File No. 33-36821
811-6172
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. 19 [X]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]
Amendment No. 19 [X]
(Check appropriate box or boxes.)
DREYFUS MUNICIPAL CASH MANAGEMENT PLUS
(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
Mark N. Jacobs, 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)
----
X on June 1, 2000 pursuant to paragraph (b)
----
60 days after filing pursuant to paragraph (a)(i)
----
on (date) 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.
----
Dreyfus Cash Management Funds
Dreyfus Cash Management
Dreyfus Cash Management Plus
Dreyfus Government Cash Management
Dreyfus Government Prime Cash Management
Dreyfus Municipal Cash Management Plus
Dreyfus New York Municipal Cash Management
Dreyfus Tax Exempt Cash Management
Dreyfus Treasury Cash Management
Dreyfus Treasury Prime Cash Management
Investing in high quality, short-term securities for current income, safety of
principal and liquidity
PROSPECTUS June 1, 2000
ADMINISTRATIVE SHARES
As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.
The Funds
Contents
The Funds
- --------------------------------------------------------------------------------
Introduction 1
Dreyfus Cash Management 2
Dreyfus Cash Management Plus 4
Dreyfus Government
Cash Management 6
Dreyfus Government Prime
Cash Management 8
Dreyfus Treasury Cash Management 10
Dreyfus Treasury Prime
Cash Management 12
Dreyfus Tax Exempt
Cash Management 14
Dreyfus Municipal
Cash Management Plus 16
Dreyfus New York Municipal
Cash Management 18
Management 20
Financial Highlights 21
Account Information
- --------------------------------------------------------------------------------
Account Policies 26
Distributions and Taxes 28
Services for Fund Investors 28
Instructions for Account Transactions 29
For More Information
- --------------------------------------------------------------------------------
MORE INFORMATION ON EACH FUND CAN BE FOUND IN THE FUND'S CURRENT
ANNUAL/SEMIANNUAL REPORT. SEE BACK COVER.
Introduction
Each fund is a money market mutual fund with a separate investment portfolio.
The operations and results of a fund are unrelated to those of each other fund.
This combined prospectus has been prepared for your convenience so that you can
consider nine investment choices in one document.
As a money market fund, each fund is subject to maturity, quality and
diversification requirements designed to help it maintain a stable share price.
Generally, each fund is required to invest at least 95% of its assets in the
securities of issuers with the highest credit rating or the unrated equivalent
as determined by Dreyfus, with the remainder invested in securities with the
second-highest credit rating. Dreyfus Cash Management and Dreyfus Cash
Management Plus purchase securities with the highest credit rating only, or the
unrated equivalent. Dreyfus Government Prime Cash Management and Dreyfus
Treasury Prime Cash Management invest only in U.S. government securities.
Dreyfus Government Cash Management and Dreyfus Treasury Cash Management invest
only in U.S. government securities and in repurchase agreements.
An investment in a fund is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency. Although each fund seeks
to preserve the value of your investment at $1.00 per share, it is possible to
lose money by investing in a fund.
Concepts to understand
MONEY MARKET FUND: a specific type of fund that seeks to maintain a $1.00 price
per share. Money market funds are subject to strict federal requirements and
must:
* maintain an average dollar-weighted portfolio maturity of 90 days or
less
* buy individual securities that have remaining maturities of 13 months or
less
* invest only in high quality, dollar-denominated obligations
CREDIT RATING: a measure of the issuer's expected ability to make all required
interest and principal payments in a timely manner. An issuer with the highest
credit rating has a very strong degree of certainty (or safety) with respect to
making all payments. An issuer with the second-highest credit rating has a
strong capacity to make all payments, but the degree of safety is somewhat less
The Funds
<PAGE 1>
Dreyfus Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity. To pursue this goal,
the fund invests in a diversified portfolio of high quality, short-term debt
securities, including:
* securities issued or guaranteed by the U.S. government or its agencies
or instrumentalities
* certificates of deposit, time deposits, bankers' acceptances, and other
short-term securities issued by domestic banks or foreign banks, or their
subsidiaries or branches
* repurchase agreements, including tri-party repurchase agreements
* asset-backed securities
* high grade commercial paper, and other short-term corporate
obligations, including those with floating or variable rates of interest
Normally, the fund invests at least 25% of its net assets in bank obligations.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in the portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
* the risks generally associated with concentrating investments in the
banking industry, such as interest rate risk, credit risk and regulatory
developments relating to the banking industry
<PAGE 2>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Administrative
shares from year to year. The table shows the fund's average annual total return
for its Administrative shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
5.45 5.40 5.02
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q4 '97 +1.37%
WORST QUARTER: Q2 '99 +1.16%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.41%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (11/21/96)
- --------------------------------------------------------------------------------
5.02% 5.29%
The 7-day yield for Administrative shares on 12/31/99 was 5.56%. Institutions
may call toll-free 1-800-346-3621 for the current yield for Administrative
shares. Individuals or entities for whom institutions may purchase or redeem
shares should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Administrative shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.10%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.30%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- ------------------------------------------------------------------------------
$31 $97 $169 $381
This example shows what you could pay in expenses over time.
It uses the same hypothetical conditions other funds use in their
prospectuses: $10,000 initial investment, 5% total return each year
and no changes in expenses.
The figures shown would be the same whether you sold your shares at the
end of a period or kept them. Because actual return and expenses
will be different, the example is for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Administrative shares, for advertising and marketing related to Administrative
shares, and for providing account service and maintenance. The distributor may
pay all or part of this fee to institutions which have purchased Administrative
shares for the benefit of others. Because this fee is paid out of the fund's
assets on an ongoing basis, over time it will increase the cost of your
investment and may cost you more than is payable with other types of sales
charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus Cash Management
<PAGE 3>
Dreyfus Cash Management Plus
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity. To pursue this goal,
the fund invests in a diversified portfolio of high quality, short-term debt
securities, including:
* securities issued or guaranteed by the U.S. government or its agencies
or instrumentalities
* certificates of deposit, time deposits, bankers' acceptances and other
short-term securities issued by domestic banks or foreign banks (or thrifts)
or their subsidiaries or branches
* repurchase agreements, including tri-party repurchase agreements
* asset-backed securities
* domestic and dollar-denominated foreign commercial paper, and other
short-term corporate obligations, including those with floating or variable
rates of interest
* dollar-denominated obligations issued or guaranteed by one or more
foreign governments or any of their political subdivisions or agencies
Normally, the fund invests at least 25% of its net assets in bank obligations.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in the portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
* the risks generally associated with concentrating investments in the
banking industry, such as interest rate risk, credit risk and regulatory
developments relating to the banking industry
* the risks generally associated with dollar-denominated foreign
investments, such as economic and political developments, seizure or
nationalization of deposits, imposition of taxes or other restrictions on the
payment of principal and interest
<PAGE 4>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Administrative
shares from year to year. The table shows the fund's average annual total return
for its Administrative shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
5.52 5.44 5.06
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q3 '97 +1.38%
WORST QUARTER: Q2 '99 +1.18%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.40%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (11/21/96)
- --------------------------------------------------------------------------------
5.06% 5.34%
The 7-day yield for Administrative shares on 12/31/99 was 5.46%. Institutions
may call toll-free 1-800-346-3621 for the current yield for Administrative
shares. Individuals or entities for whom institutions may purchase or redeem
shares should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Administrative shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.10%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.30%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------
$31 $97 $169 $381
This example shows what you could pay in expenses over time.
It uses the same hypothetical conditions other funds use in their
prospectuses: $10,000 initial investment, 5% total return each year
and no changes in expenses.
The figures shown would be the same whether you sold your shares at
the end of a period or kept them. Because actual return and expenses
will be different, the example is for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Administrative shares, for advertising and marketing related to Administrative
shares, and for providing account service and maintenance. The distributor may
pay all or part of this fee to institutions which have purchased Administrative
shares for the benefit of others. Because this fee is paid out of the fund's
assets on an ongoing basis, over time it will increase the cost of your
investment and may cost you more than is payable with other types of sales
charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus Cash Management Plus
<PAGE 5>
Dreyfus Government Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund invests in securities issued or guaranteed as to
principal and interest by the U.S. government or its agencies or
instrumentalities, and repurchase agreements (including tri-party repurchase
agreements) in respect of these securities.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
Certain U.S. government agency securities are backed by the right of the issuer
to borrow from the U.S. Treasury, or are supported only by the credit of the
issuer or instrumentality. While the U.S. government provides financial support
to U.S. government-sponsored agencies or instrumentalities, no assurance can be
given that it will always do so.
<PAGE 6>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Administrative
shares from year to year. The table shows the fund's average annual total return
for its Administrative shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
5.42 5.30 4.85
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q4 '97 +1.36%
WORST QUARTER: Q2 '99 +1.14%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.34%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (11/21/96)
- --------------------------------------------------------------------------------
4.85% 5.20%
The 7-day yield for Administrative shares on 12/31/99 was 4.98%. Institutions
may call toll-free 1-800-346-3621 for the current yield for Administrative
shares. Individuals or entities for whom institutions may purchase or redeem
shares should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Administrative shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.10%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.30%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
$31 $97 $169 $381
This example shows what you could pay in expenses over time.
It uses the same hypothetical conditions other funds use in their
prospectuses: $10,000 initial investment, 5% total return each year
and no changes in expenses.
The figures shown would be the same whether you sold your shares
at the end of a period or kept them. Because actual return and expenses
will be different, the example is for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Administrative shares, for advertising and marketing related to Administrative
shares, and for providing account service and maintenance. The distributor may
pay all or part of this fee to institutions which have purchased Administrative
shares for the benefit of others. Because this fee is paid out of the fund's
assets on an ongoing basis, over time it will increase the cost of your
investment and may cost you more than is payable with other types of sales
charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus Government Cash Management
<PAGE 7>
Dreyfus Government Prime Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund only invests in securities issued or guaranteed as
to principal and interest by the U.S. government or its agencies or
instrumentalities.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
Certain U.S. government agency securities are backed by the right of the issuer
to borrow from the U.S. Treasury, or are supported only by the credit of the
issuer or instrumentality. While the U.S. government provides financial support
to U.S. government-sponsored agencies or instrumentalities, no assurance can be
given that it will always do so.
<PAGE 8>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the performance of the fund's Administrative shares for its
first full calendar year. The table shows the fund's average annual total return
for its Administrative shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
4.90
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q4 '99 +1.29%
WORST QUARTER: Q2 '99 +1.15%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.35%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (2/27/98)
- --------------------------------------------------------------------------------
4.90% 5.08%
The 7-day yield for Administrative shares on 12/31/99 was 5.01%. Institutions
may call toll-free 1-800-346-3621 for the current yield for Administrative
shares. Individuals or entities for whom institutions may purchase or redeem
shares should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Administrative shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.10%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.30%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- -------------------------------------------------------------------------------
$31 $97 $169 $381
This example shows what you could pay in expenses over time.
It uses the same hypothetical conditions other funds use in their
prospectuses: $10,000 initial investment, 5% total return each year
and no changes in expenses.
The figures shown would be the same whether you sold your shares
at the end of a period or kept them. Because actual return and expenses
will be different, the example is for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Administrative shares, for advertising and marketing related to Administrative
shares, and for providing account service and maintenance. The distributor may
pay all or part of this fee to institutions which have purchased Administrative
shares for the benefit of others. Because this fee is paid out of the fund's
assets on an ongoing basis, over time it will increase the cost of your
investment and may cost you more than is payable with other types of sales
charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus Government Prime Cash Management
<PAGE 9>
Dreyfus Treasury Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund only invests in securities issued or guaranteed as
to principal and interest by the U.S. government, and repurchase agreements
(including tri-party repurchase agreements) in respect of these securities.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
<PAGE 10>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Administrative
shares from year to year. The table shows the fund's average annual total return
for its Administrative shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
5.30 5.17 4.73
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q4 '97 +1.33%
WORST QUARTER: Q2 '99 +1.11%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.30%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (11/21/96)
- --------------------------------------------------------------------------------
4.73% 5.08%
The 7-day yield for Administrative shares on 12/31/99 was 4.78%. Institutions
may call toll-free 1-800-346-3621 for the current yield for Administrative
shares. Individuals or entities for whom institutions may purchase or redeem
shares should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Administrative shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.10%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.30%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- -----------------------------------------------------------------------------
$31 $97 $169 $381
This example shows what you could pay in expenses over time.
It uses the same hypothetical conditions other funds use in their
prospectuses: $10,000 initial investment, 5% total return each year and
no changes in expenses.
The figures shown would be the same whether you sold your shares at the
rend of a period or kept them. Because actual return and expenses
will be different, the example is for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Administrative shares, for advertising and marketing related to Administrative
shares, and for providing account service and maintenance. The distributor may
pay all or part of this fee to institutions which have purchased Administrative
shares for the benefit of others. Because this fee is paid out of the fund's
assets on an ongoing basis, over time it will increase the cost of your
investment and may cost you more than is payable with other types of sales
charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus Treasury Cash Management
<PAGE 11>
Dreyfus Treasury Prime Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund only invests in securities issued or guaranteed as
to principal and interest by the U.S. government.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
<PAGE 12>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Administrative
shares from year to year. The table shows the fund's average annual total return
for its Administrative shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
5.17 5.03 4.57
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q3 '97 +1.29%
WORST QUARTER: Q2 '99 +1.00%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.29%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (11/21/96)
- --------------------------------------------------------------------------------
4.57% 4.93%
The 7-day yield for Administrative shares on 12/31/99 was 4.93%. Institutions
may call toll-free 1-800-346-3621 for the current yield for Administrative
shares. Individuals or entities for whom institutions may purchase or redeem
shares should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Administrative shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.10%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.30%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- ------------------------------------------------------------------------------
$31 $97 $169 $381
This example shows what you could pay in expenses over time.
It uses the same hypothetical conditions other funds use in their
prospectuses: $10,000 initial investment, 5% total return each year
and no changes in expenses.
The figures shown would be the same whether you sold your shares at the
end of a period or kept them. Because actual return and expenses
will be different, the example is for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Administrative shares, for advertising and marketing related to Administrative
shares, and for providing account service and maintenance. The distributor may
pay all or part of this fee to institutions which have purchased Administrative
shares for the benefit of others. Because this fee is paid out of the fund's
assets on an ongoing basis, over time it will increase the cost of your
investment and may cost you more than is payable with other types of sales
charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus Treasury Prime Cash Management
<PAGE 13>
Dreyfus Tax Exempt Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income exempt from federal personal
income tax as is consistent with the preservation of capital and the maintenance
of liquidity.
To pursue this goal, the fund normally invests substantially all of its net
assets in short-term municipal obligations that provide income exempt from
federal personal income tax. When the portfolio manager believes that acceptable
municipal obligations are unavailable for investment, the fund may invest
temporarily in high quality, taxable money market instruments.
Municipal obligations are typically of two types:
* GENERAL OBLIGATION BONDS, which are secured by the full faith and
credit of the issuer and its taxing power
* REVENUE BONDS, which are payable from the revenues derived from a
specific revenue source, such as charges for water and sewer service or
highway tolls
While the fund is permitted to invest up to 20% of its assets in municipal
obligations that provide income that may be subject to the federal alternative
minimum tax, the fund currently is managed so that income paid by the fund will
not be subject to the federal alternative minimum tax.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
<PAGE 14>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Administrative
shares from year to year. The table shows the fund's average annual total return
for its Administrative shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
3.38 3.18 2.97
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '97 +0.88%
WORST QUARTER: Q1 '99 +0.59%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 0.81%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (11/21/96)
- --------------------------------------------------------------------------------
2.97% 3.19%
The 7-day yield for Administrative shares on 12/31/99 was 4.03%. Institutions
may call toll-free 1-800-346-3621 for the current yield for Administrative
shares. Individuals or entities for whom institutions may purchase or redeem
shares should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Administrative shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.10%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.30%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- ------------------------------------------------------------------------------
$31 $97 $169 $381
This example shows what you could pay in expenses over time.
It uses the same hypothetical conditions other funds use in their
prospectuses: $10,000 initial investment, 5% total return
each year and no changes in expenses.
The figures shown would be the same whether you sold your shares at
the end of a period or kept them. Because actual return and expenses
will be different, the example is for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Administrative shares, for advertising and marketing related to Administrative
shares, and for providing account service and maintenance. The distributor may
pay all or part of this fee to institutions which have purchased Administrative
shares for the benefit of others. Because this fee is paid out of the fund's
assets on an ongoing basis, over time it will increase the cost of your
investment and may cost you more than is payable with other types of sales
charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus Tax Exempt Cash Management
<PAGE 15>
Dreyfus Municipal Cash Management Plus
GOAL/APPROACH
The fund seeks as high a level of current income exempt from federal personal
income tax as is consistent with the preservation of capital and the maintenance
of liquidity.
To pursue this goal, the fund normally invests substantially all of its net
assets in short-term municipal obligations that provide income exempt from
federal personal income tax. When the portfolio manager believes that acceptable
municipal obligations are unavailable for investment, the fund may invest
temporarily in high quality, taxable money market instruments.
Municipal obligations are typically of two types:
* GENERAL OBLIGATION BONDS, which are secured by the full faith and
credit of the issuer and its taxing power
* REVENUE BONDS, which are payable from the revenues derived from a
specific revenue source, such as charges for water and sewer service or
highway tolls
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
Although the fund's objective is to generate income exempt from federal income
tax, income from some of its holdings may be subject to the federal alternative
minimum tax.
<PAGE 16>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Administrative
shares from year to year. The table shows the fund's average annual total return
for its Administrative shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
3.48 3.31 3.04
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '97 +0.90%
WORST QUARTER: Q1 '99 +0.68%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 0.84%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (11/21/96)
- --------------------------------------------------------------------------------
3.04% 3.29%
The 7-day yield for Administrative shares on 12/31/99 was 4.06%. Institutions
may call toll-free 1-800-346-3621 for the current yield for Administrative
shares. Individuals or entities for whom institutions may purchase or redeem
shares should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Administrative shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.10%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.30%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- -------------------------------------------------------------------------------
$31 $97 $169 $381
This example shows what you could pay in expenses over time.
It uses the same hypothetical conditions other funds use in their
prospectuses: $10,000 initial investment, 5% total return each year
and no changes in expenses.
The figures shown would be the same whether you sold your shares at the
end of a period or kept them. Because actual return and expenses
will be different, the example is for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Administrative shares, for advertising and marketing related to Administrative
shares, and for providing account service and maintenance. The distributor may
pay all or part of this fee to institutions which have purchased Administrative
shares for the benefit of others. Because this fee is paid out of the fund's
assets on an ongoing basis, over time it will increase the cost of your
investment and may cost you more than is payable with other types of sales
charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus Municipal Cash Management Plus
<PAGE 17>
Dreyfus New York Municipal Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income exempt from federal, New York
state and New York city personal income taxes as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund normally invests substantially all of its net
assets in short-term municipal obligations that provide income exempt from
federal, New York state and New York city personal income taxes. When the
portfolio manager believes that acceptable New York municipal obligations are
unavailable for investment, the fund may invest in securities that may be
subject to New York state and New York city income taxes, but are free from
federal income tax. When acceptable municipal obligations are unavailable
generally, the fund may invest in high quality, taxable money market
instruments.
Municipal obligations are typically of two types:
* GENERAL OBLIGATION BONDS, which are secured by the full faith and
credit of the issuer and its taxing power
* REVENUE BONDS, which are payable from the revenues derived from a
specific revenue source, such as charges for water and sewer service or
highway tolls
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
* New York's economy and revenues underlying its municipal obligations
may decline
* the fund's portfolio securities may be more sensitive to risks that are
specific to investing primarily in a single state
The fund is non-diversified, which means that a relatively high percentage of
the fund's assets may be invested in a limited number of issuers. Therefore, its
performance may be more vulnerable to changes in the market value of a single
issuer or a group of issuers.
Although the fund's objective is to generate income exempt from federal, New
York state and New York city income taxes, interest from some of its holdings
may be subject to the federal alternative minimum tax.
<PAGE 18>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Administrative
shares from year to year. The table shows the fund's average annual total return
for its Administrative shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
3.35 3.13 2.89
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '97 +0.88%
WORST QUARTER: Q1 '99 +0.64%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 0.81%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (11/21/96)
- --------------------------------------------------------------------------------
2.89% 3.13%
The 7-day yield for Administrative shares on 12/31/99 was 3.79%. Institutions
may call toll-free 1-800-346-3621 for the current yield for Administrative
shares. Individuals or entities for whom institutions may purchase or redeem
shares should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Administrative shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.10%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.30%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- ------------------------------------------------------------------------------
$31 $97 $169 $381
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their
prospectuses: $10,000 initial investment, 5% total return each year and no
changes in expenses.
The figures shown would be the same whether you sold your shares at the end of
a period or kept them. Because actual return and expenses
will be different, the example is for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Administrative shares, for advertising and marketing related to Administrative
shares, and for providing account service and maintenance. The distributor may
pay all or part of this fee to institutions which have purchased Administrative
shares for the benefit of others. Because this fee is paid out of the fund's
assets on an ongoing basis, over time it will increase the cost of your
investment and may cost you more than is payable with other types of sales
charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus New York Municipal Cash Management
<PAGE 19>
MANAGEMENT
The investment adviser for each fund is The Dreyfus Corporation, 200 Park
Avenue, New York, New York 10166. Founded in 1947, Dreyfus manages more than
$129 billion in over 160 mutual fund portfolios. For the past fiscal year, each
fund paid Dreyfus a management fee at the annual rate of 0.20% of the fund's
average daily net assets. Dreyfus is the primary mutual fund business of Mellon
Financial Corporation, a global financial services company with approximately
$2.5 trillion of assets under management, administration or custody, including
approximately $485 billion under management. Mellon provides wealth management,
global investment services and a comprehensive array of banking services for
individuals, businesses and institutions. Mellon is headquartered in Pittsburgh,
Pennsylvania.
The Dreyfus asset management philosophy is based on the belief that discipline
and consistency are important to investment success. For each fund, Dreyfus
seeks to establish clear guidelines for portfolio management and to be
systematic in making decisions. This approach is designed to provide each fund
with a distinct, stable identity.
Each fund, Dreyfus and Dreyfus Service Corporation (each fund's distributor)
have adopted a code of ethics that permits its personnel, subject to such code,
to invest in securities, including securities that may be purchased or held by
each fund. The Dreyfus code of ethics restricts the personal securities
transactions of its employees, and requires portfolio managers and other
investment personnel to comply with the code's preclearance and disclosure
procedures. Its primary purpose is to ensure that personal trading by Dreyfus
employees does not disadvantage any Dreyfus-managed fund.
<PAGE 20>
FINANCIAL HIGHLIGHTS
The following tables describe the performance of each fund's Administrative
shares for the fiscal periods indicated. "Total return" shows how much your
investment in the fund would have increased (or decreased) during each period,
assuming you had reinvested all dividends and distributions. These figures have
been independently audited by Ernst & Young LLP, whose report, along with the
fund's financial statements, is included in the annual report, which is
available upon request.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
YEAR ENDED JANUARY 31,
DREYFUS CASH MANAGEMENT 2000 1999 1998 1997(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .050 .052 .053 .010
Distributions: Dividends from investment
income -- net (.050) (.052) (.053) (.010)
Net asset value, end of period 1.00 1.00 1.00 1.00
Total return (%) 5.08 5.34 5.48 5.22(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .30 .30 .30 .30(2)
Ratio of net investment income
to average net assets (%) 5.02 5.22 5.37 3.74(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 173 195 2 --(3)
(1) FROM NOVEMBER 21, 1996 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1997.
(2) ANNUALIZED.
(3) AMOUNT REPRESENTS LESS THAN $1 MILLION.
YEAR ENDED JANUARY 31,
DREYFUS CASH MANAGEMENT PLUS 2000 1999 1998 1997(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .050 .053 .054 .010
Distributions: Dividends from investment
income -- net (.050) (.053) (.054) (.010)
Net asset value, end of period 1.00 1.00 1.00 1.00
Total return (%) 5.12 5.39 5.54 5.22(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .30 .30 .30 .30(2)
Ratio of net investment income
to average net assets (%) 4.99 5.26 5.40 4.99(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 30 31 26 --(3)
(1) FROM NOVEMBER 21, 1996 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1997.
(2) ANNUALIZED.
(3) AMOUNT REPRESENTS LESS THAN $1 MILLION.
Financial Highlights
<PAGE 21>
FINANCIAL HIGHLIGHTS (CONTINUED)
YEAR ENDED JANUARY 31,
DREYFUS GOVERNMENT CASH MANAGEMENT 2000 1999 1998 1997(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .048 .051 .053 .010
Distributions: Dividends from investment
income -- net (.048) (.051) (.053) (.010)
Net asset value, end of period 1.00 1.00 1.00 1.00
Total return (%) 4.89 5.24 5.44 5.17(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .30 .30 .30 .30(2)
Ratio of net investment income
to average net assets (%) 4.78 5.12 5.31 5.15(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 19 52 236 37
(1) FROM NOVEMBER 21, 1996 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1997.
(2) ANNUALIZED.
YEAR ENDED JANUARY 31,
DREYFUS GOVERNMENT PRIME CASH MANAGEMENT 2000 1999(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00
Investment operations: Investment income -- net .048 .047
Distributions: Dividends from investment
income -- net (.048) (.047)
Net asset value, end of period 1.00 1.00
Total return (%) 4.95 5.22(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .30 .30(2)
Ratio of net investment income
to average net assets (%) 4.88 5.10(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 1 2
(1) FROM FEBRUARY 27, 1998 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1999.
(2) ANNUALIZED.
<PAGE 22>
YEAR ENDED JANUARY 31,
DREYFUS TREASURY CASH MANAGEMENT 2000 1999 1998 1997(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .047 .050 .052 .010
Distributions: Dividends from investment
income -- net (.047) (.050) (.052) (.010)
Net asset value, end of period 1.00 1.00 1.00 1.00
Total return (%) 4.78 5.10 5.32 5.07(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .30 .30 .30 .30(2)
Ratio of net investment income
to average net assets (%) 4.66 4.99 5.20 4.25(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 23 17 --(3) --(3)
(1) FROM NOVEMBER 21, 1996 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1997.
(2) ANNUALIZED.
(3) AMOUNT IS LESS THAN $1 MILLION.
YEAR ENDED JANUARY 31,
DREYFUS TREASURY PRIME CASH MANAGEMENT 2000 1999 1998 1997(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .045 .049 .051 .010
Distributions: Dividends from investment
income -- net (.045) (.049) (.051) (.010)
Net asset value, end of period 1.00 1.00 1.00 1.00
Total return (%) 4.62 4.97 5.19 4.97(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .30 .30 .30 .30(2)
Ratio of net investment income
to average net assets (%) 4.51 4.86 5.10 4.91(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 19 56 7 --(3)
(1) FROM NOVEMBER 21, 1996 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1997.
(2) ANNUALIZED.
(3) AMOUNT IS LESS THAN $1 MILLION.
Financial Highlights
<PAGE 23>
FINANCIAL HIGHLIGHTS (CONTINUED)
YEAR ENDED JANUARY 31,
DREYFUS TAX EXEMPT CASH MANAGEMENT 2000 1999 1998 1997(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .030 .031 .033 .006
Distributions: Dividends from investment
income -- net (.030) (.031) (.033) (.006)
Net asset value, end of period 1.00 1.00 1.00 1.00
Total return (%) 3.00 3.15 3.39 3.24(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .30 .30 .30 .30(2)
Ratio of net investment income
to average net assets (%) 2.95 2.95 3.35 3.54(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 2 1 1 --(3)
(1) FROM NOVEMBER 21, 1996 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1997.
(2) ANNUALIZED.
(3) AMOUNT REPRESENTS LESS THAN $1 MILLION.
PERIOD ENDED PERIOD ENDED
YEAR ENDED JANUARY 31, JANUARY 31, DECEMBER 31,
DREYFUS MUNICIPAL CASH MANAGEMENT PLUS 2000 1999 1998 1997(1) 1996(2)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .030 .032 .034 .003 .004
Distributions: Dividends from investment
income -- net (.030) (.032) (.034) (.003) (.004)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00
Total return (%) 3.08 3.27 3.49 3.30(3) 3.38(3)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .30 .30 .30 .30(3) .30(3)
Ratio of net investment income
to average net assets (%) 3.02 3.54 3.53 3.64(3) 3.73(3)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) --(4) --(4) --(4) --(4) --(4)
(1) THE FUND CHANGED ITS FISCAL YEAR END FROM DECEMBER 31 TO JANUARY 31.
(2) FROM NOVEMBER 21, 1996 (COMMENCEMENT OF INITIAL OFFERING) TO DECEMBER 31, 1996.
(3) ANNUALIZED.
(4) AMOUNT REPRESENTS LESS THAN $1 MILLION.
<PAGE 24>
YEAR ENDED JANUARY 31,
DREYFUS NEW YORK MUNICIPAL CASH MANAGEMENT 2000 1999 1998 1997(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .029 .030 .033 .006
Distributions: Dividends from investment
income -- net (.029) (.030) (.033) (.006)
Net asset value, end of period 1.00 1.00 1.00 1.00
Total return (%) 2.93 3.09 3.35 3.24(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .30 .30 .30 .30(2)
Ratio of net investment income
to average net assets (%) 2.88 3.02 3.30 3.24(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) --(3) --(3) --(3) --(3)
(1) FROM NOVEMBER 21, 1996 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1997.
(2) ANNUALIZED.
(3) AMOUNT REPRESENTS LESS THAN $1 MILLION.
</TABLE>
Financial Highlights
<PAGE 25>
Account Information
ACCOUNT POLICIES
EACH FUND IS DESIGNED for institutional investors, particularly banks, acting
for themselves or in a fiduciary, advisory, agency, custodial or similar
capacity. Fund shares may not be purchased directly by individuals, although
institutions may purchase shares for accounts maintained by individuals.
Generally, each investor will be required to open a single master account with
the fund for all purposes. In certain cases, the fund may request investors to
maintain separate master accounts for shares held by the investor (i) for its
own account, for the account of other institutions and for accounts for which
the institution acts as a fiduciary, and (ii) for accounts for which the
investor acts in some other capacity. An institution may arrange with the fund's
transfer agent for sub-accounting services and will be charged directly for the
cost of such services. Institutions purchasing Administrative shares for the
benefit of their clients may impose policies, limitations and fees which are
different from those described in this prospectus.
Buying shares
THE PRICE FOR FUND SHARES is the fund's net asset value (NAV), which is
generally calculated twice a day, at 5:00 p.m. and 8:00 p.m. for the taxable
money market funds, and 12:00 noon and 8:00 p.m. for the municipal money market
funds, every day the New York Stock Exchange, or the transfer agent (as on Good
Friday) as to Dreyfus Cash Management and Dreyfus Cash Management Plus only, is
open. An order will be priced at the next NAV calculated after the order is
accepted by the fund's transfer agent or other authorized entity. Each fund's
investments are valued based on amortized cost. As a result, portfolio
securities are valued at their acquisition cost, adjusted for discounts or
premiums reflected in their purchase price. This method of valuation is designed
for the fund to be able to price its shares at $1.00 per share.
APPLICABLE TO DREYFUS CASH MANAGEMENT, DREYFUS CASH MANAGEMENT PLUS, DREYFUS
GOVERNMENT CASH MANAGEMENT, DREYFUS GOVERNMENT PRIME CASH MANAGEMENT, DREYFUS
TREASURY CASH MANAGEMENT, AND DREYFUS TREASURY PRIME CASH MANAGEMENT ONLY:
As to Dreyfus Cash Management, Dreyfus Cash Management Plus, Dreyfus Government
Cash Management and Dreyfus Treasury Cash Management, orders in proper form
placed prior to 5:00 p.m., and payments for which are received in or converted
into Federal Funds by the fund's custodian by 6:00 p.m., will become effective
at the price determined at 5:00 p.m. on that day. In this case, shares purchased
will receive the dividend declared on that day.
As to Dreyfus Government Prime Cash Management and Dreyfus Treasury Prime Cash
Management only, orders in proper form placed prior to 3:00 p.m., and payments
for which are received in or converted into Federal Funds by the fund's
custodian by 6:00 p.m., will become effective at the price determined at 5:00
p.m. on that day. In this case, shares purchased will receive the dividend
declared on that day. Orders for shares placed between 3:00 p.m and 5:00 p.m.
will not be accepted and executed, and notice of the purchase order being
rejected will be given to the institution placing the order, and any funds
received will be returned promptly to the sending institution.
Orders effected through compatible computer facilities after 5:00 p.m., but
prior to 8:00 p.m., will become effective at the price determined at 8:00 p.m.
on that day, if Federal Funds are received by the fund's custodian by 11:00 a.m.
on the following business day. In this case, shares purchased will start earning
dividends on the business day following the date the order became effective.
Orders in proper form effected between 5:00 p.m. and 8:00 p.m., by a means other
than a compatible computer facility, will become effective on the following
business day.
<PAGE 26>
APPLICABLE TO DREYFUS TAX EXEMPT CASH MANAGEMENT, DREYFUS MUNICIPAL CASH
MANAGEMENT PLUS, AND DREYFUS NEW YORK MUNICIPAL CASH MANAGEMENT ONLY:
Investors whose orders in proper form are placed and payments for which are
received in or converted into Federal Funds by the fund's custodian, prior to
12:00 noon, will be effective at the price determined at 12:00 noon on that day.
In this case, shares purchased will receive the dividend declared on that day.
Orders effected through a compatible computer facility after 12:00 noon, but
prior to 8:00 p.m., will become effective at the price determined at 8:00 p.m.
on that day, if Federal Funds are received by the fund's custodian by 11:00 a.m.
on the following business day. In this case, shares purchased will start earning
dividends on the business day following the date the order became effective.
Orders effected in proper form between 12:00 noon and 8:00 p.m., by a means
other than a compatible computer facility, will become effective on the
following business day.
For all funds, all times are Eastern time.
- --------------------------------------------------------------------------------
Minimum investments
Initial Additional
- --------------------------------------------------------------------------------
ADMINISTRATIVE SHARES $10,000,000* NONE
*The minimum initial investment in Administrative shares is $10,000,000, unless:
(a) the investor has invested at least $10,000,000 in the aggregate among any
Dreyfus Cash Management fund and Dreyfus Institutional Short Term Treasury Fund
(including in any class of a fund); or (b) the investor has, in the opinion of
Dreyfus Institutional Services Division, adequate intent and availability of
assets to reach a future level of investment of $10,000,000 among the funds
named above.
Selling shares
INVESTORS MAY SELL (REDEEM) SHARES AT ANY TIME, by wire, telephone or compatible
computer facility. Shares will be sold at the next NAV calculated after an
investor's order is accepted by the fund's transfer agent or other authorized
entity. Any certificates representing fund shares being sold must be returned
with the redemption request. Orders will be processed promptly and investors
generally will receive the proceeds within a week.
BEFORE SELLING RECENTLY PURCHASED SHARES, please note that if the fund has not
yet collected payment for the shares you are selling, it may delay sending the
proceeds for up to eight business days or until it has collected payment.
General policies
UNLESS THE INVESTOR DECLINES TELEPHONE PRIVILEGES on the application, the
investor may be responsible for any fraudulent telephone order as long as
Dreyfus takes reasonable measures to verify the order.
EACH FUND RESERVES THE RIGHT TO:
* refuse any purchase or exchange request that could adversely affect the
fund or its operations
* change or discontinue its exchange privilege, or temporarily suspend
this privilege during unusual market conditions
* change its minimum investment amounts
* delay sending out redemption proceeds for up to seven days (generally
applies only in cases of very large redemptions, excessive trading or during
unusual market conditions)
Each fund also reserves the right to make a "redemption in kind" -- payment in
portfolio securities rather than cash -- if the amount being redeemed is deemed
by the manager to be large enough to affect fund operations.
Concepts to understand
AMORTIZED COST: the value of a fund's portfolio securities, which does not take
into account unrealized gains or losses. As a result, portfolio securities are
valued at their acquisition cost, adjusted over time based on the discounts or
premiums reflected in their purchase price. This method of valuation is designed
for a fund to be able to price its shares at $1.00 per share.
Concepts to understand
NET ASSET VALUE (NAV): a mutual fund's share price on a given day. A fund's NAV
is calculated by dividing the value of its net assets by the number of existing
shares.
Account Information
<PAGE 27>
DISTRIBUTIONS AND TAXES
EACH FUND USUALLY PAYS ITS SHAREHOLDERS dividends from its net investment income
once a month, and distributes any net realized securities gains once a year.
Dividends and distributions will be reinvested in the fund unless the investor
instructs the fund otherwise. There are no fees or sales charges on
reinvestments.
DIVIDENDS AND DISTRIBUTIONS PAID by the taxable money market funds are taxable
to U.S. shareholders as ordinary income (unless the investment is in a
tax-deferred account for which taxes may be due at a later date).
EACH MUNICIPAL MONEY MARKET FUND anticipates that, under normal market
conditions, virtually all of its income dividends will be exempt from federal
and, as to Dreyfus New York Municipal Cash Management, New York state and New
York city, personal income taxes. However, any dividends and distributions from
taxable investments are taxable as ordinary income.
The tax status of any distribution is the same regardless of how long the
investor has been in the fund and whether the investor reinvests distributions
or take them in cash.
Because each investor's tax situation is unique, the investor should consult a
professional about federal, state and local tax consequences.
Concepts to understand
DIVIDENDS: income or interest paid by the investments in a fund's portfolio.
DISTRIBUTIONS: income, net of expenses, passed on to fund shareholders. These
are calculated on a per-share basis: each share earns the same rate of return,
so the more fund shares you own, the higher your distribution.
SERVICES FOR FUND INVESTORS
Exchange privilege
AN INVESTOR MAY PURCHASE, in exchange for Administrative shares of any Dreyfus
Cash Management fund, Administrative shares of any other Dreyfus Cash Management
fund, or of Dreyfus Institutional Short Term Treasury Fund. Be sure to read the
current prospectus for Dreyfus Institutional Short Term Treasury Fund before
exchanging into it. An exchange may be requested in writing or by telephone. Any
new account established through an exchange will have the same privileges as the
original account (as long as they are available). There is currently no fee for
exchanges.
Dreyfus Auto-Exchange privilege
DREYFUS AUTO-EXCHANGE PRIVILEGE enables an investor to invest regularly (on a
monthly, semi-monthly, quarterly or annual basis), in exchange for
Administrative shares of any Dreyfus Cash Management fund, in Administrative
shares of any other Dreyfus Cash Management fund or in Dreyfus Institutional
Short Term Treasury Fund, if the investor is a shareholder in such fund. There
is currently no fee for this privilege.
Account statements
EVERY FUND INVESTOR AUTOMATICALLY RECEIVES regular account statements. Each
investor also will be sent a yearly statement detailing the tax characteristics
of any dividends and distributions the investor has received.
<PAGE 28>
INSTRUCTIONS FOR ACCOUNT TRANSACTIONS
TO OPEN AN ACCOUNT
By Telephone
Before wiring funds, call a Dreyfus Institutional Services Division
representative with information about your transaction.
WIRE Transmit your investment to
The Bank of New York, with these instructions:
* ABA# 021000018
* fund name and DDA#
* Dreyfus Cash Management
DDA# 8900052015
* Dreyfus Cash Management Plus
DDA# 8900052252
* Dreyfus Government Cash Management
DDA# 8900052023
* Dreyfus Government Prime Cash Management
DDA# 8900337273
* Dreyfus Treasury Cash Management
DDA# 8900052112
* Dreyfus Treasury Prime Cash Management
DDA# 8900052317
* Dreyfus Tax Exempt Cash Management
DDA# 8900051965
* Dreyfus Municipal Cash Management Plus
DDA# 8900119136
* Dreyfus New York Municipal Cash Management
DDA# 8900208805
* the share class
* your Social Security or tax ID number
* account registration
* dealer number, if applicable
* account number
Call us to obtain an account number. Return your application with the account
number on the application.
TO ADD TO AN ACCOUNT
Before wiring funds, call a Dreyfus Institutional Services Division
representative with information about your transaction.
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* fund name and DDA#
* Dreyfus Cash Management DDA# 8900052015
* Dreyfus Cash Management Plus DDA# 8900052252
* Dreyfus Government Cash Management DDA# 8900052023
* Dreyfus Government Prime Cash Management DDA# 8900337273
* Dreyfus Treasury Cash Management DDA# 8900052112
* Dreyfus Treasury Prime Cash Management DDA# 8900052317
* Dreyfus Tax Exempt Cash Management DDA# 8900051965
* Dreyfus Municipal Cash Management Plus DDA# 8900119136
* Dreyfus New York Municipal Cash Management DDA# 8900208805
* the share class
* account number
* account registration
* dealer number, if applicable
TO SELL SHARES
Before redeeming shares, call a Dreyfus Institutional Services Division
representative with information about your transaction.
WIRE Be sure the fund has your bank account information on file. Proceeds will
be wired to your bank.
To open an account, make subsequent investments, or to sell shares, please
contact your Dreyfus Institutional Services Division Representative or call
1-800-346-3621. In New York, call 1-718-895-1650.
Account Information
<PAGE 29>
INSTRUCTIONS FOR ACCOUNT TRANSACTIONS (continued)
TO OPEN AN ACCOUNT
Via Computer Facilities
Access Lion Remote System, input new account data and retrieve account number
for your records.
TO ADD TO AN ACCOUNT
Access Lion Remote System. Enter: * account number * fund number: [share class:
#]
* amount to buy
Print a report of transactions for your records.
TO SELL SHARES
Access Lion Remote System, confirm bank account information or select from
multiple wire instructions. Enter: * account number * fund number: [share class:
#]
* amount to sell
Print a report of transactions for your records.
THE DREYFUS LION REMOTE SYSTEM provides institutional investment managers with
the ability to monitor, control and service their Dreyfus mutual fund accounts
through their personal computer. Investment managers use their modem with a
local-access dial-up network or use their Internet access with a digital
certificate for 128-bit encryption security. Please call Dreyfus Institutional
Services Division about the availability of other compatible computerized
trading systems.
For information about Dreyfus, access our Internet site at WWW.LIONSALES.COM.
<PAGE 30>
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[This page intentionally left blank]
For More Information
Dreyfus Cash Management
- ----------------------------------
SEC file number: 811-4175
Dreyfus Cash Management Plus
- ----------------------------------
SEC file number: 811-5295
Dreyfus Government Cash Management
A series of Dreyfus Government Cash Management Funds
- -----------------------------------
SEC file number: 811-3964
Dreyfus Government Prime Cash Management
A series of Dreyfus Government Cash Management Funds
- -----------------------------------
SEC file number: 811-3964
Dreyfus Treasury Cash Management
- -----------------------------------
SEC file number: 811-4723
Dreyfus Treasury Prime Cash Management
- ----------------------------------
SEC file number: 811-5718
Dreyfus Tax Exempt Cash Management
- -----------------------------------
SEC file number: 811-3954
Dreyfus Municipal Cash Management Plus
- ----------------------------------
SEC file number: 811-6172
Dreyfus New York Municipal Cash Management
- -----------------------------------
SEC file number: 811-6395
More information on each fund is available free upon request, including the
following:
Annual/Semiannual Reports
Describes each fund's performance, and lists its portfolio holdings.
Statement of Additional Information (SAI)
Provides more details about each fund and its policies. A current SAI is on file
with the Securities and Exchange Commission (SEC) and is incorporated by
reference (is legally considered part of this prospectus).
To obtain information:
BY TELEPHONE Call your Dreyfus Institutional Services Division representative or
1-800-346-3621
BY E-MAIL Access Dreyfus Institutional Services Division at www.LIONSALES.com.
You can obtain product information and E-mail requests for information or
literature.
BY MAIL Write to: Dreyfus Institutional Services Division 144 Glenn Curtiss
Boulevard Uniondale, NY 11556-0144
ON THE INTERNET Text-only versions of certain fund documents can be viewed
online or downloaded from: http://www.sec.gov
You can also obtain copies by visiting the SEC's Public Reference Room in
Washington, DC (for information, call 1-202-942-8090) or, after paying a
duplicating fee, by E-mail request to [email protected], or by writing to the
SEC's Public Reference Section, Washington, DC 20549-0102.
(c) 2000 Dreyfus Service Corporation CMGT-P0600ADM
Dreyfus Cash Management Funds
Dreyfus Cash Management
Dreyfus Cash Management Plus
Dreyfus Government Cash Management
Dreyfus Government Prime Cash Management
Dreyfus Municipal Cash Management Plus
Dreyfus New York Municipal Cash Management
Dreyfus Tax Exempt Cash Management
Dreyfus Treasury Cash Management
Dreyfus Treasury Prime Cash Management
Investing in high quality, short-term securities for current income, safety of
principal and liquidity
PROSPECTUS June 1, 2000
INVESTOR SHARES
As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.
