses incurred by you in connection with the sale of
Shares as contemplated in this agreement.
1.7 The Fund shall furnish you from time to time, for
use in connection with the sale of Shares, such information with
respect to the Fund or any relevant Series and the Shares as you
may reasonably request, all of which shall be signed by one or
more of the Fund's duly authorized officers; and the Fund
warrants that the statements contained in any such information,
when so signed by the Fund's officers, shall be true and
correct. The Fund also shall furnish you upon request with:
(a) semi-annual reports and annual audited reports of the Fund's
books and accounts made by independent public accountants
regularly retained by the Fund, (b) quarterly earnings
statements prepared by the Fund, (c) a monthly itemized list of
the securities in the Fund's or, if applicable, each Series'
portfolio, (d) monthly balance sheets as soon as practicable
after the end of each month, and (e) from time to time such
additional information regarding the Fund's financial condition
as you may reasonably request.
1.8 The Fund represents to you that all registration
statements and prospectuses filed by the Fund with the Securi-
ties and Exchange Commission under the Securities Act of 1933,
as amended, and under the Investment Company Act of 1940, as
amended, with respect to the Shares have been carefully prepared
in conformity with the requirements of said Acts and rules and
regulations of the Securities and Exchange Commission there-
under. As used in this agreement the terms "registration state-
ment" and "prospectus" shall mean any registration statement and
prospectus, including the statement of additional information
incorporated by reference therein, filed with the Securities and
Exchange Commission and any amendments and supplements thereto
which at any time shall have been filed with said Commission.
The Fund represents and warrants to you that any registration
statement and prospectus, when such registration statement
becomes effective, will contain all statements required to be
stated therein in conformity with said Acts and the rules and
regulations of said Commission; that all statements of fact
contained in any such registration statement and prospectus will
be true and correct when such registration statement becomes
effective; and that neither any registration statement nor any
prospectus when such registration statement becomes effective
will include an untrue statement of a material fact or omit to
state a material fact required to be stated therein or necessary
to make the statements therein not misleading. The Fund may but
shall not be obligated to propose from time to time such amend-
ment or amendments to any registration statement and such
supplement or supplements to any prospectus as, in the light of
future developments, may, in the opinion of the Fund's counsel,
be necessary or advisable. If the Fund shall not propose such
amendment or amendments and/or supplement or supplements within
fifteen days after receipt by the Fund of a written request from
you to do so, you may, at your option, terminate this agreement
or decline to make offers of the Fund's securities until such
amendments are made. The Fund shall not file any amendment to
any registration statement or supplement to any prospectus
without giving you reasonable notice thereof in advance;
provided, however, that nothing contained in this agreement
shall in any way limit the Fund's right to file at any time such
amendments to any registration statement and/or supplements to
any prospectus, of whatever character, as the Fund may deem
advisable, such right being in all respects absolute and
unconditional.
1.9 The Fund authorizes you to use any prospectus in
the form furnished to you from time to time, in connection with
the sale of Shares. The Fund agrees to indemnify, defend and
hold you, your several officers and directors, and any person
who controls you within the meaning of Section 15 of the Securi-
ties Act of 1933, as amended, free and harmless from and against
any and all claims, demands, liabilities and expenses (including
the cost of investigating or defending such claims, demands or
liabilities and any counsel fees incurred in connection there-
with) which you, your officers and directors, or any such con-
trolling person, may incur under the Securities Act of 1933, as
amended, or under common law or otherwise, arising out of or
based upon any untrue statement, or alleged untrue statement, of
a material fact contained in any registration statement or any
prospectus or arising out of or based upon any omission, or
alleged omission, to state a material fact required to be stated
in either any registration statement or any prospectus or
necessary to make the statements in either thereof not
misleading; provided, however, that the Fund's agreement to
indemnify you, your officers or directors, and any such control-
ling person shall not be deemed to cover any claims, demands,
liabilities or expenses arising out of any untrue statement or
alleged untrue statement or omission or alleged omission made in
any registration statement or prospectus in reliance upon and in
conformity with written information furnished to the Fund by you
specifically for use in the preparation thereof. The Fund's
agreement to indemnify you, your officers and directors, and any
such controlling person, as aforesaid, is expressly conditioned
upon the Fund's being notified of any action brought against
you, your officers or directors, or any such controlling person,
such notification to be given by letter or by telegram addressed
to the Fund at its address set forth above within ten days after
the summons or other first legal process shall have been served.
