<PAGE>
Dreyfus
Municipal Cash
Management Plus
Annual Report
December 31, 1996
<PAGE>
Dreyfus Municipal Cash Management Plus
- -------------------------------------------------------------------------------
Letter to Shareholders
Dear Shareholder:
We are pleased to provide you with this report on Dreyfus Municipal Cash
Management Plus. For its annual reporting period ended December 31, 1996, your
Fund produced an annualized yield of 3.13% per share for its Investor Shares,
and 3.37% for Institutional Shares. Since their inception on November 21, 1996,
the Fund's Administrative shares and Participant Shares produced annualized
yields of 3.39% and 3.09%, respectively. Income dividends of approximately $.031
per share were paid during the period for Investor Shares and $.034 for
Institutional Shares. Income dividends for Administrative Shares and Participant
Shares were approximately $.004 and $.003, respectively. Reinvesting these
dividends and calculating the effect of compounding resulted in annualized
effective yields of 3.18% and 3.43% for Investor Shares and Institutional
Shares, respectively. Administrative Shares and Participant Shares were 3.44%
and 3.13%, respectively.* These dividends were exempt from Federal personal
income taxes, although some income may be subject to the Federal Alternative
Minimum Tax (AMT) for certain shareholders.
THE ECONOMY
For the most part, incoming data in recent months have continued to
showcase a comfortably moderate pace of economic activity. While final figures
are not yet in, statistics point to a relatively modest 3% growth in the Gross
Domestic Product (GDP) during the fourth quarter. However, December's soaring
consumer confidence level and the announcement of stronger-than-expected
November new home sales caused some analysts to predict accelerated economic
growth in early 1997. Thus far, the GDP growth rate has provided a relatively
neutral interest rate outlook. Apart from increases in food and energy prices
over the past year, inflation has remained low--under 3%--and core indices of
consumer and producer inflation have shown no signs of rising.
Indeed, the Federal Reserve Board's Open Market Committee left short-term
interest rates alone at its November, 1996 meeting, and is not scheduled to meet
again until February, 1997. However, words of caution from Fed Chairman Alan
Greenspan during December led to market talk of a possible tightening. The
result was slightly higher rates on six-month to one-year money market
securities, as investors began to see the possibility of even higher rates
ahead.
MARKET ENVIRONMENT/PORTFOLIO
There are times in the municipal money market when the execution of
portfolio strategy is hindered to some degree by a lack of available supply.
Often, the attempt to extend a Fund's average maturity could be thwarted by a
dearth of high quality, short-term investments. These supply conditions can
change substantially and often during the course of one calendar year. One
example of a seasonal period of available supply is during the summer months
when many issuers enter the municipal note market to meet their short term
financing needs. This year, the increased supply coincided well with our efforts
to increase your Fund's average maturity in anticipation of a decline in note
yields.
<PAGE>
While there were other times during the period when the lack of note supply
affected our strategy, we were able to lock in some attractive rates in the
six-month to one-year range. We expect that this extension potentially should
benefit your Fund's performance in early 1997 as yields on much shorter
instruments drop significantly in the first few days of the year. We will
continue to monitor the market to adjust our strategy to any unexpected changes
as we seek out high quality issues that provide an appropriate balance between
both income and liquidity.
Very truly yours,
Richard J. Moynihan
Director, Municipal Portfolio Management
The Dreyfus Corporation
January 15, 1997
New York, N.Y.
*Annualized effective yield is based upon dividends declared daily and
reinvested monthly.