The Funds
Contents
The Funds
- --------------------------------------------------------------------------------
Introduction 1
Dreyfus Cash Management 2
Dreyfus Cash Management Plus 4
Dreyfus Government
Cash Management 6
Dreyfus Government Prime
Cash Management 8
Dreyfus Treasury Cash Management 10
Dreyfus Treasury Prime
Cash Management 12
Dreyfus Tax Exempt
Cash Management 14
Dreyfus Municipal
Cash Management Plus 16
Dreyfus New York Municipal
Cash Management 18
Management 20
Financial Highlights 21
Account Information
- --------------------------------------------------------------------------------
Account Policies 26
Distributions and Taxes 28
Services for Fund Investors 28
Instructions for Account Transactions 29
For More Information
- --------------------------------------------------------------------------------
MORE INFORMATION ON EACH FUND CAN BE FOUND IN THE FUND'S CURRENT
ANNUAL/SEMIANNUAL REPORT. SEE BACK COVER.
Introduction
Each fund is a money market mutual fund with a separate investment portfolio.
The operations and results of a fund are unrelated to those of each other fund.
This combined prospectus has been prepared for your convenience so that you can
consider nine investment choices in one document.
As a money market fund, each fund is subject to maturity, quality and
diversification requirements designed to help it maintain a stable share price.
Generally, each fund is required to invest at least 95% of its assets in the
securities of issuers with the highest credit rating or the unrated equivalent
as determined by Dreyfus, with the remainder invested in securities with the
second-highest credit rating. Dreyfus Cash Management and Dreyfus Cash
Management Plus purchase securities with the highest credit rating only, or the
unrated equivalent. Dreyfus Government Prime Cash Management and Dreyfus
Treasury Prime Cash Management invest only in U.S. government securities.
Dreyfus Government Cash Management and Dreyfus Treasury Cash Management invest
only in U.S. government securities and in repurchase agreements.
An investment in a fund is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency. Although each fund seeks
to preserve the value of your investment at $1.00 per share, it is possible to
lose money by investing in a fund.
Concepts to understand
MONEY MARKET FUND: a specific type of fund that seeks to maintain a $1.00 price
per share. Money market funds are subject to strict federal requirements and
must:
* maintain an average dollar-weighted portfolio maturity of 90 days or
less
* buy individual securities that have remaining maturities of 13 months or
less
* invest only in high quality, dollar-denominated obligations
CREDIT RATING: a measure of the issuer's expected ability to make all required
interest and principal payments in a timely manner. An issuer with the highest
credit rating has a very strong degree of certainty (or safety) with respect to
making all payments. An issuer with the second-highest credit rating has a
strong capacity to make all payments, but the degree of safety is somewhat
less.
The Funds
<PAGE 1>
Dreyfus Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity. To pursue this goal,
the fund invests in a diversified portfolio of high quality, short-term debt
securities, including:
* securities issued or guaranteed by the U.S. government or its agencies
or instrumentalities
* certificates of deposit, time deposits, bankers' acceptances, and other
short-term securities issued by domestic banks or foreign banks, or their
subsidiaries or branches
* repurchase agreements, including tri-party repurchase agreements
* asset-backed securities
* high grade commercial paper, and other short-term corporate
obligations, including those with floating or variable rates of interest
Normally, the fund invests at least 25% of its net assets in bank obligations.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in the portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
* the risks generally associated with concentrating investments in the
banking industry, such as interest rate risk, credit risk and regulatory
developments relating to the banking industry
<PAGE 2>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Investor shares
from year to year. The table shows the fund's average annual total return for
its Investor shares over time. Of course, past performance is no guarantee of
future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
5.75 5.15 5.29 5.25 4.86
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '95 +1.45%
WORST QUARTER: Q2 '99 +1.12%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.38%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year 5 Years (1/10/94)
- --------------------------------------------------------------------------------
4.86% 5.26% 5.03%
The 7-day yield for Investor shares on 12/31/99 was 5.41%. Institutions may call
toll-free 1-800-346-3621 for the current yield for Investor shares. Individuals
or entities for whom institutions may purchase or redeem shares should call the
institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Investor shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.25%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.45%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- -------------------------------------------------------------------------------
$46 $144 $252 $567
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing Investor
shares, for advertising and marketing related to Investor shares, and for
providing account service and maintenance. The distributor may pay all or part
of the fee to institutions which have purchased Investor shares for the benefit
of others. Because this fee is paid out of the fund's assets on an ongoing
basis, over time it will increase the cost of your investment and may cost you
more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus Cash Management
<PAGE 3>
Dreyfus Cash Management Plus
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity. To pursue this goal,
the fund invests in a diversified portfolio of high quality, short-term debt
securities, including:
* securities issued or guaranteed by the U.S. government or its agencies
or instrumentalities
* certificates of deposit, time deposits, bankers' acceptances and other
short-term securities issued by domestic banks or foreign banks (or thrifts)
or their subsidiaries or branches
* repurchase agreements, including tri-party repurchase agreements
* asset-backed securities
* domestic and dollar-denominated foreign commercial paper, and other
short-term corporate obligations, including those with floating or variable
rates of interest
* dollar-denominated obligations issued or guaranteed by one or more
foreign governments or any of their political subdivisions or agencies
Normally, the fund invests at least 25% of its net assets in bank obligations.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in the portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
* the risks generally associated with concentrating investments in the
banking industry, such as interest rate risk, credit risk and regulatory
developments relating to the banking industry
* the risks generally associated with dollar-denominated foreign
investments, such as economic and political developments, seizure or
nationalization of deposits, imposition of taxes or other restrictions on the
payment of principal and interest
<PAGE 4>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Investor shares
from year to year. The table shows the fund's average annual total return for
its Investor shares over time. Of course, past performance is no guarantee of
future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
5.80 5.21 5.36 5.29 4.89
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '95 +1.46%
WORST QUARTER: Q2 '99 +1.14%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.36%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year 5 Years (1/24/94)
- --------------------------------------------------------------------------------
4.89% 5.31% 5.09%
The 7-day yield for Investor shares on 12/31/99 was 5.29%. Institutions may call
toll-free 1-800-346-3621 for the current yield for Investor shares. Individuals
or entities for whom institutions may purchase or redeem shares should call the
institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Investor shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.25%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.45%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
$46 $144 $252 $567
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold yourshares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing Investor
shares, for advertising and marketing related to Investor shares, and for
providing account service and maintenance. The distributor may pay all or part
of the fee to institutions which have purchased Investor shares for the benefit
of others. Because this fee is paid out of the fund's assets on an ongoing
basis, over time it will increase the cost of your investment and may cost you
more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus Cash Management Plus
<PAGE 5>
Dreyfus Government Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund invests in securities issued or guaranteed as to
principal and interest by the U.S. government or its agencies or
instrumentalities, and repurchase agreements (including tri-party repurchase
agreements) in respect of these securities.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in the portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
Certain U.S. government agency securities are backed by the right of the issuer
to borrow from the U.S. Treasury, or are supported only by the credit of the
issuer or instrumentality. While the U.S. government provides financial support
to U.S. government-sponsored agencies or instrumentalities, no assurance can be
given that it will always do so.
<PAGE 6>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Investor shares
from year to year. The table shows the fund's average annual total return for
its Investor shares over time. Of course, past performance is no guarantee of
future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
5.74 5.14 5.26 5.15 4.69
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '95 +1.45%
WORST QUARTER: Q2 '99 +1.10%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.30%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year 5 Years (1/10/94)
- --------------------------------------------------------------------------------
4.69% 5.20% 4.96%
The 7-day yield for Investor shares on 12/31/99 was 4.83%. Institutions may call
toll-free 1-800-346-3621 for the current yield for Investor shares. Individuals
or entities for whom institutions may purchase or redeem shares should call the
institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Investor shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.25%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.45%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
$46 $144 $252 $567
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing Investor
shares, for advertising and marketing related to Investor shares, and for
providing account service and maintenance. The distributor may pay all or part
of the fee to institutions which have purchased Investor shares for the benefit
of others. Because this fee is paid out of the fund's assets on an ongoing
basis, over time it will increase the cost of your investment and may cost you
more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus Government Cash Management
<PAGE 7>
Dreyfus Government Prime Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund only invests in securities issued or guaranteed as
to principal and interest by the U.S. government or its agencies or
instrumentalities.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in the portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
Certain U.S. government agency securities are backed by the right of the issuer
to borrow from the U.S. Treasury, or are supported only by the credit of the
issuer or instrumentality. While the U.S. government provides financial support
to U.S. government-sponsored agencies or instrumentalities, no assurance can be
given that it will always do so.
<PAGE 8>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the performance of the fund's Investor shares for its first
full calendar year. The table shows the fund's average annual total return for
its Investor shares over time. Of course, past performance is no guarantee of
future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
4.74
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q4 '99 +1.32%
WORST QUARTER: Q2 '99 +1.17%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.31%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (2/27/98)
- ---------------------------------------------------------------------------
4.74% 4.92%
The 7-day yield for Investor shares on 12/31/99 was 4.86%. Institutions may call
toll-free 1-800-346-3621 for the current yield for Investor shares. Individuals
or entities for whom institutions may purchase or redeem shares should call the
institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Investor shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.25%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.45%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- -------------------------------------------------------------------------------
$46 $144 $252 $567
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing Investor
shares, for advertising and marketing related to Investor shares, and for
providing account service and maintenance. The distributor may pay all or part
of the fee to institutions which have purchased Investor shares for the benefit
of others. Because this fee is paid out of the fund's assets on an ongoing
basis, over time it will increase the cost of your investment and may cost you
more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus Government Prime Cash Management
<PAGE 9>
Dreyfus Treasury Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund only invests in securities issued or guaranteed as
to principal and interest by the U.S. government, and repurchase agreements
(including tri-party repurchase agreements) in respect of these securities.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in the portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
<PAGE 10>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Investor shares
from year to year. The table shows the fund's average annual total return for
its Investor shares over time. Of course, past performance is no guarantee of
future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
5.58 5.03 5.15 5.02 4.58
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '95 +1.40%
WORST QUARTER: Q2 '99 +1.07%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.26%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year 5 Years (1/10/94)
- --------------------------------------------------------------------------------
4.58% 5.07% 4.85%
The 7-day yield for Investor shares on 12/31/99 was 4.62%. Institutions may call
toll-free 1-800-346-3621 for the current yield for Investor shares. Individuals
or entities for whom institutions may purchase or redeem shares should call the
institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Investor shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.25%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.45%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- ------------------------------------------------------------------------------
$46 $144 $252 $567
This example shows what you could pay in expenses over time.
It uses the same hypothetical conditions other funds use in their
prospectuses: $10,000 initial investment, 5% total return each year
and no changes in expenses.
The figures shown would be the same whether you sold your shares at the end of a
period or kept them. Because actual return and expenses
will be different, the example is for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing Investor
shares, for advertising and marketing related to Investor shares, and for
providing account service and maintenance. The distributor may pay all or part
of the fee to institutions which have purchased Investor shares for the benefit
of others. Because this fee is paid out of the fund's assets on an ongoing
basis, over time it will increase the cost of your investment and may cost you
more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus Treasury Cash Management
<PAGE 11>
Dreyfus Treasury Prime Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund only invests in securities issued or guaranteed as
to principal and interest by the U.S. government.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in the portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
<PAGE 12>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Investor shares
from year to year. The table shows the fund's average annual total return for
its Investor shares over time. Of course, past performance is no guarantee of
future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
5.47 4.93 5.02 4.87 4.41
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '95 +1.39%
WORST QUARTER: Q2 '99 +1.04%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.25%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year 5 Years (1/10/94)
- --------------------------------------------------------------------------------
4.41% 4.94% 4.74%
The 7-day yield for Investor shares on 12/31/99 was 4.78%. Institutions may call
toll-free 1-800-346-3621 for the current yield for Investor shares. Individuals
or entities for whom institutions may purchase or redeem shares should call the
institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Investor shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.25%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.45%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- ----------------------------------------------------------------------------
$46 $144 $252 $567
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing Investor
shares, for advertising and marketing related to Investor shares, and for
providing account service and maintenance. The distributor may pay all or part
of the fee to institutions which have purchased Investor shares for the benefit
of others. Because this fee is paid out of the fund's assets on an ongoing
basis, over time it will increase the cost of your investment and may cost you
more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus Treasury Prime Cash Management
<PAGE 13>
Dreyfus Tax Exempt Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income exempt from federal personal
income tax as is consistent with the preservation of capital and the maintenance
of liquidity.
To pursue this goal, the fund normally invests substantially all of its net
assets in short-term municipal obligations that provide income exempt from
federal personal income tax. When the portfolio manager believes that acceptable
municipal obligations are unavailable for investment, the fund may invest
temporarily in high quality, taxable money market instruments.
Municipal obligations are typically of two types:
* GENERAL OBLIGATION BONDS, which are secured by the full faith and
credit of the issuer and its taxing power
* REVENUE BONDS, which are payable from the revenues derived from a
specific revenue source, such as charges for water and sewer service or
highway tolls
While the fund is permitted to invest up to 20% of its assets in municipal
obligations that provide income that may be subject to the federal alternative
minimum tax, the fund currently is managed so that income paid by the fund will
not be subject to the federal alternative minimum tax.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in the portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
<PAGE 14>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Investor shares
from year to year. The table shows the fund's average annual total return for
its Investor shares over time. Of course, past performance is no guarantee of
future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
3.46 3.05 3.23 3.04 2.83
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '95 +0.91%
WORST QUARTER: Q1 '99 +0.63%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 0.78%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year 5 Years (1/10/94)
- --------------------------------------------------------------------------------
2.83% 3.12% 3.02%
The 7-day yield for Investor shares on 12/31/99 was 3.88%. Institutions may call
toll-free 1-800-346-3621 for the current yield for Investor shares. Individuals
or entities for whom institutions may purchase or redeem shares should call the
institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Investor shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.25%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.45%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
$46 $144 $252 $567
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing Investor
shares, for advertising and marketing related to Investor shares, and for
providing account service and maintenance. The distributor may pay all or part
of the fee to institutions which have purchased Investor shares for the benefit
of others. Because this fee is paid out of the fund's assets on an ongoing
basis, over time it will increase the cost of your investment and may cost you
more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus Tax Exempt Cash Management
<PAGE 15>
Dreyfus Municipal Cash Management Plus
GOAL/APPROACH
The fund seeks as high a level of current income exempt from federal personal
income tax as is consistent with the preservation of capital and the maintenance
of liquidity.
To pursue this goal, the fund normally invests substantially all of its net
assets in short-term municipal obligations that provide income exempt from
federal personal income tax. When the portfolio manager believes that acceptable
municipal obligations are unavailable for investment, the fund may invest
temporarily in high quality, taxable money market instruments.
Municipal obligations are typically of two types:
* GENERAL OBLIGATION BONDS, which are secured by the full faith and
credit of the issuer and its taxing power
* REVENUE BONDS, which are payable from the revenues derived from a
specific revenue source, such as charges for water and sewer service or
highway tolls
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in the portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
Although the fund's objective is to generate income exempt from federal income
tax, income from some of its holdings may be subject to the federal alternative
minimum tax.
<PAGE 16>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Investor shares
from year to year. The table shows the fund's average annual total return for
its Investor shares over time. Of course, past performance is no guarantee of
future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
2.51 3.59 3.18 3.33 3.16 2.89
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '95 +0.96%
WORST QUARTER: Q1 '98 +0.49%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 0.80%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year 5 Years (9/30/93)
- --------------------------------------------------------------------------------
2.89% 3.23% 3.07%
The 7-day yield for Investor shares on 12/31/99 was 3.91%. Institutions may call
toll-free 1-800-346-3621 for the current yield for Investor shares. Individuals
or entities for whom institutions may purchase or redeem shares should call the
institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Investor shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.25%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.45%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
$46 $144 $252 $567
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing Investor
shares, for advertising and marketing related to Investor shares, and for
providing account service and maintenance. The distributor may pay all or part
of the fee to institutions which have purchased Investor shares for the benefit
of others. Because this fee is paid out of the fund's assets on an ongoing
basis, over time it will increase the cost of your investment and may cost you
more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus Municipal Cash Management Plus
<PAGE 17>
Dreyfus New York Municipal Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income exempt from federal, New York
state and New York city personal income taxes as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund normally invests substantially all of its net
assets in short-term municipal obligations that provide income exempt from
federal, New York state and New York city personal income taxes. When the
portfolio manager believes that acceptable New York municipal obligations are
unavailable for investment, the fund may invest in securities that may be
subject to New York state and New York city income taxes, but are free from
federal income tax. When acceptable municipal obligations are unavailable
generally, the fund may invest in high quality, taxable money market
instruments.
Municipal obligations are typically of two types:
* GENERAL OBLIGATION BONDS, which are secured by the full faith and
credit of the issuer and its taxing power
* REVENUE BONDS, which are payable from the revenues derived from a
specific revenue source, such as charges for water and sewer service or
highway tolls
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in the portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
* New York's economy and revenues underlying its municipal obligations
may decline
* the fund's portfolio securities may be more sensitive to risks that are
specific to investing primarily in a single state
The fund is non-diversified, which means that a relatively high percentage of
the fund's assets may be invested in a limited number of issuers. Therefore, its
performance may be more vulnerable to changes in the market value of a single
issuer or a group of issuers.
Although the fund's objective is to generate income exempt from federal, New
York state and New York city income taxes, interest from some of its holdings
may be subject to the federal alternative minimum tax.
<PAGE 18>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Investor shares
from year to year. The table shows the fund's average annual total return for
its Investor shares over time. Of course, past performance is no guarantee of
future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
3.48 2.99 3.20 2.97 2.74
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '95 +0.93%
WORST QUARTER: Q1 '99 +0.60%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 0.77%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year 5 Years (1/18/94)
- --------------------------------------------------------------------------------
2.74% 3.08% 2.97%
The 7-day yield for Investor shares on 12/31/99 was 3.65%. Institutions may call
toll-free 1-800-346-3621 for the current yield for Investor shares. Individuals
or entities for whom institutions may purchase or redeem shares should call the
institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Investor shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.25%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.45%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- -------------------------------------------------------------------------------
$46 $144 $252 $567
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing Investor
shares, for advertising and marketing related to Investor shares, and for
providing account service and maintenance. The distributor may pay all or part
of the fee to institutions which have purchased Investor shares for the benefit
of others. Because this fee is paid out of the fund's assets on an ongoing
basis, over time it will increase the cost of your investment and may cost you
more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement upon at least 90 days' prior
notice to investors, but has committed not to do so at least through May 31,
2001.
Dreyfus New York Municipal Cash Management
<PAGE 19>
MANAGEMENT
The investment adviser for each fund is The Dreyfus Corporation, 200 Park
Avenue, New York, New York 10166. Founded in 1947, Dreyfus manages more than
$129 billion in over 160 mutual fund portfolios. For the past fiscal year, each
fund paid Dreyfus a management fee at the annual rate of 0.20% of the fund's
average daily net assets. Dreyfus is the primary mutual fund business of Mellon
Financial Corporation, a global financial services company with approximately
$2.5 trillion of assets under management, administration or custody, including
approximately $485 billion under management. Mellon provides wealth management,
global investment services and a comprehensive array of banking services for
individuals, businesses and institutions. Mellon is headquartered in Pittsburgh,
Pennsylvania.
The Dreyfus asset management philosophy is based on the belief that discipline
and consistency are important to investment success. For each fund, Dreyfus
seeks to establish clear guidelines for portfolio management and to be
systematic in making decisions. This approach is designed to provide each fund
with a distinct, stable identity.
Each fund, Dreyfus and Dreyfus Service Corporation (each fund's distributor)
have adopted a code of ethics that permits its personnel, subject to such code,
to invest in securities, including securities that may be purchased or held by
each fund. The Dreyfus code of ethics restricts the personal securities
transactions of its employees, and acquires portfolio managers and other
investment personnel to comply with the code's preclearance and disclosure
procedures. Its primary purpose is to ensure that personal trading by Dreyfus
employees does not disadvantage any Dreyfus-managed fund.
<PAGE 20>
FINANCIAL HIGHLIGHTS
The following tables describe the performance of each fund's Investor shares for
the fiscal periods indicated. "Total return" shows how much your investment in
the fund would have increased (or decreased) during each period, assuming you
had reinvested all dividends and distributions. These figures have been
independently audited by Ernst & Young LLP, whose report, along with the fund's
financial statements, is included in the annual report, which is available upon
request.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
YEAR ENDED JANUARY 31,
DREYFUS CASH MANAGEMENT 2000 1999 1998 1997 1996
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .048 .051 .052 .050 .056
Distributions: Dividends from investment
income -- net (.048) (.051) (.052) (.050) (.056)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00
Total return (%) 4.93 5.19 5.31 5.13 5.76
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .45 .45 .45 .45 .45
Ratio of net investment income
to average net assets (%) 4.88 5.07 5.18 5.02 5.54
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 678 462 464 581 430
YEAR ENDED PERIOD ENDED YEAR ENDED
JANUARY 31, JANUARY 31, SEPTEMBER 30,
DREYFUS CASH MANAGEMENT PLUS 2000 1999 1998 1997(1) 1996 1995
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .048 .051 .053 .017 .052 .055
Distributions: Dividends from investment
income -- net (.048) (.051) (.053) (.017) (.052) (.055)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00 1.00
Total return (%) 4.95 5.24 5.38 5.10(2) 5.33 5.61
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .45 .45 .45 .45(2) .45 .45
Ratio of net investment income
to average net assets (%) 4.84 5.12 5.25 5.07(2) 5.19 5.66
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 697 690 750 782 629 352
(1) THE FUND CHANGED ITS FISCAL YEAR END FROM SEPTEMBER 30 TO JANUARY 31.
(2) ANNUALIZED.
Financial Highlights
<PAGE 21>
FINANCIAL HIGHLIGHTS (CONTINUED)
YEAR ENDED JANUARY 31,
DREYFUS GOVERNMENT CASH MANAGEMENT 2000 1999 1998 1997 1996
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .046 .050 .052 .050 .056
Distributions: Dividends from investment
income -- net (.046) (.050) (.052) (.050) (.056)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00
Total return (%) 4.74 5.08 5.28 5.12 5.75
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .45 .45 .45 .45 .45
Ratio of net investment income
to average net assets (%) 4.62 4.96 5.16 5.01 5.49
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 504 811 779 547 452
YEAR ENDED JANUARY 31,
DREYFUS GOVERNMENT PRIME CASH MANAGEMENT 2000 1999(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00
Investment operations: Investment income -- net .047 .046
Distributions: Dividends from investment
income -- net (.047) (.046)
Net asset value, end of period 1.00 1.00
Total return (%) 4.78 5.06(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .45 .45(2)
Ratio of net investment income
to average net assets (%) 4.73 4.95(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 39 15
(1) FROM FEBRUARY 27, 1998 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1999.
(2) ANNUALIZED.
<PAGE 22>
YEAR ENDED PERIOD ENDED YEAR ENDED
JANUARY 31, JANUARY 31, JULY 31,
DREYFUS TREASURY CASH MANAGEMENT 2000 1999 1998 1997(1) 1996 1995
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .045 .048 .051 .025 .051 .050
Distributions: Dividends from investment
income -- net (.045) (.048) (.051) (.025) (.051) (.050)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00 1.00
Total return (%) 4.62 4.95 5.17 4.96(2) 5.25 5.08
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .45 .45 .45 .45(2) .45 .45
Ratio of net investment income
to average net assets (%) 4.53 4.84 5.07 4.89(2) 5.05 5.24
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 472 538 597 330 238 39
(1) THE FUND CHANGED ITS FISCAL YEAR END FROM JULY 31 TO JANUARY 31.
(2) ANNUALIZED.
YEAR ENDED PERIOD ENDED YEAR ENDED
JANUARY 31, JANUARY 31, FEBRUARY 28/29,
DREYFUS TREASURY PRIME CASH MANAGEMENT 2000 1999 1998 1997(1) 1996 1995
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .044 .047 .049 .044 .053 .041
Distributions: Dividends from investment
income -- net (.044) (.047) (.049) (.044) (.053) (.041)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00 1.00
Total return (%) 4.46 4.81 5.03 4.88(2) 5.39 4.13
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .45 .45 .45 .45(2) .45 .45
Ratio of net investment income
to average net assets (%) 4.36 4.71 4.91 4.80(2) 5.21 4.26
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 412 434 304 358 256 123
(1) THE FUND CHANGED ITS FISCAL YEAR END FROM FEBRUARY 28/29 TO JANUARY 31.
(2) ANNUALIZED.
Financial Highlights
<PAGE 23>
FINANCIAL HIGHLIGHTS (CONTINUED)
YEAR ENDED JANUARY 31,
DREYFUS TAX EXEMPT CASH MANAGEMENT 2000 1999 1998 1997 1996
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .028 .030 .032 .030 .034
Distributions: Dividends from investment
income -- net (.028) (.030) (.032) (.030) (.034)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00
Total return (%) 2.86 3.00 3.24 3.05 3.46
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .45 .45 .45 .45 .45
Ratio of net investment income
to average net assets (%) 2.80 2.96 3.22 2.98 3.39
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 223 161 149 44 80
YEAR ENDED PERIOD ENDED YEAR ENDED
JANUARY 31, JANUARY 31, DECEMBER 31,
DREYFUS MUNICIPAL CASH MANAGEMENT PLUS 2000 1999 1998 1997(1) 1996 1995
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .029 .031 .033 .003 .031 .035
Distributions: Dividends from investment
income -- net (.029) (.031) (.033) (.003) (.031) (.035)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00 1.00
Total return (%) 2.93 3.12 3.34 3.18(2) 3.18 3.60
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .45 .45 .45 .45(2) .45 .45
Ratio of net investment income
to average net assets (%) 2.86 3.07 3.26 3.13(2) 3.14 3.51
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 49 50 47 67 46 23
(1) THE FUND CHANGED ITS FISCAL YEAR END FROM DECEMBER 31 TO JANUARY 31.
(2) ANNUALIZED.
<PAGE 24>
YEAR ENDED PERIOD ENDED YEAR ENDED
JANUARY 31, JANUARY 31, JULY 31,
DREYFUS NEW YORK MUNICIPAL CASH MANAGEMENT 2000 1999 1998 1997(1) 1996 1995
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .027 .029 .032 .015 .031 .032
Distributions: Dividends from investment
income -- net (.027) (.029) (.032) (.015) (.031) (.032)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00 1.00
Total return (%) 2.77 2.93 3.20 3.04(2) 3.18 3.20
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .45 .45 .45 .45(2) .45 .45
Ratio of net investment income
to average net assets (%) 2.73 2.92 3.17 3.03(2) 3.09 2.81
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 11 9 13 8 14 6
(1) THE FUND CHANGED ITS FISCAL YEAR END FROM JULY 31 TO JANUARY 31.
(2) ANNUALIZED.
</TABLE>
Financial Highlights
<PAGE 25>
Account Information
ACCOUNT POLICIES
EACH FUND IS DESIGNED for institutional investors, particularly banks, acting
for themselves or in a fiduciary, advisory, agency, custodial or similar
capacity. Fund shares may not be purchased directly by individuals, although
institutions may purchase shares for accounts maintained by individuals.
Generally, each investor will be required to open a single master account with
the fund for all purposes. In certain cases, the fund may request investors to
maintain separate master accounts for shares held by the investor (i) for its
own account, for the account of other institutions and for accounts for which
the institution acts as a fiduciary, and (ii) for accounts for which the
investor acts in some other capacity. An institution may arrange with the fund's
transfer agent for sub-accounting services and will be charged directly for the
cost of such services. Institutions purchasing Investor shares for the benefit
of their clients may impose policies, limitations and fees which are different
from those described in this prospectus.
Buying shares
THE PRICE FOR FUND SHARES is the fund's net asset value (NAV), which is
generally calculated twice a day, at 5:00 p.m. and 8:00 p.m. for the taxable
money market funds, and 12:00 noon and 8:00 p.m. for the municipal money market
funds, every day the New York Stock Exchange, or the transfer agent (as on Good
Friday) as to Dreyfus Cash Management and Dreyfus Cash Management Plus only, is
open. An order will be priced at the next NAV calculated after the order is
accepted by the fund's transfer agent or other authorized entity. Each fund's
investments are valued based on amortized cost. As a result, portfolio
securities are valued at their acquisition cost, adjusted for discounts or
premiums reflected in their purchase price. This method of valuation is designed
for the fund to be able to price its shares at $1.00 per share.
APPLICABLE TO DREYFUS CASH MANAGEMENT, DREYFUS CASH MANAGEMENT PLUS, DREYFUS
GOVERNMENT CASH MANAGEMENT, DREYFUS GOVERNMENT PRIME CASH MANAGEMENT, DREYFUS
TREASURY CASH MANAGEMENT, AND DREYFUS TREASURY PRIME CASH MANAGEMENT ONLY:
As to Dreyfus Cash Management, Dreyfus Cash Management Plus, Dreyfus Government
Cash Management and Dreyfus Treasury Cash Management, orders in proper form
placed prior to 5:00 p.m., and payments for which are received in or converted
into Federal Funds by the fund's custodian by 6:00 p.m., will become effective
at the price determined at 5:00 p.m. on that day. In this case, shares purchased
will receive the dividend declared on that day.
As to Dreyfus Government Prime Cash Management and Dreyfus Treasury Prime Cash
Management only, orders in proper form placed prior to 3:00 p.m., and payments
for which are received in or converted into Federal Funds by the fund's
custodian by 6:00 p.m., will become effective at the price determined at 5:00
p.m. on that day. In this case, shares purchased will receive the dividend
declared on that day. Orders for shares placed between 3:00 p.m and 5:00 p.m.
will not be accepted and executed, and notice of the purchase order being
rejected will be given to the institution placing the order, and any funds
received will be returned promptly to the sending institution.
Orders effected through compatible computer facilities after 5:00 p.m., but
prior to 8:00 p.m., will become effective at the price determined at 8:00 p.m.
on that day, if Federal Funds are received by the fund's custodian by 11:00 a.m.
on the following business day. In this case, shares purchased will start earning
dividends on the business day following the date the order became effective.
Orders in proper form effected between 5:00 p.m. and 8:00 p.m., by a means other
than a compatible computer facility, will become effective on the following
business day.
<PAGE 26>
APPLICABLE TO DREYFUS TAX EXEMPT CASH MANAGEMENT, DREYFUS MUNICIPAL CASH
MANAGEMENT PLUS, AND DREYFUS NEW YORK MUNICIPAL CASH MANAGEMENT ONLY:
Investors whose orders in proper form are placed and payments for which are
received in or converted into Federal Funds by the fund's custodian, prior to
12:00 noon, will be effective at the price determined at 12:00 noon on that day.
In this case, shares purchased will receive the dividend declared on that day.
Orders effected through a compatible computer facility after 12:00 noon, but
prior to 8:00 p.m., will become effective at the price determined at 8:00 p.m.
on that day, if Federal Funds are received by the fund's custodian by 11:00 a.m.
on the following business day. In this case, shares purchased will start earning
dividends on the business day following the date the order became effective.
Orders effected in proper form between 12:00 noon and 8:00 p.m., by a means
other than a compatible computer facility, will become effective on the
following business day.
For all funds, all times are Eastern time.
- --------------------------------------------------------------------------------
Minimum investments
Initial Additional
- --------------------------------------------------------------------------------
INVESTOR SHARES $10,000,000* NONE
*The minimum initial investment in Investor shares is $10,000,000, unless: (a)
the investor has invested at least $10,000,000 in the aggregate among any
Dreyfus Cash Management fund and Dreyfus Institutional Short Term Treasury Fund
(including in any class of a fund); or (b) the investor has, in the opinion of
Dreyfus Institutional Services Division, adequate intent and availability of
assets to reach a future level of investment of $10,000,000 among the funds
named above.
Selling shares
INVESTORS MAY SELL (REDEEM) SHARES AT ANY TIME, by wire, telephone or compatible
computer facility. Shares will be sold at the next NAV calculated after an
investor's order is accepted by the fund's transfer agent or other authorized
entity. Any certificates representing fund shares being sold must be returned
with the redemption request. Orders will be processed promptly and investors
generally will receive the proceeds within a week.
BEFORE SELLING RECENTLY PURCHASED SHARES, please note that if the fund has not
yet collected payment for the shares you are selling, it may delay sending the
proceeds for up to eight business days or until it has collected payment.
General policies
UNLESS THE INVESTOR DECLINES TELEPHONE PRIVILEGES on the application, the
investor may be responsible for any fraudulent telephone order as long as
Dreyfus takes reasonable measures to verify the order.
EACH FUND RESERVES THE RIGHT TO:
* refuse any purchase or exchange request that could adversely affect the
fund or its operations
* change or discontinue its exchange privilege, or temporarily suspend
this privilege during unusual market conditions
* change its minimum investment amounts
* delay sending out redemption proceeds for up to seven days (generally
applies only in cases of very large redemptions, excessive trading or during
unusual market conditions)
Each fund also reserves the right to make a "redemption in kind" -- payment in
portfolio securities rather than cash -- if the amount being redeemed is deemed
by the manager to be large enough to affect fund operations.
Concepts to understand
AMORTIZED COST: the value of a fund's portfolio securities, which does not take
into account unrealized gains or losses. As a result, portfolio securities are
valued at their acquisition cost, adjusted over time based on the discounts or
premiums reflected in their purchase price. This method of valuation is designed
for a fund to be able to price its shares at $1.00 per share.
Concepts to understand
NET ASSET VALUE (NAV): a mutual fund's share price on a given day. A fund's NAV
is calculated by dividing the value of its net assets by the number of existing
shares.
Account Information
<PAGE 27>
DISTRIBUTIONS AND TAXES
EACH FUND USUALLY PAYS ITS SHAREHOLDERS dividends from its net investment income
once a month, and distributes any net realized securities gains once a year.
Dividends and distributions will be reinvested in the fund unless the investor
instructs the fund otherwise. There are no fees or sales charges on
reinvestments.
DIVIDENDS AND DISTRIBUTIONS PAID by the taxable money market funds are taxable
to U.S. shareholders as ordinary income (unless the investment is in a
tax-deferred account for which taxes may be due at a later date).
EACH MUNICIPAL MONEY MARKET FUND anticipates that, under normal market
conditions, virtually all of its income dividends will be exempt from federal
and, as to Dreyfus New York Municipal Cash Management, New York state and New
York city, personal income taxes. However, any dividends and distributions from
taxable investments are taxable as ordinary income.
The tax status of any distribution is the same regardless of how long the
investor has been in the fund and whether the investor reinvests distributions
or take them in cash.
Because each investor's tax situation is unique, the investor should consult a
professional about federal, state and local tax consequences.
Concepts to understand
DIVIDENDS: income or interest paid by the investments in a fund's portfolio.
DISTRIBUTIONS: income, net of expenses, passed on to fund shareholders. These
are calculated on a per-share basis: each share earns the same rate of return,
so the more fund shares you own, the higher your distribution.
SERVICES FOR FUND INVESTORS
Exchange privilege
AN INVESTOR MAY PURCHASE, in exchange for Investor shares of any Dreyfus Cash
Management fund, Investor shares of any other Dreyfus Cash Management fund, or
of Dreyfus Institutional Short Term Treasury Fund. Be sure to read the current
prospectus for Dreyfus Institutional Short Term Treasury Fund before exchanging
into it. An exchange may be requested in writing or by telephone. Any new
account established through an exchange will have the same privileges as the
original account (as long as they are available). There is currently no fee for
exchanges.
Dreyfus Auto-Exchange privilege
DREYFUS AUTO-EXCHANGE PRIVILEGE enables an investor to invest regularly (on a
monthly, semi-monthly, quarterly or annual basis), in exchange for Investor
shares of any Dreyfus Cash Management fund, in Investor shares of any other
Dreyfus Cash Management fund or in Dreyfus Institutional Short Term Treasury
Fund, if the investor is a shareholder in such fund. There is currently no fee
for this privilege.
Account statements
EVERY FUND INVESTOR AUTOMATICALLY RECEIVES regular account statements. Each
investor also will be sent a yearly statement detailing the tax characteristics
of any dividends and distributions the investor has received.
<PAGE 28>
INSTRUCTIONS FOR ACCOUNT TRANSACTIONS
TO OPEN AN ACCOUNT
By Telephone
Before wiring funds, call a Dreyfus Institutional Services Division
representative with information about your transaction.
WIRE Transmit your investment to
The Bank of New York, with these instructions:
* ABA# 021000018
* fund name and DDA#
* Dreyfus Cash Management
DDA# 8900052015
* Dreyfus Cash Management Plus
DDA# 8900052252
* Dreyfus Government Cash Management
DDA# 8900052023
* Dreyfus Government Prime Cash Management
DDA# 8900337273
* Dreyfus Treasury Cash Management
DDA# 8900052112
* Dreyfus Treasury Prime Cash Management
DDA# 8900052317
* Dreyfus Tax Exempt Cash Management
DDA# 8900051965
* Dreyfus Municipal Cash Management Plus
DDA# 8900119136
* Dreyfus New York Municipal Cash Management
DDA# 8900208805
* the share class
* your Social Security or tax ID number
* account registration
* dealer number, if applicable
* account number
Call us to obtain an account number. Return your application with the account
number on the application.
TO ADD TO AN ACCOUNT
Before wiring funds, call a Dreyfus Institutional Services Division
representative with information about your transaction.
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* fund name and DDA#
* Dreyfus Cash Management DDA# 8900052015
* Dreyfus Cash Management Plus DDA# 8900052252
* Dreyfus Government Cash Management DDA# 8900052023
* Dreyfus Government Prime Cash Management DDA# 8900337273
* Dreyfus Treasury Cash Management DDA# 8900052112
* Dreyfus Treasury Prime Cash Management DDA# 8900052317
* Dreyfus Tax Exempt Cash Management DDA# 8900051965
* Dreyfus Municipal Cash Management Plus DDA# 8900119136
* Dreyfus New York Municipal Cash Management DDA# 8900208805
* the share class
* account number
* account registration
* dealer number, if applicable
TO SELL SHARES
Before redeeming shares, call a Dreyfus Institutional Services Division
representative with information about your transaction.
WIRE Be sure the fund has your bank account information on file. Proceeds will
be wired to your bank.
To open an account, make subsequent investments, or to sell shares, please
contact your Dreyfus Institutional Services Division Representative or call
1-800-346-3621. In New York, call 1-718-895-1650.
Account Information
<PAGE 29>
INSTRUCTIONS FOR ACCOUNT TRANSACTIONS (continued)
TO OPEN AN ACCOUNT
Via Computer Facilities
Access Lion Remote System, input new account data and retrieve account number
for your records.
TO ADD TO AN ACCOUNT
Access Lion Remote System. Enter: * account number * fund number: [share class:
#]
* amount to buy
Print a report of transactions for your records.
TO SELL SHARES
Access Lion Remote System, confirm bank account information or select from
multiple wire instructions. Enter: * account number * fund number: [share class:
#]
* amount to sell
Print a report of transactions for your records.
THE DREYFUS LION REMOTE SYSTEM provides institutional investment managers with
the ability to monitor, control and service their Dreyfus mutual fund accounts
through their personal computer. Investment managers use their modem with a
local-access dial-up network or use their Internet access with a digital
certificate for 128-bit encryption security. Please call Dreyfus Institutional
Services Division about the availability of other compatible computerized
trading systems.
For information about Dreyfus, access our Internet site at WWW.LIONSALES.COM.
<PAGE 30>
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[This page intentionally left blank]
[This page intentionally left blank]
For More Information
Dreyfus Cash Management
- ----------------------------------
SEC file number: 811-4175
Dreyfus Cash Management Plus
- -----------------------------------
SEC file number: 811-5295
Dreyfus Government Cash Management
A series of Dreyfus Government Cash Management Funds
- -----------------------------------
SEC file number: 811-3964
Dreyfus Government Prime Cash Management
A series of Dreyfus Government Cash Management Funds
- -----------------------------------
SEC file number: 811-3964
Dreyfus Treasury Cash Management
- -----------------------------------
SEC file number: 811-4723
Dreyfus Treasury Prime Cash Management
- ----------------------------------
SEC file number: 811-5718
Dreyfus Tax Exempt Cash Management
- -----------------------------------
SEC file number: 811-3954
Dreyfus Municipal Cash Management Plus
- ----------------------------------
SEC file number: 811-6172
Dreyfus New York Municipal Cash Management
- -----------------------------------
SEC file number: 811-6395
More information on each fund is available free upon request, including the
following:
Annual/Semiannual Reports
Describes each fund's performance, and lists its portfolio holdings.
Statement of Additional Information (SAI)
Provides more details about each fund and its policies. A current SAI is on file
with the Securities and Exchange Commission (SEC) and is incorporated by
reference (is legally considered part of this prospectus).
To obtain information:
BY TELEPHONE Call your Dreyfus Institutional Services Division representative or
1-800-346-3621
BY E-MAIL Access Dreyfus Institutional Services Division at www.LIONSALES.com.
You can obtain product information and E-mail requests for information or
literature.
BY MAIL Write to: Dreyfus Institutional Services Division 144 Glenn Curtiss
Boulevard Uniondale, NY 11556-0144
ON THE INTERNET Text-only versions of certain fund documents can be viewed
online or downloaded from: http://www.sec.gov
You can also obtain copies by visiting the SEC's Public Reference Room in
Washington, DC (for information, call 1-202-942-8090) or, after paying a
duplicating fee, by E-mail request to [email protected], or by writing to the
SEC's Public Reference Section, Washington, DC 20549-6009.
(c) 2000 Dreyfus Service Corporation CMGT-P0600INV
Dreyfus Cash Management Funds
Dreyfus Cash Management
Dreyfus Cash Management Plus
Dreyfus Government Cash Management
Dreyfus Government Prime Cash Management
Dreyfus Municipal Cash Management Plus
Dreyfus New York Municipal Cash Management
Dreyfus Tax Exempt Cash Management
Dreyfus Treasury Cash Management
Dreyfus Treasury Prime Cash Management
Investing in high quality, short-term securities for current income, safety of
principal and liquidity
PROSPECTUS June 1, 2000
INSTITUTIONAL SHARES
As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.
The Funds
Contents
The Funds
- --------------------------------------------------------------------------------
Introduction 1
Dreyfus Cash Management 2
Dreyfus Cash Management Plus 4
Dreyfus Government
Cash Management 6
Dreyfus Government Prime
Cash Management 8
Dreyfus Treasury Cash Management 10
Dreyfus Treasury Prime
Cash Management 12
Dreyfus Tax Exempt
Cash Management 14
Dreyfus Municipal
Cash Management Plus 16
Dreyfus New York Municipal
Cash Management 18
Management 20
Financial Highlights 21
Account Information
- --------------------------------------------------------------------------------
Account Policies 26
Distributions and Taxes 28
Services for Fund Investors 28
Instructions for Account Transactions 29
For More Information
- --------------------------------------------------------------------------------
MORE INFORMATION ON EACH FUND CAN BE FOUND IN THE FUND'S CURRENT
ANNUAL/SEMIANNUAL REPORT. SEE BACK COVER.
Introduction
Each fund is a money market mutual fund with a separate investment portfolio.
The operations and results of a fund are unrelated to those of each other fund.
This combined prospectus has been prepared for your convenience so that you can
consider nine investment choices in one document.
As a money market fund, each fund is subject to maturity, quality and
diversification requirements designed to help it maintain a stable share price.
Generally, each fund is required to invest at least 95% of its assets in the
securities of issuers with the highest credit rating or the unrated equivalent
as determined by Dreyfus, with the remainder invested in securities with the
second-highest credit rating. Dreyfus Cash Management and Dreyfus Cash
Management Plus purchase securities with the highest credit rating only, or the
unrated equivalent. Dreyfus Government Prime Cash Management and Dreyfus
Treasury Prime Cash Management invest only in U.S. government securities.
Dreyfus Government Cash Management and Dreyfus Treasury Cash Management invest
only in U.S. government securities and in repurchase agreements.
An investment in a fund is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency. Although each fund seeks
to preserve the value of your investment at $1.00 per share, it is possible to
lose money by investing in a fund.
Concepts to understand
MONEY MARKET FUND: a specific type of fund that seeks to maintain a $1.00 price
per share. Money market funds are subject to strict federal requirements and
must:
* maintain an average dollar-weighted portfolio maturity of 90 days or
less
* buy individual securities that have remaining maturities of 13 months or
less
* invest only in high quality, dollar-denominated obligations
CREDIT RATING: a measure of the issuer's expected ability to make all required
interest and principal payments in a timely manner. An issuer with the highest
credit rating has a very strong degree of certainty (or safety) with respect to
making all payments. An issuer with the second-highest credit rating has a
strong capacity to make all payments, but the degree of safety is somewhat
less.