The failure so to notify the Fund of any such action shall not
relieve the Fund from any liability which the Fund may have to
the person against whom such action is brought by reason of any
such untrue, or alleged untrue, statement or omission, or
alleged omission, otherwise than on account of the Fund's
indemnity agreement contained in this paragraph 1.9. The Fund
will be entitled to assume the defense of any suit brought to
enforce any such claim, demand or liability, but, in such case,
such defense shall be conducted by counsel of good standing
chosen by the Fund and approved by you. In the event the Fund
elects to assume the defense of any such suit and retain counsel
of good standing approved by you, the defendant or defendants in
such suit shall bear the fees and expenses of any additional
counsel retained by any of them; but in case the Fund does not
elect to assume the defense of any such suit, or in case you do
not approve of counsel chosen by the Fund, the Fund will
reimburse you, your officers and directors, or the controlling
person or persons named as defendant or defendants in such suit,
for the fees and expenses of any counsel retained by you or
them. The Fund's indemnification agreement contained in this
paragraph 1.9 and the Fund's representations and warranties in
this agreement shall remain operative and in full force and
effect regardless of any investigation made by or on behalf of
you, your officers and directors, or any controlling person, and
shall survive the delivery of any Shares. This agreement of
indemnity will inure exclusively to your benefit, to the benefit
of your several officers and directors, and their respective
estates, and to the benefit of any controlling persons and their
successors. The Fund agrees promptly to notify you of the
commencement of any litigation or proceedings against the Fund
or any of its officers or Board members in connection with the
issue and sale of Shares.
1.10 You agree to indemnify, defend and hold the Fund,
its several officers and Board members, and any person who con-
trols the Fund within the meaning of Section 15 of the Securi-
ties Act of 1933, as amended, free and harmless from and against
any and all claims, demands, liabilities and expenses (including
the cost of investigating or defending such claims, demands or
liabilities and any counsel fees incurred in connection there-
with) which the Fund, its officers or Board members, or any such
controlling person, may incur under the Securities Act of 1933,
as amended, or under common law or otherwise, but only to the
extent that such liability or expense incurred by the Fund, its
officers or Board members, or such controlling person resulting
from such claims or demands, shall arise out of or be based upon
any untrue, or alleged untrue, statement of a material fact
contained in information furnished in writing by you to the Fund
specifically for use in the Fund's registration statement and
used in the answers to any of the items of the registration
statement or in the corresponding statements made in the pro-
spectus, or shall arise out of or be based upon any omission, or
alleged omission, to state a material fact in connection with
such information furnished in writing by you to the Fund and
required to be stated in such answers or necessary to make such
information not misleading. Your agreement to indemnify the
Fund, its officers and Board members, and any such controlling
person, as aforesaid, is expressly conditioned upon your being
notified of any action brought against the Fund, its officers or
Board members, or any such controlling person, such notification
to be given by letter or telegram addressed to you at your
address set forth above within ten days after the summons or
other first legal process shall have been served. You shall
have the right to control the defense of such action, with
counsel of your own choosing, satisfactory to the Fund, if such
action is based solely upon such alleged misstatement or
omission on your part, and in any other event the Fund, its
officers or Board members, or such controlling person shall each
have the right to participate in the defense or preparation of
the defense of any such action. The failure so to notify you of
any such action shall not relieve you from any liability which
you may have to the Fund, its officers or Board members, or to
such controlling person by reason of any such untrue, or alleged
untrue, statement or omission, or alleged omission, otherwise
than on account of your indemnity agreement contained in this
paragraph 1.10. This agreement of indemnity will inure
exclusively to the Fund's benefit, to the benefit of the Fund's
officers and Board members, and their respective estates, and to
the benefit of any controlling persons and their successors.
You agree promptly to notify the Fund of the commencement of any
litigation or proceedings against you or any of your officers or
directors in connection with the issue and sale of Shares.
1.11 No Shares shall be offered by either you or the
Fund under any of the provisions of this agreement and no orders
for the purchase or sale of such Shares hereunder shall be
accepted by the Fund if and so long as the effectiveness of the
registration statement then in effect or any necessary amend-
ments thereto shall be suspended under any of the provisions of
the Securities Act of 1933, as amended, or if and so long as a
current prospectus as required by Section 10 of said Act, as
amended, is not on file with the Securities and Exchange
Commission; provided, however, that nothing contained in this
paragraph 1.11 shall in any way restrict or have an application
to or bearing upon the Fund's obligation to repurchase any
Shares from any shareholder in accordance with the provisions of
the Fund's prospectus or charter documents.