<PAGE>
Dreyfus Municipal Cash Management Plus
- ----------------------------------------------------------------------------
Statement of Investments December 31, 1996
<TABLE>
<CAPTION>
Principal
Tax Exempt Investments--100.0% Amount Value
- ---------------------------------------------------------------------------- ---------- -----------
<S> <C> <C>
California--21.7%
California Higher Education Loan Authority Inc., Student Loan Revenue:
3.75%, Series C, 6/1/97 (LOC; Student Loan Marketing Association) (a)..... $ 5,500,000 $ 5,500,000
VRDN 4.25%, Series C (LOC; Student Loan Marketing Association) (a,b)...... 9,000,000 9,000,000
California School Cash Reserves Program Authority
4.75, Series A, 7/2/97 (Insured; MBIA).................................... 5,000,000 5,021,600
State of California, RAN 4.50, Series A, 6/30/97............................. 6,450,000 6,489,990
Irvine Ranch Water District, Utility and Sewer Revenue, VRDN
4.85% (LOC; Bank of America) (a,b)........................................ 7,700,000 7,700,000
Los Angeles County, TRAN 4.50%, Series A, 6/30/97 (LOC: Bank of America,
Credit Suisse, Morgan Guaranty Trust Co., Union Bank of Switzerland and
Westdeutsche Landesbank) (a) 12,000,000 12,030,674
Colorado--2.1%
Colorado Student Obligation Bond Authority, Student Loan Revenue, VRDN
4.10%, Series A (LOC; Student Loan Marketing Association) (a,b)........... 4,400,000 4,400,000
Florida--2.5%
Pinellas County Housing Finance Authority, SFMR (Multi County Program)
3.40%, Series B, 3/1/97 (Insured; FGIC)................................... 5,250,000 5,250,000
Hawaii--3.2%
Honolulu City and County, MFHR, VRDN (HaleKua Gardens Project)
4.25%, Series A (LOC; Bank of Tokyo-Mitsubishi) (a,b)..................... 6,704,000 6,704,000
Illinois--1.0%
West Chicago, IDR, VRDN (Acme Printing Ink Project)
4.625% (LOC; Bank of Tokyo-Mitsubishi) (a,b).............................. 2,000,000 2,000,000
Indiana--4.0%
Indiana Bond Bank Reassessment Assistant Program:
4.125%, Series A, 1/30/97................................................. 4,000,000 4,001,150
4.50%, Series B, 1/30/97.................................................. 4,410,000 4,412,042
Kentucky--4.5%
Boone County, IDR, VRDN (Curtain Matheson Scientific Project)
4.35% (LOC; Toronto-Dominion Bank) (a,b).................................. 1,500,000 1,500,000
Daviess County, Solid Waste Disposal Facility Revenue, VRDN
(Scott Paper Co. Project) 4.35%, Series B (LOC; Kimberly-Clark Corp.) (a,b) 8,000,000 8,000,000
Louisiana--4.3%
New Orleans Aviation Board, Revenue, VRDN (Passenger Facility Charge Projects)
4.40% (LOC: Banque Paribas and Canadian Imperial Bank of Commerce) (a,b).. 9,000,000 9,000,000
Massachusetts--1.4%
State of Massachusetts 4.25%, Series A, 6/10/97.............................. 3,000,000 3,004,416
Michigan--9.6%
Jackson County, Industrial Sewage Facility Revenue, VRDN (Chevron USA Inc. Project)
4.35% (LOC; Chevron USA Inc.) (a,b)....................................... 4,900,000 4,900,000
Michigan Higher Education Student Loan Authority, Revenue, VRDN
4.10%, Series XII-F (Insured; AMBAC and LOC; Krediet Bank) (a,b).......... 2,000,000 2,000,000
<PAGE>
Dreyfus Municipal Cash Management Plus
- ----------------------------------------------------------------------------
Statement of Investments (continued) December 31, 1996
Principal
Tax Exempt Investments (continued) Amount Value
- ---------------------------------------------------------------------------- ---------- -----------
Michigan (continued)
Michigan Building Authority, Revenue, CP
3.50%, Series 1, 5/1/97 (LOC; Canadian Imperial Bank of Commerce) (a)..... $ 7,295,000 $ 7,295,000
Michigan Underground Storage, CP
3.60%, 2/5/97 (LOC; Canadian Imperial Bank of Commerce) (a)............... 6,000,000 6,000,000
Missouri--6.6%
Mexico Industrial Development Authority, Industrial Revenue, VRDN
(Optec DD USA Inc. Project) 4.375% (LOC; Industrial Bank of Japan) (a,b).. 1,000,000 1,000,000
Missouri Environmental Improvement and Energy Resource Authority, PCR
(Union Electric Co.) 3.65%, Series A, 6/1/97 (LOC; Swiss Bank Corp.) (a).. 6,500,000 6,500,000
Missouri Higher Education Loan Authority, Student Loan Revenue, Refunding, VRDN
4.30%, Series B (Insured; MBIA and LOC; State Street Bank) (a,b).......... 6,500,000 6,500,000
Nevada--4.7%
Clark County, IDR, Refunding, VRDN (Nevada Power Co. Project)