The Funds
<PAGE 1>
Dreyfus Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity. To pursue this goal,
the fund invests in a diversified portfolio of high quality, short-term debt
securities, including:
* securities issued or guaranteed by the U.S. government or its agencies
or instrumentalities
* certificates of deposit, time deposits, bankers' acceptances, and other
short-term securities issued by domestic banks or foreign banks, or their
subsidiaries or branches
* repurchase agreements, including tri-party repurchase agreements
* asset-backed securities
* high grade commercial paper, and other short-term corporate
obligations, including those with floating or variable rates of interest
Normally, the fund invests at least 25% of its net assets in bank obligations.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in the portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
* the risks generally associated with concentrating investments in the
banking industry, such as interest rate risk, credit risk and regulatory
developments relating to the banking industry
<PAGE 2>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Institutional
shares from year to year. The table shows the fund's average annual total return
for its Institutional shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
8.38 6.22 3.80 3.16 4.08 6.01 5.42 5.56 5.51 5.12
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '90 +2.07%
WORST QUARTER: Q2 '93 +0.77%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.44%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
1 Year 5 Years 10 Years
- --------------------------------------------------------------------------------
5.12% 5.52% 5.32%
The 7-day yield for Institutional shares on 12/31/99 was 5.66%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Institutional shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Institutional shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.20%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- ------------------------------------------------------------------------------
$20 $64 $113 $255
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
OTHER EXPENSES: as to the fund's Institutional shares, under an agreement with
Dreyfus, the fund only pays the management fee. Dreyfus pays all other fund
expenses directly. Dreyfus may terminate this agreement upon at least 90 days'
prior notice to investors, but has committed not to do so at least through May
31, 2001.
Dreyfus Cash Management
<PAGE 3>
Dreyfus Cash Management Plus
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity. To pursue this goal,
the fund invests in a diversified portfolio of high quality, short-term debt
securities, including:
* securities issued or guaranteed by the U.S. government or its agencies
or instrumentalities
* certificates of deposit, time deposits, bankers' acceptances and other
short-term securities issued by domestic banks or foreign banks (or thrifts)
or their subsidiaries or branches
* repurchase agreements, including tri-party repurchase agreements
* asset-backed securities
* domestic and dollar-denominated foreign commercial paper, and other
short-term corporate obligations, including those with floating or variable
rates of interest
* dollar-denominated obligations issued or guaranteed by one or more
foreign governments or any of their political subdivisions or agencies
Normally, the fund invests at least 25% of its net assets in bank obligations.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in the portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
* the risks generally associated with concentrating investments in the
banking industry, such as interest rate risk, credit risk and regulatory
developments relating to the banking industry
* the risks generally associated with dollar-denominated foreign
investments, such as economic and political developments, seizure or
nationalization of deposits, imposition of taxes or other restrictions on the
payment of principal and interest
<PAGE 4>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Institutional
shares from year to year. The table shows the fund's average annual total return
for its Institutional shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
8.43 6.30 3.84 3.16 4.16 6.06 5.47 5.62 5.55 5.15
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '90 +2.07%
WORST QUARTER: Q2 '93 +0.77%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.43%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
1 Year 5 years 10 Years
- --------------------------------------------------------------------------------
5.15% 5.57% 5.37%
The 7-day yield for Institutional shares on 12/31/99 was 5.53%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Institutional shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Institutional shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.20%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- -------------------------------------------------------------------------------
$20 $64 $113 $255
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
OTHER EXPENSES: as to the fund's Institutional shares, under an agreement with
Dreyfus, the fund only pays the management fee. Dreyfus pays all other fund
expenses directly. Dreyfus may terminate this agreement upon at least 90 days'
prior notice to investors, but has committed not to do so at least through May
31, 2001.
Dreyfus Cash Management Plus
<PAGE 5>
Dreyfus Government Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund invests in securities issued or guaranteed as to
principal and interest by the U.S. government or its agencies or
instrumentalities, and repurchase agreements (including tri-party repurchase
agreements) in respect of these securities.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
Certain U.S. government agency securities are backed by the right of the issuer
to borrow from the U.S. Treasury, or are supported only by the credit of the
issuer or instrumentality. While the U.S. government provides financial support
to U.S. government-sponsored agencies or instrumentalities, no assurance can be
given that it will always do so.
<PAGE 6>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Institutional
shares from year to year. The table shows the fund's average annual total return
for its Institutional shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
8.24 6.19 3.88 3.13 4.00 6.01 5.41 5.53 5.41 4.96
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q3 '90 +2.02%
WORST QUARTER: Q2 '93 +0.77%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.36%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
1 Year 5 Years 10 Years
- --------------------------------------------------------------------------------
4.96% 5.46% 5.27%
The 7-day yield for Institutional shares on 12/31/99 was 5.08%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Institutional shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Institutional shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.20%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- ----------------------------------------------------------------------------
$20 $64 $113 $255
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
OTHER EXPENSES: as to the fund's Institutional shares, under an agreement with
Dreyfus, the fund only pays the management fee. Dreyfus pays all other fund
expenses directly. Dreyfus may terminate this agreement upon at least 90 days'
prior notice to investors, but has committed not to do so at least through May
31, 2001.
Dreyfus Government Cash Management
<PAGE 7>
Dreyfus Government Prime Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund only invests in securities issued or guaranteed as
to principal and interest by the U.S. government or its agencies or
instrumentalities.
MAIN RISKS
The fund's yield will fluctuate, as market and interest rate conditions change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
Certain U.S. government agency securities are backed by the right of the issuer
to borrow from the U.S. Treasury, or are supported only by the credit of the
issuer or instrumentality. While the U.S. government provides financial support
to U.S. government-sponsored agencies or instrumentalities, no assurance can be
given that it will always do so.
<PAGE 8>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the performance of the fund's Institutional shares for its
first full calendar year. The table shows the fund's average annual total return
for its Institutional shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
5.00
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q4 '99 +1.32%
WORST QUARTER: Q2 '99 +1.17%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.38%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (2/27/98)
- --------------------------------------------------------------------------------
5.00% 5.18%
The 7-day yield for Institutional shares on 12/31/99 was 5.11%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Institutional shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Institutional shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.20%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- -------------------------------------------------------------------------
$20 $64 $113 $255
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
OTHER EXPENSES: as to the fund's Institutional shares, under an agreement with
Dreyfus, the fund only pays the management fee. Dreyfus pays all other fund
expenses directly. Dreyfus may terminate this agreement upon at least 90 days'
prior notice to investors, but has committed not to do so at least through May
31, 2001.
Dreyfus Government Prime Cash Management
<PAGE 9>
Dreyfus Treasury Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund only invests in securities issued or guaranteed as
to principal and interest by the U.S. government, and repurchase agreements
(including tri-party repurchase agreements) in respect of these securities.
MAIN RISKS
The fund's yield will fluctuate, as market and interest rate conditions change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
<PAGE 10>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Institutional
shares from year to year. The table shows the fund's average annual total return
for its Institutional shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
8.19 6.01 3.71 3.03 3.94 5.84 5.29 5.41 5.28 4.84
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q3 '90 +2.01%
WORST QUARTER: Q4 '93 +0.74%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.32%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
1 Year 5 Years 10 Years
- --------------------------------------------------------------------------------
4.84% 5.33% 5.15%
The 7-day yield for Institutional shares on 12/31/99 was 4.88%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Institutional shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Institutional shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.20%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- -------------------------------------------------------------------------------
$20 $64 $113 $255
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
OTHER EXPENSES: as to the fund's Institutional shares, under an agreement with
Dreyfus, the fund only pays the management fee. Dreyfus pays all other fund
expenses directly. Dreyfus may terminate this agreement upon at least 90 days'
prior notice to investors, but has committed not to do so at least through May
31, 2001.
Dreyfus Treasury Cash Management
<PAGE 11>
Dreyfus Treasury Prime Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund only invests in securities issued or guaranteed as
to principal and interest by the U.S. government.
MAIN RISKS
The fund's yield will fluctuate, as market and interest rate conditions change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
<PAGE 12>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Institutional
shares from year to year. The table shows the fund's average annual total return
for its Institutional shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
7.97 6.09 3.78 3.04 3.96 5.73 5.20 5.28 5.14 4.67
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '90 +1.97%
WORST QUARTER: Q2 '93 +0.74%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.32%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
1 Year 5 Years 10 Years
- --------------------------------------------------------------------------------
4.67% 5.20% 5.08%
The 7-day yield for Institutional shares on 12/31/99 was 5.03%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Institutional shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Institutional shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.20%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
$20 $64 $113 $255
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
OTHER EXPENSES: as to the fund's Institutional shares, under an agreement with
Dreyfus, the fund only pays the management fee. Dreyfus pays all other fund
expenses directly. Dreyfus may terminate this agreement upon at least 90 days'
prior notice to investors, but has committed not to do so at least through May
31, 2001.
Dreyfus Treasury Prime Cash Management
<PAGE 13>
Dreyfus Tax Exempt Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income exempt from federal personal
income tax as is consistent with the preservation of capital and the maintenance
of liquidity.
To pursue this goal, the fund normally invests substantially all of its net
assets in short-term municipal obligations that provide income exempt from
federal personal income tax. When the portfolio manager believes that acceptable
municipal obligations are unavailable for investment, the fund may invest
temporarily in high quality, taxable money market instruments.
Municipal obligations are typically of two types:
* GENERAL OBLIGATION BONDS, which are secured by the full faith and
credit of the issuer and its taxing power
* REVENUE BONDS, which are payable from the revenues derived from a
specific revenue source, such as charges for water and sewer service or
highway tolls
While the fund is permitted to invest up to 20% of its assets in municipal
obligations that provide income that may be subject to the federal alternative
minimum tax, the fund currently is managed so that income paid by the fund will
not be subject to the federal alternative minimum tax.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
<PAGE 14>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Institutional
shares from year to year. The table shows the fund's average annual total return
for its Institutional shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
5.90 4.43 2.89 2.30 2.73 3.72 3.31 3.49 3.29 3.09
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q4 '90 +1.48%
WORST QUARTER: Q1 '94 +0.54%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 0.84%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
1 Year 5 Years 10 Years
- --------------------------------------------------------------------------------
3.09% 3.38% 3.51%
The 7-day yield for Institutional shares on 12/31/99 was 4.12%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Institutional shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Institutional shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.20%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- ----------------------------------------------------------------------------
$20 $64 $113 $255
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
OTHER EXPENSES: as to the fund's Institutional shares, under an agreement with
Dreyfus, the fund only pays the management fee. Dreyfus pays all other fund
expenses directly. Dreyfus may terminate this agreement upon at least 90 days'
prior notice to investors, but has committed not to do so at least through May
31, 2001.
Dreyfus Tax Exempt Cash Management
<PAGE 15>
Dreyfus Municipal Cash Management Plus
GOAL/APPROACH
The fund seeks as high a level of current income exempt from federal personal
income tax as is consistent with the preservation of capital and the maintenance
of liquidity.
To pursue this goal, the fund normally invests substantially all of its net
assets in short-term municipal obligations that provide income exempt from
federal personal income tax. When the portfolio manager believes that acceptable
municipal obligations are unavailable for investment, the fund may invest
temporarily in high quality, taxable money market instruments.
Municipal obligations are typically of two types:
* GENERAL OBLIGATION BONDS, which are secured by the full faith and
credit of the issuer and its taxing power
* REVENUE BONDS, which are payable from the revenues derived from a
specific revenue source, such as charges for water and sewer service or
highway tolls
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
Although the fund's objective is to generate income exempt from federal income
tax, income from some of its holdings may be subject to the federal alternative
minimum tax.
<PAGE 16>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Institutional
shares from year to year. The table shows the fund's average annual total return
for its Institutional shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
4.75 3.16 2.44 2.76 3.85 3.44 3.58 3.41 3.15
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q1 '91 +1.27%
WORST QUARTER: Q1 '94 +0.56%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 0.86%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year 5 Years (10/15/90)
- --------------------------------------------------------------------------------
3.15% 3.49% 3.45%
The 7-day yield for Institutional shares on 12/31/99 was 4.16%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Institutional shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Institutional shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.20%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- -----------------------------------------------------------------------------
$20 $64 $113 $255
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
OTHER EXPENSES: as to the fund's Institutional shares, under an agreement with
Dreyfus, the fund only pays the management fee. Dreyfus pays all other fund
expenses directly. Dreyfus may terminate this agreement upon at least 90 days'
prior notice to investors, but has committed not to do so at least through May
31, 2001.
Dreyfus Municipal Cash Management Plus
<PAGE 17>
Dreyfus New York Municipal Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income exempt from federal, New York
state and New York city personal income taxes as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund normally invests substantially all of its net
assets in short-term municipal obligations that provide income exempt from
federal, New York state and New York city personal income taxes. When the
portfolio manager believes that acceptable New York municipal obligations are
unavailable for investment, the fund may invest in securities that may be
subject to New York state and New York city income taxes, but are free from
federal income tax. When acceptable municipal obligations are unavailable
generally, the fund may invest in high quality, taxable money market
instruments.
Municipal obligations are typically of two types:
* GENERAL OBLIGATION BONDS, which are secured by the full faith and
credit of the issuer and its taxing power
* REVENUE BONDS, which are payable from the revenues derived from a
specific revenue source, such as charges for water and sewer service or
highway tolls
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
* New York's economy and revenues underlying its municipal obligations
may decline
* the fund's portfolio securities may be more sensitive to risks that are
specific to investing primarily in a single state
The fund is non-diversified, which means that a relatively high percentage of
the fund's assets may be invested in a limited number of issuers. Therefore, its
performance may be more vulnerable to changes in the market value of a single
issuer or a group of issuers.
Although the fund's objective is to generate income exempt from federal, New
York state and New York city income taxes, interest from some of its holdings
may be subject to the federal alternative minimum tax.
<PAGE 18>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Institutional
shares from year to year. The table shows the fund's average annual total return
for its Institutional shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
2.73 2.10 2.62 3.74 3.24 3.45 3.23 3.00
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '95 +0.99%
WORST QUARTER: Q1 '93 +0.49%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 0.83%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year 5 Years (11/4/91)
- --------------------------------------------------------------------------------
3.00% 3.33% 3.03%
The 7-day yield for Institutional shares on 12/31/99 was 3.89%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Institutional shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Institutional shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.20%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- ----------------------------------------------------------------------------
$20 $64 $113 $255
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
OTHER EXPENSES: as to the fund's Institutional shares, under an agreement with
Dreyfus, the fund only pays the management fee. Dreyfus pays all other fund
expenses directly. Dreyfus may terminate this agreement upon at least 90 days'
prior notice to investors, but has committed not to do so at least through May
31, 2001.
Dreyfus New York Municipal Cash Management
<PAGE 19>
MANAGEMENT
The investment adviser for each fund is The Dreyfus Corporation, 200 Park
Avenue, New York, New York 10166. Founded in 1947, Dreyfus manages more than
$129 billion in over 160 mutual fund portfolios. For the past fiscal year, each
fund paid Dreyfus a management fee at the annual rate of 0.20% of the fund's
average daily net assets. Dreyfus is the primary mutual fund business of Mellon
Financial Corporation, a global financial services company with approximately
$2.5 trillion of assets under management, administration or custody, including
approximately $485 billion under management. Mellon provides wealth management,
global investment services and a comprehensive array of banking services for
individuals, businesses and institutions. Mellon is headquartered in Pittsburgh,
Pennsylvania.
The Dreyfus asset management philosophy is based on the belief that discipline
and consistency are important to investment success. For each fund, Dreyfus
seeks to establish clear guidelines for portfolio management and to be
systematic in making decisions. This approach is designed to provide each fund
with a distinct, stable identity.
Each fund, Dreyfus and Dreyfus Service Corporation (each fund's distributor)
have adopted a code of ethics that permits its personnel, subject to such code,
to invest in securities, including securities that may be purchased or held by
each fund. The Dreyfus code of ethics restricts the personal securities
transactions of its employees, and requires portfolio managers and other
investment personnel to comply with the code's preclearance and disclosure
procedures. Its primary purpose is to ensure that personal trading by Dreyfus
employees does not disadvantage any Dreyfus-managed fund.
<PAGE 20>
FINANCIAL HIGHLIGHTS
The following tables describe the performance of each fund's Institutional
shares for the fiscal periods indicated. "Total return" shows how much your
investment in the fund would have increased (or decreased) during each period,
assuming you had reinvested all dividends and distributions. These figures have
been independently audited by Ernst & Young LLP, whose report, along with the
fund's financial statements, is included in the annual report, which is
available to investors upon request.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
YEAR ENDED JANUARY 31,
DREYFUS CASH MANAGEMENT 2000 1999 1998 1997 1996
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .051 .053 .054 .053 .059
Distributions: Dividends from investment
income -- net (.051) (.053) (.054) (.053) (.059)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00
Total return (%) 5.19 5.45 5.58 5.39 6.03
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .20 .20 .20 .20 .20
Ratio of net investment income
to average net assets (%) 5.12 5.32 5.45 5.27 5.86
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 9,015 6,273 4,103 2,758 2,443
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
PERIOD ENDED YEAR ENDED
YEAR ENDED JANUARY 31, JANUARY 31, SEPTEMBER 30,
DREYFUS CASH MANAGEMENT PLUS 2000 1999 1998 1997(1) 1996 1995
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .051 .054 .055 .018 .055 .057
Distributions: Dividends from investment
income -- net (.051) (.054) (.055) (.018) (.055) (.057)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00 1.00
Total return (%) 5.22 5.50 5.64 5.34(2) 5.59 5.86
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .20 .20 .20 .20(2) .20 .20
Ratio of net investment income
to average net assets (%) 5.08 5.36 5.50 5.32(2) 5.46 5.81
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 6,524 7,448 5,793 5,516 4,766 4,405
(1) THE FUND CHANGED ITS FISCAL YEAR END FROM SEPTEMBER 30 TO JANUARY 31.
(2) ANNUALIZED.
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
Financial Highlights
<PAGE 21>
FINANCIAL HIGHLIGHTS (CONTINUED)
YEAR ENDED JANUARY 31,
DREYFUS GOVERNMENT CASH MANAGEMENT 2000 1999 1998 1997 1996
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .049 .052 .054 .053 .059
Distributions: Dividends from investment
income -- net (.049) (.052) (.054) (.053) (.059)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00
Total return (%) 5.00 5.35 5.55 5.38 6.01
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .20 .20 .20 .20 .20
Ratio of net investment income
to average net assets (%) 4.88 5.22 5.41 5.25 5.83
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 3,573 4,019 4,137 4,565 4,778
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C>
YEAR ENDED JANUARY 31,
DREYFUS GOVERNMENT PRIME CASH MANAGEMENT 2000 1999(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00
Investment operations: Investment income -- net .049 .048
Distributions: Dividends from investment
income -- net (.049) (.048)
Net asset value, end of period 1.00 1.00
Total return (%) 5.04 5.33(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .20 .20(2)
Ratio of net investment income
to average net assets (%) 4.98 5.20(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 397 194
(1) FROM FEBRUARY 27, 1998 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1999.
(2) ANNUALIZED.
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
<PAGE 22>
PERIOD ENDED YEAR ENDED
YEAR ENDED JANUARY 31, JANUARY 31, JULY 31,
DREYFUS TREASURY CASH MANAGEMENT 2000 1999 1998 1997(1) 1996 1995
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .048 .051 .053 .026 .054 .052
Distributions: Dividends from investment
income -- net (.048) (.051) (.053) (.026) (.054) (.052)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00 1.00
Total return (%) 4.88 5.21 5.42 5.20(2) 5.51 5.34
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .20 .20 20 20(2) 20 20
Ratio of net investment income
to average net assets (%) 4.76 5.09 5.30 5.14(2) 5.35 5.22
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 1,879 2,865 2,921 2,649 2,420 1,951
(1) THE FUND CHANGED ITS FISCAL YEAR END FROM JULY 31 TO JANUARY 31.
(2) ANNUALIZED.
PERIOD ENDED YEAR ENDED
YEAR ENDED JANUARY 31, JANUARY 31, FEBRUARY 28/29,
DREYFUS TREASURY PRIME CASH MANAGEMENT 2000 1999 1998 1997(1) 1996 1995
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .046 .050 .052 .047 .055 .043
Distributions: Dividends from investment
income -- net (.046) (.050) (.052) (.047) (.055) (.043)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00 1.00
Total return (%) 4.72 5.07 5.30 5.16(2) 5.65 4.39
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .20 .20 .20 .20(2) .20 .20
Ratio of net investment income
to average net assets (%) 4.61 4.96 5.17 5.05(2) 5.53 4.26
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 2,227 2,784 2,907 3,047 2,904 3,342
(1) THE FUND CHANGED ITS FISCAL YEAR END FROM FEBRUARY 28/29 TO JANUARY 31.
(2) ANNUALIZED.
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C>
Financial Highlights
<PAGE 23>
FINANCIAL HIGHLIGHTS (CONTINUED)
YEAR ENDED JANUARY 31,
DREYFUS TAX EXEMPT CASH MANAGEMENT 2000 1999 1998 1997 1996
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .031 .032 .034 .033 .037
Distributions: Dividends from investment
income -- net (.031) (.032) (.034) (.033) (.037)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00
Total return (%) 3.11 3.26 3.50 3.31 3.72
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .20 .20 .20 .20 .20
Ratio of net investment income
to average net assets (%) 3.05 3.20 3.44 3.25 3.64
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 1,059 1,286 1,319 1,646 1,366
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C> <C> <C>
PERIOD ENDED YEAR ENDED
YEAR ENDED JANUARY 31, JANUARY 31, DECEMBER 31,
DREYFUS MUNICIPAL CASH MANAGEMENT PLUS 2000 1999 1998 1997(1) 1996 1995
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .031 .033 .035 .003 .034 .038
Distributions: Dividends from investment
income -- net (.031) (.033) (.035) (.003) (.034) (.038)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00 1.00
Total return (%) 3.18 3.37 3.59 3.41(2) 3.43 3.85
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .20 .20 .20 .20(2) .20 .20
Ratio of net investment income
to average net assets (%) 3.12 3.31 3.53 3.38(2) 3.38 3.78
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 129 208 134 159 156 194
(1) THE FUND CHANGED ITS FISCAL YEAR END FROM DECEMBER 31 TO JANUARY 31.
(2) ANNUALIZED.
<PAGE 24>
PERIOD ENDED YEAR ENDED
YEAR ENDED JANUARY 31, JANUARY 31, DECEMBER 31,
DREYFUS NEW YORK MUNICIPAL CASH MANAGEMENT 2000 1999 1998 1997(1) 1996 1995
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .030 .031 .034 .017 .034 .034
Distributions: Dividends from investment
income -- net (.030) (.031) (.034) (.017) (.034) (.034)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00 1.00
Total return (%) 3.03 3.19 3.46 3.29(2) 3.44 3.46
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .20 .20 .20 .20(2) .20 .20
Ratio of net investment income
to average net assets (%) 2.98 3.12 3.40 3.28(2) 3.33 3.42
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 265 268 196 133 132 101
(1) THE FUND CHANGED ITS FISCAL YEAR END FROM JULY 31 TO JANUARY 31.
(2) ANNUALIZED.
</TABLE>
Financial Highlights
<PAGE 25>
Account Information
ACCOUNT POLICIES
EACH FUND IS DESIGNED for institutional investors, particularly banks, acting
for themselves or in a fiduciary, advisory, agency, custodial or similar
capacity. Fund shares may not be purchased directly by individuals, although
institutions may purchase shares for accounts maintained by individuals.
Generally, each investor will be required to open a single master account with
the fund for all purposes. In certain cases, the fund may request investors to
maintain separate master accounts for shares held by the investor (i) for its
own account, for the account of other institutions and for accounts for which
the institution acts as a fiduciary, and (ii) for accounts for which the
investor acts in some other capacity. An institution may arrange with the fund's
transfer agent for sub-accounting services and will be charged directly for the
cost of such services. Institutions purchasing Institutional shares for the
benefit of their clients may impose policies, limitations and fees which are
different from those described in this prospectus.
Buying shares
THE PRICE FOR FUND SHARES is the fund's net asset value (NAV), which is
generally calculated twice a day, at 5:00 p.m. and 8:00 p.m. for the taxable
money market funds, and 12:00 noon and 8:00 p.m. for the municipal money market
funds, every day the New York Stock Exchange, or the transfer agent (as on Good
Friday) as to Dreyfus Cash Management and Dreyfus Cash Management Plus only, is
open. An order will be priced at the next NAV calculated after the order is
accepted by the fund's transfer agent or other authorized entity. Each fund's
investments are valued based on amortized cost. As a result, portfolio
securities are valued at their acquisition cost, adjusted for discounts or
premiums reflected in their purchase price. This method of valuation is designed
for the fund to be able to price its shares at $1.00 per share.
APPLICABLE TO DREYFUS CASH MANAGEMENT, DREYFUS CASH MANAGEMENT PLUS, DREYFUS
GOVERNMENT CASH MANAGEMENT, DREYFUS GOVERNMENT PRIME CASH MANAGEMENT, DREYFUS
TREASURY CASH MANAGEMENT, AND DREYFUS TREASURY PRIME CASH MANAGEMENT ONLY:
As to Dreyfus Cash Management, Dreyfus Cash Management Plus, Dreyfus Government
Cash Management and Dreyfus Treasury Cash Management, orders in proper form
placed prior to 5:00 p.m., and payments for which are received in or converted
into Federal Funds by the fund's custodian by 6:00 p.m., will become effective
at the price determined at 5:00 p.m. on that day. In this case, shares purchased
will receive the dividend declared on that day.
As to Dreyfus Government Prime Cash Management and Dreyfus Treasury Prime Cash
Management only, orders in proper form placed prior to 3:00 p.m., and payments
for which are received in or converted into Federal Funds by the fund's
custodian by 6:00 p.m., will become effective at the price determined at 5:00
p.m. on that day. In this case, shares purchased will receive the dividend
declared on that day. Orders for shares placed between 3:00 p.m and 5:00 p.m.
will not be accepted and executed, and notice of the purchase order being
rejected will be given to the institution placing the order, and any funds
received will be returned promptly to the sending institution.
Orders effected through compatible computer facilities after 5:00 p.m., but
prior to 8:00 p.m., will become effective at the price determined at 8:00 p.m.
on that day, if Federal Funds are received by the fund's custodian by 11:00 a.m.
on the following business day. In this case, shares purchased will start earning
dividends on the business day following the date the order became effective.
Orders in proper form effected between 5:00 p.m. and 8:00 p.m., by a means other
than a compatible computer facility, will become effective on the following
business day.
<PAGE 26>
APPLICABLE TO DREYFUS TAX EXEMPT CASH MANAGEMENT, DREYFUS MUNICIPAL CASH
MANAGEMENT PLUS, AND DREYFUS NEW YORK MUNICIPAL CASH MANAGEMENT ONLY:
Investors whose orders in proper form are placed and payments for which are
received in or converted into Federal Funds by the fund's custodian, prior to
12:00 noon, will be effective at the price determined at 12:00 noon on that day.
In this case, shares purchased will receive the dividend declared on that day.
Orders effected through a compatible computer facility after 12:00 noon, but
prior to 8:00 p.m., will become effective at the price determined at 8:00 p.m.
on that day, if Federal Funds are received by the fund's custodian by 11:00 a.m.
on the following business day. In this case, shares purchased will start earning
dividends on the business day following the date the order became effective.
Orders effected in proper form between 12:00 noon and 8:00 p.m., by a means
other than a compatible computer facility, will become effective on the
following business day.
For all funds, all times are Eastern time.
- --------------------------------------------------------------------------------
Minimum investments
Initial Additional
- --------------------------------------------------------------------------------
INSTITUTIONAL SHARES $10,000,000* NONE
*The minimum initial investment in Institutional shares is $10,000,000, unless:
(a) the investor has invested at least $10,000,000 in the aggregate among any
Dreyfus Cash Management fund and Dreyfus Institutional Short Term Treasury Fund
(including in any class of a fund); or (b) the investor has, in the opinion of
Dreyfus Institutional Services Division, adequate intent and availability of
assets to reach a future level of investment of $10,000,000 among the funds
named above.
Selling shares
INVESTORS MAY SELL (REDEEM) SHARES AT ANY TIME, by wire, telephone or compatible
computer facility. Shares will be sold at the next NAV calculated after an
investor's order is accepted by the fund's transfer agent or other authorized
entity. Any certificates representing fund shares being sold must be returned
with the redemption request. Orders will be processed promptly and investors
generally will receive the proceeds within a week.
BEFORE SELLING RECENTLY PURCHASED SHARES, please note that if the fund has not
yet collected payment for the shares you are selling, it may delay sending the
proceeds for up to eight business days or until it has collected payment.
General policies
UNLESS THE INVESTOR DECLINES TELEPHONE PRIVILEGES on the application, the
investor may be responsible for any fraudulent telephone order as long as
Dreyfus takes reasonable measures to verify the order.
EACH FUND RESERVES THE RIGHT TO:
* refuse any purchase or exchange request that could adversely affect the
fund or its operations
* change or discontinue its exchange privilege, or temporarily suspend
this privilege during unusual market conditions
* change its minimum investment amounts
* delay sending out redemption proceeds for up to seven days (generally
applies only in cases of very large redemptions, excessive trading or during
unusual market conditions)
Each fund also reserves the right to make a "redemption in kind" -- payment in
portfolio securities rather than cash -- if the amount being redeemed is deemed
by the manager to be large enough to affect fund operations.
Concepts to understand
AMORTIZED COST: the value of a fund's portfolio securities, which does not take
into account unrealized gains or losses. As a result, portfolio securities are
valued at their acquisition cost, adjusted over time based on the discounts or
premiums reflected in their purchase price. This method of valuation is designed
for a fund to be able to price its shares at $1.00 per share.
Concepts to understand
NET ASSET VALUE (NAV): a mutual fund's share price on a given day. A fund's NAV
is calculated by dividing the value of its net assets by the number of existing
shares.
Account Information
<PAGE 27>
DISTRIBUTIONS AND TAXES
EACH FUND USUALLY PAYS ITS SHAREHOLDERS dividends from its net investment income
once a month, and distributes any net realized securities gains once a year.
Dividends and distributions will be reinvested in the fund unless the investor
instructs the fund otherwise. There are no fees or sales charges on
reinvestments.
DIVIDENDS AND DISTRIBUTIONS PAID by the taxable money market funds are taxable
to U.S. shareholders as ordinary income (unless the investment is in a
tax-deferred account for which taxes may be due at a later date).
EACH MUNICIPAL MONEY MARKET FUND anticipates that, under normal market
conditions, virtually all of its income dividends will be exempt from federal
and, as to Dreyfus New York Municipal Cash Management, New York state and New
York city, personal income taxes. However, any dividends and distributions from
taxable investments are taxable as ordinary income.
The tax status of any distribution is the same regardless of how long the
investor has been in the fund and whether the investor reinvests distributions
or take them in cash.
Because each investor's tax situation is unique, the investor should consult a
professional about federal, state and local tax consequences.
Concepts to understand
DIVIDENDS: income or interest paid by the investments in a fund's portfolio.
DISTRIBUTIONS: income, net of expenses, passed on to fund shareholders. These
are calculated on a per-share basis: each share earns the same rate of return,
so the more fund shares you own, the higher your distribution.
SERVICES FOR FUND INVESTORS
Exchange privilege
AN INVESTOR MAY PURCHASE, in exchange for Institutional shares of any Dreyfus
Cash Management fund, Institutional shares of any other Dreyfus Cash Management
fund, or of Dreyfus Institutional Short Term Treasury Fund. Be sure to read the
current prospectus for Dreyfus Institutional Short Term Treasury Fund before
exchanging into it. An exchange may be requested in writing or by telephone. Any
new account established through an exchange will have the same privileges as the
original account (as long as they are available). There is currently no fee for
exchanges.
Dreyfus Auto-Exchange privilege
DREYFUS AUTO-EXCHANGE PRIVILEGE enables an investor to invest regularly (on a
monthly, semi-monthly, quarterly or annual basis), in exchange for Institutional
Shares of any Dreyfus Cash Management fund, in Institutional Shares of any other
Dreyfus Cash Management fund or in Dreyfus Institutional Short Term Treasury
Fund, if the investor is a shareholder in such fund. There is currently no fee
for this privilege.
Account statements
EVERY FUND INVESTOR AUTOMATICALLY RECEIVES regular account statements. Each
investor also will be sent a yearly statement detailing the tax characteristics
of any dividends and distributions the investor has received.
<PAGE 28>
INSTRUCTIONS FOR ACCOUNT TRANSACTIONS
TO OPEN AN ACCOUNT
By Telephone
Before wiring funds, call a Dreyfus Institutional Services Division
representative with information about your transaction.
WIRE Transmit your investment to
The Bank of New York, with these instructions:
* ABA# 021000018
* fund name and DDA#
* Dreyfus Cash Management
DDA# 8900052015
* Dreyfus Cash Management Plus
DDA# 8900052252
* Dreyfus Government Cash Management
DDA# 8900052023
* Dreyfus Government Prime Cash Management
DDA# 8900337273
* Dreyfus Treasury Cash Management
DDA# 8900052112
* Dreyfus Treasury Prime Cash Management
DDA# 8900052317
* Dreyfus Tax Exempt Cash Management
DDA# 8900051965
* Dreyfus Municipal Cash Management Plus
DDA# 8900119136
* Dreyfus New York Municipal Cash Management
DDA# 8900208805
* the share class
* your Social Security or tax ID number
* account registration
* dealer number, if applicable
* account number
Call us to obtain an account number. Return your application with the account
number on the application.
TO ADD TO AN ACCOUNT
Before wiring funds, call a Dreyfus Institutional Services Division
representative with information about your transaction.
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* fund name and DDA#
* Dreyfus Cash Management DDA# 8900052015
* Dreyfus Cash Management Plus DDA# 8900052252
* Dreyfus Government Cash Management DDA# 8900052023
* Dreyfus Government Prime Cash Management DDA# 8900337273
* Dreyfus Treasury Cash Management DDA# 8900052112
* Dreyfus Treasury Prime Cash Management DDA# 8900052317
* Dreyfus Tax Exempt Cash Management DDA# 8900051965
* Dreyfus Municipal Cash Management Plus DDA# 8900119136
* Dreyfus New York Municipal Cash Management DDA# 8900208805
* the share class
* account number
* account registration
* dealer number, if applicable
TO SELL SHARES
Before redeeming shares, call a Dreyfus Institutional Services Division
representative with information about your transaction.
WIRE Be sure the fund has your bank account information on file. Proceeds will
be wired to your bank.
To open an account, make subsequent investments, or to sell shares, please
contact your Dreyfus Institutional Services Division Representative or call
1-800-346-3621. In New York, call 1-718-895-1650.
Account Information
<PAGE 29>
INSTRUCTIONS FOR ACCOUNT TRANSACTIONS (continued)
TO OPEN AN ACCOUNT
Via Computer Facilities
Access Lion Remote System, input new account data and retrieve account number
for your records.
TO ADD TO AN ACCOUNT
Access Lion Remote System. Enter: * account number * fund number: [share class:
#]
* amount to buy
Print a report of transactions for your records.
TO SELL SHARES
Access Lion Remote System, confirm bank account information or select from
multiple wire instructions. Enter: * account number * fund number: [share class:
#]
* amount to sell
Print a report of transactions for your records.
THE DREYFUS LION REMOTE SYSTEM provides institutional investment managers with
the ability to monitor, control and service their Dreyfus mutual fund accounts
through their personal computer. Investment managers use their modem with a
local-access dial-up network or use their Internet access with a digital
certificate for 128-bit encryption security. Please call Dreyfus Institutional
Services Division about the availability of other compatible computerized
trading systems.
For information about Dreyfus, access our Internet site at WWW.LIONSALES.COM.
<PAGE 30>
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[This page intentionally left blank]
[This page intentionally left blank]
For More Information
Dreyfus Cash Management
- ----------------------------------
SEC file number: 811-4175
Dreyfus Cash Management Plus
- -----------------------------------
SEC file number: 811-5295
Dreyfus Government Cash Management
A series of Dreyfus Government Cash Management Funds
- -----------------------------------
SEC file number: 811-3964
Dreyfus Government Prime Cash Management
A series of Dreyfus Government Cash Management Funds
- -----------------------------------
SEC file number: 811-3964
Dreyfus Treasury Cash Management
- -----------------------------------
SEC file number: 811-4723
Dreyfus Treasury Prime Cash Management
- ----------------------------------
SEC file number: 811-5718
Dreyfus Tax Exempt Cash Management
- -----------------------------------
SEC file number: 811-3954
Dreyfus Municipal Cash Management Plus
- ----------------------------------
SEC file number: 811-6172
Dreyfus New York Municipal Cash Management
- -----------------------------------
SEC file number: 811-6395
More information on each fund is available free upon request, including the
following:
Annual/Semiannual Reports
Describes each fund's performance, and lists its portfolio holdings.
Statement of Additional Information (SAI)
Provides more details about each fund and its policies. A current SAI is on file
with the Securities and Exchange Commission (SEC) and is incorporated by
reference (is legally considered part of this prospectus).
To obtain information:
BY TELEPHONE Call your Dreyfus Institutional Services Division representative or
1-800-346-3621
BY E-MAIL Access Dreyfus Institutional Services Division at www.LIONSALES.com.
You can obtain product information and E-mail requests for information or
literature.
BY MAIL Write to: Dreyfus Institutional Services Division 144 Glenn Curtiss
Boulevard Uniondale, NY 11556-0144
On the Internet Text-only versions of certain fund documents can be
viewed online or downloaded from: http://www.sec.gov
You can also obtain copies by visiting the SEC's Public Reference Room in
Washington, DC (for information, call 1-202-942-8090) or, after paying a
duplicating fee, by E-mail request to public [email protected], or by writing to the
SEC's Public Reference Section, Washington, DC 20549-0102.
(c) 2000 Dreyfus Service Corporation CMGT-P0600IST
Dreyfus Cash Management Funds
Dreyfus Cash Management
Dreyfus Cash Management Plus
Dreyfus Government Cash Management
Dreyfus Government Prime Cash Management
Dreyfus Municipal Cash Management Plus
Dreyfus New York Municipal Cash Management
Dreyfus Tax Exempt Cash Management
Dreyfus Treasury Cash Management
Dreyfus Treasury Prime Cash Management
Investing in high quality, short-term securities for current income, safety of
principal and liquidity
PROSPECTUS June 1, 2000
PARTICIPANT SHARES
As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.
The Funds
Contents
The Funds
- --------------------------------------------------------------------------------
Introduction 1
Dreyfus Cash Management 2
Dreyfus Cash Management Plus 4
Dreyfus Government
Cash Management 6
Dreyfus Government Prime
Cash Management 8
Dreyfus Treasury Cash Management 10
Dreyfus Treasury Prime
Cash Management 12
Dreyfus Tax Exempt
Cash Management 14
Dreyfus Municipal
Cash Management Plus 16
Dreyfus New York Municipal
Cash Management 18
Management 20
Financial Highlights 21
Account Information
- --------------------------------------------------------------------------------
Account Policies 26
Distributions and Taxes 28
Services for Fund Investors 28
Instructions for Account Transactions 29
For More Information
- --------------------------------------------------------------------------------
MORE INFORMATION ON EACH FUND CAN BE FOUND IN THE FUND'S CURRENT
ANNUAL/SEMIANNUAL REPORT. SEE BACK COVER.
Introduction
Each fund is a money market mutual fund with a separate investment portfolio.
The operations and results of a fund are unrelated to those of each other fund.
This combined prospectus has been prepared for your convenience so that you can
consider nine investment choices in one document.
As a money market fund, each fund is subject to maturity, quality and
diversification requirements designed to help it maintain a stable share price.
Generally, each fund is required to invest at least 95% of its assets in the
securities of issuers with the highest credit rating or the unrated equivalent
as determined by Dreyfus, with the remainder invested in securities with the
second-highest credit rating. Dreyfus Cash Management and Dreyfus Cash
Management Plus purchase securities with the highest credit rating only, or the
unrated equivalent. Dreyfus Government Prime Cash Management and Dreyfus
Treasury Prime Cash Management invest only in U.S. government securities.
Dreyfus Government Cash Management and Dreyfus Treasury Cash Management invest
only in U.S. government securities and in repurchase agreements.
An investment in a fund is not insured or guaranteed by the Federal Deposit
Insurance Corporation or any other government agency. Although each fund seeks
to preserve the value of your investment at $1.00 per share, it is possible to
lose money by investing in a fund.
Concepts to understand
MONEY MARKET FUND: a specific type of fund that seeks to maintain a $1.00 price
per share. Money market funds are subject to strict federal requirements and
must:
* maintain an average dollar-weighted portfolio maturity of 90 days or
less
* buy individual securities that have remaining maturities of 13 months or
less
* invest only in high quality, dollar-denominated obligations
CREDIT RATING: a measure of the issuer's expected ability to make all required
interest and principal payments in a timely manner. An issuer with the highest
credit rating has a very strong degree of certainty (or safety) with respect to
making all payments. An issuer with the second-highest credit rating has a
strong capacity to make all payments, but the degree of safety is somewhat
less.
The Funds
<PAGE 1>
Dreyfus Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity. To pursue this goal,
the fund invests in a diversified portfolio of high quality, short-term debt
securities, including:
* securities issued or guaranteed by the U.S. government or its agencies
or instrumentalities
* certificates of deposit, time deposits, bankers' acceptances, and other
short-term securities issued by domestic banks, foreign banks or their
subsidiaries or branches
* repurchase agreements, including tri-party repurchase agreements
* asset-backed securities
* high grade commercial paper, and other short-term corporate
obligations, including those with floating or variable rates of interest
Normally, the fund invests at least 25% of its net assets in bank obligations.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in the portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
* the risks generally associated with concentrating investments in the
banking industry, such as interest rate risk, credit risk and regulatory
developments relating to the banking industry
<PAGE 2>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Participant
shares from year to year. The table shows the fund's average annual total return
for its Participant shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
5.14 5.09 4.70
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q4 '97 +1.30%
WORST QUARTER: Q2 '99 +1.08%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.34%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (11/21/96)
- --------------------------------------------------------------------------------
4.70% 4.98%
The 7-day yield for Participant shares on 12/31/99 was 5.26%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Participant shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Participant shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.40%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.60%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
$61 $192 $335 $750
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Participant shares, for advertising and marketing related to Participant shares,
and for providing account service and maintenance. The distributor may pay all
or part of this fee to institutions which have purchased Participant shares for
the benefit of others. Because this fee is paid out of the fund's assets on an
ongoing basis, over time it will increase the cost of your investment and may
cost you more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement at any time upon at least 90
days' prior notice to investors, but has committed not to do so at least through
May 31, 2001.
Dreyfus Cash Management
<PAGE 3>
Dreyfus Cash Management Plus
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity. To pursue this goal,
the fund invests in a diversified portfolio of high quality, short-term debt
securities, including:
* securities issued or guaranteed by the U.S. government or its agencies
or instrumentalities
* certificates of deposit, time deposits, bankers' acceptances and other
short-term securities issued by domestic banks or foreign banks (or thrifts)
or their subsidiaries or branches
* repurchase agreements, including tri-party repurchase agreements
* asset-backed securities
* domestic and dollar-denominated foreign commercial paper, and other
short-term corporate obligations, including those with floating or variable
rates of interest
* dollar-denominated obligations issued or guaranteed by one or more
foreign governments or any of their political subdivisions or agencies
Normally, the fund invests at least 25% of its net assets in bank obligations.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in the portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
* the risks generally associated with concentrating investments in the
banking industry, such as interest rate risk, credit risk and regulatory
developments relating to the banking industry
* the risks generally associated with dollar-denominated foreign
investments, such as economic and political developments, seizure or
nationalization of deposits, imposition of taxes or other restrictions on the
payment of principal and interest
<PAGE 4>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Participant
shares from year to year. The table shows the fund's average annual total return
for its Participant shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
5.21 5.12 4.74
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q3 '97 +1.30%
WORST QUARTER: Q2 '99 +1.11%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.33%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (11/21/96)
- --------------------------------------------------------------------------------
4.74% 5.03%
The 7-day yield for Participant shares on 12/31/99 was 5.14%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Participant shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Participant shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.40%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.60%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- ------------------------------------------------------------------------------
$61 $192 $335 $750
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Participant shares, for advertising and marketing related to Participant shares,
and for providing account service and maintenance. The distributor may pay all
or part of this fee to institutions which have purchased Participant shares for
the benefit of others. Because this fee is paid out of the fund's assets on an
ongoing basis, over time it will increase the cost of your investment and may
cost you more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement at any time upon at least 90
days' prior notice to investors, but has committed not to do so at least through
May 31, 2001.
Dreyfus Cash Management Plus
<PAGE 5>
Dreyfus Government Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund invests in securities issued or guaranteed as to
principal and interest by the U.S. government or its agencies or
instrumentalities, and repurchase agreements (including tri-party repurchase
agreements) in respect of these securities.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
Certain U.S. government agency securities are backed by the right of the issuer
to borrow from the U.S. Treasury, or are supported only by the credit of the
issuer or instrumentality. While the U.S. government provides financial support
to U.S. government-sponsored agencies or instrumentalities, no assurance can be
given that it will always do so.