1.12 The Fund agrees to advise you immediately in
writing:
(a) of any request by the Securities and Exchange
Commission for amendments to the registration statement
or prospectus then in effect or for additional
information;
(b) in the event of the issuance by the Securities
and Exchange Commission of any stop order suspending
the effectiveness of the registration statement or pro-
spectus then in effect or the initiation of any
proceeding for that purpose;
(c) of the happening of any event which makes
untrue any statement of a material fact made in the
registration statement or prospectus then in effect or
which requires the making of a change in such registra-
tion statement or prospectus in order to make the
statements therein not misleading; and
(d) of all actions of the Securities and
Exchange Commission with respect to any amendments to
any registration statement or prospectus which may from
time to time be filed with the Securities and Exchange
Commission.
2. Offering Price
Shares of any class of the Fund offered for sale by you
shall be offered for sale at a price per share (the "offering
price") approximately equal to (a) their net asset value
(determined in the manner set forth in the Fund's charter
documents) plus (b) a sales charge, if any and except to those
persons set forth in the then-current prospectus, which shall be
the percentage of the offering price of such Shares as set forth
in the Fund's then-current prospectus. The offering price, if
not an exact multiple of one cent, shall be adjusted to the
nearest cent. In addition, Shares of any class of the Fund
offered for sale by you may be subject to a contingent deferred
sales charge as set forth in the Fund's then-current prospectus.
You shall be entitled to receive any sales charge or contingent
deferred sales charge in respect of the Shares. Any payments to
dealers shall be governed by a separate agreement between you
and such dealer and the Fund's then-current prospectus.
3. Term
This agreement shall continue until the date (the
"Reapproval Date") set forth on Exhibit A hereto (and, if the
Fund has Series, a separate Reapproval Date shall be specified
on Exhibit A for each Series), and thereafter shall continue
automatically for successive annual periods ending on the day
(the "Reapproval Day") of each year set forth on Exhibit A
hereto, provided such continuance is specifically approved at
least annually by (i) the Fund's Board or (ii) vote of a
majority (as defined in the Investment Company Act of 1940) of
the Shares of the Fund or the relevant Series, as the case may
be, provided that in either event its continuance also is
approved by a majority of the Board members who are not
"interested persons" (as defined in said Act) of any party to
this agreement, by vote cast in person at a meeting called for
the purpose of voting on such approval. This agreement is
terminable without penalty, on 60 days' notice, by vote of
holders of a majority of the Fund's or, as to any relevant
Series, such Series' outstanding voting securities or by the
Fund's Board as to the Fund or the relevant Series, as the case
may be. This agreement is terminable by you, upon 270 days'
notice, effective on or after the fifth anniversary of the date
hereof. This agreement also will terminate automatically, as to
the Fund or relevant Series, as the case may be, in the event of
its assignment (as defined in said Act).
4. Exclusivity
So long as you act as the distributor of Shares, you
shall not perform any services for any entity other than
investment companies advised or administered by The Dreyfus
Corporation. The Fund acknowledges that the persons employed by
you to assist in the performance of your duties under this
agreement may not devote their full time to such service and
nothing contained in this agreement shall be deemed to limit or
restrict your or any of your affiliates right to engage in and
devote time and attention to other businesses or to render
services of whatever kind or nature.
Please confirm that the foregoing is in accordance with
your understanding and indicate your acceptance hereof by
signing below, whereupon it shall become a binding agreement
between us.
Very truly yours,
PEOPLES INDEX FUND, INC.
By: /s/ John E. Pelletier
---------------------
Secretary
Accepted:
PREMIER MUTUAL FUND SERVICES, INC.
By:/s/ Joseph F. Tower III
________________________
EXHIBIT A
Reapproval Date Reapproval Day
May 14, 1996 May 14th
PEOPLES INDEX FUND, INC.
SHAREHOLDER SERVICES PLAN
Introduction: It has been proposed that the above-
captioned investment company (the "Fund") adopt a Shareholder
Services Plan (the "Plan") under which the Fund would reimburse
Dreyfus Service Corporation ("DSC") for certain allocated
expenses of providing personal services and/or maintaining
shareholder accounts to (a) shareholders of each series of the
Fund or class of Fund shares set forth on Exhibit A hereto, as
such Exhibit may be revised from time to time, or (b) if no
series or classes are set forth on such Exhibit, shareholders of
the Fund. The Plan is not to be adopted pursuant to Rule 12b-1
under the Investment Company Act of 1940, as amended (the "Act"),
and the fee under the Plan is intended to be a "service fee" as
defined in Article III, Section 26 (a "Service Fee"), of the NASD
Rules of Fair Practice (the "NASD Rules").