4.25%, Series B (LOC; Societe Generale) (a,b)............................. 10,000,000 10,000,000
New Jersey--.9%
Burlington County, BAN 4.25%, 4/24/97........................................ 2,000,000 2,003,582
New York--5.7%
New York City, RAN
4.50%, Series B, 6/30/97 (LOC: Bank of Nova Scotia,
Canadian Imperial Bank of Commerce and Commerz Bank) (a).................. 5,000,000 5,031,850
State of New York, CP 3.50%, 3/5/97 (LOC; Westdeutsche Landesbank) (a)....... 7,000,000 7,000,000
North Carolina--2.9%
Craven County Industrial Facilities and Pollution Control Financing Authority, VRDN
(Craven Wood Energy) 4.35%, Series B (LOC; ABN-Amro Bank) (a,b)........... 6,140,000 6,140,000
Ohio--7.0%
Greene County, BAN 3.88%, 6/4/97............................................. 5,000,000 5,003,249
Ohio Housing Finance Agency, Mortgage Revenue 3.40%, Series A-3, 3/3/97...... 5,000,000 5,000,000
Piqua, IDR, VRDN (Berwick Steel Co. Project) 4.25%, (LOC; Sanwa Bank) (a,b).. 4,800,000 4,800,000
Pennsylvania--3.8%
Emmaus General Authority, Revenue, VRDN
5% (Liquidity Facility; Credit Suisse and LOC; FSA) (a,b)................. 8,000,000 8,000,000
Rhode Island--2.2%
Rhode Island Housing and Mortgage Finance Corporation (Homeownership)
3.55%, Series 19D, 1/30/97 (LOC; Societe Generale) (a).................... 4,600,000 4,600,000
Texas--3.8%
Greater East Texas Higher Education Authority Inc., Student Loan Revenue
4.15%, Series B (LOC; Student Loan Marketing Association) (a,b)........... 3,000,000 3,000,000
State of Texas, TRAN 4.75%, 8/29/97.......................................... 5,000,000 5,025,286
Vermont--2.0%
Vermont Industrial Development Authority, IDR, VRDN (Ryegate Project)
4.05% (LOC; ABN-Amro Bank) (a,b).......................................... 4,300,000 4,300,000
<PAGE>
Dreyfus Municipal Cash Management Plus
- ----------------------------------------------------------------------------
Statement of Investments (continued) December 31, 1996
Principal
Tax Exempt Investments (continued) Amount Value
- ---------------------------------------------------------------------------- ---------- -----------
Virginia--2.5%
Charles City and County Industrial Development Authority, Exempt Facility Revenue
VRDN (Chambers Development Inc., Project)
4.35%, (LOC; North Carolina National Bank) (a,b).......................... $ 3,700,000 $ 3,700,000
Chesapeake Industrial Development Authority, IDR, VRDN (Sumitomo Mach Co.)
4.375% (LOC; Sumitomo Bank) (a,b)......................................... 1,500,000 1,500,000
West Virginia--3.6%
Marion County Commission, Solid Waste Disposal Facility Revenue, VRDN
(Granttown Project) 4.25%, Series B (LOC; National Westminster Bank) (a,b) 7,700,000 7,700,000
------------
TOTAL INVESTMENTS (cost $211,012,839)........................................ $211,012,839
============
</TABLE>
Summary of Abbreviations
- ----------------------------------------------------------------------------
<TABLE>
<S> <C> <C> <C>
AMBAC American Municipal Bond Assurance Corporation MBIA Municipal Bond Investors Assurance
BAN Bond Anticipation Notes Insurance Corporation
CP Commercial Paper MFHR Multi-Family Housing Revenue
FGIC Federal Guaranty Insurance Company PCR Pollution Control Revenue
FSA Financial Security Assurance RAN Revenue Anticipation Notes
IDR Industrial Development Revenue SFMR Single Family Mortgage Revenue
LOC Letter of Credit TRAN Tax Revenue Notes
VRDN Variable Rate Demand Notes
</TABLE>
Summary of Combined Ratings (Unaudited)
- --------------------------------------------------------------------
<TABLE>
<S> <C> <C> <C> <C> <C>
Fitch (c) or Moody's or Standard & Poor's Percentage of Value
- ------ -------- ---------------- ------------------
F1+/F1 VMIG1/MIG1, P1 (d) SP1+/SP1, A1+/A1 (d) 96.7%
Not Rated (e) Not Rated (e) Not Rated (e) 3.3
-------
100.0%
=======
<FN>
Notes to Statement of Investments:
- --------------------------------------------------------------------------------
(a) Secured by letters of credit. At December 31, 1996, 82.2% of the Fund's net
assets are backed by letters of credit issued by domestic banks, foreign
banks, corporations and government agencies, of which Canadian Imperial
Bank of Commerce and Student Loan Marketing Association provided letters
of credit to 10.1% and 10.9% of the Fund's net assets, respectively.