<PAGE 6>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Participant
shares from year to year. The table shows the fund's average annual total return
for its Participant shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
5.11 4.99 4.54
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q4 '97 +1.28%
WORST QUARTER: Q2 '99 +1.07%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.26%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (11/21/96)
- --------------------------------------------------------------------------------
4.54% 4.89%
The 7-day yield for Participant shares on 12/31/99 was 4.68%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Participant shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Participant shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.40%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.60%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
$61 $192 $335 $750
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Participant shares, for advertising and marketing related to Participant shares,
and for providing account service and maintenance. The distributor may pay all
or part of this fee to institutions which have purchased Participant shares for
the benefit of others. Because this fee is paid out of the fund's assets on an
ongoing basis, over time it will increase the cost of your investment and may
cost you more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement at any time upon at least 90
days' prior notice to investors, but has committed not to do so at least through
May 31, 2001.
Dreyfus Government Cash Management
<PAGE 7>
Dreyfus Government Prime Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund only invests in securities issued or guaranteed as
to principal and interest by the U.S. government or its agencies or
instrumentalities.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
Certain U.S. government agency securities are backed by the right of the issuer
to borrow from the U.S. Treasury, or are supported only by the credit of the
issuer or instrumentality. While the U.S. government provides financial support
to U.S. government-sponsored agencies or instrumentalities, no assurance can be
given that it will always do so.
<PAGE 8>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the performance of the fund's Participant shares for its
first full calendar year. The table shows the fund's average annual total return
for its Participant shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
4.59
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q4 '99 +1.22%
WORST QUARTER: Q2 '99 +1.07%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.28%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (2/27/98)
- --------------------------------------------------------------------------------
4.59% 4.76%
The 7-day yield for Participant shares on 12/31/99 was 4.71%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Participant shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Participant shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.40%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.60%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- -------------------------------------------------------------------------------
$61 $192 $335 $750
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Participant shares, for advertising and marketing related to Participant shares,
and for providing account service and maintenance. The distributor may pay all
or part of this fee to institutions which have purchased Participant shares for
the benefit of others. Because this fee is paid out of the fund's assets on an
ongoing basis, over time it will increase the cost of your investment and may
cost you more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement at any time upon at least 90
days' prior notice to investors, but has committed not to do so at least through
May 31, 2001.
Dreyfus Government Prime Cash Management
<PAGE 9>
Dreyfus Treasury Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund only invests in securities issued or guaranteed as
to principal and interest by the U.S. government, and repurchase agreements
(including tri-party repurchase agreements) in respect of these securities.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
<PAGE 10>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Participant
shares from year to year. The table shows the fund's average annual total return
for its Participant shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
4.98 4.86 4.42
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q4 '97 +1.25%
WORST QUARTER: Q4 '98 +1.08%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.22%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (11/21/96)
- --------------------------------------------------------------------------------
4.42% 4.76%
The 7-day yield for Participant shares on 12/31/99 was 4.48%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Participant shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Participant shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.40%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.60%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- ------------------------------------------------------------------------------
$61 $192 $335 $750
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Participant shares, for advertising and marketing related to Participant shares,
and for providing account service and maintenance. The distributor may pay all
or part of this fee to institutions which have purchased Participant shares for
the benefit of others. Because this fee is paid out of the fund's assets on an
ongoing basis, over time it will increase the cost of your investment and may
cost you more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement at any time upon at least 90
days' prior notice to investors, but has committed not to do so at least through
May 31, 2001.
Dreyfus Treasury Cash Management
<PAGE 11>
Dreyfus Treasury Prime Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund only invests in securities issued or guaranteed as
to principal and interest by the U.S. government.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
A security backed by the U.S. Treasury or the full faith and credit of the
United States is guaranteed only as to the timely payment of interest and
principal when held to maturity. The market prices for such securities are not
guaranteed and will fluctuate. The fund is subject to the risk that interest
rates could rise sharply, causing the fund's share price to drop.
<PAGE 12>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Participant
shares from year to year. The table shows the fund's average annual total return
for its Participant shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
4.86 4.71 4.26
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q3 '97 +1.22%
WORST QUARTER: Q2 '99 +1.00%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 1.22%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (11/21/96)
- --------------------------------------------------------------------------------
4.26% 4.62%
The 7-day yield for Participant shares on 12/31/99 was 4.64%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Participant shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Participant shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.40%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.60%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
$61 $192 $335 $750
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Participant shares, for advertising and marketing related to Participant shares,
and for providing account service and maintenance. The distributor may pay all
or part of this fee to institutions which have purchased Participant shares for
the benefit of others. Because this fee is paid out of the fund's assets on an
ongoing basis, over time it will increase the cost of your investment and may
cost you more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement at any time upon at least 90
days' prior notice to investors, but has committed not to do so at least through
May 31, 2001.
Dreyfus Treasury Prime Cash Management
<PAGE 13>
Dreyfus Tax Exempt Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income exempt from federal personal
income tax as is consistent with the preservation of capital and the maintenance
of liquidity.
To pursue this goal, the fund normally invests substantially all of its net
assets in short-term municipal obligations that provide income exempt from
federal personal income tax. When the portfolio manager believes that acceptable
municipal obligations are unavailable for investment, the fund may invest
temporarily in high quality, taxable money market instruments.
Municipal obligations are typically of two types:
* GENERAL OBLIGATION BONDS, which are secured by the full faith and
credit of the issuer and its taxing power
* REVENUE BONDS, which are payable from the revenues derived from a
specific revenue source, such as charges for water and sewer service or
highway tolls
While the fund is permitted to invest up to 20% of its assets in municipal
obligations that provide income that may be subject to the federal alternative
minimum tax, the fund currently is managed so that income paid by the fund will
not be subject to the federal alternative minimum tax.
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
<PAGE 14>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Participant
shares from year to year. The table shows the fund's average annual total return
for its Participant shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
3.08 2.88 2.68
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '97 +0.81%
WORST QUARTER: Q1 '99 +0.59%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 0.74%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (11/21/96)
- --------------------------------------------------------------------------------
2.68% 2.89%
The 7-day yield for Participant shares on 12/31/99 was 3.73%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Participant shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Participant shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.40%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.60%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- ------------------------------------------------------------------------------
$61 $192 $335 $750
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Participant shares, for advertising and marketing related to Participant shares,
and for providing account service and maintenance. The distributor may pay all
or part of this fee to institutions which have purchased Participant shares for
the benefit of others. Because this fee is paid out of the fund's assets on an
ongoing basis, over time it will increase the cost of your investment and may
cost you more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement at any time upon at least 90
days' prior notice to investors, but has committed not to do so at least through
May 31, 2001.
Dreyfus Tax Exempt Cash Management
<PAGE 15>
Dreyfus Municipal Cash Management Plus
GOAL/APPROACH
The fund seeks as high a level of current income exempt from federal personal
income tax as is consistent with the preservation of capital and the maintenance
of liquidity.
To pursue this goal, the fund normally invests substantially all of its net
assets in short-term municipal obligations that provide income exempt from
federal personal income tax. When the portfolio manager believes that acceptable
municipal obligations are unavailable for investment, the fund may invest
temporarily in high quality, taxable money market instruments.
Municipal obligations are typically of two types:
* GENERAL OBLIGATION BONDS, which are secured by the full faith and
credit of the issuer and its taxing power
* REVENUE BONDS, which are payable from the revenues derived from a
specific revenue source, such as charges for water and sewer service or
highway tolls
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
Although the fund's objective is to generate income exempt from federal income
tax, income from some of its holdings may be subject to the federal alternative
minimum tax.
<PAGE 16>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Participant
shares from year to year. The table shows the fund's average annual total return
for its Participant shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
3.17 3.01 2.74
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '97 +0.83%
WORST QUARTER: Q1 '99 +0.61%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 0.76%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (11/21/96)
- --------------------------------------------------------------------------------
2.74% 2.98%
The 7-day yield for Participant shares on 12/31/99 was 3.76%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Participant shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Participant shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.40%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.60%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
$61 $192 $335 $750
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Participant shares, for advertising and marketing related to Participant shares,
and for providing account service and maintenance. The distributor may pay all
or part of this fee to institutions which have purchased Participant shares for
the benefit of others. Because this fee is paid out of the fund's assets on an
ongoing basis, over time it will increase the cost of your investment and may
cost you more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement at any time upon at least 90
days' prior notice to investors, but has committed not to do so at least through
May 31, 2001.
Dreyfus Municipal Cash Management Plus
<PAGE 17>
Dreyfus New York Municipal Cash Management
GOAL/APPROACH
The fund seeks as high a level of current income exempt from federal, New York
state and New York city personal income taxes as is consistent with the
preservation of capital and the maintenance of liquidity.
To pursue this goal, the fund normally invests substantially all of its net
assets in short-term municipal obligations that provide income exempt from
federal, New York state and New York city personal income taxes. When the
portfolio manager believes that acceptable New York municipal obligations are
unavailable for investment, the fund may invest in securities that may be
subject to New York state and New York city income taxes, but are free from
federal income tax. When acceptable municipal obligations are unavailable
generally, the fund may invest in high quality, taxable money market
instruments.
Municipal obligations are typically of two types:
* GENERAL OBLIGATION BONDS, which are secured by the full faith and
credit of the issuer and its taxing power
* REVENUE BONDS, which are payable from the revenues derived from a
specific revenue source, such as charges for water and sewer service or
highway tolls
MAIN RISKS
The fund's yield will fluctuate, as market conditions and interest rates change,
and as the short-term securities in its portfolio mature and the proceeds are
reinvested in securities with different interest rates.
While the fund has maintained a constant share price since inception, and will
continue to try to do so, the following factors could reduce the fund's income
level and/or share price:
* interest rates could rise sharply, causing the fund's share price to
drop
* any of the fund's holdings could have its credit rating downgraded or
could default
* New York's economy and revenues underlying its municipal obligations
may decline
* the fund's portfolio securities may be more sensitive to risks that are
specific to investing primarily in a single state
The fund is non-diversified, which means that a relatively high percentage of
the fund's assets may be invested in a limited number of issuers. Therefore, its
performance may be more vulnerable to changes in the market value of a single
issuer or a group of issuers.
Although the fund's objective is to generate income exempt from federal, New
York state and New York city income taxes, income from some of its holdings may
be subject to the federal alternative minimum tax.
<PAGE 18>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the performance of the fund's Participant
shares from year to year. The table shows the fund's average annual total return
for its Participant shares over time. Of course, past performance is no
guarantee of future results.
- --------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
3.04 2.82 2.58
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '97 +0.80%
WORST QUARTER: Q1 '98 +0.66%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 3/31/00 WAS 0.73%.
- --------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (11/21/96)
- --------------------------------------------------------------------------------
2.58% 2.83%
The 7-day yield for Participant shares on 12/31/99 was 3.50%. Institutions may
call toll-free 1-800-346-3621 for the current yield for Participant shares.
Individuals or entities for whom institutions may purchase or redeem shares
should call the institution directly.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described for Participant shares in the table below. Annual fund
operating expenses are paid out of fund assets, so their effect is included in
the share price.
- --------------------------------------------------------------------------------
Fee table
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.20%
Rule 12b-1 fee 0.40%
Other expenses none
- --------------------------------------------------------------------------------
TOTAL 0.60%
- --------------------------------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
- --------------------------------------------------------------------------------
$61 $192 $335 $750
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor for distributing
Participant shares, for advertising and marketing related to Participant shares,
and for providing account service and maintenance. The distributor may pay all
or part of this fee to institutions which have purchased Participant shares for
the benefit of others. Because this fee is paid out of the fund's assets on an
ongoing basis, over time it will increase the cost of your investment and may
cost you more than is payable with other types of sales charges.
OTHER EXPENSES: under an agreement with Dreyfus, the fund only pays the
management fee and the Rule 12b-1 fee. Dreyfus pays all other fund expenses
directly. Dreyfus may terminate this agreement at any time upon at least 90
days' prior notice to investors, but has committed not to do so at least through
May 31, 2001.
Dreyfus New York Municipal Cash Management
<PAGE 19>
MANAGEMENT
The investment adviser for each fund is The Dreyfus Corporation, 200 Park
Avenue, New York, New York 10166. Founded in 1947, Dreyfus manages more than
$129 billion in over 160 mutual fund portfolios. For the past fiscal year, each
fund paid Dreyfus a management fee at the annual rate of 0.20% of the fund's
average daily net assets. Dreyfus is the primary mutual fund business of Mellon
Financial Corporation, a global financial services company with approximately
$2.5 trillion of assets under management, administration or custody, including
approximately $485 billion under management. Mellon provides wealth management,
global investment services and a comprehensive array of banking services for
individuals, businesses and institutions. Mellon is headquartered in Pittsburgh,
Pennsylvania.
The Dreyfus asset management philosophy is based on the belief that discipline
and consistency are important to investment success. For each fund, Dreyfus
seeks to establish clear guidelines for portfolio management and to be
systematic in making decisions. This approach is designed to provide each fund
with a distinct, stable identity.
Each fund, Dreyfus and Dreyfus Service Corporation (each fund's distributor)
have adopted a code of ethics that permits its personnel, subject to such code,
to invest in securities, including securities that may be purchased or held by
each fund. The Dreyfus code of ethics restricts the personal securities
transactions of its employees, and requires portfolio managers and other
investment personnel to comply with the code's preclearance and disclosure
procedures. Its primary purpose is to ensure that personal trading by Dreyfus
employees does not disadvantage any Dreyfus-managed fund.
<PAGE 20>
FINANCIAL HIGHLIGHTS
The following tables describe the performance of each fund's Participant shares
for the fiscal periods indicated. "Total return" shows how much your investment
in the fund would have increased (or decreased) during each period, assuming you
had reinvested all dividends and distributions. These figures have been
independently audited by Ernst & Young LLP, whose report, along with the fund's
financial statements, is included in the annual report, which is available upon
request.
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
YEAR ENDED JANUARY 31,
DREYFUS CASH MANAGEMENT 2000 1999 1998 1997(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .047 .049 .050 .010
Distributions: Dividends from investment
income -- net (.047) (.049) (.050) (.010)
Net asset value, end of period 1.00 1.00 1.00 1.00
Total return (%) 4.77 5.03 5.16 4.92(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .60 .60 .60 .60(2)
Ratio of net investment income
to average net assets (%) 4.72 4.92 5.21 3.84(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 216 65 99 --(3)
(1) FROM NOVEMBER 21, 1996 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1997.
(2) ANNUALIZED.
(3) AMOUNT REPRESENTS LESS THAN $1 MILLION.
YEAR ENDED JANUARY 31,
DREYFUS CASH MANAGEMENT PLUS 2000 1999 1998 1997(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .047 .050 .051 .010
Distributions: Dividends from investment
income -- net (.047) (.050) (.051) (.010)
Net asset value, end of period 1.00 1.00 1.00 1.00
Total return (%) 4.80 5.07 5.22 4.92(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .60 .60 .60 .60(2)
Ratio of net investment income
to average net assets (%) 4.70 4.96 5.10 4.78(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 186 67 15 --(3)
(1) FROM NOVEMBER 21, 1996 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1997.
(2) ANNUALIZED.
(3) AMOUNT REPRESENTS LESS THAN $1 MILLION.
Financial Highlights
<PAGE 21>
FINANCIAL HIGHLIGHTS (CONTINUED)
YEAR ENDED JANUARY 31,
DREYFUS GOVERNMENT CASH MANAGEMENT 2000 1999 1998 1997(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .045 .048 .050 .001
Distributions: Dividends from investment
income -- net (.045) (.048) (.050) (.001)
Net asset value, end of period 1.00 1.00 1.00 1.00
Total return (%) 4.58 4.93 5.13 4.87(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .60 .60 .60 .60(2)
Ratio of net investment income
to average net assets (%) 4.48 4.81 5.01 4.85(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 43 270 31 --(3)
(1) FROM NOVEMBER 21, 1996 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1997.
(2) ANNUALIZED.
(3) AMOUNT REPRESENTS LESS THAN $1 MILLION.
YEAR ENDED JANUARY 31,
DREYFUS GOVERNMENT PRIME CASH MANAGEMENT 2000 1999(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00
Investment operations: Investment income -- net .045 .045
Distributions: Dividends from investment
income -- net (.045) (.045)
Net asset value, end of period 1.00 1.00
Total return (%) 4.63 4.90(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .60 .60(2)
Ratio of net investment income
to average net assets (%) 4.58 4.80(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 196 163
(1) FROM FEBRUARY 27, 1998 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1999.
(2) ANNUALIZED.
<PAGE 22>
YEAR ENDED JANUARY 31,
DREYFUS TREASURY CASH MANAGEMENT 2000 1999 1998 1997(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .044 .047 .049 .009
Distributions: Dividends from investment
income -- net (.044) (.047) (.049) (.009)
Net asset value, end of period 1.00 1.00 1.00 1.00
Total return (%) 4.46 4.79 5.00 4.77(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .60 .60 .60 .60(2)
Ratio of net investment income
to average net assets (%) 4.36 4.68 4.90 4.20(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 33 126 102 --(3)
(1) FROM NOVEMBER 21, 1996 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1997.
(2) ANNUALIZED.
(3) AMOUNT IS LESS THAN $1 MILLION.
YEAR ENDED JANUARY 31,
DREYFUS TREASURY PRIME CASH MANAGEMENT 2000 1999 1998 1997(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .042 .046 .048 .009
Distributions: Dividends from investment
income -- net (.042) (.046) (.048) (.009)
Net asset value, end of period 1.00 1.00 1.00 1.00
Total return (%) 4.31 4.65 4.88 4.66(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .60 .60 .60 .60(2)
Ratio of net investment income
to average net assets (%) 4.23 4.56 4.79 4.70(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 138 132 110 --(3)
(1) FROM NOVEMBER 21, 1996 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1997.
(2) ANNUALIZED.
(3) AMOUNT IS LESS THAN $1 MILLION.
Financial Highlights
<PAGE 23>
FINANCIAL HIGHLIGHTS (CONTINUED)
YEAR ENDED JANUARY 31,
DREYFUS TAX EXEMPT CASH MANAGEMENT 2000 1999 1998 1997(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .027 .028 .030 .006
Distributions: Dividends from investment
income -- net (.027) (.028) (.030) (.006)
Net asset value, end of period 1.00 1.00 1.00 1.00
Total return (%) 2.70 2.85 3.09 2.94(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .60 .60 .60 .60(2)
Ratio of net investment income
to average net assets (%) 2.65 2.81 3.08 3.29(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) 131 73 72 --(3)
(1) FROM NOVEMBER 21, 1996 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1997.
(2) ANNUALIZED.
(3) AMOUNT REPRESENTS LESS THAN $1 MILLION.
PERIOD ENDED PERIOD ENDED
YEAR ENDED JANUARY 31, JANUARY 31, DECEMBER 31,
DREYFUS MUNICIPAL CASH MANAGEMENT PLUS 2000 1999 1998 1997(1) 1996(2)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .027 .029 .031 .003 .004
Distributions: Dividends from investment
income -- net (.027) (.029) (.031) (.003) (.004)
Net asset value, end of period 1.00 1.00 1.00 1.00 1.00
Total return (%) 2.77 2.97 3.18 2.94(3) 3.12(3)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .60 .60 .60 .60(3) .60(3)
Ratio of net investment income
to average net assets (%) 2.72 2.91 3.17 3.17(3) 3.55(3)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) --(4) 15 7 --(4) --(4
(1) THE FUND CHANGED ITS FISCAL YEAR END FROM DECEMBER 31 TO JANUARY 31.
(2) FROM NOVEMBER 21, 1996 (COMMENCEMENT OF INITIAL OFFERING) TO DECEMBER 31, 1996.
(3) ANNUALIZED.
(4) AMOUNT REPRESENTS LESS THAN $1 MILLION.
<PAGE 24>
YEAR ENDED JANUARY 31,
DREYFUS NEW YORK MUNICIPAL CASH MANAGEMENT 2000 1999 1998 1997(1)
- ------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 1.00 1.00 1.00 1.00
Investment operations: Investment income -- net .026 .027 .030 .006
Distributions: Dividends from investment
income -- net (.026) (.027) (.030) (.006)
Net asset value, end of period 1.00 1.00 1.00 1.00
Total return (%) 2.62 2.78 3.05 2.94(2)
- ------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .60 .60 .60 .60(2)
Ratio of net investment income
to average net assets (%) 2.58 2.72 3.01 2.88(2)
- ------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ in millions) --(3) 1 1 --(3)
(1) FROM NOVEMBER 21, 1996 (COMMENCEMENT OF INITIAL OFFERING) TO JANUARY 31, 1997.
(2) ANNUALIZED.
(3) AMOUNT REPRESENTS LESS THAN $1 MILLION.
</TABLE>
Financial Highlights
<PAGE 25>
Account Information
ACCOUNT POLICIES
EACH FUND IS DESIGNED for institutional investors, particularly banks, acting
for themselves or in a fiduciary, advisory, agency, custodial or similar
capacity. Fund shares may not be purchased directly by individuals, although
institutions may purchase shares for accounts maintained by individuals.
Generally, each investor will be required to open a single master account with
the fund for all purposes. In certain cases, the fund may request investors to
maintain separate master accounts for shares held by the investor (i) for its
own account, for the account of other institutions and for accounts for which
the institution acts as a fiduciary, and (ii) for accounts for which the
investor acts in some other capacity. An institution may arrange with the fund's
transfer agent for sub-accounting services and will be charged directly for the
cost of such services. Institutions purchasing Participant shares for the
benefit of their clients may impose policies, limitations and fees which are
different from those described in this prospectus.
Buying shares
THE PRICE FOR FUND SHARES is the fund's net asset value (NAV), which is
generally calculated twice a day, at 5:00 p.m. and 8:00 p.m. for the taxable
money market funds, and 12:00 noon and 8:00 p.m. for the municipal money market
funds, every day the New York Stock Exchange, or the transfer agent (as on Good
Friday) as to Dreyfus Cash Management and Dreyfus Cash Management Plus only, is
open. An order will be priced at the next NAV calculated after the order is
accepted by the fund's transfer agent or other authorized entity. Each fund's
investments are valued based on amortized cost. As a result, portfolio
securities are valued at their acquisition cost, adjusted for discounts or
premiums reflected in their purchase price. This method of valuation is designed
for the fund to be able to price its shares at $1.00 per share.
APPLICABLE TO DREYFUS CASH MANAGEMENT, DREYFUS CASH MANAGEMENT PLUS, DREYFUS
GOVERNMENT CASH MANAGEMENT, DREYFUS GOVERNMENT PRIME CASH MANAGEMENT, DREYFUS
TREASURY CASH MANAGEMENT, AND DREYFUS TREASURY PRIME CASH MANAGEMENT ONLY:
As to Dreyfus Cash Management, Dreyfus Cash Management Plus, Dreyfus Government
Cash Management and Dreyfus Treasury Cash Management, orders in proper form
placed prior to 5:00 p.m., and payments for which are received in or converted
into Federal Funds by the fund's custodian by 6:00 p.m., will become effective
at the price determined at 5:00 p.m. on that day. In this case, shares purchased
will receive the dividend declared on that day.
As to Dreyfus Government Prime Cash Management and Dreyfus Treasury Prime Cash
Management only, orders in proper form placed prior to 3:00 p.m., and payments
for which are received in or converted into Federal Funds by the fund's
custodian by 6:00 p.m., will become effective at the price determined at 5:00
p.m. on that day. In this case, shares purchased will receive the dividend
declared on that day. Orders for shares placed between 3:00 p.m and 5:00 p.m.
will not be accepted and executed, and notice of the purchase order being
rejected will be given to the institution placing the order, and any funds
received will be returned promptly to the sending institution.
Orders effected through compatible computer facilities after 5:00 p.m., but
prior to 8:00 p.m., will become effective at the price determined at 8:00 p.m.
on that day, if Federal Funds are received by the fund's custodian by 11:00 a.m.
on the following business day. In this case, shares purchased will start earning
dividends on the business day following the date the order became effective.
Orders in proper form effected between 5:00 p.m. and 8:00 p.m., by a means other
than a compatible computer facility, will become effective on the following
business day.
<PAGE 26>
APPLICABLE TO DREYFUS TAX EXEMPT CASH MANAGEMENT, DREYFUS MUNICIPAL CASH
MANAGEMENT PLUS, AND DREYFUS NEW YORK MUNICIPAL CASH MANAGEMENT ONLY:
Investors whose orders in proper form are placed and payments for which are
received in or converted into Federal Funds by the fund's custodian, prior to
12:00 noon, will be effective at the price determined at 12:00 noon on that day.
In this case, shares purchased will receive the dividend declared on that day.
Orders effected through a compatible computer facility after 12:00 noon, but
prior to 8:00 p.m., will become effective at the price determined at 8:00 p.m.
on that day, if Federal Funds are received by the fund's custodian by 11:00 a.m.
on the following business day. In this case, shares purchased will start earning
dividends on the business day following the date the order became effective.
Orders effected in proper form between 12:00 noon and 8:00 p.m., by a means
other than a compatible computer facility, will become effective on the
following business day.
For all funds, all times are Eastern time.
- --------------------------------------------------------------------------------
Minimum investments
Initial Additional
- --------------------------------------------------------------------------------
PARTICIPANT SHARES $10,000,000* NONE
*The minimum initial investment in Participant shares is $10,000,000, unless:
(a) the investor has invested at least $10,000,000 in the aggregate among any
Dreyfus Cash Management fund and Dreyfus Institutional Short Term Treasury Fund
(including in any class of a fund); or (b) the investor has, in the opinion of
Dreyfus Institutional Services Division, adequate intent and availability of
assets to reach a future level of investment of $10,000,000 among the funds
named above.
Selling shares
INVESTORS MAY SELL (REDEEM) SHARES AT ANY TIME, by wire, telephone or compatible
computer facility. Shares will be sold at the next NAV calculated after an
investor's order is accepted by the fund's transfer agent or other authorized
entity. Any certificates representing fund shares being sold must be returned
with the redemption request. Orders will be processed promptly and investors
generally will receive the proceeds within a week.
BEFORE SELLING RECENTLY PURCHASED SHARES, please note that if the fund has not
yet collected payment for the shares you are selling, it may delay sending the
proceeds for up to eight business days or until it has collected payment.
General policies
UNLESS THE INVESTOR DECLINES TELEPHONE PRIVILEGES on the application, the
investor may be responsible for any fraudulent telephone order as long as
Dreyfus takes reasonable measures to verify the order.
EACH FUND RESERVES THE RIGHT TO:
* refuse any purchase or exchange request that could adversely affect the
fund or its operations
* change or discontinue its exchange privilege, or temporarily suspend
this privilege during unusual market conditions
* change its minimum investment amounts
* delay sending out redemption proceeds for up to seven days (generally
applies only in cases of very large redemptions, excessive trading or during
unusual market conditions)
Each fund also reserves the right to make a "redemption in kind" -- payment in
portfolio securities rather than cash -- if the amount being redeemed is deemed
by the manager to be large enough to affect fund operations.
Concepts to understand
AMORTIZED COST: the value of a fund's portfolio securities, which does not take
into account unrealized gains or losses. As a result, portfolio securities are
valued at their acquisition cost, adjusted over time based on the discounts or
premiums reflected in their purchase price. This method of valuation is designed
for a fund to be able to price its shares at $1.00 per share.
Concepts to understand
NET ASSET VALUE (NAV): a mutual fund's share price on a given day. A fund's NAV
is calculated by dividing the value of its net assets by the number of existing
shares.
Account Information
<PAGE 27>
DISTRIBUTIONS AND TAXES
EACH FUND USUALLY PAYS ITS SHAREHOLDERS dividends from its net investment income
once a month, and distributes any net realized securities gains once a year.
Dividends and distributions will be reinvested in the fund unless the investor
instructs the fund otherwise. There are no fees or sales charges on
reinvestments.
DIVIDENDS AND DISTRIBUTIONS PAID by the taxable money market funds are taxable
to U.S. shareholders as ordinary income (unless the investment is in a
tax-deferred account for which taxes may be due at a later date).
EACH MUNICIPAL MONEY MARKET FUND anticipates that, under normal market
conditions, virtually all of its income dividends will be exempt from federal
and, as to Dreyfus New York Municipal Cash Management, New York state and New
York city, personal income taxes. However, any dividends and distributions from
taxable investments are taxable as ordinary income.
The tax status of any distribution is the same regardless of how long the
investor has been in the fund and whether the investor reinvests distributions
or take them in cash.
Because each investor's tax situation is unique, the investor should consult a
professional about federal, state and local tax consequences.
Concepts to understand
DIVIDENDS: income or interest paid by the investments in a fund's portfolio.
DISTRIBUTIONS: income, net of expenses, passed on to fund shareholders. These
are calculated on a per-share basis: each share earns the same rate of return,
so the more fund shares you own, the higher your distribution.
SERVICES FOR FUND INVESTORS
Exchange privilege
AN INVESTOR MAY PURCHASE, in exchange for Participant shares of any Dreyfus Cash
Management fund, Participant shares of any other Dreyfus Cash Management fund,
or of Dreyfus Institutional Short Term Treasury Fund. Be sure to read the
current prospectus for Dreyfus Institutional Short Term Treasury Fund before
exchanging into it. An exchange may be requested in writing or by telephone. Any
new account established through an exchange will have the same privileges as the
original account (as long as they are available). There is currently no fee for
exchanges.
Dreyfus Auto-Exchange privilege
DREYFUS AUTO-EXCHANGE PRIVILEGE enables an investor to invest regularly (on a
monthly, semi-monthly, quarterly or annual basis), in exchange for Participant
Shares of any Dreyfus Cash Management fund, in Participant Shares of any other
Dreyfus Cash Management fund or in Dreyfus Institutional Short Term Treasury
Fund, if the investor is a shareholder in such fund. There is currently no fee
for this privilege.
Account statements
EVERY FUND INVESTOR AUTOMATICALLY RECEIVES regular account statements. Each
investor also will be sent a yearly statement detailing the tax characteristics
of any dividends and distributions the investor has received.
<PAGE 28>
INSTRUCTIONS FOR ACCOUNT TRANSACTIONS
TO OPEN AN ACCOUNT
By Telephone
Before wiring funds, call a Dreyfus Institutional Services Division
representative with information about your transaction.
WIRE Transmit your investment to
The Bank of New York, with these instructions:
* ABA# 021000018
* fund name and DDA#
* Dreyfus Cash Management
DDA# 8900052015
* Dreyfus Cash Management Plus
DDA# 8900052252
* Dreyfus Government Cash Management
DDA# 8900052023
* Dreyfus Government Prime Cash Management
DDA# 8900337273
* Dreyfus Treasury Cash Management
DDA# 8900052112
* Dreyfus Treasury Prime Cash Management
DDA# 8900052317
* Dreyfus Tax Exempt Cash Management
DDA# 8900051965
* Dreyfus Municipal Cash Management Plus
DDA# 8900119136
* Dreyfus New York Municipal Cash Management
DDA# 8900208805
* the share class
* your Social Security or tax ID number
* account registration
* dealer number, if applicable
* account number
Call us to obtain an account number. Return your application with the account
number on the application.
TO ADD TO AN ACCOUNT
Before wiring funds, call a Dreyfus Institutional Services Division
representative with information about your transaction.
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* fund name and DDA#
* Dreyfus Cash Management DDA# 8900052015
* Dreyfus Cash Management Plus DDA# 8900052252
* Dreyfus Government Cash Management DDA# 8900052023
* Dreyfus Government Prime Cash Management DDA# 8900337273
* Dreyfus Treasury Cash Management DDA# 8900052112
* Dreyfus Treasury Prime Cash Management DDA# 8900052317
* Dreyfus Tax Exempt Cash Management DDA# 8900051965
* Dreyfus Municipal Cash Management Plus DDA# 8900119136
* Dreyfus New York Municipal Cash Management DDA# 8900208805
* the share class
* account number
* account registration
* dealer number, if applicable
TO SELL SHARES
Before redeeming shares, call a Dreyfus Institutional Services Division
representative with information about your transaction.
WIRE Be sure the fund has your bank account information on file. Proceeds will
be wired to your bank.
To open an account, make subsequent investments, or to sell shares, please
contact your Dreyfus Institutional Services Division Representative or call
1-800-346-3621. In New York, call 1-718-895-1650.
Account Information
<PAGE 29>
INSTRUCTIONS FOR ACCOUNT TRANSACTIONS (continued)
TO OPEN AN ACCOUNT
Via Computer Facilities
Access Lion Remote System, input new account data and retrieve account number
for your records.
TO ADD TO AN ACCOUNT
Access Lion Remote System. Enter: * account number * fund number: [share class:
#]
* amount to buy
Print a report of transactions for your records.
TO SELL SHARES
Access Lion Remote System, confirm bank account information or select from
multiple wire instructions. Enter: * account number * fund number: [share class:
#]
* amount to sell
Print a report of transactions for your records.
THE DREYFUS LION REMOTE SYSTEM provides institutional investment managers with
the ability to monitor, control and service their Dreyfus mutual fund accounts
through their personal computer. Investment managers use their modem with a
local-access dial-up network or use their Internet access with a digital
certificate for 128-bit encryption security. Please call Dreyfus Institutional
Services Division about the availability of other compatible computerized
trading systems.
For information about Dreyfus, access our Internet site at WWW.LIONSALES.COM.
<PAGE 30>
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[This page intentionally left blank]
For More Information
Dreyfus Cash Management
- ----------------------------------
SEC file number: 811-4175
Dreyfus Cash Management Plus
- -----------------------------------
SEC file number: 811-5295
Dreyfus Government Cash Management
A series of Dreyfus Government Cash Management Funds
- -----------------------------------
SEC file number: 811-3964
Dreyfus Government Prime Cash Management
A series of Dreyfus Government Cash Management Funds
- -----------------------------------
SEC file number: 811-3964
Dreyfus Treasury Cash Management
- -----------------------------------
SEC file number: 811-4723
Dreyfus Treasury Prime Cash Management
- ----------------------------------
SEC file number: 811-5718
Dreyfus Tax Exempt Cash Management
- -----------------------------------
SEC file number: 811-3954
Dreyfus Municipal Cash Management Plus
- ----------------------------------
SEC file number: 811-6172
Dreyfus New York Municipal Cash Management
- -----------------------------------
SEC file number: 811-6395
More information on each fund is available free upon request, including the
following:
Annual/Semiannual Reports
Describes each fund's performance, and lists its portfolio holdings.
Statement of Additional Information (SAI)
Provides more details about each fund and its policies. A current SAI is on file
with the Securities and Exchange Commission (SEC) and is incorporated by
reference (is legally considered part of this prospectus).
To obtain information:
BY TELEPHONE Call your Dreyfus Institutional Services Division representative or
1-800-346-3621
BY E-MAIL Access Dreyfus Institutional Services Division at www.LIONSALES.com.
You can obtain product information and E-mail requests for information or
literature.
BY MAIL Write to: Dreyfus Institutional Services Division 144 Glenn Curtiss
Boulevard Uniondale, NY 11556-0144
ON THE INTERNET Text-only versions of certain fund documents can be viewed
online or downloaded from: http://www.sec.gov
You can also obtain copies by visiting the SEC's Public Reference Room in
Washington, DC (for information, call 1-202-942-8090) or, after paying a
duplicating fee, by E-mail request to [email protected], or by writing to the
SEC's Public Reference Section, Washington, DC 20549-0102.
(c) 2000 Dreyfus Service Corporation CMGT-P0600PAR
-----------------------------------------------------------------------
DREYFUS CASH MANAGEMENT
DREYFUS CASH MANAGEMENT PLUS, INC.
DREYFUS GOVERNMENT CASH MANAGEMENT
DREYFUS GOVERNMENT PRIME CASH MANAGEMENT
DREYFUS MUNICIPAL CASH MANAGEMENT PLUS
DREYFUS NEW YORK MUNICIPAL CASH MANAGEMENT
DREYFUS TAX EXEMPT CASH MANAGEMENT
DREYFUS TREASURY CASH MANAGEMENT
DREYFUS TREASURY PRIME CASH MANAGEMENT
COMBINED
STATEMENT OF ADDITIONAL INFORMATION
JUNE 1, 2000
(FOR INSTITUTIONAL SHARES, ADMINISTRATIVE SHARES, INVESTOR SHARES AND
PARTICIPANT SHARES)
------------------------------------------------------------------------
This Statement of Additional Information, which is not a prospectus,
supplements and should be read in conjunction with the current Prospectus for
each class of shares of each Fund listed above (each, a "Fund"), each dated June
1, 2000, as each may be revised from time to time. To obtain a copy of the
Prospectus for a class of shares of a Fund, please write to the Fund at 144
Glenn Curtiss Boulevard, Uniondale, New York 11556-0144, or, in the case of
institutional investors, call one of the following numbers:
Outside New York State -- Call Toll Free 1-800-346-3621
In New York State -- Call 1-718-895-1650
Individuals or entities for whom institutions may purchase or redeem Fund
shares may write to a Fund at the above address or call toll free 1-800-554-4611
to obtain a copy of a Fund Prospectus.
Each Fund's most recent Annual Report and Semi-Annual Report to
Shareholders are separate documents supplied with this Statement of Additional
Information, and the financial statements, accompanying notes and report of
independent auditors appearing in the Annual Report are incorporated by
reference into this Statement of Additional Information.
EACH FUND IS A SEPARATE INVESTMENT PORTFOLIO, EACH WITH OPERATIONS AND
RESULTS WHICH ARE UNRELATED TO THOSE OF EACH OTHER FUND. DREYFUS GOVERNMENT CASH
MANAGEMENT AND DREYFUS GOVERNMENT PRIME CASH MANAGEMENT ARE SEPARATE SERIES OF
DREYFUS GOVERNMENT CASH MANAGEMENT FUNDS (THE "COMPANY"). THIS COMBINED
STATEMENT OF ADDITIONAL INFORMATION HAS BEEN PROVIDED FOR INVESTORS' CONVENIENCE
TO PROVIDE INVESTORS WITH THE OPPORTUNITY TO CONSIDER NINE INVESTMENT CHOICES IN
ONE DOCUMENT.
TABLE OF CONTENTS
Page
Description of the Funds..................................................B-3
Management of the Funds...................................................B-10
Management Arrangements...................................................B-10
How to Buy Shares.........................................................B-10
Service Plans (Administrative Shares, Investor Shares and
Participant Shares only)..................................................B-10
Shareholder Services Plans (Institutional Shares only)....................B-10
How to Redeem Shares......................................................B-10
Determination of Net Asset Value..........................................B-10
Shareholder Services......................................................B-10
Dividends, Distributions and Taxes........................................B-10
Portfolio Transactions....................................................B-10
Yield Information.........................................................B-10
Information About the Funds...............................................B-10
Counsel and Independent Auditors..........................................B-10
Year 2000 Issues..........................................................B-10
Appendix A................................................................B-10
Appendix B................................................................B-10
Appendix C................................................................B-10
Appendix D................................................................B-10
<PAGE>
DESCRIPTION OF THE FUNDS
Dreyfus Cash Management, the Company and Dreyfus Tax Exempt Cash
Management were formed originally as Maryland corporations on December 6, 1984,
February 1, 1984, and January 27, 1984, respectively, and commenced operations
in March 1985. On May 22, 1987, each of these Funds reorganized as a
Massachusetts business trust.
Dreyfus Cash Management Plus is a Maryland corporation formed on August
12, 1987.
Dreyfus New York Municipal Cash Management, Dreyfus Municipal Cash
Management Plus, Dreyfus Treasury Cash Management, and Dreyfus Treasury Prime
Cash Management are Massachusetts business trusts that commenced operations on
November 4, 1991, October 15, 1990, September 4, 1986, and December 27, 1988,
respectively.
Each Fund is an open-end management investment company, known as a money
market mutual fund. Each Fund, other than Dreyfus New York Municipal Cash
Management, is a diversified fund, which means that, with respect to 75% of its
total assets, the Fund will not invest more than 5% of its assets in the
securities of any single issuer nor hold more than 10% of the outstanding voting
securities of any single issuer. Dreyfus New York Municipal Cash Management is a
non-diversified fund, which 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, as amended (the "1940 Act").
The Dreyfus Corporation (the "Manager") serves as each Fund's investment
adviser.
Dreyfus Service Corporation (the "Distributor") is the distributor of each
Fund's shares.
Certain Portfolio Securities
The following information supplements and should be read in conjunction
with the Funds' Prospectus.
U.S. Treasury Securities. (Dreyfus Cash Management, Dreyfus Cash
Management Plus, Dreyfus Government Cash Management, Dreyfus Government Prime
Cash Management, Dreyfus Treasury Cash Management, and Dreyfus Treasury Prime
Cash Management (collectively, the "Taxable Funds")) Each Taxable Fund may
invest in U.S. Treasury securities which include Treasury Bills, Treasury Notes
and Treasury Bonds that 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.
U.S. Government Securities. (Dreyfus Cash Management, Dreyfus Cash
Management Plus, Dreyfus Government Cash Management, and Dreyfus Government
Prime Cash Management). Each of these Funds, in addition to U.S. Treasury
securities, may invest in securities issued or guaranteed by the U.S. Government
or its agencies or instrumentalities. Some obligations issued or guaranteed by
U.S. Government agencies and instrumentalities are supported by the full faith
and credit of the U.S. Treasury; others by the right of the issuer to borrow
from the U.S. Treasury; others by discretionary authority of the U.S. Government
to purchase certain obligations of the agency or instrumentality; and others
only by the credit of the agency or instrumentality. These securities bear
fixed, floating or variable rates of interest. Interest may fluctuate based on
generally recognized reference rates or the relationship of rates. While the
U.S. Government currently 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.
Bank Obligations. (Dreyfus Cash Management and Dreyfus Cash Management
Plus) Each of these Funds may purchase certificates of deposit ("CDs"), time
deposits ("TDs"), bankers' acceptances and other short-term obligations issued
by domestic banks, foreign subsidiaries or foreign branches of domestic banks,
domestic and foreign branches of foreign banks, domestic savings and loan
associations and other banking institutions.
CDs are negotiable certificates evidencing the obligation of a bank to
repay funds deposited with it for a specified period of time.
TDs are non-negotiable deposits maintained in a banking institution for a
specified period of time (in no event longer than seven days) at a stated
interest rate.
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 the drawer to pay the face amount of the
instrument upon maturity. The other short-term obligations may include
uninsured, direct obligations bearing fixed, floating or variable interest
rates.
Each of these Funds may invest in TDs and CDs issued by domestic banks,
foreign subsidiaries or foreign branches of domestic banks, and domestic and
foreign branches of foreign banks. Each Fund is authorized to purchase CDs
issued by banks, savings and loan associations and similar institutions with
less than $1 billion in assets, the deposits of which are insured by the Federal
Deposit Insurance Corporation ("FDIC"), provided the Fund purchases any such CD
in a principal amount of no more than $100,000, which amount would be fully
insured by the Bank Insurance Fund or the Savings Association Insurance Fund
administered by the FDIC. Interest payments on such a CD are not insured by the
FDIC. The Fund would not own more than one such CD per such issuer.
Domestic commercial banks organized under Federal law are supervised and
examined by the Comptroller of the Currency and are required to be members of
the Federal Reserve System and to have their deposits insured by the FDIC.
Domestic banks organized under state law are supervised and examined by state
banking authorities but are members of the Federal Reserve System only if they
elect to join. In addition, state banks whose CDs may be purchased by the Fund
are insured by the FDIC (although such insurance may not be of material benefit
to the Fund, depending on the principal amount of the CDs of each bank held by
the Fund) and are subject to Federal examination and to a substantial body of
Federal law and regulation. As a result of Federal and state laws and
regulations, domestic branches of domestic banks whose CDs may be purchased by
the Fund generally, among other things, are required to maintain specified
levels of reserves and are subject to other supervision and regulation designed
to promote financial soundness. However, not all of such laws and regulations
apply to the foreign branches of domestic banks.
CDs held by the Fund, other than those issued by banks with less than $1
billion in assets as described above, do not benefit materially, and time
deposits do not benefit at all, from insurance from the Bank Insurance Fund or
the Savings Association Insurance Fund administered by the FDIC.
Obligations of foreign branches and foreign subsidiaries of domestic
banks, and domestic and foreign branches of foreign banks may be general
obligations of the parent banks in addition to the issuing branch, or may be
limited by the terms of a specific obligation and governmental regulation. Such
obligations are subject to different risks than are those of domestic banks.
These risks include foreign economic and political developments, foreign
governmental restrictions that may adversely affect payment of principal and
interest on the obligations, foreign exchange controls and foreign withholding
and other taxes on interest income. Foreign branches and subsidiaries are not
necessarily subject to the same or similar regulatory requirements that apply to
domestic banks, such as mandatory reserve requirements, loan limitations, and
accounting, auditing and financial recordkeeping requirements. In addition, less
information may be publicly available about a foreign branch of a domestic bank
or about a foreign bank than about a domestic bank.
Obligations of United States branches of foreign banks may be general
obligations of the parent bank in addition to the issuing branch, or may be
limited by the terms of a specific obligation or by Federal or state regulation
as well as governmental action in the country in which the foreign bank has its
head office. A domestic branch of a foreign bank with assets in excess of $1
billion may or may not be subject to reserve requirements imposed by the Federal
Reserve System or by the state in which the branch is located if the branch is
licensed in that state.