The Fund's Board, in considering whether the Fund
should implement a written plan, has requested and evaluated such
information as it deemed necessary to an informed determination
as to whether a written plan should be implemented and has
considered such pertinent factors as it deemed necessary to form
the basis for a decision to use Fund assets for such purposes.
In voting to approve the implementation of such a plan,
the Board has concluded, in the exercise of its reasonable
business judgment and in light of applicable fiduciary duties,
that there is a reasonable likelihood that the plan set forth
below will benefit the Fund and its shareholders.
The Plan: The material aspects of this Plan are as
follows:
1. The Fund shall reimburse DSC an amount not to
exceed an annual rate of .25 of 1% of the value of the Fund's
average daily net assets for its allocated expenses of providing
personal services to shareholders and/or maintaining shareholder
accounts; provided that, at no time, shall the amount paid to DSC
under this Plan, together with amounts otherwise paid by the
Fund, or each series or class identified on Exhibit A, as a
Service Fee under the NASD Rules, exceed the maximum amount then
payable under the NASD Rules as a Service Fee. The amount of
such reimbursement shall be based on an expense allocation
methodology prepared by DSC annually and approved by the Fund's
Board or on any other basis from time to time deemed reasonable
by the Fund's Board.
2. For the purposes of determining the fees payable
under this Plan, the value of the net assets of the Fund or the
net assets attributable to each series or class of Fund shares
identified on Exhibit A, shall be computed in the manner
specified in the Fund's charter documents for the computation of
the value of the Fund's net assets.
3. The Board shall be provided, at least quarterly,
with a written report of all amounts expended pursuant to this
Plan. The report shall state the purpose for which the amounts
were expended.
4. This Plan will become effective immediately upon
approval by a majority of the Board members, including a majority
of the Board members who are not "interested persons" (as defined
in the Act) of the Fund and have no direct or indirect financial
interest in the operation of this Plan or in any agreements
entered into in connection with this Plan, pursuant to a vote
cast in person at a meeting called for the purpose of voting on
the approval of this Plan.
5. This Plan shall continue for a period of one year
from its effective date, unless earlier terminated in accordance
with its terms, and thereafter shall continue automatically for
successive annual periods, provided such continuance is approved
at least annually in the manner provided in paragraph 4 hereof.
6. This Plan may be amended at any time by the Board,
provided that any material amendments of the terms of this Plan
shall become effective only upon approval as provided in
paragraph 4 hereof.
7. This Plan is terminable without penalty at any
time by vote of a majority of the Board members who are not
"interested persons" (as defined in the Act) of the Fund and have
no direct or indirect financial interest in the operation of this
Plan or in any agreements entered into in connection with this
Plan.
Dated: August 11, 1993
As Revised: November 9, 1994
EXHIBIT A
CONSENT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors of
Peoples Index Fund, Inc.:
We consent to the inclusion in Post-Effective Amendment No. 7 to
the Registration Statement of Peoples Index Fund, Inc. on Form
N-1A (File No. 33-31809) of our report dated December 16, 1994,
on our audit of the financial statements and financial
highlights of the Fund, which report is included in the Annual
Report to Shareholders for year ended October 31, 1994.
COOPERS & LYBRAND L.L.P.
New York, New York
December 27, 1994
OTHER EXHIBIT (c)
PEOPLES INDEX FUND, INC.
Certificate of Assistant Secretary
The undersigned, Ruth D. Leibert, Assistant Secretary of Peoples
Index Fund, Inc. (the "Fund"), hereby certifies that set forth below is a
copy of the resolution adopted by the Fund's Board of Directors authorizing
the signing by Frederick C. Dey, Eric B. Fischman, Ruth D. Leibert and John
Pelletier on behalf of the proper officers of the Fund pursuant to a power
of attorney.
RESOLVED, that the Registration Statement and any and
all amendments and supplements thereto, may be signed by any one of
Frederick C. Dey, Eric B. Fischman, Ruth D. Leibert and John Pelletier as
the attorney-in-fact for the proper officers of the Fund, with full power of
substitution and resubstitution; and that the appointment of each of such
persons as such attorney-in-fact hereby is authorized and approved; and that
such attorneys-in-fact, and each of them, shall have full power and
authority to do and perform each and every act and thing requisite and
necessary to be done in connection with such Registration Statement and any
and all amendments and supplements thereto, as fully to all intents and
purposes as the officer, for whom he or she is acting as attorney-in-fact,
might or could do in person.
IN WITNESS WHEREOF, I have hereunto signed my name and affixed the
Seal of the Fund on December 15, 1994.