(b) Securities payable on demand. The interest rate, which is subject to
change, is based upon bank prime rates or an index of market interest
rates.
(c) Fitch currently provides creditworthiness information for a limited
number of investments.
(d) P1 and A1 are the highest ratings assigned tax-exempt commercial
paper by Moody's and Standard & Poor's, respectively.
(e) Securities which, while not rated by Fitch, Moody's and Standard & Poor's
have been determined by the Fund's Board of Trustees to be of
comparable quality to those rated securities in which the Fund
may invest.
</TABLE>
See notes to financial statements.
<PAGE>
Dreyfus Municipal Cash Management Plus
- --------------------------------------------------------
Statement of Assets and Liabilities December 31, 1996
<TABLE>
<CAPTION>
Cost Value
------------ -------------
<S> <C> <C> <C>
ASSETS: Investments in securities--See Statement of Investments $211,012,839 $211,012,839
Cash............................................. 504,479
Interest receivable.............................. 1,961,980
-------------
213,479,298
-------------
LIABILITIES: Due to The Dreyfus Corporation and affiliates.... 33,346
Due to Distributor............................... 11,127
Payable for investment securities purchased...... 11,693,621
-------------
11,738,094
-------------
NET ASSETS..................................................................... $201,741,204
=============
REPRESENTED BY: Paid-in capital.................................. $201,904,290
Accumulated net realized gain (loss) on investments (163,086)
-------------
NET ASSETS..................................................................... $201,741,204
=============
</TABLE>
NET ASSET VALUE PER SHARE
- ------------------------------------------------------------------------------
<TABLE>
<CAPTION>
Institutional Investor Administrative Participant
shares shares shares shares
------------ ----------- ------------ ---------
<S> <C> <C> <C> <C>
Net Assets..................................... $155,912,998 $45,828,006 $100 $100
Shares Outstanding............................. 156,072,799 45,831,291 100 100
NET ASSET VALUE PER SHARE...................... $1.00 $1.00 $1.00 $1.00
===== ===== ===== =====
</TABLE>
See notes to financial statements.
<PAGE>
Dreyfus Municipal Cash Management Plus
- -------------------------------------------------------------------------
Statement of Operations Year Ended December 31, 1996
<TABLE>
INVESTMENT INCOME
<S> <C> <C> <C>
INCOME Interest Income.................................. $8,236,541
EXPENSES: Management fee--Note 2(a)......................... $459,763
Distribution fees--Note 2(b)...................... 115,500
---------
Total Expenses.............................. 575,263
-----------
INVESTMENT INCOME--NET.......................................................... 7,661,278
NET REALIZED GAIN (LOSS) ON INVESTMENTS--Note 1(b)............................. (6,563)
-----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS.......................... $7,654,715
===========
</TABLE>
See notes to financial statements.