In addition, Federal branches licensed by the Comptroller of the Currency
and branches licensed by certain states ("State Branches") may be required to:
(1) pledge to the regulator, by depositing assets with a designated bank within
the state, a certain percentage of their assets as fixed from time to time by
the appropriate regulatory authority; and (2) maintain assets within the state
in an amount equal to a specified percentage of the aggregate amount of
liabilities of the foreign bank payable at or through all of its agencies or
branches within the state. The deposits of Federal and State Branches generally
must be insured by the FDIC if such branches take deposits of less than
$100,000.
In view of the foregoing factors associated with the purchase of CDs and
TDs issued by foreign branches or foreign subsidiaries of domestic banks, or by
foreign branches or domestic branches of foreign banks, the Manager carefully
evaluates such investments on a case-by-case basis.
Commercial Paper. (Dreyfus Cash Management and Dreyfus Cash Management
Plus) Each of these Funds may purchase commercial paper consisting of
short-term, unsecured promissory notes issued to finance short-term credit
needs. The commercial paper purchased by each Fund will consist only of direct
obligations. The other corporate obligations in which each of these Funds may
invest consist of high quality, U.S. dollar denominated short-term bonds and
notes (including variable amount master demand notes).
Floating and Variable Rate Obligations. (Dreyfus Cash Management and
Dreyfus Cash Management Plus) Each fund may purchase floating and variable rate
demand notes and bonds, which are obligations ordinarily having stated
maturities in excess of 13 months, but which permit the holder to demand payment
of principal at any time, or at specified intervals not exceeding 13 months, in
each case upon not more than 30 days' notice. Variable rate demand notes include
master demand notes which are obligations that permit the Fund to invest
fluctuating amounts, at varying rates of interest, pursuant to direct
arrangements between the Fund, as lender, and the borrower. These obligations
permit daily changes in the amounts borrowed. Because these obligations are
direct lending arrangements between the lender and borrower, it is not
contemplated that such instruments generally will be traded, and there generally
is no established secondary market for these obligations, although they are
redeemable at face value, plus accrued interest. Accordingly, where these
obligations are not secured by letters of credit or other credit support
arrangements, the Fund's right to redeem is dependent on the ability of the
borrower to pay principal and interest on demand.
Asset-Backed Securities. (Dreyfus Cash Management and Dreyfus Cash
Management Plus) Each Fund may purchase asset-backed securities, which are
securities issued by special purpose entities whose primary assets consist of a
pool of mortgages, loans, receivables or other assets. Payment of principal and
interest may depend largely on the cash flows generated by the assets backing
the securities and, in certain cases, supported by letters of credit, surety
bonds or other forms of credit or liquidity enhancements. The value of these
asset-backed securities also may be affected by the creditworthiness of the
servicing agent for the pool of assets, the originator of the loans or
receivables or the financial institution providing the credit support.
Repurchase Agreements. (Dreyfus Cash Management, Dreyfus Cash Management
Plus, Dreyfus Government Cash Management, and Dreyfus Treasury Cash Management)
Each of these Funds may enter into repurchase agreements. In a repurchase
agreement, the Fund buys, and the seller agrees to repurchase, a security at a
mutually agreed upon time and price (usually within seven days). The repurchase
agreement thereby determines the yield during the purchaser's holding period,
while the seller's obligation to repurchase is secured by the value of the
underlying security. The Fund's custodian or sub-custodian employed in
connection with tri- party repurchase agreement transactions will have custody
of, and will segregate securities acquired by such Fund under a repurchase
agreement. In connection with its third-party repurchase transactions, the Fund
will employ only eligible sub-custodians that meet the requirements set forth in
section 17(f) of the 1940 Act. Repurchase agreements are considered by the staff
of the Securities and Exchange Commission to be loans by the Fund. Repurchase
agreements could involve risks in the event of a default or insolvency of the
other party to the agreement, including possible delays or restrictions upon a
Fund's ability to dispose of the underlying securities. In a tri-party
repurchase agreement, the securities are subject to a greater risk in a change
in their value because they may have a maturity of more than one year.
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 $1 billion, or primary government securities dealers
reporting to the Federal Reserve Bank of New York, with respect to securities of
the type in which such Fund may invest and, in the case of tri-party repurchase
agreements, U.S. Government securities with a maturity of greater than one year,
and will require that additional securities be deposited with it if the value of
the securities purchased should decrease below resale price.
Municipal Obligations. (Dreyfus Municipal Cash Management Plus, Dreyfus
Tax Exempt Cash Management, and Dreyfus New York Municipal Cash Management
(collectively, the "Tax Exempt Funds")) Each Tax Exempt Fund will invest at
least 80% of the value of its net assets (except when maintaining a temporary
defensive position) in Municipal Obligations. Dreyfus New York Municipal Cash
Management will invest primarily in the debt securities of the State of New
York, its political subdivisions, authorities and corporations, the interest
from which is, in the opinion of bond counsel to the issuer, exempt from Federal
and State of New York personal income taxes (collectively, "New York Municipal
Obligations"). To the extent acceptable New York Municipal Obligations are at
any time unavailable for investment by Dreyfus New York Municipal Cash
Management, the Fund will invest temporarily in other Municipal Obligations.
Municipal Obligations are debt obligations issued by states, territories and
possessions of the United States and the District of Columbia and their
political subdivisions, agencies and instrumentalities, or multistate agencies
or authorities, the interest from which is, in the opinion of bond counsel to
the issuer, exempt from Federal income tax. Municipal Obligations generally
include debt obligations issued to obtain funds for various public purposes as
well as certain industrial development bonds issued by or on behalf of public
authorities. Municipal Obligations are classified as general obligation bonds,
revenue bonds and notes. General obligation bonds are secured by the issuer's
pledge of its faith, credit and taxing power for the payment of principal and
interest. Revenue bonds are payable from the revenue derived from a particular
facility or class of facilities or, in some cases, from the proceeds of a
special excise or other specific revenue source, but not from the general taxing
power. Tax exempt industrial development bonds, in most cases, are revenue bonds
that do not carry the pledge of the credit of the issuing municipality, but
generally are guaranteed by the corporate entity on whose behalf they are
issued. Notes are short-term instruments which are obligations of the issuing
municipalities or agencies and are sold in anticipation of a bond sale,
collection of taxes or receipt of other revenues. Municipal Obligations include
municipal lease/purchase agreements which are similar to installment purchase
contracts for property or equipment issued by municipalities. Municipal
Obligations bear fixed, floating or variable rates of interest. Certain
Municipal Obligations are subject to redemption at a date earlier than their
stated maturity pursuant to call options, which may be separated from the
related Municipal Obligation and purchased and sold separately.
For the purpose of diversification under the 1940 Act, the identification
of the issuer of Municipal Obligations depends on the terms and conditions of
the security. When the assets and revenues of an agency, authority,
instrumentality or other political subdivision are separate from those of the
government creating the subdivision and the security is backed only by the
assets and revenues of the subdivision, such subdivision would be deemed to be
the sole issuer. Similarly, in the case of an industrial development bond, if
that bond is backed only by the assets and revenues of the non-governmental
user, then such non-governmental user would be deemed to be the sole issuer. If,
however, in either case, the creating government or some other entity guarantees
a security, such a guaranty would be considered a separate security and will be
treated as an issue of such government or other entity.
The yields on Municipal Obligations are dependent on a variety of factors,
including general economic and monetary conditions, money market factors,
conditions in the Municipal Obligations market, size of a particular offering,
maturity of the obligation, and rating of the issue.
Certain Tax Exempt Obligations. (Tax Exempt Funds) Each Tax Exempt Fund
may purchase floating and variable rate demand notes and bonds, which are tax
exempt obligations ordinarily having stated maturities in excess of 13 months,
but which permit the holder to demand payment of principal at any time or at
specified intervals not exceeding 13 months, in each case upon not more than 30
days' notice. Variable rate demand notes include master demand notes which are
obligations that permit the Fund to invest fluctuating amounts, at varying rates
of interest, pursuant to direct arrangements between the Fund, as lender, and
the borrower. These obligations permit daily changes in the amount borrowed.
Frequently, such obligations are secured by letters of credit or other credit
support arrangements provided by banks. Changes in the credit quality of banks
and other financial institutions that provide such credit or liquidity
enhancements to the Fund's portfolio securities could cause losses to the Fund
and affect its share price. Because these obligations are direct lending
arrangements between the lender and borrower, it is not contemplated that such
instruments generally will be traded, and there generally is no established
secondary market for these obligations, although they are redeemable at face
value, plus accrued interest. Accordingly, where these obligations are not
secured by letters of credit or other credit support arrangements, the Fund's
right to redeem is dependent on the ability of the borrower to pay principal and
interest on demand. Each obligation purchased by the Fund will meet the quality
criteria established for the purchase of Municipal Obligations.
Tax Exempt Participation Interests. (Tax Exempt Funds) Each Tax Exempt
Fund may purchase from financial institutions participation interests in
Municipal Obligations (such as industrial development bonds and municipal
lease/purchase agreements). A participation interest gives the Fund an undivided
interest in the Municipal Obligation in the proportion that the Fund's
participation interest bears to the total principal amount of the Municipal
Obligation. These instruments may have fixed, floating or variable rates of
interest, with remaining maturities of 13 months or less. If the participation
interest is unrated, it will be backed by an irrevocable letter of credit or
guarantee of a bank that the Fund's Board has determined meets prescribed
quality standards for banks, or the payment obligation otherwise will be
collateralized by U.S. Government securities. For certain participation
interests, the Fund will have the right to demand payment, on not more than
seven days' notice, for all or any part of the Fund's participation interest in
the Municipal Obligation, plus accrued interest. As to these instruments, the
Fund intends to exercise its right to demand payment only upon a default under
the terms of the Municipal Obligation, as needed to provide liquidity to meet
redemptions, or to maintain or improve the quality of its investment portfolio.
Municipal lease obligations or installment purchase contract obligations
(collectively, "lease obligations") have special risks not ordinarily associated
with Municipal Obligations. Although lease obligations do not constitute general
obligations of the municipality for which the municipality's taxing power is
pledged, a lease obligation ordinarily is backed by the municipality's covenant
to budget for, appropriate and make the payments due under the lease obligation.
However, certain lease obligations contain "non-appropriation" clauses which
provide that the municipality has no obligation to make lease or installment
purchase payments in future years unless money is appropriated for such purpose
on a yearly basis. Although "non-appropriation" lease obligations are secured by
the leased property, disposition of the property in the event of foreclosure
might prove difficult. The Fund will seek to minimize these risks by investing
only in those lease obligations that (1) are rated in one of the two highest
rating categories for debt obligations by at least two nationally recognized
statistical rating organizations (or one rating organization if the lease
obligation was rated only by one such organization) or (2) if unrated, are
purchased principally from the issuer or domestic banks or other responsible
third parties, in each case only if the seller shall have entered into an
agreement with the Fund providing that the seller or other responsible third
party will either remarket or repurchase the lease obligation within a short
period after demand by the Fund. The staff of the Securities and Exchange
Commission currently considers certain lease obligations to be illiquid.
Accordingly, not more than 10% of the value of a Fund's net assets will be
invested in lease obligations that are illiquid and in other illiquid
securities.
Stand-By Commitments. (Tax Exempt Funds) Each Tax Exempt Fund may acquire
"stand-by commitments" with respect to Municipal Obligations held in its
portfolio. Under a stand-by commitment, the Fund obligates a broker, dealer or
bank to repurchase, at the Fund's option, specified securities at a specified
price and, in this respect, stand-by commitments are comparable to put options.
The exercise of a stand-by commitment, therefore, is subject to the ability of
the seller to make payment on demand. The Fund will acquire stand-by commitments
solely to facilitate its portfolio liquidity and does not intend to exercise its
rights thereunder for trading purposes. The Fund may pay for stand-by
commitments if such action is deemed necessary, thus increasing to a degree the
cost of the underlying Municipal Obligation and similarly decreasing such
security's yield to investors. Gains realized in connection with stand-by
commitments will be taxable.
Ratings of Municipal Obligations. (Tax Exempt Funds) Each Tax Exempt Fund
may invest only in those Municipal Obligations which are rated in one of the two
highest rating categories for debt obligations by at least two rating
organizations (or one rating organization if the instrument was rated by only
one such organization) or, if unrated, are of comparable quality as determined
in accordance with procedures established by the Fund's Board.
The average distribution of investments (at value) in Municipal
Obligations (including notes) by ratings as of the fiscal year ended January 31,
2000, computed on a monthly basis, was as follows:
<TABLE>
Percentage of Value
-----------------------------------------
Moody's Standard & Dreyfus Dreyfus
Investors Poor's Municipal Dreyfus New
Fitch\IBCA, Service, Inc. Ratings Cash Tax Exempt York Municipal
Inc. ("Moody's") or Group Management Cash Cash
("Fitch") or ("S&P") Plus Management Management
- --------- ------- ---------- ----------- ---------- ---------------
<S> <C> <C> <C> <C> <C>
F-1+/F-1 VMIG 1/MIG 1, SP-1+/SP-1, 94.9% 96.1% 89.5%
P-1 A-1+/1-A
F-2 VMIG 2/MIG 2, P2 SP-2, A2 - - -
AAA/AA Aaa/Aa AAA/AA 1.5% 1.4% 1.7%
Not Rated Not Rated Not Rated 3.6%* 2.5%* 8.8%*
------------ ----------- ---------
100.0% 100.0% 100.0%
</TABLE>
- -----------------------
* Included in the Not Rated category are securities for Dreyfus Municipal
Cash Management Plus, Dreyfus Tax Exempt Cash Management, and Dreyfus New York
Municipal Cash Management, respectively, are securities which, while not rated,
have been determined by the Manager to be of comparable quality to securities in
the VMIG 1/MIG 1 or SP-1+/SP-1 rating categories.
If, subsequent to its purchase by the Fund, (a) an issue of rated
Municipal Obligations ceases to be rated in the highest rating category by at
least two rating organizations (or one rating organization if the instrument was
rated by only one such organization) or the Fund's Board determines that it is
no longer of comparable quality or (b) the Manager becomes aware that any
portfolio security not so highly rated or any unrated security has been given a
rating by any rating organization below the rating organization's second highest
rating category, the Fund's Board will reassess promptly whether such security
presents minimal credit risk and will cause the Fund to take such action as it
determines is in the best interest of the Fund and its shareholders; provided
that the reassessment required by clause (b) is not required if the portfolio
security is disposed of or matures within five business days of the Manager
becoming aware of the new rating and the Fund's Board is subsequently notified
of the Manager's actions.
To the extent the ratings given by Moody's, S&P or Fitch change as a
result of changes in such organizations or their rating systems, each Fund will
attempt to use comparable ratings as standards for its investments in accordance
with the investment policies contained in the Funds' Combined Prospectuses and
this Statement of Additional Information. The ratings of Moody's, S&P and Fitch
represent their opinions as to the quality of the Municipal Obligations which
they undertake to rate. It should be emphasized, however, that ratings are
relative and subjective and are not absolute standards of quality. Although
these ratings may be an initial criterion for selection of portfolio
investments, the Manager also will evaluate these securities and the
creditworthiness of the issuers of such securities based upon financial and
other available information.
Taxable Investments. (Tax Exempt Funds) From time to time, on a temporary
basis other than for temporary defensive purposes (but not to exceed 20% of the
value of the Fund's net assets) or for temporary defensive purposes, each Tax
Exempt Fund may invest in taxable short-term investments ("Taxable Investments")
consisting of: notes of issuers having, at the time of purchase, a quality
rating within the two highest grades of Moody's, S&P or Fitch; obligations of
the U.S. Government, its agencies or instrumentalities; commercial paper rated
not lower than P-1 by Moody's, A-1 by S&P or F-1 by Fitch; CDs of U.S. domestic
banks, including foreign branches of domestic banks, with assets of $1 billion
more; TDs; bankers' acceptances and other short-term bank obligations; and
repurchase agreements in respect of any of the foregoing. Dividends paid by the
Fund that are attributable to income earned by the Fund from Taxable Investments
will be taxable to investors. Except for temporary defensive purposes, at no
time will more than 20% of the value of the Fund's net assets be invested in
Taxable Investments and, with respect to Dreyfus Tax Exempt Cash Management,
Municipal Obligations the interest from which gives rise to a preference item
for the purpose of the alternative minimum tax. If the Fund purchases Taxable
Investments, it will value them using the amortized cost method and comply with
the provisions of Rule 2a-7 relating to purchases of taxable instruments. When
Dreyfus New York Municipal Cash Management has adopted a temporary defensive
position, including when acceptable New York Municipal Obligations are
unavailable for investment by Dreyfus New York Municipal Cash Management, in
excess of 35% of the Fund's assets may be invested in securities that are not
exempt from New York State and New York City income tax. Under normal market
conditions, none of the Funds anticipate that more than 5% of the value of its
total assets will be invested in any one category of Taxable Investments.
Illiquid Securities. (All Funds) Each Fund may invest up to 10% of the
value of its net assets in securities as to which a liquid trading market does
not exist, provided such investments are consistent with the Fund's investment
objective. These securities may include securities that are not readily
marketable, such as securities that are subject to legal or contractual
restrictions on resale, and repurchase agreements providing for settlement in
more than seven days after notice. As to these securities, the Fund is subject
to a risk that should the Fund desire to sell them when a ready buyer is not
available at a price the Fund deems representative of their value, the value of
the Fund's net assets could be adversely affected.
Investment Techniques
In addition to the principal investment strategies discussed in the Funds'
Prospectus, each Fund also may engage in the investment techniques described
below.
Borrowing Money. (All Funds) Each Fund may borrow money from banks for
temporary or emergency (not leveraging) purposes in an amount up to 15% of the
value of its total assets (including the amount borrowed) valued at the lesser
of cost or market, less liabilities (not including the amount borrowed) at the
time the borrowing is made. While borrowings exceed 5% of the value of a Fund's
total assets, the Fund will not make any additional investments. In addition,
Dreyfus Cash Management Plus may borrow for investment purposes on a secured
basis through entering into reverse repurchase agreements as described below.
Lending Portfolio Securities. (Dreyfus Cash Management Plus, Dreyfus
Government Cash Management, and Dreyfus Government Prime Cash Management) Each
of these Funds may lend securities from its portfolio to brokers, dealers and
other financial institutions needing to borrow securities to complete certain
transactions. The Fund continues to be entitled to payments in amounts equal to
the interest or other distributions payable on the loaned securities which
affords the Fund an opportunity to earn interest on the amount of the loan and
on the loaned securities' collateral. Loans of portfolio securities may not
exceed 33-1/3% (20% as to Dreyfus Government Cash Management) of the value of
the Fund's total assets, and the Fund will receive collateral consisting of cash
or, as to Dreyfus Cash Management Plus, cash equivalents, U.S. Government
securities, or other high quality liquid debt securities, or, as to Dreyfus
Government Cash Management and Dreyfus Government Prime Cash Management, U.S.
Treasury securities, which will be maintained at all times in an amount equal to
at least 100% of the current market value of the loaned securities. Such Loans
are terminable by the Fund 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. In connection with its
securities lending practices, 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.
Reverse Repurchase Agreements. (Dreyfus Cash Management Plus) Dreyfus Cash
Management Plus may enter into reverse repurchase agreements with banks, brokers
or dealers. Reverse purchase agreements involve the transfer by the Fund of an
underlying debt instrument in return for cash proceeds based on a percentage of
the value of the security. The Fund retains the right to receive interest and
principal payments on the security. The Fund will use the proceeds of reverse
repurchase agreements only to make investments which generally either mature or
have a demand feature to resell to the issuer at a date simultaneous with or
prior to the expiration of the reverse repurchase agreement. At an agreed upon
future date, the Fund repurchases the security, at principal, plus accrued
interest. As a result of these transactions, the Fund is exposed to greater
potential fluctuations in the value of its assets and its net asset value per
share. These borrowings will be subject to interest costs which may or may not
be recovered by appreciation of the securities purchased; in certain cases,
interest costs may exceed and return received on the securities purchased. The
Fund's Board has considered the risks to the Fund and its shareholders which may
result from the entry into reverse repurchase agreements and has determined that
the entry into such agreements is consistent with the Fund's investment
objective and management policies. The Fund will segregate permissible liquid
assets equal to the aggregate amount of its reverse repurchase obligations, plus
accrued interest, in certain cases, in accordance with releases promulgated by
the Securities and Exchange Commission.
Forward Commitments. (Dreyfus Cash Management Plus, Dreyfus Government
Cash Management, Dreyfus Government Prime Cash Management and each Tax Exempt
Fund) Each of these Funds may purchase portfolio securities on a forward
commitment or when-issued basis, which means that delivery and payment take
place a number of days after the date of the commitment to purchase. The payment
obligation and the interest rate receivable on a forward commitment or
when-issued security are fixed when the Fund enters into the commitment, but the
Fund does not make payment until it receives delivery from the counterparty. The
Fund will commit to purchase such securities only with the intention of actually
acquiring the securities, but the Fund may sell these securities before the
settlement date if it is deemed advisable. The Fund will segregate permissible
liquid assets at least equal at all times to the amount of the purchase
commitment.
Securities purchased on a forward commitment or when-issued basis are
subject to changes in value (generally changing in the same way, i.e.,
appreciating when interest rates decline and depreciating when interest rates
rise) based upon the public's perception of the creditworthiness of the issuer
and changes, real or anticipated, in the level of interest rates. Securities
purchased on a when-issued basis may expose the Fund to risks because they may
experience such fluctuations prior to their actual delivery. Purchasing
securities on a when-issued basis can involve the additional risk that the yield
available in the market when the delivery takes place actually may be higher
than that obtained in the transaction itself. Purchasing securities on a forward
commitment or when-issued basis when the Fund is fully or almost fully invested
may result in greater potential fluctuation in the value of the Fund's net
assets and its net asset value per share.
Investment Considerations and Risks
Bank Securities. (Dreyfus Cash Management and Dreyfus Cash Management
Plus) To the extent each of these Funds' investments are concentrated in the
banking industry, the Fund will have correspondingly greater exposure to the
risk factors which are characteristic of such investments. Sustained increases
in interest rates can adversely affect the availability or liquidity and cost of
capital funds for a bank's lending activities, and a deterioration in general
economic conditions could increase the exposure to credit losses. In addition,
the value of and the investment return on the Fund's shares could be affected by
economic or regulatory developments in or related to the banking industry, which
industry also is subject to the effects of competition within the banking
industry as well as with other types of financial institutions. The Fund,
however, will seek to minimize its exposure to such risks by investing only in
debt securities which are determined to be of the highest quality.
Foreign Securities. (Dreyfus Cash Management and Dreyfus Cash Management
Plus) Each of these Funds may invest in securities issued by London branches of
domestic banks, and Dreyfus Cash Management Plus may invest in securities issued
by foreign subsidiaries or foreign branches of domestic banks, domestic and
foreign branches of foreign banks, and commercial paper issued by foreign
issuers. Accordingly, the Fund may be subject 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 debt obligations of U.S. domestic
issuers, although such obligations may be higher yielding when compared to the
securities of U.S. domestic issuers. Such risks include possible future
political and economic developments, seizure or nationalization of foreign
deposits, imposition of foreign withholding taxes on interest income payable on
the securities, establishment of exchange controls or adoption of other foreign
governmental restrictions which might adversely affect the payment of principal
and interest on these securities.
Investing in Municipal Obligations. (Tax Exempt Funds) Each Tax Exempt
Fund may invest more than 25% of the value of its total assets in Municipal
Obligations which are related in such a way that an economic, business or
political development or change affecting one such security also would affect
the other securities; for example, securities the interest upon which is paid
from revenues of similar types of projects. As a result, the Fund may be subject
to greater risk as compared to a fund that does not follow this practice.
Certain municipal lease/purchase obligations in which each Tax Exempt Fund
may invest may contain "non-appropriation" clauses which provide that the
municipality has no obligation to make lease payments in future years unless
money is appropriated for such purpose on a yearly basis. Although
"non-appropriation" lease/purchase obligations are secured by the leased
property, disposition of the leased property in the event of foreclosure might
prove difficult. In evaluating the credit quality of a municipal lease/purchase
obligation that is unrated, the Manager will consider, on an ongoing basis, a
number of factors including the likelihood that the issuing municipality will
discontinue appropriating funding for the leased property.
Certain provisions in the Internal Revenue Code of 1986, as amended (the
"Code"), relating to the issuance of Municipal Obligations may reduce the volume
of Municipal Obligations qualifying for Federal tax exemption. One effect of
these provisions could be to increase the cost of the Municipal Obligations
available for purchase by the Fund and thus reduce available yield. Shareholders
should consult their tax advisers concerning the effect of these provisions on
an investment in the Fund. Proposals that may restrict or eliminate the income
tax exemption for interest on Municipal Obligations may be introduced in the
future. If any such proposal were enacted that would reduce the availability of
Municipal Obligations for investment by the Fund so as to adversely affect Fund
shareholders, the Fund would reevaluate its investment objective and policies
and submit possible changes in the Fund's structure to shareholders for their
consideration. If legislation were enacted that would treat a type of Municipal
Obligation as taxable, the Fund would treat such security as a permissible
Taxable Investment within the applicable limits set forth herein.
Investing in New York Municipal Obligations. (Dreyfus New York Municipal
Cash Management) Since the Fund is concentrated in securities issued by New York
or entities within New York, an investment in the Fund may involve greater risk
than investments in certain other types of money market funds. You should
consider carefully the special risks inherent in the Fund's investment in New
York Municipal Obligations. You should review "Appendix A" which sets forth
information relating to investing in New York Municipal Obligations.
Simultaneous Investments. (All Funds) Investment decisions for each Fund
are made independently from those of other investment companies advised by the
Manager. If, however, such other investment companies desire to invest in, or
dispose of, the same securities as the Fund, available 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.
Investment Restrictions
Each Fund's investment objective is a fundamental policy, which cannot be
changed without approval by the holders of a majority (as defined in the 1940
Act) of the Fund's outstanding voting shares. In addition, the Funds have
adopted certain investment restrictions as fundamental policies and certain
other investment restrictions as non-fundamental policies, as described below.
Dreyfus Cash Management. Dreyfus Cash Management has adopted investment
restrictions numbered 1 through 11 as fundamental policies. Investment
restrictions numbered 12 and 13 are not fundamental policies and may be changed
by vote of a majority of the Fund's Board members at any time. Dreyfus Cash
Management may not:
1. Purchase common stocks, preferred stocks, warrants or other equity
securities, or purchase corporate bonds or debentures, state bonds, municipal
bonds or industrial revenue bonds.
2. Borrow money, except from banks for temporary or emergency (not
leveraging) purposes in an amount up to 15% of the value of the Fund's total
assets (including the amount borrowed) based on the lesser of cost or market,
less liabilities (not including the amount borrowed) at the time the borrowing
is made. While borrowings exceed 5% of the value of the Fund's total assets, the
Fund will not make any additional investments.
3. Sell securities short or purchase securities on margin.
4. Write or purchase put or call options or combinations thereof.
5. Underwrite the securities of other issuers.
6. Purchase or sell real estate, real estate investment trust
securities, commodities, or oil and gas interests.
7. Make loans to others, except through the purchase of debt
obligations referred to in the Prospectus.
8. Invest more than 15% of its assets in the obligations of any one
bank, or invest more than 5% of its assets in the obligations of any other
issuer, except that up to 25% of the value of the Fund's total assets may be
invested without regard to any such limitations. Notwithstanding the foregoing,
to the extent required by the rules of the Securities and Exchange Commission,
the Fund will not invest more than 5% of its assets in the obligations of any
one bank.
9. Invest less than 25% of its assets in securities issued by banks or
invest more than 25% of its assets in the securities of issuers in any other
industry, provided that there shall be no limitation on the purchase of
obligations issued or guaranteed by the U.S. Government, its agencies or
instrumentalities. Notwithstanding the foregoing, for temporary defensive
purposes the Fund may invest less than 25% of its assets in bank obligations.
10. Invest in companies for the purpose of exercising control.
11. Invest in securities of other investment companies, except as they
may be acquired as part of a merger, consolidation or acquisition of assets.
12. Pledge, hypothecate, mortgage or otherwise encumber its assets,
except to the extent necessary to secure permitted borrowings.
13. Enter into repurchase agreements providing for settlement in more
than seven days after notice or purchase securities which are illiquid if, in
the aggregate, more than 10% of the value of the Fund's net assets would be so
invested.
* * * *
Dreyfus Cash Management Plus. Dreyfus Cash Management Plus has adopted
investment restrictions numbered 1 through 11 as fundamental policies.
Investment restrictions numbered 12 and 13 are not fundamental policies and may
be changed by vote of a majority of the Fund's Board members at any time.
Dreyfus Cash Management Plus may not:
1. Purchase common stocks, preferred stocks, warrants or other equity
securities, or purchase corporate bonds or debentures, state bonds, municipal
bonds, or industrial revenue bonds.
2. Borrow money, except (i) from banks for temporary or emergency (not
leveraging) purposes in an amount up to 15% of the value of the Fund's total
assets (including the amount borrowed) based on the lesser of cost or market,
less liabilities (not including the amount borrowed) at the time the borrowing
is made and (ii) in connection with the entry into reverse repurchase agreements
to the extent described in the Fund's Prospectus. While borrowings described in
clause (i) exceed 5% of the value of the Fund's total assets, the Fund will not
make any additional investments.
3. Sell securities short or purchase securities on margin.
4. Write or purchase put or call options or combinations thereof.
5. Underwrite the securities of other issuers.
6. Purchase or sell real estate, real estate investment trust
securities, commodities, or oil and gas interests.
7. Make loans to others, except through the purchase of debt
obligations referred to in the Prospectus and except that the Fund may lend its
portfolio securities in an amount not to exceed 33-1/3% 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. Invest more than 15% of its assets in the obligations of any one
bank, or invest more than 5% of its assets in the obligations of any other
issuer, except that up to 25% of the value of the Fund's total assets may be
invested without regard to any such limitations. Notwithstanding the foregoing,
to the extent required by the rules of the Securities and Exchange Commission,
the Fund will not invest more than 5% of its assets in the obligations of any
one bank.
9. Invest less than 25% of its total assets in securities issued by
banks or invest more than 25% in the securities of issuers in any other
industry, provided that there shall be no limitation on the purchase of
obligations issued or guaranteed by the U.S. Government, its agencies or
instrumentalities. Notwithstanding the foregoing, for temporary defensive
purposes the Fund may invest less than 25% of its assets in bank obligations.
10. Invest in companies for the purpose of exercising control.
11. Invest in securities of other investment companies, except as they
may be acquired as part of a merger, consolidation or acquisition of assets.
12. Pledge, mortgage, hypothecate or otherwise encumber its assets,
except to the extent necessary to secure permitted borrowings.
13. Enter into repurchase agreements providing for settlement in more
than seven days after notice or purchase securities which are illiquid if, in
the aggregate, more than 10% of the value of the Fund's net assets would be so
invested.
* * * *
Dreyfus Government Cash Management. Dreyfus Government Cash Management has
adopted investment restrictions numbered 1 through 10 as fundamental policies.
Investment restrictions numbered 11 and 12 are not fundamental policies and may
be changed by vote of a majority of the Fund's Board members at any time.
Dreyfus Government Cash Management may not:
1. Purchase common stocks, preferred stocks, warrants or other equity
securities, or purchase corporate bonds or debentures, state bonds, municipal
bonds or industrial revenue bonds.
2. Borrow money, except from banks for temporary or emergency (not
leveraging) purposes in an amount up to 15% of the value of the Fund's total
assets (including the amount borrowed) based on the lesser of cost or market,
less liabilities (not including the amount borrowed) at the time the borrowing
is made. While borrowings exceed 5% of the value of the Fund's total assets, the
Fund will not make any additional investments.
3. Sell securities short or purchase securities on margin.
4. Write or purchase put or call options or combinations thereof.
5. Underwrite the securities of other issuers.
6. Purchase or sell real estate, real estate investment trust
securities, commodities, or oil and gas interests.
7. Make loans to others, except through the purchase of debt
obligations referred to in the Prospectus. However, the Fund may lend securities
to brokers, dealers or other institutional investors, but only when the borrower
deposits collateral consisting of cash or U.S. Treasury securities with the Fund
and agrees to maintain such collateral so that it amounts at all times to at
least 100% of the value of the securities loaned. Such loans will not be made,
if, as a result, the aggregate value of the securities loaned exceeds 20% of the
value of the Fund's total assets.
8. Invest more than 25% of its total assets in the securities of
issuers in any single industry, provided that there shall be no such limitation
on investments in obligations issued or guaranteed by the U.S. Government, its
agencies or instrumentalities.
9. Invest in companies for the purpose of exercising control.
10. Invest in securities of other investment companies, except as they
may be acquired as part of a merger, consolidation or acquisition of assets.
11. Pledge, hypothecate, mortgage or otherwise encumber its assets,
except to the extent necessary to secure permitted borrowings.
12. Enter into repurchase agreements providing for settlement in more
than seven days after notice or purchase securities which are illiquid, if, in
the aggregate, more than 10% of the value of the Fund's net assets would be so
invested.
* * * *
Dreyfus Government Prime Cash Management. Dreyfus Government Prime Cash
Management has adopted investment restrictions numbered 1 through 6 as
fundamental policies. Investment restrictions numbered 7 through 11 are not
fundamental policies and may be changed by vote of a majority of the Fund's
Board members at any time. Dreyfus Government Prime Cash Management may not:
1. Borrow money, except to the extent permitted under the 1940 Act,
which currently limits borrowings to up to 33-1/3% of the value of the Fund's
total assets.
2. Purchase securities on margin.
3. Act as underwriter of securities of other issuers, except to the
extent the Fund may be deemed an underwriter under the Securities Act of 1933,
as amended, by virtue of disposing of portfolio securities.
4. Purchase or sell real estate, real estate investment trust
securities, commodities, or oil and gas interests, but the Fund may purchase and
sell securities that are secured by real estate or issued by companies that deal
in real estate.
5. Make loans to others, except through the purchase of debt
obligations referred to in the Prospectus. However, the Fund may lend its
portfolio securities in an amount not to exceed 33-1/3% of the value of its
total assets. Any loans of portfolio securities will be made in accordance with
guidelines established by the Securities and Exchange Commission and the Fund's
Board.
6. Invest more than 25% of its total assets in the securities of
issuers in any single industry, provided that there shall be no such limitation
on investments in obligations issued or guaranteed by the U.S. Government, it
agencies or instrumentalities.
7. Purchase common stocks, preferred stocks, warrants or other equity
securities.
8. Write or purchase put or call options or combinations thereof,
except that the Fund may purchase and sell "obligations with puts attached" in
accordance with its stated investment policies.
9. Pledge, hypothecate, mortgage or otherwise encumber its assets,
except to the extent necessary to secure permitted borrowings.
10. Enter into repurchase agreements.
11. Purchase securities which are illiquid if, in the aggregate, more
than 10% of the value of the Fund's net assets would be so invested.
* * * *
Dreyfus Treasury Cash Management. Dreyfus Treasury Cash Management has
adopted investment restrictions numbered 1 through 9 as fundamental policies.
Investment restrictions numbered 10 and 11 are not fundamental policies and may
be changed by vote of a majority of the Fund's Board members at any time.
Dreyfus Treasury Cash Management may not:
1. Purchase common stocks, preferred stocks, warrants or other equity
securities, or purchase corporate bonds or debentures, state bonds, municipal
bonds or industrial revenue bonds.
2. Borrow money, except from banks for temporary or emergency (not
leveraging) purposes in an amount up to 15% of the value of the Fund's total
assets (including the amount borrowed) based on the lesser of cost or market,
less liabilities (not including the amount borrowed) at the time the borrowing
is made. While borrowings exceed 5% of the value of the Fund's total assets, the
Fund will not make any additional investments.
3. Sell securities short or purchase securities on margin.
4. Write or purchase put or call options or combinations thereof.
5. Purchase or sell real estate, real estate investment trust
securities, commodities, or oil and gas interests.
6. Make loans to others, except through the purchase of debt
obligations referred to in the Prospectus.
7. Invest more than 25% of its total assets in the securities of issuers
in any single industry, provided that there shall be no such limitation on
investments in obligations issued or guaranteed by the U.S. Government.
8. Invest in companies for the purpose of exercising control.
9. Invest in securities of other investment companies, except as they
may be acquired as part of a merger, consolidation or acquisition of assets.
10. Pledge, hypothecate, mortgage or otherwise encumber its assets,
except to the extent necessary to secure permitted borrowings.
11. Enter into repurchase agreements providing for settlement in more
than seven days after notice or purchase securities which are illiquid, if, in
the aggregate, more than 10% of the value of the Fund's net assets would be so
invested.
* * * *
Dreyfus Treasury Prime Cash Management. Dreyfus Treasury Prime Cash
Management has adopted investment restrictions numbered 1 through 10 as
fundamental policies. Investment restrictions numbered 11 and 12 are not
fundamental policies and may be changed by vote of a majority of the Fund's
Board members at any time. Dreyfus Treasury Prime Cash Management may not:
1. Purchase common stocks, preferred stocks, warrants or other equity
securities, or purchase corporate bonds or debentures, state bonds, municipal
bonds or industrial revenue bonds.
2. Borrow money, except from banks for temporary or emergency (not
leveraging) purposes in an amount up to 15% of the value of the Fund's total
assets (including the amount borrowed) based on the lesser of cost or market,
less liabilities (not including the amount borrowed) at the time the borrowing
is made. While borrowings exceed 5% of the value of the Fund's total assets, the
Fund will not make any additional investments.
3. Sell securities short or purchase securities on margin.
4. Write or purchase put or call options or combinations thereof.
5. Underwrite the securities of other issuers.
6. Purchase or sell real estate, real estate investment trust
securities, commodities, or oil and gas interests.
7. Make loans to others except through the purchase of debt obligations
referred to in the Prospectus.
8. Invest more than 25% of its total assets in the securities of issuers in
any single industry, provided that there shall be no such limitation on
investments in obligations issued and guaranteed by the U.S. Government.
9. Invest in companies for the purpose of exercising control.
10. Invest in securities of other investment companies, except as they
may be acquired as part of a merger, consolidation or acquisition of assets.
11. Pledge, hypothecate, mortgage or otherwise encumber its assets,
except to the extent necessary to secure permitted borrowings.
12. Enter into repurchase agreements providing for settlement in more
than seven days after notice or purchase securities which are illiquid if, in
the aggregate, more than 10% of the value of the Fund's net assets would be so
invested.
* * * *
Dreyfus Municipal Cash Management Plus. Dreyfus Municipal Cash Management
Plus has adopted investment restrictions numbered 1 through 10 as fundamental
policies. Investment restriction number 11 is not a fundamental policy and may
be changed by vote of a majority of the Fund's Board members at any time.
Dreyfus Municipal Cash Management Plus may not:
1. Purchase securities other than Municipal Obligations and Taxable
Investments as those terms are defined above and in the Fund's Prospectus.
2. Borrow money, except from banks for temporary or emergency (not
leveraging) purposes in an amount up to 15% of the value of the Fund's total
assets (including the amount borrowed) based on the lesser of cost or market,
less liabilities (not including the amount borrowed) at the time the borrowing
is made. While borrowings exceed 5% of the value of the Fund's total assets, the
Fund will not make any additional investments.
3. Pledge, hypothecate, mortgage or otherwise encumber its assets,
except to secure borrowings for temporary or emergency purposes.
4. Sell securities short or purchase securities on margin.
5. Underwrite the securities of other issuers, except that the Fund may
bid separately or as part of a group for the purchase of Municipal Obligations
directly from an issuer for its own portfolio to take advantage of the lower
purchase price available.
6. Purchase or sell real estate, real estate investment trust
securities, commodities or commodity contracts, or oil and gas interests, but
this shall not prevent the Fund from investing in Municipal Obligations secured
by real estate or interests therein.
7. Make loans to others, except through the purchase of qualified debt
obligations and the entry into repurchase agreements referred to above and in
the Fund's Prospectus.
8. Invest more than 5% of its assets in the obligations of any issuer,
except that up to 25% of the value of the Fund's total assets may be invested,
and securities issued or guaranteed by the U.S. Government or its agencies or
instrumentalities may be purchased, without regard to any such limitation.
9. Invest more than 25% of its total assets in the securities of
issuers in any single industry; provided that there shall be no such limitation
on the purchase of Municipal Obligations and, for temporary defensive purposes,
obligations issued or guaranteed by the U.S. Government, its agencies or
instrumentalities.
10. Invest in securities of other investment companies, except as they
may be acquired as part of a merger, consolidation or acquisition of assets.
11. Enter into repurchase agreements providing for settlement in more
than seven days after notice or purchase securities which are illiquid if, in
the aggregate, more than 10% of the value of the Fund's net assets would be so
invested.
Notwithstanding investment restrictions numbered 1, 3 and 6, the Fund
reserves the right to enter into interest rate futures contracts and municipal
bond index futures contracts, and any options that may be offered in respect
thereof, subject to the restrictions then in effect of the Securities and
Exchange Commission and the Commodity Futures Trading Commission and to the
receipt or taking, as the case may be, of appropriate consents, approvals and
other actions from or by those regulatory bodies. In any event, no such
contracts or options will be entered into until a general description of the
terms thereof are set forth in a subsequent prospectus and statement of
additional information, the Registration Statement with respect to which has
been filed with the Securities and Exchange Commission and has become effective.
For purposes of investment restriction number 9, industrial development
bonds, where the payment of principal and interest is the ultimate
responsibility of companies within the same industry, are grouped together as an
"industry."
* * * *
Dreyfus Tax Exempt Cash Management. Dreyfus Tax Exempt Cash Management has
adopted investment restrictions numbered 1 through 10 as fundamental policies.
Investment restrictions numbered 11 and 12 are not fundamental policies and may
be changed by vote of a majority of the Fund's Board members at any time.
Dreyfus Tax Exempt Cash Management may not:
1. Purchase securities other than Municipal Obligations and Taxable
Investments as those terms are defined above and in the Fund's Prospectus.
2. Borrow money, except from banks for temporary or emergency (not
leveraging) purposes in an amount up to 15% of the value of the Fund's total
assets (including the amount borrowed) based on the lesser of cost or market,
less liabilities (not including the amount borrowed) at the time the borrowing
is made. While borrowings exceed 5% of the value of the Fund's total assets, the
Fund will not make any additional investments.
3. Sell securities short or purchase securities on margin.
4. Underwrite the securities of other issuers, except that the Fund may
bid separately or as part of a group for the purchase of Municipal Obligations
directly from an issuer for its own portfolio to take advantage of the lower
purchase price available.
5. Purchase or sell real estate, real estate investment trust
securities, commodities or commodity contracts, or oil and gas interests, but
this shall not prevent the Fund from investing in Municipal Obligations secured
by real estate or interests therein.
6. Make loans to others, except through the purchase of qualified debt
obligations and the entry into repurchase agreements referred to above and in
the Fund's Prospectus.
7. Invest more than 15% of its assets in the obligations of any one
bank, or invest more than 5% of its assets in the obligations of any other
issuer, except that up to 25% of the value of the Fund's total assets may be
invested, and securities issued or guaranteed by the U.S. Government or its
agencies or instrumentalities may be purchased, without regard to any such
limitations. Notwithstanding the foregoing, to the extent required by the rules
of the Securities and Exchange Commission, the Fund will not invest more than 5%
of its assets in the obligations of any one bank, except that up to 25% of the
value of the Fund's total assets may be invested without regard to such
limitation.
8. Invest more than 25% of its total assets in the securities of
issuers in any single industry; provided that there shall be no such limitation
on the purchase of Municipal Obligations and, for temporary defensive purposes,
securities issued by banks and obligations issued or guaranteed by the U.S.
Government, its agencies or instrumentalities.
9. Purchase more than 10% of the voting securities of any issuer (this
restriction applies only with respect to 75% of the Fund's assets) or invest in
companies for the purpose of exercising control.
10. Invest in securities of other investment companies, except as they
may be acquired as part of a merger, consolidation or acquisition of assets.
11. Pledge, hypothecate, mortgage or otherwise encumber its assets,
except to the extent necessary to secure permitted borrowings.
12. Enter into repurchase agreements providing for settlement in more
than seven days after notice or purchase securities which are illiquid, if, in
the aggregate, more than 10% of the value of the Fund's net assets would be so
invested.
Notwithstanding investment restrictions numbered 1, 5 and 11, the Fund
reserves the right to enter into interest rate futures contracts, and municipal
bond index futures contracts, and any options that may be offered in respect
thereof, subject to the restrictions then in effect of the Securities and
Exchange Commission and the Commodity Futures Trading Commission and to the
receipt or taking, as the case may be, of appropriate consents, approvals and
other actions from or by those regulatory bodies. In any event, no such
contracts or options will be entered into until a general description of the
terms thereof are set forth in a subsequent prospectus and statement of
additional information, the Registration Statement with respect to which has
been filed with the Securities and Exchange Commission and has become effective.
For purposes of investment restriction number 8, industrial development
bonds, where the payment of principal and interest is the ultimate
responsibility of companies within the same industry, are grouped together as an
"industry."