/s/ Ruth D. Leibert
_________________________________
Ruth D. Leibert
Assistant Secretary
(SEAL)
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000857114
<NAME> PEOPLES INDEX FUND, INC.
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> OCT-31-1994
<PERIOD-END> OCT-31-1994
<INVESTMENTS-AT-COST> 222571
<INVESTMENTS-AT-VALUE> 246358
<RECEIVABLES> 498
<ASSETS-OTHER> 44
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 246900
<PAYABLE-FOR-SECURITIES> 1134
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 564
<TOTAL-LIABILITIES> 245202
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 199783
<SHARES-COMMON-STOCK> 14938
<SHARES-COMMON-PRIOR> 16672
<ACCUMULATED-NII-CURRENT> 4834
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 16744
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 23841
<NET-ASSETS> 245202
<DIVIDEND-INCOME> 7488
<INTEREST-INCOME> 389
<OTHER-INCOME> 0
<EXPENSES-NET> 1677
<NET-INVESTMENT-INCOME> 6200
<REALIZED-GAINS-CURRENT> 18712
<APPREC-INCREASE-CURRENT> (18292)
<NET-CHANGE-FROM-OPS> 6620
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 5373
<DISTRIBUTIONS-OF-GAINS> 11440
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 9481
<NUMBER-OF-SHARES-REDEEMED> (12068)
<SHARES-REINVESTED> 853
<NET-CHANGE-IN-ASSETS> (36201)
<ACCUMULATED-NII-PRIOR> 4007
<ACCUMULATED-GAINS-PRIOR> 9473
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 274
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 1768
<AVERAGE-NET-ASSETS> 272507
<PER-SHARE-NAV-BEGIN> 16.88
<PER-SHARE-NII> .39
<PER-SHARE-GAIN-APPREC> .11
<PER-SHARE-DIVIDEND> (.31)
<PER-SHARE-DISTRIBUTIONS> (.66)
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 16.41
<EXPENSE-RATIO> .006
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
</TABLE>
OTHER EXHIBIT (a)
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Frederick C. Dey, Eric B.
Fischman, Ruth D. Leibert and John E. Pelletier and each of them, with full
power to act without the other, his or her true and lawful attorney-in-fact and
agent, with full power of substitution and resubstitution, for him or her and in
his or her name, place and stead, in any and all capacities (until revoked in
writing) to sign any and all amendments to the Registration Statement for each
Fund listed on Schedule A attached hereto (including post-effective amendments
and amendments thereto), and th file the same, with all exhibits thereto, and
other documents in connection therewith, with the Securities and Exchange
Commission, granting unto said attorneys-in-fact and agents, and each of the,
full power and authority to do and perform each and every act and thing
ratifying and confirming all that said attorneys-in-fact and agents or any of
them, or their or his or her substitute or substitutes, may lawfully do or cause
to be done by virtue hereof.
/s/ David P. Feldman
_________________________________
David P. Feldman, Board Member
/s/ Jack R. Meyer
_________________________________
Jack R. Meyer, Board Member
/s/ Jan J. Sagett
_________________________________
Jan J. Sagett*, Board Member
/s/ John Szarkowski
_________________________________
John Szarkowski, Board Member
/s/ Anne Wexler
_________________________________
Anne Wexler, Board Member
*Dreyfus Edison Electric Index Fund, Inc. only
Dated: August 29, 1994
SCHEDULE A
Dreyfus Edison Electric Index Fund, Inc.
Dreyfus-Wilshire Target Funds, Inc.
Dreyfus Stock Index Fund
Peoples Index Fund, Inc.
Peoples S&P MidCap Index Fund, Inc.
OTHER EXHIBIT (b)
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Frederick C. Dey, Eric B.
Fischman, Ruth D. Leibert and John E. Pelletier and each of them, with full
power to act without the other, her true and lawful attorney-in-fact and agent,
with full power of substitution and resubstitution, for her and in her name,
place and stead, in any and all capacities (until revoked in writing) to sign
any and all amendments to the Registration Statement for Peoples Index Fund,
Inc. (including post-effective amendments and amendments thereto), and to file
the same, with all exhibits thereto, and other documents in connection
therewith, with the Securities and Exchange Commission, granting unto said
attorneys-in-fact and agents, and each of them, full power and authority to do
and perform each and every act and thing ratifying and confirming all that said
attorneys-in-fact and agents or any of them, or their or his or her substitute
or substitutes, may lawfully do or cause to be done by virtue hereto.
/s/ Marie E. Connolly
________________________________ October 5, 1994
Marie E. Connolly, President