<PAGE>
Dreyfus Municipal Cash Management Plus
- ---------------------------------------------------------------------
Statement of Changes in Net Assets
<TABLE>
<CAPTION>
Year Ended Year Ended
December 31, 1996 December 31, 1995
----------------- -----------------
<S> <C> <C>
OPERATIONS:
Investment income--net................................................... $ 7,661,278 $ 8,688,727
Net realized gain (loss) on investments.................................. (6,563) (12,665)
---------------- ----------------
Net Increase (Decrease) in Net Assets Resulting from Operations...... 7,654,715 8,676,062
---------------- ----------------
DIVIDENDS TO SHAREHOLDERS FROM:
Investment income--net:
Institutional shares................................................... (6,211,606) (8,341,265)
Investor shares........................................................ (1,449,672) (347,462)
---------------- ----------------
Total Dividends...................................................... (7,661,278) (8,688,727)
---------------- ----------------
BENEFICIAL INTEREST TRANSACTIONS:
Net proceeds from shares sold:
Institutional shares................................................... 1,844,365,196 2,507,919,735
Administrative shares.................................................. 100 --
Investor shares........................................................ 525,650,851 178,387,472
Participant shares..................................................... 100 --
Dividends reinvested:
Institutional shares................................................... 5,716,634 7,895,480
Investor shares........................................................ 1,317,464 318,497
Cost of shares redeemed:
Institutional shares................................................... (1,888,251,730) (2,514,424,708)
Investor shares........................................................ (503,956,089) (157,298,474)
---------------- ----------------
Increase (Decrease) in Net Assets from Beneficial Interest Transactions (15,157,474) 22,798,002
---------------- ----------------
Total Increase (Decrease) in Net Assets............................ (15,164,037) 22,785,337
NET ASSETS:
Beginning of Period...................................................... 216,905,241 194,119,904
---------------- ----------------
End of Period............................................................ $ 201,741,204 $ 216,905,241
================ ================
</TABLE>
See notes to financial statements.
<PAGE>
Dreyfus Municipal Cash Management Plus
- ------------------------------------------------------------------------------
Financial Highlights
Contained below is per share operating performance data for a share of
Beneficial Interest outstanding, total investment return, ratios to average net
assets and other supplemental data for each period indicated. This information
has been derived from the Fund's financial statements.
<TABLE>
<CAPTION>
Institutional Shares Administrative Shares
------------------------------------------------- ---------------------
Year Ended December 31, Period Ended
------------------------------------------------- December 31,
<S> <C> <C> <C> <C> <C> <C>
PER SHARE DATA: 1996(1) 1995 1994 1993 1992 1996(2)
------- ------- ------- ------- ------- -------
Net asset value, beginning of period $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
------- ------- ------- ------- ------- -------
Investment Operations:
Investment income--net............... .034 .038 .027 .024 .031 .004
------- ------- ------- ------- ------- -------
Distributions:
Dividends from investment income--net (.034) (.038) (.027) (.024) (.031) (.004)
------- ------- ------- ------- ------- -------
Net asset value, end of period...... $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
------- ------- ------- ------- ------- -------
------- ------- ------- ------- ------- -------
TOTAL INVESTMENT RETURN................ 3.43% 3.85% 2.76% 2.44% 3.16% 3.38%(3)
RATIOS/SUPPLEMENTAL DATA:
Ratio of expenses to average net assets .20% .20% .20% .20% .20% .30%(3)
Ratio of net investment income
to average net assets............ 3.38% 3.78% 2.62% 2.40% 3.04% 3.73%(3)
Decrease reflected in above expense ratios
due to undertakings by the Manager -- -- -- .07% .10% --
Net Assets, end of period
(000's Omitted).................. $155,913 $194,088 $192,710 $364,583 $259,416 --
<FN>
- ----------------------------
(1) Effective November 20, 1996, Class A shares were redesignated Institutional
Shares.
(2) From November 21, 1996 (commencement of initial offering) to
December 31, 1996.
(3) Annualized.
</TABLE>
See notes to financial statements.
<PAGE>
Dreyfus Municipal Cash Management Plus
- -----------------------------------------------------------------------------
Financial Highlights (continued)
Contained below is per share operating performance data for a share of
Beneficial Interest outstanding, total investment return, ratios to average net
assets and other supplemental data for each period indicated. This information
has been derived from in the Fund's financial statements.