* * * *
Dreyfus New York Municipal Cash Management. Dreyfus New York Municipal
Cash Management has adopted investment restrictions numbered 1 through 9 as
fundamental policies. Investment restriction number 10 is not a fundamental
policy and may be changed by vote of a majority of the Fund's Board members at
any time. Dreyfus New York Municipal Cash Management may not:
1. Purchase securities other than Municipal Obligations and Taxable
Investments as those terms are defined above and in the Fund's Prospectus.
2. Borrow money, except from banks for temporary or emergency (not
leveraging) purposes in an amount up to 15% of the value of the Fund's total
assets (including the amount borrowed) based on the lesser of cost or market,
less liabilities (not including the amount borrowed) at the time the borrowing
is made. While borrowings exceed 5% of the value of the Fund's total assets, the
Fund will not make any additional investments.
3. Pledge, hypothecate, mortgage or otherwise encumber its assets,
except to secure borrowings for temporary or emergency purposes.
4. Sell securities short or purchase securities on margin.
5. Underwrite the securities of other issuers, except that the Fund may
bid separately or as part of a group for the purchase of Municipal Obligations
directly from an issuer for its own portfolio to take advantage of the lower
purchase price available.
6. Purchase or sell real estate, real estate investment trust
securities, commodities or commodity contracts, or oil and gas interests, but
this shall not prevent the Fund from investing in Municipal Obligations secured
by real estate or interests therein.
7. Make loans to others, except through the purchase of qualified debt
obligations and the entry into repurchase agreements referred to above and in
the Fund's Prospectus.
8. Invest more than 25% of its total assets in the securities of
issuers in any single industry; provided that there shall be no such limitation
on the purchase of Municipal Obligations and, for temporary defensive purposes,
obligations issued or guaranteed by the U.S. Government, its agencies or
instrumentalities.
9. Invest in securities of other investment companies, except as they
may be acquired as part of a merger, consolidation or acquisition of assets.
10. Enter into repurchase agreements providing for settlement in more
than seven days after notice or purchase securities which are illiquid if, in
the aggregate, more than 10% of the value of the Fund's net assets would be so
invested.
Notwithstanding investment restrictions numbered 1, 3 and 6, the Fund
reserves the right to enter into interest rate futures contracts, and municipal
bond index futures contracts, and any options that may be offered in respect
thereof, subject to the restrictions then in effect of the Securities and
Exchange Commission and the Commodity Futures Trading Commission and to the
receipt or taking, as the case may be, of appropriate consents, approvals and
other actions from or by those regulatory bodies. In any event, no such
contracts or options will be entered into until a general description of the
terms thereof are set forth in a subsequent prospectus and statement of
additional information, the Registration Statement with respect to which has
been filed with the Securities and Exchange Commission and has become effective.
For purposes of investment restriction number 8, industrial development
bonds, where the payment of principal and interest is the ultimate
responsibility of companies within the same industry, are grouped together as an
"industry."
* * * *
All Funds. If a percentage restriction is adhered to at the time of
investment by a Fund, a later increase or decrease in percentage resulting from
a change in values or assets will not constitute a violation of that Fund's
restriction.
MANAGEMENT OF THE FUNDS
Each Fund's Board is responsible for the management and supervision of the
Fund. The Board approves all significant agreements between the Fund and those
companies that furnish services to the Fund. These companies are as follows:
The Dreyfus Corporation.....................Investment Adviser
Dreyfus Service Corporation.................Distributor
Dreyfus Transfer, Inc.......................Transfer Agent
The Bank of New York........................Custodian
Board members and officers of each Fund, together with information as to
their principal business occupations during at least the last five years, are
shown below.
Board Members of the Funds
JOSEPH S. DiMARTINO, Chairman of the Board. Since January 1995, Chairman of the
Board of various funds in the Dreyfus Family of Funds. He is also a
director of The Muscular Dystrophy Association, HealthPlan Services
Corporation, a provider of marketing, administrative, and risk management
services for health and other benefit programs, Carlyle Industries, Inc.
(formerly, Belding Heminway Company, Inc.), a button packager and
distributor, Century Business Services, Inc. (formerly, International
Alliance Seminars, Inc.), a provider of various outsourcing functions for
small and medium sized companies, Career Blazers, Inc. (formerly, Staffing
Resources, Inc.), a temporary placement agency, and QuickCAT. Com, Inc., a
private company engaged in the development of high speed movement, routing,
storage, and encryption of data across all modes of data transport. For
more than five years prior to January 1995, he was President, a director
and, until August 1994, Chief Operating Officer, of the Manager, and
Executive Vice President and a director of the Distributor. From August
1994 to December 31, 1994, he was a director of Mellon Financial
Corporation. He is 56 years old and his address is 200 Park Avenue, New
York, New York 10166.
DAVID W. BURKE, Board Member. Board member of various funds in the Dreyfus
Family of Funds. Chairman of the Broadcasting Board of Governors, an
independent board within the United States Information Agency, from August
1994 to November 1998. From August 1994 to December 1994, Mr. Burke was a
Consultant to the Manager, and from October 1990 to August 1994, he was
Vice President and Chief Administrative Officer of the Manager. From 1977
to 1990, Mr. Burke was involved in the management of national television
news, as Vice-President and Executive Vice President of ABC News, and
subsequently as President of CBS News. He is 64 years old and his address
is 197 Eighth Street, Charleston, Massachusetts 02642.
ISABEL P. DUNST, Board Member. Partner in the law firm of Hogan & Hartson, since
1990. From 1986 to 1990, she was Deputy General Counsel of the United
States Department of Health and Human Services. Until May 1996, she was a
Trustee of the Clients' Security Fund of the District of Columbia Bar and
President of Temple Sinai. She is 53 years old and her address is c/o Hogan
& Hartson, Columbia Square, 555 Thirteenth Street, N.W., Washington, D.C.
20004-1109.
LYLE E. GRAMLEY, Board Member. Consulting economist, since June 1992, and, from
1985 to May 1992, Senior Staff Vice President and Chief Economist, of
Mortgage Bankers Association of America. Since February 1993, Mr. Gramley
has served as a director of IndyMac Mortgage Holdings, Inc. (formerly, CWM
Mortgage Holdings, Inc.), and, since February 1996, as a director of NUWave
Technologies, Inc. From 1980 to 1985, he was a member of the Board of
Governors of the Federal Reserve System. He is 73 years old and his address
is 12901 Three Sisters Road, Potomac, Maryland 20854.
WARREN B. RUDMAN, Board Member. Since January 1993, Partner in the law firm
Paul, Weiss, Rifkind, Wharton & Garrison. Mr. Rudman also is a director of
Prime Succession, Inc., Collins & Aikman Corporation, Chubb Corporation,
Raytheon Company and Allied Waste Industries, Inc., and serves on the Board
of Governors of the American Stock Exchange. He is also a member of the
President's Foreign Intelligence Advisory Board (as Vice Chairman through
February 1998 and currently as Chairman) and a member of the Senior
Advisory Board of the Institute of Politics of the Kennedy School of
Government at Harvard University. From January 1981 to January 1993, Mr.
Rudman served as a United States Senator from the State of New Hampshire.
He is 70 years old and his address is 1615 L Street, N.W., Suite 1300,
Washington D.C. 20036.
Each Fund has a standing nominating committee comprised of its Board
members who are not "interested persons" of the Fund, as defined in the 1940
Act. The function of the nominating committee is to select and nominate all
candidates who are not "interested persons" of the Fund for election to the
Fund's Board.
Board members of each Fund are entitled to receive an annual retainer and
a per meeting fee and reimbursement for their expenses. The Chairman of the
Board receives an additional 25% of such compensation. Emeritus Board members
are entitled to receive an annual retainer and a per meeting fee of one-half the
amount paid to them as Board members. The aggregate amounts of compensation
payable to each Board member by each Fund for the fiscal year ended January 31,
2000 and by all funds in the Dreyfus Family of Funds for which such person was a
Board member (the number of which is set forth in parenthesis next to each Board
member's total compensation)* during the year ended December 31, 1999, are set
forth below.
<TABLE>
Total Compensation
Name of Board --------------------- ----------------------
Member and Fund Aggregate from Funds and Fund
Compensation Complex Paid to Board
from Fund (+)(**) Member
<S> <C> <C>
Joseph S. DiMartino $642,177(189)
Dreyfus Cash Management $7,500
Dreyfus Cash Management Plus, Inc. $7,500
Dreyfus Government Cash $7,500
Management Funds***
Dreyfus Treasury Cash Management $7,500
Dreyfus Treasury Prime Cash $7,500
Management
Dreyfus Municipal Cash Management $7,500
Plus
Dreyfus Tax Exempt Cash Management $7,500
Dreyfus New York Municipal Cash $5,000
Management
- --------------------------------------------------------------------------------------------
David W. Burke $228,500 (62)
Dreyfus Cash Management $6,000
Dreyfus Cash Management Plus, Inc. $6,000
Dreyfus Government Cash $6,000
Management Funds***
Dreyfus Treasury Cash Management $6,000
Dreyfus Treasury Prime Cash $6,000
Management
Dreyfus Municipal Cash Management $6,000
Plus
Dreyfus Tax Exempt Cash Management $6,000
Dreyfus New York Municipal Cash $4,000
Management
Isabel P. Dunst $ 46,000 (9)
Dreyfus Cash Management $6,000
Dreyfus Cash Management Plus, Inc. $6,000
Dreyfus Government Cash $6,000
Management Funds***
Dreyfus Treasury Cash Management $6,000
Dreyfus Treasury Prime Cash $6,000
Management
Dreyfus Municipal Cash Management $6,000
Plus
Dreyfus Tax Exempt Cash Management $6,000
Dreyfus New York Municipal Cash $4,000
Management
--------------------- ----------------------
Name of Board Total Compensation
Member and Fund Aggregate From Funds and Fund
Compensation Complex Paid to Board
from Fund (+)(**) Member
Lyle E. Gramley $ 46,000 (9)
-------------------------
Dreyfus Cash Management $6,000
Dreyfus Cash Management Plus, Inc. $6,000
Dreyfus Government Cash $6,000
Management Funds***
Dreyfus Treasury Cash Management $6,000
Dreyfus Treasury Prime Cash $6,000
Management
Dreyfus Municipal Cash Management $6,000
Plus
Dreyfus Tax Exempt Cash Management $6,000
Dreyfus New York Municipal Cash $4,000
Management
Warren B. Rudman $ 68,000 (25)
Dreyfus Cash Management $
Dreyfus Cash Management Plus, Inc. $
Dreyfus Government Cash $
Management Funds***
Dreyfus Treasury Cash Management $
Dreyfus Treasury Prime Cash $
Management
Dreyfus Municipal Cash Management $
Plus
Dreyfus Tax Exempt Cash Management $
Dreyfus New York Municipal Cash $
Management
- ---------------------------
- --------------------------------------------------------------------------------------------
(+) The aggregate compensation payable to each Board member by each Fund
was paid by the Manager. See "Management Arrangements."
(*) Represents the number of separate portfolios comprising the investment
companies of the Fund complex, including the Fund, for which the Board member
serves.
(**) Amount does not include reimbursed expenses for attending Board meetings,
which amounted to $______in the aggregate for all Board Members as a group, all
of which was paid by the Manager. See "Management Arrangements."
(***) Includes Dreyfus Government Cash Management and Dreyfus Government
Prime Cash Management.
</TABLE>
Officers of the Funds
STEPHEN E. CANTER, President. President, Chief Operating Officer, Chief
Investment Officer and a director of the Manager, and an officer of other
investment companies advised or administered by the Manager. Mr. Canter
also is a Director or Executive Committee Member of other investment
management subsidiaries of Mellon Financial Corporation, each of which is
an affiliate of the Manager. He is 54 years old.
MARK N. JACOBS, Vice President. Vice President, Secretary and General Counsel of
the Manager, and an officer of other investment companies advised or
administered by the Manager. He is 53 years old.
JOSEPH S. CONNOLLY, Vice President and Treasurer. Director - Mutual Fund
Accounting of the Manager, and an officer of other investment companies
advised or administered by the Manager. He is 42 years old.
JOHN B. HAMMALIAN, Secretary. Associate General Counsel of the Manager, and an
officer of other investment companies advised or administered by the
Manager. He is 36 years old.
MICHAEL A. ROSENBERG, Assistant Secretary. Associate General Counsel of the
Manager, and an officer of other investment companies advised or
administered by the Manager. He is 40 years old.
STEVEN F. NEWMAN, Assistant Secretary. Associate General Counsel and Assistant
Secretary of the Manager, and an officer of other investment companies
advised or administered by the Manager. He is 50 years old.
MICHAEL CONDON, Assistant Treasurer. Senior Treasury Manager of the Manager, and
an officer of other investment companies advised and administered by the
Manager. He is 38 years old.
GREGORY S. GRUBER, Assistant Treasurer. Senior Accounting Manager - Municipal
Bond Funds of the Manager, and an officer of other investment companies
advised or administered by the Manager. He is 40 years old.
The address of each officer of the Funds is 200 Park Avenue, New York, New
York 10166.
Each Fund's Board members and officers, as a group, owned less than 1% of
the Fund's shares outstanding on May 1, 2000.
Set forth in "Appendix D" to this Statement of Additional Information are
the shareholders known by each Fund (as indicated) to own of record 5% or more
of the Fund's Institutional Shares, Administrative Shares, Investor Shares or
Participant Shares outstanding on May 1, 2000.
A shareholder who beneficially owns, directly or indirectly, more than 25%
of the Fund's voting securities may be deemed a "control person" (as defined in
the 1940 Act) of the Fund.
MANAGEMENT ARRANGEMENTS
Investment Adviser. The Manager is a wholly-owned subsidiary of Mellon
Bank, N.A., which is a wholly-owned subsidiary of Mellon Financial Corporation
("Mellon"). Mellon is a publicly owned multibank holding company incorporated
under Pennsylvania law in 1971 and registered under the Federal Bank Holding
Company Act of 1956, as amended. Mellon provides a comprehensive range of
financial products and services in domestic and selected international markets.
Mellon is among the twenty-five largest bank holding companies in the United
States based on total assets.
The Manager provides management services pursuant to separate Management
Agreements (respectively, the "Agreement") between the Manager and each Fund. As
to each Fund, the Agreement is subject to annual approval by (i) such Fund's
Board or (ii) vote of a majority (as defined in the 1940 Act) of such Fund's
outstanding voting securities of the Fund, provided that in either event the
continuance also is approved by a majority of the Fund's Board members who are
not "interested persons" (as defined in the 1940 Act) of the Fund or the
Manager, by vote cast in person at a meeting called for the purpose of voting on
such approval. As to each Fund, the Agreement is terminable without penalty, on
not more than 60 days' notice, by the Fund's Board or by vote of the holders of
a majority of such Fund's shares, or, on not less than 90 days' notice, by the
Manager. Each Agreement will terminate automatically in the event of its
assignment (as defined in the 1940 Act).
The following persons are officers and/or directors of the Manager:
Christopher M. Condron, Chairman of the Board and Chief Executive Officer;
Stephen E. Canter, President, Chief Operating Officer, Chief Investment Officer
and a director; Thomas F. Eggers, Vice Chairman-Institutional and a director;
Lawrence S. Kash, Vice Chairman; J. David Officer, Vice Chairman and a director;
Ronald P. O'Hanley III, Vice Chairman; William T. Sandalls, Jr., Executive Vice
President; Stephen R. Byers, Senior Vice President; Mark N. Jacobs, Vice
President, General Counsel and Secretary, Diane P. Durnin, Vice
President-Product Development; Patrice M. Kozlowski, Vice President-Corporate
Communications; Mary Beth Leibig, Vice President-Human Resources; Ray Van Cott,
Vice President-Information Systems; Theodore A. Schachar, Vice President--Tax;
Wendy Strutt, Vice President; William H. Maresca, Controller; James Bitetto,
Assistant Secretary; Steven F. Newman, Assistant Secretary; and Mandell L.
Berman, Burton C. Borgelt, Steven G. Elliott, Martin C. McGuinn, Richard W. Sabo
and Richard F. Syron, directors.
The Manager manages each Fund's portfolio of investments in accordance
with the stated policies of the Fund, subject to the approval of the Fund's
Board. The Manager is responsible for investment decisions, and provides each
Fund with portfolio managers who are authorized by the Board to execute
purchases and sales of securities. The portfolio managers of the Taxable Funds
are Bernard Kiernan, Patricia A. Larkin, James O'Connor and Thomas Riordan. The
portfolio managers of the Tax Exempt Funds are Joseph P. Darcy, A. Paul Disdier,
Douglas J. Gaylor, Joseph Irace, Colleen Meehan, Richard J. Moynihan, Michael
Petty, Jill C. Shaffro McGovern, Scott Sprauer, Samuel J. Weinstock, and Monica
S. Wieboldt. The Manager also maintains a research department with a
professional staff of portfolio managers and securities analysts who provide
research services for each Fund and for other funds advised by the Manager.
The Manager's Code of Ethics (the "Code") subjects its employees' personal
securities transactions to various restrictions to ensure that such trading does
not disadvantage any fund advised by the Manager. In that regard, portfolio
managers and other investment personnel of the Manager must preclear and report
their personal securities transactions and holdings, which are reviewed for
compliance with the Code and are also subject to the oversight of Mellon's
Investment Ethics Committee. Portfolio managers and other investment personnel
of the Manager who comply with the Code's preclearance and disclosure procedures
and the requirements of the Committee may be permitted to purchase, sell or hold
securities which also may be or are held in fund(s) they manage or for which
they otherwise provide investment advice.
The Manager maintains office facilities on behalf of each Fund, and
furnishes statistical and research data, clerical help, accounting, data
processing, bookkeeping and internal auditing and certain other required
services to the Funds. The Manager may pay the Distributor for shareholder
services from the Manager's own assets, including past profits but not including
the management fee paid by the Funds. The Distributor may use part or all of
such payments to pay Service Agents (as defined below) in respect of these
services. The Manager also may make such advertising and promotional
expenditures, using its own resources, as it from time to time deems
appropriate.
As compensation for the Manager's services under the Agreement, each Fund
has agreed to pay the Manager a monthly management fee at the annual rate of
.20% of the value of such Fund's average daily net assets. All fees and expenses
are accrued daily and deducted before declaration of dividends to investors. Set
forth below are the total amounts paid by each Fund to the Manager for each
Fund's last three fiscal years ended January 31, 1998, 1999, and 2000:
<TABLE>
<PAGE>
Fiscal Year Ended January 31,
2000 1999 1998
--------- -------- -----
<S> <C> <C> <C>
Dreyfus Cash Management $13,634,987 $10,239,876 $ 7,570,522
Dreyfus Cash Management Plus $16,646,172 $15,318,734 $14,788,809
Dreyfus Government Cash $ 9,403,752 $10,333,829 $10,665,030
Management
Dreyfus Municipal Cash Management Plus $ 451,014 $ 458,433 $ 403,000
Dreyfus New York Municipal Cash $ 540,023 $ 464,622 $ 347,831
Management
Dreyfus Tax Exempt Cash $ 2,975,622 $ 3,167,555 $3,136,936
Management
Dreyfus Treasury Cash Management $ 6,702,209 $ 7,876,585 $ 6,593,106
Dreyfus Treasury Prime Cash Management $ 6,066,060 $ 7,187,183 $ 6,765,077
</TABLE>
As to each Fund, the Manager has committed at least through May 31, 2001,
that until the Manager gives the Fund's investors at least 90 days' notice to
the contrary, the Manager, and not the Fund, will be liable for all expenses of
the Fund (exclusive of taxes, brokerage, interest on borrowings and (with the
prior written consent of the necessary state securities commissions)
extraordinary expenses) other than the following expenses, which will be borne
by the Fund: (i) the management fee payable monthly at the annual rate of 0.20%
of the value of the Fund's average daily net assets and (ii) as to
Administrative Shares, Investor Shares and Participant Shares, payments made
pursuant to the Fund's Service Plan with respect to each such class of shares at
the annual rate set forth in the Service Plan. See "Service Plans."
In addition, each Agreement provides that if in any fiscal year the
aggregate expenses of the Fund, exclusive of taxes, brokerage, interest on
borrowings and (with the prior written consent of the necessary state securities
commissions) extraordinary expenses, but including the management fee, exceed
1-1/2% of the value of the Fund's average net assets for the fiscal year, the
Fund may deduct from the payment to be made to the Manager under the Agreement,
or the Manager will bear, such excess expense. Such deduction or payment, if
any, will be estimated on a daily basis, and reconciled and effected or paid, as
the case may be, on a monthly basis.
The aggregate of the fees payable to the Manager is not subject to
reduction as the value of the Fund's net assets increases.
Distributor. The Distributor, a wholly-owned subsidiary of the Manager,
located at 200 Park Avenue, New York, New York, 10166, serves as each Fund's
distributor on a best efforts basis pursuant to an agreement with the Fund which
is renewable annually.
Transfer and Dividend Disbursing Agent and Custodian. Dreyfus Transfer,
Inc. (the "Transfer Agent"), a wholly-owned subsidiary of the Manager, P.O. Box
9671, Providence, Rhode Island 02940-9671, is each Fund's transfer and dividend
disbursing agent. Under a separate transfer agency agreement with each Fund, the
Transfer Agent arranges for the maintenance of shareholder account records for
the Fund, the handling of certain communications between shareholders and the
Fund and the payment of dividends and distributions payable by the Fund. For
these services, the Transfer Agent receives a monthly fee from each Fund
computed on the basis of the number of shareholder accounts it maintains for the
Fund during the month, and is reimbursed for certain out-of-pocket expenses.
The Bank of New York (the "Custodian"), 100 Church Street, New York, New
York 10286, is each Fund's custodian. The Custodian has no part in determining
the investment policies of the Funds or which securities are to be purchased or
sold by a Fund. Under a separate custody agreement with each Fund, the Custodian
holds the Fund's securities and keeps all necessary accounts and records. For
its custody services, the Custodian receives a monthly fee from each Fund based
on the market value of the Fund's assets held in custody and receives certain
securities transactions charges.
HOW TO BUY SHARES
Each Fund offers four classes of shares--Institutional Shares,
Administrative Shares, Investor Shares and Participant Shares. The classes are
identical, except as to the services offered to each class and the expenses
borne by each class which may affect performance. See "Service Plans."
The Funds are designed for institutional investors, particularly banks,
acting for themselves or in a fiduciary, advisory, agency, custodial or similar
capacity. Fund shares may not be purchased directly by individuals, although
institutions may purchase shares for accounts maintained by individuals.
Generally, each investor will be required to open a single master account with
the Fund for all purposes. In certain cases, the Fund may request investors to
maintain separate master accounts for shares held by the investor (i) for its
own account, for the account of other institutions and for accounts for which
the institution acts as a fiduciary, and (ii) for accounts for which the
investor acts in some other capacity. An institution may arrange with the
Transfer Agent for sub-accounting services and will be charged directly for the
cost of such services. Institutions purchasing Fund shares have agreed to
transmit copies of the Fund's Prospectus and all relevant Fund materials,
including proxy materials, to each individual or entity for whose account the
shares were purchased, to the extent required by law.
The minimum initial investment is $10,000,000, unless: (a) the investor
has invested at least $10,000,000 in the aggregate among any class of shares of
any Fund or Dreyfus Institutional Short Term Treasury Fund; or (b) the investor
has, in the opinion of Dreyfus Institutional Services Division, adequate intent
and availability of funds to reach a future level of investment of $10,000,000
among any class of shares of the funds identified above. There is no minimum for
subsequent purchases. The initial investment must be accompanied by the Account
Application. Share certificates are issued only upon the investor's written
request. No certificates are issued for fractional shares. Each Fund reserves
the right to reject any purchase order.
Management understands that some financial institutions, securities
dealers and other industry professionals (collectively, "Service Agents") and
other institutions may charge their clients fees in connection with purchases
for the accounts of their clients. Service Agents may receive different levels
of compensation for selling different classes of shares. Investors should
consult their Service Agents in this regard.
Fund shares may be purchased by wire, by telephone or through a compatible
automated interface or trading system. All payments should be made in U.S.
dollars and, to avoid fees and delays, should be drawn only on U.S. banks. To
place an order by telephone or to determine whether their automated facilities
are compatible with the Fund's, investors should call Dreyfus Institutional
Services Division at one of the telephone numbers listed on the cover.
Fund shares are sold on a continuous basis at the net asset value per
share next determined after an order in proper form and Federal Funds (monies of
member banks in the Federal Reserve System which are held on deposit at a
Federal Reserve Bank) are received by the Custodian or other authorized entity
to receive orders on behalf of the Fund. If an investor does not remit Federal
Funds, its payment must be converted into Federal Funds. This usually occurs
within one business day of receipt of a bank wire and within two business days
of receipt of a check drawn on a member bank of the Federal Reserve System.
Checks drawn on banks which are not members of the Federal Reserve System may
take considerably longer to convert into Federal Funds. Prior to receipt of
Federal Funds, the investor's money will not be invested. Net asset value per
share of each class of shares is computed by dividing the value of the Fund's
net assets represented by such class (i.e., the value of its assets less
liabilities) by the total number of shares of such class outstanding. See
"Determination of Net Asset Value."
Taxable Funds--Each of these Funds' net asset value per share is
determined twice daily: (i) as of 5:00 p.m., New York time, and (ii) as of 8:00
p.m., New York time, on each day the New York Stock Exchange or, as to Dreyfus
Cash Management and Dreyfus Cash Management Plus only, the New York Stock
Exchange or the Transfer Agent, is open for business.
As to each Fund except Dreyfus Government Prime Cash Management and
Dreyfus Treasury Prime Cash Management, orders placed with Dreyfus Institutional
Services Division prior to 5:00 p.m., New York time, and payments for which are
received in or converted into Federal Funds by the Custodian by 6:00 p.m., New
York time, also will become effective at the price determined at 5:00 p.m., New
York time, on that day. Shares so purchased will receive the dividend declared
on that day.
As to Dreyfus Government Prime Cash Management and Dreyfus Treasury Prime
Cash Management only, orders placed with Dreyfus Institutional Services Division
in New York prior to 3:00 p.m., New York time, and payments for which are
received in or converted into Federal Funds by the Custodian by 6:00 p.m., New
York time, also will become effective at the price determined at 5:00 p.m., New
York time, on that day. Shares so purchased will receive the dividend declared
on that day. Orders for shares placed between 3:00 p.m. and 5:00 p.m., New York
time, will not be accepted and executed, and notice of the purchase order being
rejected will be given to the institution placing the order and any funds
received will be returned promptly to the sending institution.
Orders effected through an automated interface or trading system after
5:00 p.m., New York time, but prior to 8:00 p.m., New York time, will become
effective at the price determined at 8:00 p.m., New York time, on that day, if
Federal Funds are received by the Custodian by 11:00 a.m., New York time, on the
following business day. Shares so purchased will begin to accrue dividends on
the business day following the date the order became effective. Orders in proper
form effected between 5:00 p.m. and 8:00 p.m., New York time, by a means other
than an automated interface or trading system will become effective on the
following business day.
Tax Exempt Funds--Each of these Funds' net asset value per share is
determined twice daily: (i) as of 12:00 Noon, New York time, and (ii) as of 8:00
p.m., New York time, on each day the New York Stock Exchange is open for
business.
Investors whose orders are placed with, and payments are received in or
converted into Federal Funds by, the Custodian by 12:00 Noon, New York time,
will be effective at the price determined at 12:00 Noon, New York time, on that
day. Shares so purchased will receive the dividend declared on that day.
Orders effected through an automated interface or trading system after
12:00 Noon, New York time, but prior to 8:00 p.m., New York time, will become
effective at the price determined at 8:00 p.m., New York time, on that day, if
Federal Funds are received by the Custodian by 11:00 a.m., New York time, on the
following business day. Shares so purchased will begin to accrue dividends on
the business day following the date the order became effective. Orders in proper
form effected between 12:00 Noon and 8:00 p.m., New York time, by a means other
than an automated interface or trading system will become effective on the
following business day.
Using Federal Funds. The Transfer Agent or the Fund may attempt to notify
the investor upon receipt of checks drawn on banks that are not members of the
Federal Reserve System as to the possible delay in conversion into Federal
Funds, and may attempt to arrange for a better means of transmitting the money.
If the investor is a customer of a securities dealer, bank or other financial
institution and an order to purchase Fund shares is paid for other than in
Federal Funds, the securities dealer, bank or other financial institution,
acting on behalf of its customer, will complete the conversion into, or itself
advance, Federal Funds generally on the business day following receipt of the
customer order. The order is effective only when so converted and received by
the Custodian.
SERVICE PLANS
(ADMINISTRATIVE SHARES, INVESTOR SHARES AND
PARTICIPANT SHARES ONLY)
Each Fund has adopted a Service Plan pursuant to Rule 12b-1 under the 1940
Act (the "Rule") for its Administrative Shares, Investor Shares and Participant
Shares. The Rule provides, among other things, that an investment company may
bear expenses of distributing its shares only pursuant to a plan adopted in
accordance with the Rule. The Board has adopted a separate plan (the "Service
Plan") with respect to each Fund's Administrative Shares, Investor Shares and
Participant Shares pursuant to which the Fund pays the Distributor for
distributing such classes of shares, for advertising and marketing and for
providing certain services to shareholders of the respective class of shares.
These services include answering shareholder inquiries regarding the Fund and
providing reports and other information, and services related to the maintenance
of shareholders accounts ("Servicing"). Under the Service Plan, as to each
relevant class, the Distributor may make payments to Service Agents in respect
to these services. Generally, the Service Agent will provide holders of
Administrative, Investor or Participant Shares a consolidated statement. The
Service Agent generally also will provide the holders of Investor or Participant
Shares checkwriting privileges and, in the case of Participant Shares, automated
teller machine access, and bill paying services. The amount paid under the
Service Plan for Servicing is intended to be a "service fee" as defined under
the Conduct Rules of the National Association of Securities Dealers, Inc. (the
"NASD"), and at no time will such amount exceed the maximum amount permitted to
be paid under the NASD Conduct Rules as a service fee. The fees payable under
the Service Plan are payable without regard to actual expenses incurred. The
Board believes that there is a reasonable likelihood that each Fund's Service
Plan will benefit such Fund and the holders of its Administrative Shares,
Investor Shares and Participant Shares.
A quarterly report of the amounts expended under each Service Plan, and
the purposes for which such expenditures were incurred, must be made to the
respective Board for its review. In addition, each Service Plan provides that it
may not be amended to increase materially the costs which holders of
Administrative Shares, Investor Shares, or Participant Shares may bear pursuant
to the Service Plan without the approval of the holders of such class of shares
and that other material amendments of the Service Plan must be approved by the
Board, and by the Board members who are not "interested persons" (as defined in
the 1940 Act) of the Fund and have no direct or indirect financial interest in
the operation of the Service Plan or in any agreements entered into in
connection with the Service Plan, by vote cast in person at a meeting called for
the purpose of considering such amendments. Each Service Plan is subject to
annual approval by such vote of its Board members cast in person at a meeting
called for the purpose of voting on the Service Plan. Each Service Plan may be
terminated at any time as to a class of shares by vote of a majority of the
Board members who are not "interested persons" and have no direct or indirect
financial interest in the operation of the Service Plan or in any agreements
entered into in connection with the Service Plan or by vote of the holders of a
majority of such class of shares.
Set forth below are the total amounts paid by each Fund pursuant to its
Service Plan to Premier Mutual Fund Services, Inc. ("Premier"), the distributor
of each Fund's shares during the fiscal year ended January 31, 2000, as
reimbursement for distributing Administrative Shares, Investor Shares, and
Participant Shares ("Premier Payments") and (ii) the Distributor, the Manager,
and their affiliates, for advertising and marketing and for providing services
to holders of such classes of shares ("Dreyfus Payments"). The Premier Payments
and Dreyfus Payments set forth below are for the fiscal year ended January 31,
2000. Commencing on March 22, 2000, the effective date of amendments to the
Funds' Service Plan, the Distributor became entitled to receive all payments
under each Plan.
Total Amount
Name of Fund Paid Pursuant to
and Share Class Service
Plan Premier Payments Dreyfus Payments
- --------------- --------------- ----------------- ---------------
DREYFUS CASH
MANAGEMENT
Administrative Shares $ 105,370 $ 68,772 $ 36,598
Investor Shares $1,370,266 $ 488,951 $881,315
Participant Shares $ 355,655 $ 355,655 $ 0
DREYFUS CASH
MANAGEMENT PLUS
Administrative Shares $ 39,268 $ 37,396 $ 1,872
Investor Shares $1,757,880 $1,464,392 $293,488
Participant Shares $ 882,762 $ 882,762 $ 0
DREYFUS GOVERNMENT
CASH MANAGEMENT
Administrative Shares $ 70,324 $ 70,324 $ 0
Investor Shares $1,607,041 $ 990,850 $616,191
Participant Shares $ 483,619 $ 483,619 $ 0
DREYFUS GOVERNMENT
PRIME CASH
MANAGEMENT
Administrative Shares $ 1,190 $ 1,190 $ 0
Investor Shares $ 73,910 $ 73,910 $ 0
Participant Shares $ 745,694 $ 745,694 $ 0
DREYFUS MUNICIPAL
CASH MANAGEMENT
PLUS
Administrative Shares $ 0 $ 0 $ 0
Investor Shares $ 135,597 $ 135,597 $ 0
Participant Shares $ 69,915 $ 69,915 $ 0
DREYFUS NEW YORK
MUNICIPAL CASH
MANAGEMENT
Administrative Shares $ 0 $ 0 $ 0
Investor Shares $ 22,595 $ 7,889 $ 14,706
Participant Shares $ 1,903 $ 1,903 $ 0
DREYFUS TAX EXEMPT
CASH MANAGEMENT
Administrative Shares $ 1,755 $ 1,694 $ 61
Investor Shares $ 457,182 $ 341,551 $115,631
Participant Shares $ 456,681 $ 456,681 $ 0
DREYFUS TREASURY
CASH MANAGEMENT
Administrative Shares $ 18,190 $ 1,660 $ 16,530
Investor Shares $1,421,320 $ 977,443 $443,877
Participant Shares $ 344,680 $ 344,680 $ 0
DREYFUS TREASURY
PRIME CASH
MANAGEMENT
Administrative Shares $ 26,497 $ 9,873 $ 16,624
Investor Shares $1,022,901 $1,022,901 $ 0
Participant Shares $ 603,849 $ 603,849 $ 0
SHAREHOLDER SERVICES PLANS
(INSTITUTIONAL SHARES ONLY)
Each Fund, as to its Institutional Shares only, has adopted a separate
Shareholder Services Plan (the "Plan") pursuant to which the Fund has agreed to
reimburse the Distributor an amount not to exceed the annual rate of 0.25% of
the value of the Fund's average daily net assets attributable to Institutional
Shares for certain allocated expenses of providing personal services and/or
maintaining shareholder accounts. The services provided to holders of
Institutional Shares may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Fund and
providing reports and other information, and services related to the maintenance
of shareholder accounts.
A quarterly report of the amounts expended under each Plan and the
purposes for which such expenditures were incurred, must be made to the
respective Board for its review. In addition, each Plan provides that material
amendments of the Plan must be approved by the Fund's Board, and by the Board
members who are not "interested persons" (as defined in the 1940 Act) of the
Fund or the Manager 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. Each Plan is subject to annual approval
by such vote of the Board members of such Fund cast in person at a meeting
called for the purpose of voting on the Plan. Each Plan is terminable at any
time by vote of a majority of the Board members who are not "interested persons"
and have no direct or indirect financial interest in the operation of the Plan.
The total amounts payable by each Fund pursuant to its Plan with respect
to Institutional Shares for its most recent fiscal year were borne by the
Manager pursuant to an agreement in effect. See "Management Arrangements."
HOW TO REDEEM SHARES
General. Each Fund ordinarily will make payment for shares redeemed within
seven days after receipt by Dreyfus Institutional Services Division or other
authorized entity of a redemption request in proper form, except as provided by
the rules of the Securities and Exchange Commission.
Dreyfus Cash Management, Dreyfus Cash Management Plus, Dreyfus Government Cash
Management, Dreyfus Government Prime Cash Management, Dreyfus Treasury Cash
Management and Dreyfus Treasury Prime Cash Management--If a redemption request
is received in proper form, and transmitted to the Custodian by 5:00 p.m., New
York time, the proceeds of the redemption, if transfer by wire is requested,
ordinarily will be transmitted in Federal Funds on the same day and the shares
will not receive the dividend declared on that day. A redemption request
effected through an automated interface or trading system after 5:00 p.m., New
York time, but prior to 8:00 p.m., New York time, will be effective on that day,
the shares will receive the dividend declared on that day, and the proceeds of
redemption, if wire transfer is requested, ordinarily will be transmitted in
Federal Funds on the next business day. A redemption request in proper form
effected between 5:00 p.m. and 8:00 p.m., New York time, by a means other than
an automated interface or trading system will not be effective until the
following business day.
Dreyfus Municipal Cash Management Plus, Dreyfus Tax Exempt Cash Management and
Dreyfus New York Municipal Cash Management--If a redemption request is received
in proper form, and transmitted to the Custodian by 12:00 Noon, New York time,
the proceeds of the redemption, if transfer by wire is requested, ordinarily
will be transmitted in Federal Funds on the same day and the shares will not
receive the dividend declared on that day. A redemption request effected through
an automated interface or trading system after 12:00 Noon, New York time, but
prior to 8:00 p.m., New York time, will be effective on that day, the shares
will receive the dividend declared on that day, and the proceeds of redemption,
if wire transfer is requested, ordinarily will be transmitted in Federal Funds
on the next business day. A redemption request in proper form effected between
12:00 Noon and 8:00 p.m., New York time, by a means other than an automated
interface or trading system will not be effective until the following business
day.
Redemption by Wire or Telephone. By using this procedure, the investor
authorizes the Transfer Agent to act on wire or telephone redemption
instructions from any person representing himself or herself to be an authorized
representative of the investor, and reasonably believed by the Transfer Agent to
be genuine. Redemption proceeds will be transferred by Federal Reserve wire only
to a bank that is a member of the Federal Reserve System.
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.
Redemption Commitment. Each 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 reserves the right
to make payments in whole or in part in securities or other assets of the Fund
in case of an emergency or any time a cash distribution would impair the
liquidity of the Fund to the detriment of the existing shareholders. In such
event, the securities would be valued in the same manner as the Fund's portfolio
is valued. If the recipient sells such securities, brokerage charges might be
incurred.
Suspension of Redemptions. The right of redemption may be suspended or the
date of payment postponed with respect to any Fund (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 investors.
DETERMINATION OF NET ASSET VALUE
Amortized Cost Pricing. The valuation of each Fund's portfolio securities
is based upon their amortized cost which does not take into account unrealized
capital gains or losses. This involves valuing an instrument at its cost and
thereafter assuming a constant amortization to maturity of any discount or
premium, regardless of the impact of fluctuating interest rates on the market
value of the instrument. While this method provides certainty in valuation, it
may result in periods during which value, as determined by amortized cost, is
higher or lower than the price the Fund would receive if it sold the instrument.
Each Fund's Board has established, as a particular responsibility within
the overall duty of care owed to the Fund's investors, procedures reasonably
designed to stabilize the Fund's price per share as computed for the purpose of
purchases and redemptions at $1.00. Such procedures include review of the Fund's
portfolio holdings by the Fund's Board, at such intervals as it deems
appropriate, to determine whether the Fund's net asset value calculated by using
available market quotations or market equivalents deviates from $1.00 per share
based on amortized cost. In such review, investments for which market quotations
are readily available will be valued at the most recent bid price or yield
equivalent for such securities or for securities of comparable maturity, quality
and type, as obtained from one or more of the major market makers for the
securities to be valued. Other investments and assets, to the extent a Fund is
permitted to invest in such instruments, will be valued at fair value as
determined in good faith by the Fund's Board. With respect to the Tax Exempt
Funds, market quotations and market equivalents used in the Board's review are
obtained from an independent pricing service (the "Service") approved by the
Board. The Service values these Funds' investments based on methods which
include consideration of: yields or prices of municipal obligations of
comparable quality, coupon, maturity and type; indications of values from
dealers; and general market conditions. The Service also may employ electronic
data processing techniques and/or a matrix system to determine valuations.
The extent of any deviation between the Fund's net asset value per share
based upon available market quotations or market equivalents and $1.00 per share
based on amortized cost will be examined by the Fund's Board. If such deviation
exceeds 1/2%, the Fund's Board will consider promptly what action, if any, will
be initiated. In the event the Fund's Board determines that a deviation exists
which may result in material dilution or other unfair results to investors or
existing shareholders, it has agreed to take such corrective action as it
regards as necessary and appropriate including: selling portfolio instruments
prior to maturity to realize capital gains or losses or to shorten average
portfolio maturity; withholding dividends or paying distributions from capital
or capital gains; redeeming shares in kind; or establishing a net asset value
per share by using available market quotations or market equivalents.
New York Stock Exchange and Transfer Agent Closings. The holidays (as
observed) on which both the New York Stock Exchange and the Transfer Agent are
closed currently are: New Year's Day, Martin Luther King Jr. Day, Presidents'
Day, Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas. The
New York Stock Exchange also is closed on Good Friday.
SHAREHOLDER SERVICES
Fund Exchanges. Shares of one class of a Fund may be exchanged for shares
of the same class of another Fund or of Dreyfus Institutional Short Term
Treasury Fund (which offers Institutional Shares and Investor Shares only). To
request an exchange, exchange instructions must be given in writing or by
telephone. By using the Telephone Exchange Privilege, the investor authorizes
the Transfer Agent to act on exchange instructions from any person representing
himself or herself to be an authorized representative of the investor and
reasonably believed by the Transfer Agent to be genuine. Telephone exchanges may
be subject to limitations as to the amount involved or the number of telephone
exchanges permitted. Shares will be exchanged at the net asset value next
determined after receipt of an exchange request in proper form. Shares in
certificate form are not eligible for telephone exchange.
An investor who wishes to redeem shares of one class of shares and
purchase shares of another class of shares of a fund identified above should
contact Dreyfus Institutional Services Division by calling one of the telephone
numbers listed on the cover page of this Statement of Additional Information,
and should obtain a prospectus for the relevant share class which the investor
wishes to purchase.
No fees currently are charged shareholders directly in connection with
exchanges, although each Fund reserves the right, upon not less than 60 days'
written notice, to charge shareholders a nominal administrative fee in
accordance with rules promulgated by the Securities and Exchange Commission.
Dreyfus Auto-Exchange Privilege. Dreyfus Auto-Exchange Privilege permits
an investor to purchase, in exchange for shares of one class of a Fund, shares
of the same class of another Fund or of Dreyfus Institutional Short Term
Treasury Fund (which offers Institutional Shares and Investor Shares only), if
the investor is a shareholder in such fund. This Privilege is available only for
existing accounts. Shares will be exchanged on the basis of relative net asset
value. Enrollment in or modification or cancellation of this Privilege is
effective three business days following notification by the investor. An
investor will be notified if its account falls below the amount designated under
this Privilege. In this case, an investor's account will fall to zero unless
additional investments are made in excess of the designated amount prior to the
next Auto-Exchange transaction. Shares in certificate form are not eligible for
this Privilege.
Fund Exchanges and the Dreyfus Auto-Exchange Privilege are available to
investors resident in any state in which shares of the fund being acquired may
legally be sold. Shares may be exchanged only between accounts having identical
names and other identifying designations.
The Fund reserves the right to reject any exchange request in whole or in
part. The availability of Fund Exchanges or the Dreyfus Auto-Exchange Privilege
may be modified or terminated at any time upon notice to investors.
DIVIDENDS, DISTRIBUTIONS AND TAXES
Management believes that each Fund has qualified for the fiscal year ended
January 31, 2000 as a "regulated investment company" under the Code. The Fund
intends to continue to so qualify if such qualification is in the best interests
of its shareholders. Such qualification relieves the Fund of any liability for
Federal income tax to the extent its earnings are distributed in accordance with
applicable provisions of the Code. If the Fund did not qualify as a regulated
investment company, it would be treated for tax purposes as an ordinary
corporation subject to Federal income tax.
Ordinarily, gains and losses realized from portfolio transactions will be
treated as capital gain or loss. However, all or a portion of any gains realized
from the sale or other disposition of certain market discount bonds will be
treated as ordinary income under Section 1276 of the Code.
Many states grant tax-free status to dividends paid to shareholders of
mutual funds from interest income earned by a fund from direct obligations of
the U.S. Government, subject in some states to minimum investment requirements
that must be met by the fund. Investments in securities issued by the Government
National Mortgage Association or the Federal National Mortgage Association,
bankers' acceptances, commercial paper and repurchase agreements collateralized
by U.S. Government securities do not generally qualify for tax-free treatment.
At the end of each calendar year, as applicable, investors will be provided with
the percentage of any dividends paid that may qualify for such tax-free
treatment. Investors should then consult with their tax advisers with respect to
the application of state and local laws to these distributions.
PORTFOLIO TRANSACTIONS
Portfolio securities ordinarily are purchased directly from the issuer or
from an underwriter or a market maker for the securities. Usually no brokerage
commissions are paid by any Fund for such purchases. Purchases from underwriters
of portfolio securities include a concession paid by the issuer to the
underwriter and the purchase price paid to, and sales price received from,
market makers for the securities may include the spread between the bid and
asked price. No brokerage commissions have been paid by any Fund to date.
Transactions are allocated to various dealers by the portfolio managers of
a Fund in their best judgment. The primary consideration is prompt and effective
execution of orders at the most favorable price. Subject to that primary
consideration, dealers may be selected for research, statistical or other
services to enable the Manager to supplement its own research and analysis with
the views and information of other securities firms and may be selected based
upon their sales of shares of a Fund or other funds advised by the Manager or
its affiliates.
Research services furnished by brokers through which a Fund effects
securities transactions may be used by the Manager in advising other funds it
advises and, conversely, research services furnished to the Manager by brokers
in connection with other funds the Manager advises may be used by the Manager in
advising each Fund. Although it is not possible to place a dollar value on these
services, it is the opinion of the Manager that the receipt and study of such
services should not reduce the overall expenses of its research department.
YIELD INFORMATION
For the seven-day period ended January 31, 2000, the yield and effective
yield for Institutional Shares, Administrative Shares, Investor Shares, and
Participant Shares of each Fund were as follows:
Name of Fund and Class Yield Effective Yield
Dreyfus Cash Management
Institutional Shares 5.68% 5.84%
Administrative Shares 5.59% 5.75%
Investor Shares 5.43% 5.58%
Participant Shares 5.29% 5.43%
Dreyfus Cash Management Plus
Institutional Shares 5.66% 5.82%
Administrative Shares 5.57% 5.72%
Investor Shares 5.41% 5.56%
Participant Shares 5.25% 5.39%
Dreyfus Government Cash Management
Institutional Shares 5.33% 5.47%
Administrative Shares 5.23% 5.37%
Investor Shares 5.08% 5.21%
Participant Shares 4.93% 5.05%
Dreyfus Government Prime Cash
Management
Institutional Shares 5.43% 5.58%
Administrative Shares 5.33% 5.47%
Investor Shares 5.18% 5.31%
Participant Shares 5.03% 5.16%
Dreyfus Treasury Cash Management
Institutional Shares 5.16% 5.29%
Administrative Shares 5.07% 5.20%
Investor Shares 4.91% 5.03%
Participant Shares 4.77% 4.88%
Dreyfus Treasury Prime Cash
Management
Institutional Shares 5.16% 5.29%
Administrative Shares 5.06% 5.19%
Investor Shares 4.91% 5.03%
Participant Shares 4.76% 4.87%
Dreyfus Municipal Cash Management
Plus
Institutional Shares 3.34% 3.40%
Administrative Shares 3.24% 3.29%
Investor Shares 3.10% 3.15%
Participant Shares 2.94% 2.98%
Dreyfus Tax Exempt Cash Management
Institutional Shares 3.22% 3.27%
Administrative Shares 3.13% 3.18%
Investor Shares 2.98% 3.02%
Participant Shares 2.82% 2.86%
Dreyfus New York Municipal Cash
Management
Institutional Shares 3.21% 3.26%
Administrative Shares 3.11% 3.16%
Investor Shares 2.96% 3.00%
Participant Shares 2.81% 2.85%
Yield is computed in accordance with a standardized method which involves
determining the net change in the value of a hypothetical pre-existing Fund
account having a balance of one share at the beginning of a seven calendar day
period for which yield is to be quoted, dividing the net change by the value of
the account at the beginning of the period to obtain the base period return, and
annualizing the results (i.e., multiplying the base period return by 365/7). The
net change in the value of the account reflects the value of additional shares
purchased with dividends declared on the original share and any such additional
shares and fees that may be charged to shareholder accounts, in proportion to
the length of the base period and the Fund's average account size, but does not
include realized gains and losses or unrealized appreciation and depreciation.
Effective yield is computed by adding 1 to the base period return (calculated as
described above), raising that sum to a power equal to 365 divided by 7, and
subtracting 1 from the result. Both yield figures take into account any
applicable distribution and service fees. As a result, at any given time, the
performance of Administrative Shares, Investor Shares and Participant Shares
should be expected to be lower than that of Institutional Shares, the
performance of Investor Shares and Participant Shares should be expected to be
lower than that of Administrative Shares and the performance of Participant
Shares should be expected to be lower than that of Investor Shares.
As to the Tax Exempt Funds, tax equivalent yield is computed by dividing
that portion of the yield or effective yield (calculated as described above)
which is tax exempt by 1 minus a stated tax rate and adding the quotient to that
portion, if any, of the yield of the Fund that is not tax exempt. Based upon a
2000 Federal income tax rate of 39.60%, the tax equivalent yield for the 7-day
period ended January 31, 2000 for Institutional Shares, Administrative Shares,
Investor Shares and Participant Shares of Dreyfus Municipal Cash Management Plus
and Dreyfus Tax Exempt Cash Management was as follows:
<PAGE>
Name of Fund and Class Tax Equivalent Yield
Dreyfus Municipal Cash Management Plus
Institutional Shares 5.53%
Administrative Shares 5.36%
Investor Shares 5.13%
Participant Shares 4.87%
Dreyfus Tax Exempt Cash Management
Institutional Shares 5.33%
Administrative Shares 5.18%
Investor Shares 4.93%
Participant Shares 3.67%
Based upon a combined 2000 Federal, New York State, and New York City
personal income tax rate of 46.02%, the tax equivalent yield for the seven-day
period ended January 31, 2000 for Dreyfus New York Municipal Cash Management was
as follows:
Dreyfus New York Municipal Cash
Management
Institutional Shares 5.95%
Administrative Shares 5.76%
Investor Shares 5.48%
Participant Shares 5.21%
The tax equivalent yields noted above for Dreyfus Municipal Cash
Management Plus and Dreyfus Tax Exempt Cash Management represent the application
of the highest Federal marginal personal income tax rate currently in effect.
The tax equivalent figures, however, do not include the potential effect of any
state or local (including, but not limited to, county, district or city) taxes,
including applicable surcharges. The tax equivalent yields noted above for
Dreyfus Municipal Cash Management Plus represent the application of the highest
Federal, New York State and New York City marginal personal income tax rates
presently in effect. For Federal income tax purposes, a 39.60% rate has been
used, and for New York State and New York City personal income tax purposes, the
rates of 7.875% and 4.46%, respectively, have been used. In addition, there may
be pending legislation which could affect such stated tax rates or yields. Each
investor should consult its tax adviser, and consider its own factual
circumstances and applicable tax laws, in order to ascertain the relevant tax
equivalent yield.
From time to time, each Tax Exempt Fund may use hypothetical tax
equivalent yields or charts in its advertising. These hypothetical yields or
charts will be used for illustrative purposes only and not as representative of
the Fund's past or future performance.
Yields will fluctuate and are not necessarily representative of future
results. The investor should remember that yield is a function of the type and
quality of the instruments in the portfolio, portfolio maturity and operating
expenses. An investor's principal in the Fund is not guaranteed. See
"Determination of Net Asset Value" for a discussion of the manner in which a
Fund's price per share is determined.
From time to time, comparative performance information may be used in
advertising or marketing Fund shares, including data from Lipper Analytical
Services, Inc., Bank Rate Monitor(TM), IBC's Money Fund Report(TM), IBC's Rated
Money Fund Report(TM), Morningstar, Inc. and other industry publications.
From time to time, advertising materials for a Fund may refer to or
discuss then-current or past economic conditions, developments and/or events, or
actual or proposed tax legislation. From time to time, advertising materials for
a Fund may also refer to statistical or other information concerning trends
relating to investment companies, as compiled by industry associations such as
the Investment Company Institute. From time to time, advertising materials for a
Fund also may discuss the availability and benefits of offering the Funds as
investment vehicles for commercial sweep accounts, and may discuss statistics,
data, and industry trends in this regard.
In early 1974, the Manager commenced offering the first money market fund
to be widely offered on a retail basis, Dreyfus Liquid Assets, Inc. Money market
mutual funds have subsequently grown into over a one trillion dollar industry.
Each Fund is a member of the Dreyfus Family of Cash Management Funds,
which are designed to meet the needs of an array of institutional investors. As
of May 1, 2000 the total net assets of all of the funds composing the Dreyfus
Family of Cash Management Funds amounted to approximately $28 billion.
INFORMATION ABOUT THE FUNDS
Each Fund's shares are classified into four classes. Each Fund share has
one vote and shareholders will vote in the aggregate and not by class, except as
otherwise required by law or with respect to any matter which affects only one
class. Each Fund share, when issued and paid for in accordance with the terms of
the offering, is fully paid and nonassessable. Fund shares have no preemptive,
subscription or conversion rights and are freely transferable.
Under Massachusetts law, shareholders of a Fund (other than Dreyfus Cash
Management Plus, which is a Maryland corporation) could, under certain
circumstances, be held liable for the obligations of the Fund. However, each
Funds' Agreement and Declaration of Trust (each, a "Trust Agreement") disclaims
shareholder liability for acts or obligations of such Fund and requires that
notice of such disclaimer be given in each agreement, obligation or instrument
entered into or executed by the Fund or its Board members. Each Trust Agreement
provides for indemnification from the Fund's property for all losses and
expenses of any shareholder held personally liable for the obligations of the
Fund. Thus, the risk of a shareholder's incurring financial loss on account of
shareholder liability is limited to circumstances in which the Fund itself would
be unable to meet its obligations, a possibility which management believes is
remote. Upon payment of any liability incurred by a Fund organized as a
Massachusetts business trust, the shareholder paying such liability will be
entitled to reimbursement from the general assets of such Fund. Each of these
Funds intends to conduct its operations in such a way so as to avoid, as far as
possible, ultimate liability of its shareholders for liabilities of the Fund.
Unless otherwise required by the 1940 Act, ordinarily it will not be
necessary for the Fund to hold annual meetings of shareholders. As a result,
Fund shareholders may not consider each year the election of Board members or
the appointment of auditors. However, the holders of at least 10% of the shares
outstanding and entitled to vote may require the Fund to hold a special meeting
of shareholders for purposes of removing a Board member from office. Fund
shareholders may remove a Board member by the affirmative vote of a majority, in
the case of Dreyfus Cash Management Plus, or two-thirds, in the case of each
other Fund, of the Fund's outstanding voting shares. In addition, the Fund's
Board will call a meeting of shareholders for the purpose of electing Board
members if, at any time, less than a majority of the Board members then holding
office have been elected by shareholders.
The Company is a "series fund," which is a mutual fund divided into
separate portfolios, each of which is treated as a separate entity for certain
matters under the 1940 Act and for other purposes. A shareholder of one
portfolio is not deemed to be a shareholder of any other portfolio. For certain
matters shareholders vote together as a group; as to others they vote separately
by portfolio.
To date, the Company's Board has authorized the creation of two series of
shares. All consideration received by the Company for shares of one of the
portfolios, and all assets in which such consideration is invested, will belong
to that portfolio (subject only to the rights of creditors of the Company) and
will be subject to the liabilities related thereto. The income attributable to,
and the expenses of, one portfolio would be treated separately from those of the
other portfolio. The Company has the ability to create, from time to time, new
series without shareholder approval.
Rule 18f-2 under the 1940 Act provides that any matter required to be
submitted under the provisions of the 1940 Act or applicable state law or
otherwise to the holders of the outstanding voting securities of an investment
company, such as the Company, will not be deemed to have been effectively acted
upon unless approved by the holders of a majority of the outstanding shares of
each series affected by such matter. Rule 18f-2 further provides that a series
shall be deemed to be affected by a matter unless it is clear that the interests
of each series in the matter are identical or that the matter does not affect
any interest of such series. However, the Rule exempts the selection of
independent accountants and the election of Board members from the separate
voting requirements of the Rule.
Although each Fund is offering only its own shares, it is possible that a
Fund might become liable for any misstatement in the combined Prospectuses or
this Statement of Additional Information about another Fund. The Board members
with respect to each Fund have considered this factor in approving the use of
the combined Prospectuses and this Statement of Additional Information.
Each Fund sends annual and semi-annual financial statements to all its
shareholders.
COUNSEL AND INDEPENDENT AUDITORS
Stroock & Stroock & Lavan LLP, 180 Maiden Lane, New York 10038-4982, as
counsel for each Fund, has rendered its opinion as to certain legal matters
regarding the due authorization and valid issuance of the shares being sold
pursuant to the Funds' Prospectuses.
Ernst & Young LLP, 787 Seventh Avenue, New York, New York 10019,
independent auditors, have been selected as independent auditors of each Fund.
YEAR 2000 ISSUES
The Fund could be adversely affected if the computer systems used by the
Manager and the Fund's other service providers do not properly process and
calculate date-related information from and after January 1, 2000. The Manager
has taken steps designed to avoid year 2000-related problems in its systems and
to monitor the readiness of other service providers. In addition, issuers of
securities in which the Fund invests may be adversely affected by year
2000-related problems. This could have an impact on the value of the Fund's
investments and its share price.
<PAGE>
APPENDIX A
(DREYFUS CASH MANAGEMENT
AND
DREYFUS CASH MANAGEMENT PLUS, INC.)
Descriptions of the highest commercial paper, bond and other short- and
long-term rating categories assigned by Standard & Poor's Ratings Group ("S&P"),
Moody's Investors Service, Inc. ("Moody's"), Fitch IBCA, Inc. ("Fitch"), Duff &
Phelps Credit Rating Co. ("Duff"), and Thomson BankWatch, Inc. ("BankWatch").
Commercial Paper Ratings and Short-Term 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.
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.
The rating Fitch-1 (Highest Credit Quality) is the highest commercial
paper rating assigned by Fitch and indicates the strongest capacity for timely
payment of financial commitments.
The rating Duff-1 is the highest commercial paper rating assigned by Duff.
Paper rated Duff-1 is regarded as having very high certainty of timely payment
with excellent liquidity factors which are supported by ample asset protection.
Risk factors are minor.
The rating TBW-1 is the highest short-term obligation rating assigned by
BankWatch. Obligations rated TBW-1 are regarded as having the strongest capacity
for timely repayment.
In addition to ratings of short-term obligations, BankWatch assigns a
rating to each issuer it rates, in gradations of A through F. BankWatch examines
all segments of the organization including, where applicable, the holding
company, member banks or associations, and other subsidiaries. In those
instances where financial disclosure is incomplete or untimely, a qualified
rating (qr) is assigned to the institution. BankWatch also assigns, in the case
of foreign banks, a country rating which represents an assessment of the overall
political and economic stability of the country in which that bank is domiciled.
Bond Ratings and Long-Term Ratings
Bonds rated AAA are considered by S&P to be the highest grade obligation
and possess an extremely strong capacity to pay principal and interest.
Bonds rated Aaa are judged by Moody's to be of the best quality. Bonds
rated Aa by Moody's are judged by Moody's to be of high quality by all standards
and, together with the Aaa group, they comprise what are generally known as
high-grade bonds.
Bonds rated AAA by Fitch are judged by Fitch to be of the highest credit
quality. The AAA rating by Fitch denotes the lowest expectation of credit risk.
The AAA rating is assigned by Fitch only in case of exceptionally strong
capacity for timely payment of financial commitments; the capacity is highly
unlikely to be adversely affected by foreseeable events.
Bonds rated AAA by Duff are considered to be of the highest credit
quality. The risk factors are negligible, being only slightly more than U.S.
Treasury debt.
Fitch also assigns a rating to certain international and U.S. banks. A
Fitch bank rating represents Fitch's current assessment of the strength of the
bank and whether such bank would receive support should it experience
difficulties. In its assessment of a bank, Fitch uses a dual rating system
comprised of Legal Ratings and Individual Ratings. In addition, Fitch assigns
banks Long and Short-Term Ratings as used in the corporate ratings discussed
above. Legal Ratings, which range in gradation from 1 through 5, address the
question of whether the bank would receive support provided by central banks or
the bank's shareholders if it experienced difficulties, and such ratings are
considered by Fitch to be a prime factor in its assessment of credit risk.
Individual Ratings, which range in gradations from A through E, represent
Fitch's assessment of a bank's economic merits and address the question of how
the bank would be viewed if it were entirely independent and could not rely on
support from state authorities or its owners.
<PAGE>
APPENDIX B
(TAX EXEMPT FUNDS)
Description of certain S&P, Moody's and Fitch ratings:
S&P
Municipal Bond Ratings
An S&P municipal bond rating is a current assessment of the
creditworthiness of an obligor with respect to a specific obligation.
The ratings are based on current information furnished by the issuer or
obtained by S&P from other sources it considers reliable, and will include: (1)
likelihood of default-capacity and willingness of the obligor as to the timely
payment of interest and repayment of principal in accordance with the terms of
the obligation; (2) nature and provisions of the obligation; and (3) protection
afforded by, and relative position of, the obligation in the event of
bankruptcy, reorganization or other arrangement under the laws of bankruptcy and
other laws affecting creditors' rights.
AAA
Debt rated AAA has the highest rating assigned by S&P. Capacity to pay
interest and repay principal is extremely strong.
AA
Debt rated AA has a very strong capacity to pay interest and repay
principal and differs from the highest rated issues only in small degree. The AA
rating may be modified by the addition of a plus or a minus sign, which is used
to show relative standing within the category.
Municipal Note Ratings
SP-1
The issuers of these municipal notes exhibit very strong or strong
capacity to pay principal and interest. Those issues determined to possess
overwhelming safety characteristics are given a plus (+) designation.
Commercial Paper Ratings
The rating A is the highest rating and is assigned by S&P to issues that
are regarded as having the greatest capacity for timely payment. Issues in this
category are delineated with the numbers 1, 2 and 3 to indicate the relative
degree of safety. Paper rated A-1 indicates that the degree of safety regarding
timely payment is either overwhelming or very strong. Those issues determined to
possess overwhelming safety characteristics are denoted with a plus sign (+)
designation.
Moody's
Municipal Bond Ratings
Aaa
Bonds which are rated Aaa are judged to be of the best quality. They carry
the smallest degree of investment risk and are generally referred to as "gilt
edge." Interest payments are protected by a large or by an exceptionally stable
margin and principal is secure. While the various protective elements are likely
to change, such changes as can be visualized are most unlikely to impair the
fundamentally strong position of such issues.
Aa
Bonds which are rated Aa are judged to be of high quality by all
standards. Together with the Aaa group they comprise what generally are known as
high grade bonds. They are rated lower than the best bonds because margins of
protection may not be as large as in Aaa securities or fluctuation of protective
elements may be of greater amplitude or there may be other elements present
which make the long-term risks appear somewhat larger than in Aaa securities.
Generally, Moody's provides either a generic rating or a rating with a numerical
modifier of 1 for bonds in each of the generic rating categories Aa, A, Baa, Ba
and B. Moody's also provides numerical modifiers of 2 and 3 in each of these
categories for bond issues in health care, higher education and other
not-for-profit sectors; the modifier 1 indicates that the issue ranks in the
higher end of its generic rating category; the modifier 2 indicates that the
issue is in the mid-range of the generic category; and the modifier 3 indicates
that the issue is in the low end of the generic category.
Municipal Note Ratings
Moody's ratings for state and municipal notes and other short-term loans
are designated Moody's Investment Grade (MIG). Such ratings recognize the
difference between short-term credit risk and long-term risk. Factors affecting
the liquidity of the borrower and short-term cyclical elements are critical in
short-term ratings, while other factors of major importance in bond risk,
long-term secular trends for example, may be less important over the short run.
A short-term rating may also be assigned on an issue having a demand
feature. Such ratings will be designated as VMIG or, if the demand feature is
not rated, as NR. Short-term ratings on issues with demand features are
differentiated by the use of the VMIG symbol to reflect such characteristics as
payment upon periodic demand rather than fixed maturity dates and payment
relying on external liquidity. Additionally, investors should be alert to the
fact that the source of payment may be limited to the external liquidity with no
or limited legal recourse to the issuer in the event the demand is not met.
Moody's short-term ratings are designated Moody's Investment Grade as MIG
1 or VMIG 1 through MIG 4 or VMIG 4. As the name implies, when Moody's assigns a
MIG or VMIG rating, all categories define an investment grade situation.
MIG 1/VMIG 1
This designation denotes best quality. There is present strong protection
by established cash flows, superior liquidity support or demonstrated
broad-based access to the market for refinancing.
MIG 2/VMIG 2
This designation denotes high quality. Margins of protection are ample
although not so large as in the preceding group.
Commercial Paper Ratings
The rating Prime-1 (P-1) is the highest commercial paper rating assigned
by Moody's. Issuers of P-1 paper must have a superior capacity for repayment of
short-term promissory obligations, and ordinarily will be evidenced by leading
market positions in well established industries, high rates of return on funds
employed, conservative capitalization structures with moderate reliance on debt
and ample asset protection, broad margins in earnings coverage of fixed
financial charges and high internal cash generation, and well established access
to a range of financial markets and assured sources of alternate liquidity.
Issuers rated Prime-2 (P-2) have a strong ability for repayment of senior
short-term debt obligations. Capitalization characteristics, while still
appropriate, may be more affected by external conditions. Ample alternate
liquidity is maintained.
Fitch
Municipal Bond Ratings
The ratings represent Fitch's assessment of the issuer's ability to meet
the obligations of a specific debt issue or class of debt. The ratings take into
consideration special features of the issue, its relationship to other
obligations of the issuer, the current financial condition and operative
performance of the issuer and of any guarantor, as well as the political and
economic environment that might affect the issuer's future financial strength
and credit quality.
AAA
Bonds rated AAA are considered to be investment grade and of the highest
credit quality. The obligor has an exceptionally strong ability to pay interest
and repay principal, which is unlikely to be affected by reasonably foreseeable
events.
AA
Bonds rated AA are considered to be investment grade and of very high
credit quality. The obligor's ability to pay interest and repay principal is
very strong, although not quite as strong as bonds rated AAA. Because bonds
rated in the AAA and AA categories are not significantly vulnerable to
foreseeable future developments, short-term debt of these issuers is generally
rated F-1+. Plus (+) and minus (-) signs are used with the rating symbol AA to
indicate the relative position of a credit within the rating category.
Short-Term Ratings
Fitch's short-term ratings apply to debt obligations that are payable on
demand or have original maturities of up to three years, including commercial
paper, certificates of deposit, medium-term notes, and municipal and investment
notes.
Although the credit analysis is similar to Fitch's bond rating analysis,
the short-term rating places greater emphasis than bond ratings on the existence
of liquidity necessary to meet the issuer's obligations in a timely manner.
F-1+
Exceptionally Strong Credit Quality. Issues assigned this rating are
regarded as having the strongest degree of assurance for timely payment.
F-1
Very Strong Credit Quality. Issues assigned this rating reflect an
assurance of timely payment only slightly less in degree than issues rated F-1+.
F-2
Good Credit Quality. Issues carrying this rating have a satisfactory
degree of assurance for timely payments, but the margin of safety is not as
great as the F-1+ and F-1 categories.
<PAGE>
APPENDIX C
(DREYFUS NEW YORK MUNICIPAL CASH MANAGEMENT)
INVESTING IN NEW YORK MUNICIPAL OBLIGATIONS
RISK FACTORS--INVESTING IN NEW YORK MUNICIPAL OBLIGATIONS
The following information is a summary of special factors affecting
investments in New York Municipal Obligations. It does not purport to be a
complete description and is based on information drawn from the Official
Statement issued by the State of New York (the "State") for its public bond
issue on August 24, 1999. While the Fund has not independently verified this
information, it has no reason to believe that such information is not correct in
all material respects.
The State's fiscal year begins on April 1st and ends on March 31st. On
March 31, 1999, the State adopted the debt service portion of the State budget
for the 1999-2000 fiscal year; four months later, on August 4, 1999, it enacted
the remainder of the budget. The Governor approved the budget as passed by the
Legislature. Prior to passing the budget in its entirety for the 1999-2000
fiscal year, the State enacted appropriations that permitted the State to
continue its operations.
Following enactment of the 1999-2000 budget, the State prepared a
Financial Plan for the 1999-2000 fiscal year (the "1999-2000 Financial Plan")
that sets forth projected receipts and disbursements based on the actions taken
by the Legislature. For fiscal year 1999-2000, General Fund disbursements,
including transfers to support capital projects, debt service and other funds,
are estimated at $37.36 billion, an increase of $868 million or 2.38 % over
1998-99. Projected spending under the 1999-2000 enacted budget is $215 million
above the Governor's Executive Budget recommendations. The increase in General
Fund spending is comprised of $1.1 billion in legislative additions to the
Executive Budget (primarily in education), offset by various actions, including
reestimates of required spending based on year-to-date results and the
identification of certain other resources that offset spending, such as $250
million from commencing the process of privatizing the Medical Malpractice
Insurance Association (MMIA), $250 million from the retention of the Debt
Reduction Reserve Fund within the General Fund and about $100 million in excess
fund balances. The MMIA was established in 1983 to provide excess liability
insurance to doctors and medical providers. Legislation enacted with the
1999-2000 budget initiates the process of MMIA privatization and transfers
excess fund balances to the State.
The 1999-2000 enacted budget provides for $831 million in new funding for
public schools, the largest year-to-year increase in State history. The budget
also enacts several new tax cuts valued at $375 million when fully phased in by
2003-04. None of the $1.82 billion cash surplus from 1998-99 is assumed to
support spending in 1999-2000, but instead is reserved to help offset the costs
of previously enacted tax cuts that take effect after 1999-2000.
The 1999-2000 Financial Plan projects a closing balance of $2.85 billion
in the General Fund. The balance is comprised of the $1.82 billion surplus from
1998-99 that has been set aside to finance already-enacted tax cuts, $473
million in the Tax Stabilization Reserve Fund (TSRF), $250 million in the Debt
Reduction Reserve Fund (DRRF), $107 million in the Contingency Reserve Fund
(CRF), and $200 million in the Community Projects Fund (CPF), which finances
legislative initiatives. The State expects to close fiscal year 1999-2000 with
cash balances in these funds at their highest levels ever.
Many complex political, social and economic forces influence the State's
economy and finances, which in turn may affect the State Financial Plan. These
forces may affect the State unpredictably from fiscal year to fiscal year and
are influenced by governments, institutions, and organizations that are not
subject to the State's control. The State Financial Plan also is based upon
forecasts of national and State economic activity. Economic forecasts frequently
have failed to predict accurately the timing and magnitude of changes in the
national and State economies. The Division of Budget (DOB) believes that its
projections of receipts and disbursements relating to the current State
Financial Plan, and the assumptions on which they are based, are reasonable.
Actual results, however, could differ materially and adversely from the
projections set forth below, and those projections may be changed materially and
adversely from time to time. See the section entitled "Special Considerations"
below for a discussion of risks and uncertainties faced by the State.
1999-2000 STATE FINANCIAL PLAN
Four governmental fund types comprise the State Financial Plan: the
General Fund, the Special Revenue Funds, the Capital Projects Funds, and the
Debt Service Funds. The State's fund structure adheres to the accounting
standards of the Governmental Accounting Standards Board.
GENERAL FUND
The General Fund is the principal operating fund of the State and is used
to account for all financial transactions except those required to be accounted
for in another fund. It is the State's largest fund and receives almost all
State taxes and other resources not dedicated to particular purposes. In the
State's 1999-2000 fiscal year, the General Fund (exclusive of transfers) is
expected to account for approximately 47.1 % of All Governmental Funds
disbursements and 69.3 % of total State Funds disbursements. General Fund moneys
also are transferred to other funds, primarily to support certain capital
projects and debt service payments in other fund types.
Total receipts and transfers from other funds are projected to be $39.31
billion in 1999-2000, an increase of $2.57 billion over 1998-99. Total General
Fund disbursements and transfers to other funds are projected to be $37.36
billion, an increase of $868 million over 1998-99.
Projected General Fund Receipts
Total General Fund receipts and transfers in 1999-2000 are projected to be
$39.31 billion, an increase of $2.57 billion from the $36.74 billion recorded in
1998-99. This total includes $35.93 billion in tax receipts, $1.36 billion in
miscellaneous receipts, and $2.02 billion in transfers from other funds. The
transfer of the $1.82 billion surplus recorded in 1998-99 to the 1999-2000
fiscal period has the effect of exaggerating the growth in State receipts from
year to year by depressing reported 1998-99 figures and inflating 1999-2000
projections.
The Personal Income Tax is imposed on the income of individuals, estates
and trusts and is based, with certain modifications, on federal definitions of
income and deductions. Net General Fund personal income tax collections are
projected to reach $22.95 billion in 1999-2000, well over half of all General
Fund receipts and nearly $2.87 billion above the reported 1998-99 collection
total. Much of this growth is associated with the $1.82 billion net impact of
the transfer of the surplus from 1998-99 to the current year as partially offset
by the diversion of an additional $661 million in income tax receipts to the
School Tax Relief (STAR) fund. The STAR program was created in 1997 as a
State-funded local property tax relief program funded through the use of
personal income tax receipts. Adjusted for these transactions, the growth in net
income tax receipts is roughly $1.8 billion, an increase of almost 9 %.
This growth is largely a function of two factors: (i) the 8 % growth in
income tax liability projected for 1999; and (ii) the impact of the 1998 tax
year settlement recorded early in the 1999-2000 fiscal year.
The most significant statutory change made this year provides for an
increase, phased-in over two years, in the earned income tax credit from 20% to
25% of the federal credit.
User taxes and fees are comprised of three-quarters of the State's 4%
sales and use tax, cigarette, alcoholic beverage, container, and auto rental
taxes, and a portion of the motor fuel excise levies. This category also
includes receipts from the motor vehicle registration fees and alcoholic
beverage license fees. Dedicated transportation funds outside of the General
Fund receive a portion of motor fuel tax and motor vehicle registration fees and
all of the highway use taxes.
Receipts from user taxes and fees are projected to total $7.35 billion, an
increase of $105 million from reported collections in the prior year. The sales
tax component of this category accounts for virtually all of the 1999-2000
growth. Growth in base sales tax yield, after adjusting for tax law and other
changes, is projected at 5.6%. Modest increases in motor fuel and auto rental
tax receipts over 1998-99 levels are also expected. However, receipts from other
user taxes and fees are estimated to decline by $177 million.
The yield of other excise taxes in this category, particularly the
cigarette and alcoholic beverage taxes, show long-term declining trends. General
Fund declines in 1999-2000 motor vehicle fee receipts, in contrast, reflect
statutory fee reductions and an increased amount of collections earmarked to the
Dedicated Highway and Bridge Trust Fund.
Significant statutory changes made in this category during the 1999-2000
legislative session include: delaying until March 1, 2000 the implementation of
the exemption from State sales tax of clothing and footwear priced under $110;
providing week-long sales tax exemptions in September 1999 and January 2000 for
clothing and footwear priced under $500; enactment of a variety of small sales
tax exemptions including certain equipment used in providing telecommunications
service for sale, property and services used in theatrical productions, computer
hardware used to design Internet web sites, and building materials used in
farming; a reduction in the beer tax rate; and an expanded exemption from the
alcoholic beverage tax for small brewers.
Business taxes include franchise taxes based generally on net income of
general business, bank and insurance corporations, as well as
gross-receipts-based taxes on utilities and gallonage-based petroleum business
taxes. Beginning in 1994, a 15% surcharge on these levies began to be phased out
and, for most taxpayers, there is no surcharge liability for taxable periods
ending in 1997 and thereafter.
Total business tax collections in 1999-2000 are now projected to be $4.63
billion, $230 million below results for the prior fiscal year. The
year-over-year decline in projected receipts in this category is largely
attributable to statutory changes. These include the first year of a scheduled
corporation franchise tax rate reduction, the alternative minimum tax rate
reduction, the fixed dollar minimum rate reduction, and the expansion of the
investment tax credit to financial service companies. Ongoing tax reductions
include the second year of the "Power for Jobs" utility tax credit program, the
gross receipts tax rate reduction, and scheduled additional diversion of General
Fund petroleum business and utility tax receipts to dedicated transportation
funds.
Legislation enacted this year affecting receipts in this category
includes: a phased reduction in the net income tax rate applicable to bank and
insurance companies from 9% to 7.5%; reforms to the corporation franchise
subsidiary capital tax; a further reduction in the alternative minimum tax rate
from 3% to 2.5%; doubling the economic development zone and zone equivalent area
wage tax credits; and providing further reforms to the apportionment of income
for the airline industry.
Other taxes include the estate and gift tax, the real property gains tax
and pari-mutuel taxes. Taxes in this category are now projected to total $1
billion, $137 million below last year's amount. The primary factors accounting
for most of the expected decline include: an adverse tax tribunal decision
resulting in significant refunds of the now repealed real property gains tax;
pari-mutuel tax reductions enacted with the 1999-2000 budget; and the effects of
the already enacted reductions in the estate and gift taxes.
Significant legislation passed with the 1999-2000 enacted budget affecting
these sources include both the extension of and an increase in certain temporary
tax reductions at the State's race tracks and conformity with new federal estate
tax provisions.
Miscellaneous receipts include investment income, abandoned property
receipts, medical provider assessments, minor federal grants, receipts from
public authorities, and certain other license and fee revenues. Miscellaneous
receipts are expected to total $1.36 billion, down $142 million from the prior
year amount. This reflects the loss of non-recurring receipts received in
1998-99 and the growing effects of the phase-out of the medical provider
assessments.
Transfers from other funds to the General Fund consist primarily of tax
revenues in excess of debt service requirements, including the 1% sales tax used
to support payments to Local Government Assistance Corporation (LGAC).
Transfers from other funds are expected to total $2.02 billion, or $99
million more than total receipts from this category during 1998-99. Total
transfers of sales taxes in excess of LGAC debt service requirements are
expected to increase by approximately $93 million, while transfers from all
other funds are expected to increase by $6 million.
Projected General Fund Disbursements
General Fund disbursements, including transfers to support capital
projects, debt service and other funds, are estimated at $37.36 billion in
1999-2000, an increase of $868 million or 2.38% over 1998-99.
Following the pattern of the last two fiscal years, education programs
receive the largest share of new funding contained in the 1999-2000 Financial
Plan. School aid is expected to grow by $831 million or 8.58% over 1998-99
levels (on a State fiscal year basis). Outside of education, the largest growth
in spending is for State Operations ($207 million, including $100 million
reserved for possible collective bargaining costs); Debt Service ($183 million);
and mental hygiene programs, including funding for a cost of living increase for
care providers ($114 million). These increases were offset, in part, by spending
reductions or actions in health and social welfare ($280 million), and in
general State charges ($222 million).
Grants to Local Governments is the largest category of General Fund
disbursements and includes financial assistance to local governments and
not-for-profit corporations, as well as entitlement benefits to individuals. The
largest areas of spending in this category are for aid to elementary and
secondary schools (41%) and for the State's share of Medicaid payments to
providers (22%). Grants to Local Governments are projected at $25.60 billion in
1999-2000, an increase of $910 million or 3.68% over 1998-99.
Under the 1999-2000 enacted budget, General Fund spending on school aid is
projected at $10.52 billion on a State fiscal year basis, an increase of $831
million from the prior year. The budget provides additional funding for
operating aid, building aid, and several other targeted aid programs. It also
funds the balance of aid payable for the 1998-99 school year that is due
primarily in the first quarter of the 1999-2000 fiscal year. For all other
educational programs, disbursements are projected to grow by $78 million to
$2.99 billion.
Spending for Medicaid in 1999-2000 is projected to total $5.54 billion,
essentially unchanged from 1998-99, due in part to the use of $145 million in
other available funds that lowers disbursements in this area. Disbursements for
all other health and social welfare programs are projected to total $2.70
billion, a decrease of $252 million. Lower welfare spending, driven by State and
federal reforms and a robust economy, accounts for most of the decline.
The remaining disbursements primarily support community-based mental
hygiene programs, local transportation programs, and revenue sharing payments to
local governments. Revenue sharing and other general purpose aid to local
governments is projected at $825 million.
State operations pays for the costs of operating the Executive,
Legislative, and Judicial branches of government, including the prison system,
mental hygiene institutions, and the State University system (SUNY). Personal
Service costs account for approximately 73% of spending in this category.
Spending in State operations is projected to increase by $207 million or
3.1% over the prior year. The growth reflects $100 million in projected spending
for new collective bargaining agreements that the State expects to be ratified
in the current year. Funding for this expense will come from the Collective
Bargaining Reserve. The annualized costs of current collective bargaining
agreements, growth in the Legislative and Judiciary budgets, and staffing costs
for the State's Year 2000 compliance programs also contribute to the
year-to-year growth in spending. The State's overall workforce is expected to
remain stable at around 191,300 employees.
General State charges account for the costs of providing fringe benefits
to State employees and retirees of the Executive, Legislature, and Judiciary.
These payments, many of which are mandated by statute and collective bargaining
agreements, include employer contributions for pensions, social security, health
insurance, workers' compensation, and unemployment insurance. General State
charges also cover State payments-in-lieu-of-taxes to local governments for
certain State-owned lands, and the costs of defending lawsuits against the State
and its public officers.
Disbursements in this category are estimated at $2.04 billion, a decrease
of $222 million from the prior year. The change primarily reflects projected
growth of $27 million in a variety of programs offset by the use of proceeds
from the privatization of the MMIA, which is expected to offset certain General
Fund fringe benefit costs over the next two fiscal years by approximately $250
million annually.
This category accounts for debt service on short-term obligations of the
State, i.e., the interest costs of the State's commercial paper program. The
commercial paper program is expected to have an average of approximately $185
million outstanding during 1999-2000. The majority of the State's debt service
is for long-term bonds, and is shown in the Financial Plan as a transfer to the
General Debt Service Fund.
Transfers to other funds from the General Fund are made primarily to
finance certain portions of State capital projects spending and debt service on
long-term bonds where these costs are not funded from other sources.
Long-term debt service transfers are projected at $2.27 billion in
1999-2000, an increase of $183 million from 1998-99. The increase reflects debt
service costs from prior-year bond sales (net of refunding savings), and certain
sales planned to occur during the 1999-2000 fiscal year.
Transfers for capital projects provide General Fund support for projects
that are not financed with bond proceeds, dedicated taxes, other revenues, or
federal grants. Transfers in this category are projected to total $168 million
in 1999-2000. The decline of $78 million from the prior year is due primarily to
the delay of the receipt of payment of certain reimbursements in 1998-99.
Receipts of $50 million transferred to DRRF in 1998-99 will be used in the
Capital Projects Fund in 1999-2000 to provide pay-as-you-go funding for five
capital programs that were previously funded with bond proceeds. The 1999-2000
enacted budget also reserves $250 million in new resources for DRRF.
All other transfers (excluding DRRF), which reflect the remaining
transfers from the General Fund to other funds, are estimated to total $385
million in 1999-2000, a decline of $84 million from 1998-99, primarily because
of certain non-recurring transfers that occurred last year.
NON-RECURRING RESOURCES
The DOB estimates that the 1999-2000 State Financial Plan contains actions
that provide non-recurring resources or savings totaling approximately $500
million, or 1.3% of General Fund resources, the largest of which is the first
phase of the privatization of MMIA. To the greatest extent possible, one-time
resources are expected to be utilized to finance one-time costs, including Year
2000 compliance costs and certain capital spending.
OUTYEAR PROJECTIONS OF RECEIPTS AND DISBURSEMENTS
State law requires the Governor to propose a balanced budget each year.
Preliminary analysis by DOB indicates that the State will have a 2000-01 budget
gap of approximately $1.9 billion, or about $300 million above the 1999-2000
Executive Budget estimate (after adjusting for the projected costs of collective
bargaining). This estimate includes an assumption for the projected costs of new
collective bargaining agreements, $500 million in assumed operating
efficiencies, as well as the planned application of approximately $615 million
of the $1.82 billion tax reduction reserve. In recent years, the State has
closed projected budget gaps which DOB estimates at $5.0 billion (1995-96), $3.9
billion (1996-97), $2.3 billion (1997-98), and less than $1 billion (1998-99).
DOB will formally update its projections of receipts and disbursements for
future years as part of the Governor's 2000-01 Executive Budget submission. The
revised expectations for these years will reflect the cumulative impact of tax
reductions and spending commitments enacted over the last several years as well
as new 2000-01 Executive Budget recommendations.
The State and the United University Professionals (UUP) union have reached
a tentative agreement on a new four-year labor contract. The State is continuing
negotiations with other unions representing State employees, the largest of
which is the Civil Service Employees Association (CSEA). CSEA previously failed
to ratify a tentative agreement on a new four-year contract earlier in 1999. The
1999-2000 Financial Plan has reserved $100 million for possible collective
bargaining agreements, and reserves are contained in the preliminary outyear
projection for 2000-01 to cover the recurring costs of any new agreements. To
the extent these reserves are inadequate to finance such agreements, the costs
of new labor contracts could increase the size of future budget gaps.
Sustained growth in the State's economy could contribute to closing
projected budget gaps over the next several years, both in terms of
higher-than-projected tax receipts and in lower-than-expected entitlement
spending. The State assumes that the 2000-01 Financial Plan will achieve $500
million in savings from initiatives by State agencies to deliver services more
efficiently, workforce management efforts, maximization of federal and
non-General Fund spending offsets, and other actions necessary to help bring
projected disbursements and receipts into balance. The projections do not assume
any gap-closing benefit from the potential settlement of State claims against
the tobacco industry.
OTHER GOVERNMENTAL FUNDS
In addition to the General Fund, the State Financial Plan includes Special
Revenue Funds, Capital Projects Funds and Debt Service Funds which are discussed
below. Amounts below do not include other sources and uses of funds transferred
to or from other fund types.
Special Revenue Funds
Total disbursements for programs supported by Special Revenue Funds are
projected at $30.94 billion, an increase of $1.29 billion or 4.35% over the
prior year. Special Revenue Funds include federal grants and State special
revenue funds.
Federal grants are projected to comprise 72% of all Special Revenue Funds
spending in 1999-2000, comparable to prior years. Disbursements from federal
funds are estimated at $22.17 billion, an increase of $741 million or 3.46%.
Medicaid is the largest program within federal funds, accounting for 56% of
total spending in this category. In 1999-2000, Medicaid spending is projected at
$14.32 billion, an increase of $711 million over 1998-99. The remaining growth
in federal funds is primarily for the Child Health Plus program, which is
estimated at $117 million in 1999-2000. This growth is offset by decreased
spending in certain social services programs resulting from more recent spending
reestimates.
State special revenue spending is projected to be $8.77 billion, an
increase of $550 million or 6.69% from the last fiscal year. The spending growth
is primarily due to $661 million for the next phase of the STAR program and $250
million in additional general State charges funded by proceeds from the MMIA
transaction, offset by a decrease of $185 million in projected educational
spending as a result of lower projected Lottery proceeds and a decline of $112
million in transportation disbursements. The remainder reflects the net impact
of spending reestimates.
Capital Projects Funds
Spending from Capital Projects Funds in 1999-2000 is projected at $4.18
billion, an increase of $114 million or 2.80% from last fiscal year.
Transportation, environmental, education and mental hygiene programs are the
major sources of year-to-year spending growth in this category.
Debt Service Funds
Spending from Debt Service Funds are estimated at $3.64 billion in
1999-2000, up $370 million or 11.31% from 1998-99. Transportation purposes,
including debt service on bonds issued for State and local highway and bridge
programs financed through the New York State Thruway Authority and supported by
the Dedicated Highway and Bridge Trust Fund, account for $124 million of the
year-to-year growth. Debt service for educational purposes, including State and
City University programs financed through the Dormitory Authority, will increase
by $80 million. The remaining growth is for a variety of programs in mental
health and corrections, and for general obligation financings.
SPECIAL CONSIDERATIONS
GENERAL
Many complex political, social and economic forces influence the State's
economy and finances, which may in turn affect the State's Financial Plan. These
forces may affect the State unpredictably from fiscal year to fiscal year and
are influenced by governments, institutions, and events that are not subject to
the State's control. The Financial Plan also is necessarily based upon forecasts
of national and State economic activity. Economic forecasts have frequently
failed to predict accurately the timing and magnitude of changes in the national
and State economies.
The State Financial Plan is based upon forecasts of national and State
economic activity developed through both internal analysis and review of
national and State economic forecasts prepared by commercial forecasting
services and other public and private forecasters. Economic forecasts have
frequently failed to predict accurately the timing and magnitude of changes in
the national and State economies. Many uncertainties exist in forecasts of both
the national and State economies, including consumer attitudes toward spending,
the extent of corporate and governmental restructuring, the condition of the
financial sector, federal, fiscal and monetary policies, the level of interest
rates, and the condition of the world economy, which could have an adverse
effect on the State. There can be no assurance that the State economy will not
experience results in the current fiscal year that are worse than predicted,
with corresponding material and adverse effects on the State's projections of
receipts and disbursements.
Projections of total State receipts in the Financial Plan are based on the
State tax structure in effect during the fiscal year and on assumptions relating
to basic economic factors and their historical relationships to State tax
receipts. In preparing projections of State receipts, economic forecasts
relating to personal income, wages, consumption, profits and employment have
been particularly important. The projection of receipts from most tax or revenue
sources is generally made by estimating the change in yield of such tax or
revenue source caused by economic and other factors, rather than by estimating
the total yield of such tax or revenue source from its estimated tax base. The
forecasting methodology, however, ensures that State fiscal year collection
estimates for taxes that are based on a computation of annual liability, such as
the business and personal income taxes, are consistent with estimates of total
liability under such taxes.