<TABLE>
<CAPTION>
Investor Shares Participant Shares
------------------------------------------- ------------------
Year Ended December 31, Period Ended
------------------------------------------- December 31,
<S> <C> <C> <C> <C> <C>
PER SHARE DATA: 1996(1) 1995 1994 1993(2) 1996(3)
-------- -------- -------- -------- --------
Net asset value, beginning of period.. $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
-------- -------- -------- -------- --------
Investment Operations:
Investment income--net................. .031 .035 .025 .005 .004
-------- -------- -------- -------- --------
Distributions:
Dividends from investment income--net.. (.031) (.035) (.025) (.005) (.004)
-------- -------- -------- -------- --------
Net asset value, end of period........ $ 1.00 $ 1.00 $ 1.00 $ 1.00 $ 1.00
======== ======== ======== ======== ========
TOTAL INVESTMENT RETURN.................. 3.18% 3.60% 2.51% 2.12%(4) 3.12%(4)
RATIOS/SUPPLEMENTAL DATA:
Ratio of expenses to average net assets .45% .45% .45% .45%(4) .60%(4)
Ratio of net investment income
to average net assets.............. 3.14% 3.51% 2.43% 2.14%(4) 3.55%(4)
Net Assets, end of period (000's Omitted) $45,828 $22,817 $1,410 $1 --
<FN>
- -----------------
(1) Effective November 20, 1996, Class B shares were redesignated Investor
Shares.
(2) From September 30, 1993 (commencement of initial offering) to
December 31, 1993.
(3) From November 21, 1996 (commencement of initial offering) to
December 31, 1996.
(4) Annualized.
</TABLE>
See notes to financial statements.
<PAGE>
Dreyfus Municipal Cash Management Plus
- --------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS
NOTE 1--Significant Accounting Policies:
Dreyfus Municipal Cash Management Plus (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a diversified open-end management
investment company. The Fund's investment objective is to provide investors with
as high a level of current income exempt from Federal income tax as is
consistent with the preservation of capital and the maintenance of liquidity.
The Dreyfus Corporation ("Manager") serves as the Fund's investment adviser. The
Manager is a direct subsidiary of Mellon Bank, N.A.
Premier Mutual Fund Services, Inc. (the "Distributor") acts as the
distributor of the Fund's shares, which are sold without a sales load. The Fund
is authorized to issue an unlimited number of $.001 par value shares in the
following classes of shares: Institutional Shares, Administrative Shares,
Investor Shares and Participant Shares. Effective November 20, 1996, Class A
shares were redesignated as Institutional Shares and Class B shares were
redesignated as Investor Shares. Administrative Shares, Investor Shares and
Participant Shares are subject to a Service Plan adopted pursuant to Rule 12b-1
under the Act. Other differences between the Classes include the services
offered to and the expenses borne by each Class, and certain voting rights.
It is the Fund's policy to maintain a continuous net asset value per share of
$1.00; the Fund has adopted certain investment, portfolio valuation and dividend
and distribution policies to enable it to do so. There is no assurance, however,
that the Fund will be able to maintain a stable net asset value per share of
$1.00.
The Fund's financial statements are prepared in accordance with generally
accepted accounting principles which may require the use of management estimates
and assumptions. Actual results could differ from those estimates.
Subsequent to year end the Fund changed its year end to January 31.
(a) Portfolio valuation: Investments are valued at amortized cost, which has
been determined by the Fund's Board of Trustees to represent the fair value of
the Fund's investments.
(b) Securities transactions and investment income: Securities transactions
are recorded on a trade date basis. Interest income, adjusted for amortization
of premiums and original issue discounts on investments, is earned from
settlement date and recognized on the accrual basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis.
Cost of investments represents amortized cost.
(c) Dividends to shareholders: It is the policy of the Fund to declare
dividends daily from investment income-net. Such dividends are paid monthly.
Dividends from net realized capital gain, if any, 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 carryover, it is
the policy of the Fund not to distribute such gain.
(d) Federal income taxes: It is the policy of the Fund to continue to qualify
as a regulated investment company, which can distribute tax exempt dividends, by
complying with the applicable provisions of the Internal Revenue Code, and to
make distributions of income and net realized capital gain sufficient to relieve
it from substantially all Federal income and excise taxes.
The Fund has an unused capital loss carryover of approximately $163,000
available for Federal income tax purposes to be applied against future net
securities profits, if any, realized subsequent to December 31, 1996. If not
applied, $144,000 of the carryover expires in fiscal 2002, $13,000 of the
carryover expires in fiscal 2003 and $6,000 of the carryover expires in fiscal
2004.
<PAGE>
Dreyfus Municipal Cash Management Plus
- --------------------------------------------------------------------------
NOTES TO FINANCIAL STATEMENTS (continued)
At December 31, 1996, 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).
NOTE 2--Management Fee and Other Transactions With Affiliates:
(a) Pursuant to a management agreement ("Agreement") with the Manager, the
management fee is computed at the annual rate of .20 of 1% of the value of the
Fund's average daily net assets and is payable monthly.
Unless the Manager gives the Fund's investors 90 days notice to the contrary,
the Manager and not the Fund, will be liable for Fund expenses (exclusive of
taxes, brokerage, interest on borrowings and, with the prior written consent of
the necessary state securities commission, extraordinary expenses) other than
the following expenses, which will be borne by the Fund: the management fee,
and, with the respect to the Fund's Administrative Shares, Investor Shares and
Participant Shares, Rule 12b-1 Service Plan expenses.
(b) Under the Fund's Service Plan in effect with respect to the Fund's
Administrative Shares, Investor Shares and Participant Shares (the "Plan")
adopted pursuant to Rule 12b-1 under the Act, the Fund (a) reimburses the
Distributor for distributing such share classes of the Fund and (b) pays the
Manager and Dreyfus Service Corporation, a wholly-owned subsidiary of the
Manager and their affiliates (collectively, "Dreyfus") for advertising and
marketing relating to such share classes of the Fund and for providing certain
services relating to shareholder accounts in such share classes, such as
answering shareholder inquiries regarding the Fund and providing reports and
other information, and services related to the maintenance of shareholder
accounts ("Servicing"), at an aggregate annual rate of .10, .25 and .40 of 1% of
the value of the average daily net assets of Administrative Shares, Investor
Shares and Participant Shares, respectively. Both the Distributor and Dreyfus
may pay one or more Service Agents (a securities dealer, financial institution
or other industry professional) a fee in respect of the shares owned by
shareholders with whom the Service Agent has a Servicing relationship or for
whom the Service Agent is the dealer or holder of record. Both the Distributor
and Dreyfus determine the amounts, if any, to be paid to the Service Agents
under the Plan and the basis on which such payments are made. The fees payable
under the Plan are payable without regard to actual expenses incurred. During
the period ended December 31, 1996, $115,500 was charged to the Fund pursuant to
the Plan with respect to the Fund's Investor Shares. No amounts were charged to
the Fund with respect to Administrative Shares and Participant Shares for such
fiscal year.
(c) Each trustee who is not an "affiliated person" as defined in the Act
receives an annual fee of $3,000 and an attendance fee of $500 per meeting.
<PAGE>
Dreyfus Municipal Cash Management Plus
- --------------------------------------------------------------------------------
Report of Ernst & Young LLP, Independent Auditors
Shareholders and Board of Trustees
Dreyfus Municipal Cash Management Plus
We have audited the accompanying statement of assets and liabilities of
Dreyfus Municipal Cash Management Plus, including the statement of investments,
as of December 31, 1996, and the related statement of operations for the year
then ended, the statement of changes in net assets for each of the two years in
the period then ended, and financial highlights for each of the years indicated
therein. These financial statements and financial highlights are the
responsibility of the Fund's management. Our responsibility is to express an
opinion on these financial statements and financial highlights based on our
audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
December 31, 1996 by correspondence with the custodian. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of
Dreyfus Municipal Cash Management Plus at December 31, 1996, the results of its
operations for the year then ended, the changes in its net assets for each of
the two years in the period then ended, and the financial highlights for each of
the indicated years, in conformity with generally accepted accounting
principles.
Ernst & Young LLP
New York, New York
January 31, 1997
Important Tax Information (Unaudited)
In accordance with Federal tax law, the Fund hereby designates all the
dividends paid from investment income--net during the fiscal year ended December
31, 1996 as "exempt-interest dividends" (not generally subject to regular
Federal income tax).
<PAGE>
Dreyfus Municipal Cash
Management Plus
200 Park Avenue
New York, NY 10166
Manager
The Dreyfus Corporation
200 Park Avenue
New York, NY 10166
Custodian
The Bank of New York
90 Washington Street
New York, NY 10286
Transfer Agent &
Dividend Disbursing Agent
Dreyfus Transfer, Inc.
P.O. Box 9671
Providence, RI 02940
Printed in U.S.A. 132/676AR9612