Projections of total State disbursements are based on assumptions relating
to economic and demographic factors, potential collective bargaining agreements,
levels of disbursements for various services provided by local governments
(where the cost is partially reimbursed by the State), and the results of
various administrative and statutory mechanisms in controlling disbursements for
State operations. Factors that may affect the level of disbursements in the
fiscal year include uncertainties relating to the economy of the nation and the
State, the policies of the federal government, collective bargaining
negotiations and changes in the demand for and use of State services.
An additional risk to the State Financial Plan arises from the potential
impact of certain litigation and of federal disallowances now pending against
the State, which could adversely affect the State's projections of receipts and
disbursements. The State Financial Plan assumes no significant litigation or
federal disallowance or other federal actions that could affect State finances,
but has significant reserves in the event of such an action.
Additional risks to the Financial Plan arise out of potential actions at
the federal level. Potential changes to federal tax law currently under
discussion as part of the federal government's efforts to enact a multi-year tax
reduction package could alter the federal definitions of income on which certain
State taxes rely. Certain proposals, if enacted, could have a significant impact
on State revenues in the future.
The Personal Responsibility and Work Opportunity Reconciliation Act of
1996 created a new Temporary Assistance to Needy Families program (TANF)
partially funded with a fixed federal block grant to states. This law also
imposes (with certain exceptions) a five-year durational limit on TANF
recipients, requires that virtually all recipients be engaged in work or
community service activities within two years of receiving benefits, and limits
assistance provided to certain immigrants and other classes of individuals.
States are required to meet work activity participation targets for their TANF
caseload and conform with certain other federal standards or face potential
sanctions in the form of a reduced federal block grant and increased State/local
funding requirements. Any future reduction could have an adverse impact on the
State's Financial Plan. However, the State has been able to demonstrate
compliance with TANF work requirements to date and does not now expect to be
subject to associated federal fiscal penalties.
The Division of the Budget believes that its projections of receipts and
disbursements relating to the current State Financial Plan, and the assumptions
on which they are based, are reasonable. Actual results, however, could differ
materially and adversely from projections. In the past, the State has taken
management actions to address potential Financial Plan shortfalls, and may take
similar actions should adverse variances occur in its projections for the
current fiscal year.
Despite recent budgetary surpluses recorded by the State, actions
affecting the level of receipts and disbursements, the relative strength of the
State and regional economy, and actions by the federal government could impact
projected budget gaps for the State. These gaps would result from a disparity
between recurring revenues and the costs of increasing the level of support for
State programs. For example, the fiscal effects of tax reductions adopted in the
last several fiscal years are projected to grow more substantially in the
forecast period, continuing to restrain receipts levels and placing pressure on
future spending levels. To address a potential imbalance in any given fiscal
year, the State would be required to take actions to increase receipts and/or
reduce disbursements as it enacts the budget for that year, and, under the State
Constitution, the Governor is required to propose a balanced budget each year.
There can be no assurance, however, that the Legislature will enact the
Governor's proposals or that the State's actions will be sufficient to preserve
budgetary balance in a given fiscal year or to align recurring receipts and
disbursements in future fiscal years.
To help guard against these risks, the State has projected reserves of
$2.4 billion in 1999-2000.
CASH-BASIS RESULTS FOR PRIOR FISCAL YEARS
GENERAL FUND 1996-97 THROUGH 1998-99
New York State's financial operations have improved during recent fiscal
years. During its last seven fiscal years, the State has recorded balanced
budgets on a cash basis, with positive year-end fund balances.
A description of cash-basis results in the General Fund for the prior
three fiscal years is presented below.
1998-99 Fiscal Year
The State ended its 1998-99 fiscal year on March 31, 1999 in balance on a
cash basis, with a General Fund cash surplus as reported by the DOB of $1.82
billion. The cash surplus was derived primarily from higher-than-projected tax
collections as a result of continued economic growth, particularly in the
financial markets and the securities industries.
The State reported a General Fund closing cash balance of $892 million, an
increase of $254 million from the prior fiscal year. The balance is held in
three accounts within the General Fund: the Tax Stabilization Reserve Fund
(TSRF), the Contingency Reserve Fund (CRF) and the Community Projects Fund
(CPF). The TSRF closing balance was $473 million, following an additional
deposit of $73 million in 1998-99. The CRF closing balance was $107 million,
following a deposit of $39 million in 1998-99. The CPF, which finances
legislative initiatives, closed the fiscal year with a balance of $312 million.
The closing fund balance excludes $2.31 billion that the State deposited
into the tax refund reserve account at the close of 1998-99 to pay for tax
refunds in 1999-2000 of which $521 million was made available as a result of the
Local Government Assistance Corporation (LGAC) financing program and was
required to be on deposit as of March 31, 1999. The tax refund reserve account
transaction has the effect of decreasing reported personal income tax receipts
in 1998-99, while increasing reported receipts in 1999-2000.
General Fund receipts and transfers from other funds (net of tax refund
reserve account activity) for the 1998-99 fiscal year totaled $36.74 billion, an
increase of 6.34% from 1997-98 levels. General Fund disbursements and transfers
to other funds totaled $36.49 billion for the 1998-99 fiscal year, an increase
of 6.23% from 1997-98 levels.
1997-98 Fiscal Year
The State ended its 1997-98 fiscal year in balance on a cash basis, with a
General Fund cash surplus as reported by DOB of approximately $2.04 billion. The
cash surplus was derived primarily from higher-than-anticipated receipts and
lower spending on welfare, Medicaid, and other entitlement programs.
The General Fund had a closing balance of $638 million, an increase of
$205 million from the prior fiscal year. The TSRF closing balance was $400
million, following a required deposit of $15 million (repaying a transfer made
in 1991-92) and an additional deposit of $68 million made from the 1997-98
surplus. The CRF closing balance was $68 million, following a $27 million
deposit from the surplus. The CPF closed the fiscal year with a balance of $170
million. The General Fund closing balance did not include $2.39 billion in the
tax refund reserve account, of which $521 million was made available as a result
of the LGAC financing program and was required to be on deposit on March 31,
1998.
General Fund receipts and transfers from other funds (net of tax refund
reserve account activity) for the 1997-98 fiscal year totaled $34.55 billion, an
annual increase of 4.57% over 1996-97. General Fund disbursements and transfers
to other funds were $34.35 billion, an annual increase of 4.41%.
1996-97 Fiscal Year
The State ended its 1996-97 fiscal year on March 31, 1997 in balance on a
cash basis, with a General Fund cash surplus as reported by DOB of approximately
$1.42 billion. The cash surplus was derived primarily from higher-than-expected
receipts and lower-than-expected spending for social services programs.
The General Fund closing balance was $433 million, an increase of $146
million from the 1995-96 fiscal year. The balance included $317 million in the
TSRF, after a required deposit of $15 million (repaying a transfer made in
1991-92) and an additional deposit of $65 million in 1996-97. In addition, $41
million remained on deposit in the CRF. The remaining $75 million reflected
amounts then on deposit in the CPF. The General Fund closing balance did not
include $1.86 billion in the tax refund reserve account, of which $521 million
was made available as a result of the LGAC financing program and was required to
be on deposit as of March 31, 1997.
General Fund receipts and transfers from other funds (net of tax refund
reserve account activity) for the 1996-97 fiscal year totaled $33.04 billion, an
increase of 0.7% from the previous fiscal year. General Fund disbursements and
transfers to other funds totaled $32.90 billion for the 1996-97 fiscal year, an
increase of 0.7% from the 1995-96 fiscal year.
OTHER GOVERNMENTAL FUNDS (1996-97 THROUGH 1998-99)
Activity in the three other governmental funds has remained relatively
stable over the last three fiscal years, with federally-funded programs
comprising approximately two-thirds of these funds. The most significant change
in the structure of these funds has been the redirection of a portion of
transportation-related revenues from the General Fund to two dedicated funds in
the Special Revenue and Capital Projects fund types. These revenues are used to
support the capital programs of the Department of Transportation, the
Metropolitan Transportation Authority (MTA) and other transit entities.
In the Special Revenue Funds, disbursements increased from $26.02 billion
to $29.65 billion over the last three years, primarily as a result of increased
costs for the federal share of Medicaid and the initial costs of the STAR
program. Other activity reflected dedication of taxes for mass transportation
purposes, new lottery games, and new fees for criminal justice programs.
Disbursements in the Capital Projects Funds increased over the three-year
period from $3.54 billion to $4.06 billion, primarily for education,
environment, public protection and transportation programs. The composition of
this fund type's receipts also has changed as dedicated taxes, federal grants
and reimbursements from public authority bonds increased, while general
obligation bond proceeds declined.
Activity in the Debt Service Funds reflected increased use of bonds during
the three-year period for improvements to the State's capital facilities and the
ongoing costs of the LGAC fiscal reform program. The increases were moderated by
the refunding savings achieved by the State over the last several years using
strict present value savings criteria. Disbursements in this fund type increased
from $2.53 billion to $3.27 billion over the three-year period.
The State Financial Plan is based upon a June 1999 projection by DOB of
national and State economic activity. The information in this section summarizes
the national and State economic situation and outlook upon which projections of
receipts and certain disbursements were made for the 1999-2000 Financial Plan.
The national economy has maintained a robust rate of growth during the
past six quarters as the expansion, which is well into its ninth year,
continues. The national expansion, if it continues through February 2000, will
be the longest on record. Since early 1992, approximately 19 million jobs have
been added nationally. Output growth has averaged 3.2% over this period,
essentially the same as the 3.3% average annual growth during the post-World War
II period. The State economy also has continued to expand, with over 600,000
jobs added since late 1992. Employment growth has been slower than in the nation
during this period, although the State's relative performance has improved in
the last two years. Growth in average wages in New York has generally
outperformed the nation, while growth in personal income per capita has kept
pace with the nation.
DOB expects that national economic growth will be quite robust throughout
calendar year 1999. Growth in real Gross Domestic Product for 1999 is projected
to be 4.0%, with a decline in net exports overwhelmed by continued strong
consumer spending. The projected overall growth rate of the national economy for
calendar year 1999 is nearly identical to the consensus forecast of a widely
followed survey of national economic forecasters. Inflation, as measured by the
Consumer Price Index, is projected to be about 2.1%, a modest increase despite
strong economic growth. Personal income and wages are projected to increase by
5.1% and 6.3% respectively.
The forecast of the State's economy shows continued expansion during the
1999 calendar year, with employment growth gradually slowing as the year
progresses. The financial and business service sectors are expected to continue
to do well, while employment in the manufacturing sector is expected to post a
modest decline. On an average annual basis, the employment growth rate in the
State is expected to be somewhat lower than in 1998 and the unemployment rate is
expected to drop further to 5.1%. Personal income is expected to record moderate
gains in 1999. Wage growth in 1999 is expected to be slower than in the previous
year as the recent robust growth in bonus payments moderates.
The forecast for continued growth, and any resultant impact on the State's
1999-2000 Financial Plan, contains some uncertainties. Stronger-than-expected
gains in employment and wages or in stock market prices could lead to
unanticipated strong growth in consumer spending. Inventory investment due to
Y2K may be significantly stronger than expected towards the end of this year
possibly followed by significant weakness early next year. Also, improvements in
foreign economies may be weaker than expected and therefore, may have
unanticipated effects on the domestic economy. The inflation rate may differ
significantly from expectations due to the conflicting impacts of a tight labor
market and improved productivity growth as well as to the future direction and
magnitude of fluctuations of oil prices. In addition, the State economic
forecast could over- or underestimate the level of future bonus payments,
financial sector profits or inflation growth, resulting in unexpected economic
impacts. Similarly, the State forecast could fail to correctly estimate the
amount of employment change in the banking, financial and other business service
sectors as well as the direction of employment change that is likely to
accompany telecommunications and energy deregulation.
THE NEW YORK ECONOMY
New York is the third most populous state in the nation and has a
relatively high level of personal wealth. The State's economy is diverse, with a
comparatively large share of the nation's finance, insurance, transportation,
communications and services employment, and a very small share of the nation's
farming and mining activity. The State's location and its excellent air
transport facilities and natural harbors have made it an important link in
international commerce. Travel and tourism constitute an important part of the
economy. Like the rest of the nation, New York has a declining proportion of its
workforce engaged in manufacturing, and an increasing proportion engaged in
service industries.
Services: The services sector, which includes entertainment, personal
services, such as health care and auto repairs, and business-related services,
such as information processing, law and accounting, is the State's leading
economic sector. The services sector accounts for more than three of every 10
nonagricultural jobs in New York and has a noticeably higher proportion of total
jobs than does the rest of the nation.
Manufacturing: Manufacturing employment continues to decline in importance
in New York, as in most other states, and New York's economy is less reliant on
this sector than is the nation. The principal manufacturing industries in recent
years produced printing and publishing materials, instruments and related
products, machinery, apparel and finished fabric products, electronic and other
electric equipment, food and related products, chemicals and allied products,
and fabricated metal products.
Trade: Wholesale and retail trade is the second largest sector in terms of
nonagricultural jobs in New York but is considerably smaller when measured by
income share. Trade consists of wholesale businesses and retail businesses, such
as department stores and eating and drinking establishments.
Finance, Insurance and Real Estate: New York City is the nation's leading
center of banking and finance and, as a result, this is a far more important
sector in the State than in the nation as a whole. Although this sector accounts
for under one-tenth of all nonagricultural jobs in the State, it contributes
about one-fifth of all nonfarm labor and proprietors' income.
Agriculture: Farming is an important part of the economy of large regions
of the State, although it constitutes a very minor part of total State output.
Principal agricultural products of the State include milk and dairy products,
greenhouse and nursery products, apples and other fruits, and fresh vegetables.
New York ranks among the nation's leaders in the production of these
commodities.
Government: Federal, State and local government together are the third
largest sector in terms of nonagricultural jobs, with the bulk of the employment
accounted for by local governments. Public education is the source of nearly
one-half of total State and local government employment.
ECONOMIC AND DEMOGRAPHIC TRENDS
In the calendar years 1987 through 1998, the State's rate of economic
growth was somewhat slower than that of the nation. In particular, during the
1990-91 recession and post-recession period, the economy of the State, and that
of the rest of the Northeast, was more heavily damaged than that of the nation
as a whole and has been slower to recover. The total employment growth rate in
the State has been below the national average since 1987. The unemployment rate
in the State dipped below the national rate in the second half of 1981 and
remained lower until 1991; since then, it has been higher. According to data
published by the US Bureau of Economic Analysis, personal income in the State
has risen more slowly since 1988 than personal income for the nation as a whole,
although preliminary data suggests that, in 1998, the State personal income rose
more rapidly. Total State nonagricultural employment has declined as a share of
national nonagricultural employment.
State per capita personal income has historically been significantly
higher than the national average, although the ratio has varied substantially.
Because New York City is a regional employment center for a multi-state region,
State personal income measured on a residence basis understates the relative
importance of the State to the national economy and the size of the base to
which State taxation applies.
PUBLIC AUTHORITIES
The fiscal stability of the State is related in part to the fiscal
stability of its public authorities. For the purposes of this summary, public
authorities refer to public benefit corporations, created pursuant to State law,
other than local authorities. Public authorities are not subject to the
constitutional restrictions on the incurrence of debt that apply to the State
itself and may issue bonds and notes within the amounts and restrictions set
forth in legislative authorization. The State's access to the public credit
markets could be impaired and the market price of its outstanding debt may be
materially and adversely affected if any of its public authorities were to
default on their respective obligations. As of December 31, 1998, there were 17
public authorities that had outstanding debt of $100 million or more, and the
aggregate outstanding debt, including refunding bonds, of these State public
authorities was $94 billion, only a portion of which constitutes State-supported
or State-related debt.
The State has numerous public authorities with various responsibilities,
including those which finance, construct and/or operate revenue-producing public
facilities. Public authorities generally pay their operating expenses and debt
service costs from revenues generated by the projects they finance or operate,
such as tolls charged for the use of highways, bridges or tunnels, charges for
public power, electric and gas utility services, rentals charged for housing
units, and charges for occupancy at medical care facilities. In addition, State
legislation authorizes several financing techniques for public authorities.
Also, there are statutory arrangements providing for State local assistance
payments otherwise payable to localities to be made under certain circumstances
to public authorities. Although the State has no obligation to provide
additional assistance to localities whose local assistance payments have been
paid to public authorities under these arrangements, the affected localities may
seek additional State assistance if local assistance payments are diverted. Some
authorities also receive moneys from State appropriations to pay for the
operating costs of certain of their programs. As described below, the MTA
receives the bulk of this money in order to provide transit and commuter
services.
Beginning in 1998, the Long Island Power Authority (LIPA) assumed
responsibility for the provision of electric utility services previously
provided by Long Island Lighting Company for Nassau, Suffolk and a portion of
Queen Counties, as part of an estimated $7 billion financing plan. As of the
date of this AIS, LIPA has issued over $5 billion in bonds secured solely by
ratepayer charges. LIPA's debt is not considered either State-supported or
State-related debt.
METROPOLITAN TRANSPORTATION AUTHORITY
The MTA oversees the operation of subway and bus lines in New York City by
its affiliates, the New York City Transit Authority and the Manhattan and Bronx
Surface Transit Operating Authority (collectively, the TA). The MTA operates
certain commuter rail and bus services in the New York metropolitan area through
the MTA's subsidiaries, the Long Island Rail Road Company, the Metro-North
Commuter Railroad Company, and the Metropolitan Suburban Bus Authority. In
addition, the Staten Island Rapid Transit Operating Authority, an MTA
subsidiary, operates a rapid transit line on Staten Island. Through its
affiliated agency, the Triborough Bridge and Tunnel Authority (TBTA), the MTA
operates certain intrastate toll bridges and tunnels. Because fare revenues are
not sufficient to finance the mass transit portion of these operations, the MTA
has depended on, and will continue to depend on, operating support from the
State, local governments and TBTA, including loans, grants and subsidies. If
current revenue projections are not realized and/or operating expenses exceed
current projections, the TA or commuter railroads may be required to seek
additional State assistance, raise fares or take other actions.
Since 1980, the State has enacted several taxes--including a surcharge on
the profits of banks, insurance corporations and general business corporations
doing business in the 12-county Metropolitan Transportation Region served by the
MTA and a special one-quarter of 1% regional sales and use tax--that provide
revenues for mass transit purposes, including assistance to the MTA. Since 1987,
State law also has required that the proceeds of a one-quarter of 1% mortgage
recording tax paid on certain mortgages in the Metropolitan Transportation
Region be deposited in a special MTA fund for operating or capital expenses. In
1993, the State dedicated a portion of certain additional State petroleum
business tax receipts to fund operating or capital assistance to the MTA. The
1999-2000 enacted budget provides State assistance to the MTA totaling
approximately $1.4 billion, an increase of $55 million over the 1998-99 fiscal
year.
State legislation accompanying the 1996-97 adopted State budget authorized
the MTA, TBTA and TA to issue an aggregate of $6.5 billion in bonds to finance a
portion of the $12.17 billion MTA capital plan for the 1995 through 1999
calendar years (the 1995-99 Capital Program). In July 1997, the Capital Program
Review Board (CPRB) approved the 1995-99 Capital Program and subsequently
amended it in August 1997 and in March 1999. The MTA plan now totals $12.55
billion. The 1995-99 Capital Program was the fourth capital plan since the
Legislature authorized procedures for the adoption, approval and amendment of
MTA capital programs and is designed to upgrade the performance of the MTA's
transportation systems by investing in new rolling stock, maintaining
replacement schedules for existing assets and bringing the MTA system into a
state of good repair. The 1995-99 Capital Program assumed the issuance of an
estimated $5.2 billion in bonds under this $6.5 billion aggregate bonding
authority. The remainder of the plan was projected to be financed with
assistance from the federal government, the State, the City of New York, and
from various other revenues generated from actions taken by the MTA.
There can be no assurance that the MTA's capital plan for 2000 through
2004 will be adequate to finance the MTA's capital needs over the plan period,
or that funding sources identified in the approved plan will not be reduced or
eliminated.
There can be no assurance that all the necessary governmental actions for
future capital programs will be taken, that funding sources currently identified
will not be decreased or eliminated, or that the 2000-04 Capital Program or
parts thereof will not be delayed or reduced. Should funding levels fall below
current projections, the MTA would have to revise its 2000-04 Capital Program
accordingly. If the 2000-04 Capital Program is delayed or reduced, ridership and
fare revenues may decline, which could, among other things, impair the MTA's
ability to meet its operating expenses without additional assistance.
THE CITY OF NEW YORK
The fiscal health of the State also may be affected by the fiscal health
of New York City, which continues to receive significant financial assistance
from the State. State aid contributes to the City's ability to balance its
budget and meet its cash requirements. The State also may be affected by the
ability of the City and certain entities issuing debt for the benefit of the
City to market their securities successfully in the public credit markets.
FISCAL OVERSIGHT
In response to the City's fiscal crisis in 1975, the State took action to
assist the City in returning to fiscal stability. Among those actions, the State
established the Municipal Assistance Corporation for the City of New York (NYC
MAC) to provide financing assistance to the City; the New York State Financial
Control Board (the Control Board) to oversee the City's financial affairs; and
the Office of the State Deputy Comptroller for the City of New York (OSDC) to
assist the Control Board in exercising its powers and responsibilities. A
"control period" existed from 1975 to 1986, during which the City was subject to
certain statutorily-prescribed fiscal controls. The Control Board terminated the
control period 1986 when certain statutory conditions were met. State law
requires the Control Board to reimpose a control period upon the occurrence, or
"substantial likelihood and imminence" of the occurrence, of certain events,
including (but not limited to) a City operating budget deficit of more than $100
million or impaired access to the public credit markets.
Currently, the City and its Covered Organizations (i.e., those
organizations which receive or may receive moneys from the City directly,
indirectly or contingently) operate under the City's Financial Plan. The City's
Financial Plan summarizes its capital, revenue and expense projections and
outlines proposed gap-closing programs for years with projected budget gaps. The
City's projections set forth in its Financial Plan are based on various
assumptions and contingencies, some of which are uncertain and may not
materialize. Unforeseen developments and changes in major assumptions could
significantly affect the City's ability to balance its budget as required by
State law and to meet its annual cash flow and financing requirements.
To successfully implement its Financial Plan, the City and certain
entities issuing debt for the benefit of the City must market their securities
successfully. The City issues securities to finance, refinance and rehabilitate
infrastructure and other capital needs, as well as for seasonal financing needs.
In City fiscal year 1997-98, the State constitutional debt limit would have
prevented the City from entering into new capital contracts. Therefore, in 1997,
the State created the New York City Transitional Finance Authority (TFA) in
order to finance a portion of the City's capital program. Despite this
additional financing mechanism, the City currently projects that, if no further
action is taken, it will reach its debt limit in City's current fiscal year
1999-2000. To continue its capital plan without interruption, the City is
proposing an amendment to the State Constitution to change the methodology used
to calculate the debt limit. Since an amendment to the Constitution to raise the
debt limit could not take effect until City fiscal year 2001-02 at the earliest,
the City has decided to securitize a portion of its share of the proceeds from
the settlement with the nation's tobacco companies. However, a number of
potential developments may affect both the availability and level of funding
that the City will receive from the tobacco settlement. City officials have
indicated that, should their efforts to securitize a portion of City tobacco
settlement proceeds fail or not be accomplished in a timely manner, the City
will request that the State increase the borrowing authority of the TFA.
MONITORING AGENCIES
The staffs of the Control Board, OSDC and the City Comptroller issue
periodic reports on the City's Financial Plans. The reports analyze the City's
forecasts of revenues and expenditures, cash flow, and debt service
requirements, as well as evaluate compliance by the City and its Covered
Organizations with its Financial Plan. According to staff reports, while
economic growth in New York City has been slower than in other regions of the
country, a surge in Wall Street profitability resulted in increased tax revenues
and produced a substantial surplus for the City in City fiscal year 1997-98.
Recent staff reports also indicate that the City projects a surplus for City
fiscal year 1998-99. Although several sectors of the City's economy have
expanded over the last several years, especially tourism and business and
professional services, City tax revenues remain heavily dependent on the
continued profitability of the securities industries and the performance of the
national economy. In addition, the size of recent tax reductions has increased
to over $2 billion in City fiscal year 1999-2000 through the expiration of a
personal income tax surcharge, the repeal of the non-resident earnings tax and
the elimination of the sales tax on clothing items costing less than $110. Staff
reports have indicated that recent City budgets have been balanced in part
through the use of nonrecurring resources and that the City's Financial Plan
relies in part on actions outside its direct control. These reports also have
indicated that the City has not yet brought its long-term expenditure growth in
line with recurring revenue growth and that the City is likely to continue to
face substantial gaps between forecast revenues and expenditures in future years
that must be closed with reduced expenditures and/or increased revenues. In
addition to these monitoring agencies, the Independent Budget Office (IBO) has
been established pursuant to the City Charter to provide analysis to elected
officials and the public on relevant fiscal and budgetary issues affecting the
City.
OTHER LOCALITIES
Certain localities outside New York City have experienced financial
problems and have requested and received additional State assistance during the
last several State fiscal years. The potential impact on the State of any future
requests by localities for additional oversight or financial assistance is not
included in the projections of the State's receipts and disbursements for the
State's 1999-2000 fiscal year.
The State has provided extraordinary financial assistance to select
municipalities, primarily cities, since the 1996-97 fiscal year. Funding has
essentially been continued or increased in each subsequent fiscal year. Such
funding in 1999-2000 totals $113.9 million. In 1997-98, the State increased
General Purpose State Aid for local governments by $27 million to $550 million,
and has continued funding at this new level since that date.
While the distribution of General Purpose State Aid for local governments
was originally based on a statutory formula, in recent years both the total
amount appropriated and the shares appropriated to specific localities have been
determined by the Legislature. A State commission established to study the
distribution and amounts of general purpose local government aid failed to agree
on any recommendations for a new formula.
Counties, cities, towns, villages and school districts have engaged in
substantial short-term and long-term borrowings. In 1997, the total indebtedness
of all localities in the State, other than New York City, was approximately
$21.0 billion. A small portion (approximately $80 million) of that indebtedness
represented borrowing to finance budgetary deficits and was issued pursuant to
enabling State legislation. State law requires the Comptroller to review and
make recommendations concerning the budgets of those local government units
(other than New York City) authorized by State law to issue debt to finance
deficits during the period that such deficit financing is outstanding.
Twenty-two localities had outstanding indebtedness for deficit financing at the
close of their fiscal year ending in 1997.
Like the State, local governments must respond to changing political,
economic and financial influences over which they have little or no control.
Such changes may adversely affect the financial condition of certain local
governments. For example, the federal government may reduce (or in some cases
eliminate) federal funding of some local programs which, in turn, may require
local governments to fund these expenditures from their own resources. It is
also possible that the State, New York City, or any of their respective public
authorities may suffer serious financial difficulties that could jeopardize
local access to the public credit markets, which may adversely affect the
marketability of notes and bonds issued by localities within the State.
Localities also may face unanticipated problems resulting from certain pending
litigation, judicial decisions and long-range economic trends. Other large-scale
potential problems, such as declining urban populations, increasing
expenditures, and the loss of skilled manufacturing jobs, also may adversely
affect localities and necessitate State assistance.
LITIGATION
GENERAL
The legal proceedings listed below involve State finances and programs and
miscellaneous civil rights, real property, contract and other tort claims in
which the State is a defendant and the potential monetary claims against the
State are substantial, generally in excess of $100 million. These proceedings
could adversely affect the financial condition of the State in the 1999-2000
fiscal year or thereafter.
As of August 24, 1999, except as described below, no current litigation
involves the State's authority, as a matter of law, to contract indebtedness,
issue its obligations, or pay such indebtedness when due, or affects the State's
power or ability, as a matter of law, to impose or collect significant amounts
of taxes and revenues.
The State is party to other claims and litigation which its legal counsel
has advised are not probable of adverse court decisions or are not deemed
adverse and material. Although the amounts of potential losses resulting from
this litigation, if any, are not presently determinable, it is the State's
opinion that its ultimate liability in these cases is not expected to have a
material and adverse effect on the State's financial position in the 1999-2000
fiscal year or thereafter.
The General Purpose Financial Statements for the 1998-99 fiscal year
report estimated probable awarded and anticipated unfavorable judgments of $895
million, of which $132 million is expected to be paid during the 1999-2000
fiscal year.
Adverse developments in the proceedings described below, other proceedings
for which there are unanticipated, unfavorable and material judgments, or the
initiation of new proceedings could affect the ability of the State to maintain
a balanced 1999-2000 Financial Plan. The State believes that the 1999-2000
Financial Plan includes sufficient reserves to offset the costs associated with
the payment of judgments that may be required during the 1999-2000 fiscal year.
These reserves include (but are not limited to) amounts appropriated for court
of claims payments and projected fund balances in the General Fund. In addition,
any amounts ultimately required to be paid by the State may be subject to
settlement or may be paid over a multi-year period. There can be no assurance,
however, that adverse decisions in legal proceedings against the State would not
exceed the amount of all potential 1999-2000 Financial Plan resources available
for the payment of judgments, and could therefore affect the ability of the
State to maintain a balanced 1999-2000 Financial Plan.
TAX LAW
In New York Association of Convenience Stores, et al. v. Urbach, et al.,
petitioners, New York Association of Convenience Stores, National Association of
Convenience Stores, M.W.S. Enterprises, Inc. and Sugarcreek Stores, Inc. are
seeking to compel respondents, the Commissioner of Taxation and Finance and the
Department of Taxation and Finance, to enforce sales and excise taxes imposed,
pursuant to Tax Law Articles 12-A, 20 and 28, on tobacco products and motor fuel
sold to non-Indian consumers on Indian reservations. In orders dated August 13,
1996 and August 24, 1996, the Supreme Court, Albany County, ordered, inter alia,
that there be equal implementation and enforcement of said taxes for sales to
non-Indian consumers on and off Indian reservations, and further ordered that,
if respondents failed to comply within 120 days, no tobacco products or motor
fuel could be introduced onto Indian reservations other than for Indian
consumption or, alternately, the collection and enforcement of such taxes would
be suspended statewide. Respondents appealed to the Appellate Division, Third
Department, and invoked CPLR 5519(a)(1), which provides that the taking of the
appeal stayed all proceedings to enforce the orders pending the appeal.
Petitioners' motion to vacate the stay was denied. In a decision entered May 8,
1997, the Third Department modified the orders by deleting the portion thereof
that provided for the statewide suspension of the enforcement and collection of
the sales and excise taxes on motor fuel and tobacco products. The Third
Department held, inter alia, that petitioners had not sought such relief in
their petition and that it was an error for the Supreme Court to have awarded
such undemanded relief without adequate notice of its intent to do so. On May
22, 1997, respondents appealed to the Court of Appeals on other grounds, and
again invoked the statutory stay. On October 23, 1997, the Court of Appeals
granted petitioners' motion for leave to cross appeal from the portion of the
Third Department's decision that deleted the statewide suspension of the
enforcement and collection of the sales and excise taxes on motor fuel and
tobacco. On July 9, 1998, the New York Court of Appeals reversed the order of
the Appellate Division, Third Department, and remanded the matter to the Supreme
Court, Albany County, for further proceedings. The Court held that the
petitioners had standing to assert an equal protection claim, but that their
claim did not implicate racial discrimination. The Court remanded the case to
Supreme Court, Albany County, for resolution of the question of whether there
was a rational basis for the Tax Department's policy of non-enforcement of the
sales and excise taxes on reservation sales of cigarettes and motor fuel to
non-Indians. In a footnote, the Court stated that, in view of its disposition of
the case, petitioners' cross-appeal regarding the statewide suspension of the
taxes is "academic." By decision and judgment dated July 9, 1999, the Supreme
Court, Albany County, granted judgment dismissing the petition. The time in
which to appeal the July 9, 1999 decision and judgment has not yet expired.
LINE ITEM VETO
In an action commenced in June 1998 by the Speaker of the Assembly of the
State of New York against the Governor of the State of New York (Silver v.
Pataki, Supreme Court, New York County), the Speaker challenges the Governor's
application of his constitutional line item veto authority to certain portions
of budget bills adopted by the State Legislature contained in Chapters 56, 57
and 58 of the Laws of 1998. On July 10, 1998, the State filed a motion to
dismiss this action. By order entered January 7, 1999, the Court denied the
State's motion to dismiss. On January 27, 1999, the State appealed that order.
On April 27, 1999, the Appellate Division, First Department, held that the
State's automatic stay of litigation pending the resolution of the appeal would
be vacated unless the State perfected its appeal for the Court's September 1999
appellate term. The State perfected its appeal on July 12, 1999.
MEDICAID
Several cases challenge provisions of Chapter 81 of the Laws of 1995 which
alter the nursing home Medicaid reimbursement methodology on and after April 1,
1995. Included are New York State Health Facilities Association, et al. v.
DeBuono, et al., St. Luke's Nursing Center, et al. v. DeBuono, et al., New York
Association of Homes and Services for the Aging v. DeBuono et al. (three cases),
Healthcare Association of New York State v. DeBuono and Bayberry Nursing Home et
al. v. Pataki, et al. Plaintiffs allege that the changes in methodology have
been adopted in violation of procedural and substantive requirements of State
and federal law.
In a consolidated action commenced in 1992, Medicaid recipients and home
health care providers and organizations challenge promulgation by the State
Department of Social Services (DSS) in June 1992 of a home assessment resource
review instrument (HARRI), which is to be used by DSS to determine eligibility
for and the nature of home care services for Medicaid recipients, and challenge
the policy of DSS of limiting reimbursable hours of service until a patient is
assessed using the HARRI (Dowd, et al. v. Bane, Supreme Court, New York County).
In a related case, Rodriguez v. DeBuono, on April 19, 1999, the United States
District Court for the Southern District of New York enjoined the State's use of
task based assessment, which is similar to the HARRI, unless the State assesses
safety monitoring as a separate task based assessment, on the grounds that its
use without such additional assessment violated federal Medicaid law and the
Americans with Disabilities Act. The State appealed from the April 19, 1999
order and on July 12, 1999 argued the appeal before the Second Circuit.
In several cases, plaintiffs seek retroactive claims for reimbursement for
services provided to Medicaid recipients who were also eligible for Medicare
during the period January 1, 1987 to June 2, 1992. Included are Matter of New
York State Radiological Society v. Wing, Appel v. Wing, E.F.S. Medical Supplies
v. Dowling, Kellogg v. Wing, Lifshitz v. Wing, New York State Podiatric Medical
Association v. Wing and New York State Psychiatric Association v. Wing. These
cases were commenced after the State's reimbursement methodology was held
invalid in New York City Health and Hospital Corp. v. Perales. The State
contends that these claims are time-barred. In a judgment dated September 5,
1996, the Supreme Court, Albany County, dismissed Matter of New York State
Radiological Society v. Wing as time-barred. By order dated November 26, 1997,
the Appellate Division, Third Department, affirmed that judgment. By decision
dated June 9, 1998, the Court of Appeals denied leave to appeal. In a decision
entered December 15, 1998, the Appellate Division, First Department, dismissed
the remaining cases in accordance with the result in Matter of New York State
Radiological Society v. Wing. By decision dated July 8, 1999, the Court of
Appeals denied leave to appeal.
Several cases, including Port Jefferson Health Care Facility, et al. v.
Wing (Supreme Court, Suffolk County), challenge the constitutionality of Public
Health Law ss.2807-d, which imposes a tax on the gross receipts hospitals and
residential health care facilities receive from all patient care services.
Plaintiffs allege that the tax assessments were not uniformly applied, in
violation of federal regulations. In a decision dated June 30, 1997, the Court
held that the 1.2% and 3.8% assessments on gross receipts imposed pursuant to
Public Health Law ss.ss. 2807-d(2)(b)(ii) and 2807-d(2)(b)(iii), respectively,
are unconstitutional. An order entered August 27, 1997 enforced the terms of the
decision. The State appealed that order. By decision and order dated August 31,
1998, the Appellate Division, Second Department, affirmed that order. On
September 30, 1998, the State moved for re-argument or, in the alternative, for
a certified question for the Court of Appeals to review. By order dated January
7, 1999, the motion was denied. A final order was entered in Supreme Court on
January 26, 1999. On February 23, 1999, the State appealed that order to the
Court of Appeals. The case is scheduled to be argued on October 20, 1999.
In Dental Society, et al. v. Pataki, et al. (United States District Court,
Northern District of New York, commenced February 2, 1999), plaintiffs challenge
the State's reimbursement rates for dental care provided under the State's
dental Medicaid program. Plaintiffs claim that the State's Medicaid fee schedule
violates Title XIX of the Social Security Act (42 U.S.C. ss. 1396a et seq.) and
the federal and State Constitutions. On June 25, 1999, the State filed its
answer.
SHELTER ALLOWANCE
In an action commenced in March 1987 against State and New York City
officials (Jiggetts, et al. v. Bane, et al., Supreme Court, New York County),
plaintiffs allege that the shelter allowance granted to recipients of public
assistance is not adequate for proper housing. In a decision dated April 16,
1997, the Court held that the shelter allowance promulgated by the Legislature
and enforced through the State Department of Social Services regulations is not
reasonably related to the cost of rental housing in New York City and results in
homelessness to families in New York City. A judgment was entered on July 25,
1997, directing, inter alia, that the State (i) submit a proposed schedule of
shelter allowances (for the Aid to Dependent Children program and any successor
program) that bears a reasonable relation to the cost of housing in New York
City; and (ii) compel the New York City Department of Social Services to pay
plaintiffs a monthly shelter allowance in the full amount of their contract
rents, provided they continue to meet the eligibility requirements for public
assistance, until such time as a lawful shelter allowance is implemented, and
provide interim relief to other eligible recipients of Aid to Dependent Children
under the interim relief system established in this case. The State appealed to
the Appellate Division, First Department from each and every provision of this
judgment except that portion directing the continued provision of interim
relief. By decision and order dated May 6, 1999, the Appellate Division, First
Department, affirmed the July 25, 1997 judgment. By order dated July 8, 1999,
the Appellate Division denied the State's motion for leave to appeal to the
Court of Appeals from the May 6, 1999 decision and order. The State's motion for
leave to appeal to the Court of Appeals is pending in that court.
REAL PROPERTY CLAIMS
On March 4, 1985 in Oneida Indian Nation of New York, et al. v. County of
Oneida, the United States Supreme Court affirmed a judgment of the United States
Court of Appeals for the Second Circuit holding that the Oneida Indians have a
common-law right of action against Madison and Oneida Counties for wrongful
possession of 872 acres of land illegally sold to the State in 1795. At the same
time, however, the Court reversed the Second Circuit by holding that a
third-party claim by the counties against the State for indemnification was not
properly before the federal courts. The case was remanded to the District Court
for an assessment of damages, which action is still pending. The counties may
still seek indemnification in the State courts.
In 1998, the United States filed a complaint in intervention in Oneida
Indian Nation of New York. In December 1998, both the United States and the
tribal plaintiffs moved for leave to amend their complaints to assert claims for
250,000 acres, to add the State as a defendant, and to certify a class made up
of all individuals who currently purport to hold title within said 250,000 acre
area. These motions were argued March 29, 1999 and are still awaiting
determination. The District Court has not yet rendered a decision. By order
dated February 24, 1999, the District Court appointed a federal settlement
master. A conference scheduled by the District Court for May 26, 1999 to address
the administration of this case has been adjourned indefinitely.
Several other actions involving Indian claims to land in upstate New York
are also pending. Included are Cayuga Indian Nation of New York v. Cuomo, et
al., and Canadian St. Regis Band of Mohawk Indians, et al. v. State of New York,
et al., both in the United States District Court for the Northern District of
New York. The Supreme Court's holding in Oneida Indian Nation of New York may
impair or eliminate certain of the State's defenses to these actions, but may
enhance others. In the Cayuga Indian Nation of New York case, by order dated
March 29, 1999, the United States District Court for the Northern District of
New York appointed a federal settlement master. In June 1999, the federal
government moved to have the State held jointly and severally liable for any
damages owed to the plaintiffs. This motion was argued before the District Court
on July 8, 1999. The damages phase of the trial of this case is scheduled to
begin on December 1, 1999. In the Canadian St. Regis Band of Mohawk Indians
case, the United States District Court for the Northern District of New York has
directed the parties to rebrief outstanding motions to dismiss brought by the
defendants. The State filed its brief on July 1, 1999. The motions are scheduled
for argument on September 21, 1999.
CIVIL RIGHTS CLAIMS
In an action commenced in 1980 (United States, et al. v. Yonkers Board of
Education, et al.), the United States District Court for the Southern District
of New York found, in 1985, that Yonkers and its public schools were
intentionally segregated. In 1986, the District Court ordered Yonkers to develop
and comply with a remedial educational improvement plan (EIP I). On January 19,
1989, the District Court granted motions by Yonkers and the NAACP to add the
State Education Department, the Yonkers Board of Education, and the State Urban
Development Corporation as defendants, based on allegations that they had
participated in the perpetuation of the segregated school system. On August 30,
1993, the District Court found that vestiges of a dual school system continued
to exist in Yonkers. On March 27, 1995, the District Court made factual findings
regarding the role of the State and the other State defendants (the State) in
connection with the creation and maintenance of the dual school system, but
found no legal basis for imposing liability. On September 3, 1996, the United
States Court of Appeals for the Second Circuit, based on the District Court's
factual findings, held the State defendants liable under 42 USC ss.1983 and the
Equal Educational Opportunity Act, 20 USC ss.ss.1701, et seq., for the unlawful
dual school system, because the State, inter alia, had taken no action to force
the school district to desegregate despite its actual or constructive knowledge
of de jure segregation. By order dated October 8, 1997, the District Court held
that vestiges of the prior segregated school system continued to exist and that,
based on the State's conduct in creating and maintaining that system, the State
is liable for eliminating segregation and its vestiges in Yonkers and must fund
a remedy to accomplish that goal. Yonkers presented a proposed educational
improvement plan (EIP II) to eradicate these vestiges of segregation. The
October 8, 1997 order of the District Court ordered that EIP II be implemented
and directed that, within 10 days of the entry of the order, the State make
available to Yonkers $450,000 to support planning activities to prepare the EIP
II budget for 1998-99 and the accompanying capital facilities plan. A final
judgment to implement EIP II was entered on October 14, 1997. On November 7,
1997, the State appealed that judgment to the Second Circuit. The appeal is
pending. Additionally, the Court adopted a requirement that the State pay to
Yonkers approximately $9.85 million as its pro rata share of the funding of EIP
I for the 1996-97 school year. The requirement for State funding of EIP I was
reduced to an order on December 2, 1997 and reduced to a judgment on February
10, 1998. The State appealed that order to the Second Circuit on December 31,
1997 and amended the notice of appeal after entry of the judgment. By decision
dated June 22, 1999, as discussed below, the Second Circuit affirmed the
District Court's order requiring the State to pay one-half of the cost of EIP I
for the 1996-97 school year and remanded the case to the District Court for
further proceedings consistent with its decision.
On June 15, 1998, the District Court issued an opinion setting forth the
formula for the allocation of the costs of EIP I and EIP II between the State
and the City for the school years 1997-98 through 2005-06. That opinion was
reduced to an order on July 27, 1998. The order directed the State to pay $37.5
million by August 1, 1998 for estimated EIP costs for the 1997-98 school year.
The State made this payment, as directed. On August 24, 1998, the State appealed
that order to the Second Circuit. The city of Yonkers and the Yonkers Board of
Education cross appealed to the Second Circuit from that order. By stipulation
of the parties approved by the Second Circuit on November 19, 1998, the appeals
from the July 27, 1998 order were withdrawn without prejudice to reinstatement
upon determination of the State's appeal of the October 14, 1997 judgment
discussed above.
On April 15, 1999, the District Court issued two additional orders. The
first order directed the State to pay to Yonkers an additional $11.3 million by
May 1, 1999, as the State's remaining share of EIP costs for the 1997-98 school
year. The second order directed the State to pay to Yonkers $69.1 million as its
share of the estimated EIP costs for the 1998-99 school year. The State made
both payments on April 30, 1999.
In a decision dated June 22, 1999, the Second Circuit found no basis for
the District Court's findings that vestiges of a dual system continued to exist
in Yonkers and reversed the order directing the implementation of EIP II. The
Second Circuit also affirmed the District Court's order requiring the State to
pay one-half of the cost of EIP I for the 1996-97 school year and remanded the
case to the District Court for further proceedings consistent with its decision.
On July 2, 1999 the NAACP filed a petition for rehearing of the June 22, 1999
decision before the Second Circuit, en banc. The State has joined in the City of
Yonker's motion to stay further implementation of EIP II pending the decision on
the petition for rehearing. By order dated August 5, 1999, the Second Circuit
granted the motion staying further implementation of EIP II pending appeal.
On July 27, 1999, the City of Yonkers moved in the District Court to
modify the July 27, 1998 order to require the State to make payments for EIP
expenses each month from July 1999 through April 2000 of $9.22 million per month
instead of paying $92.2 million by May 1, 2000. By memorandum and order dated
July 29, 1999, the District Court denied this motion.
<PAGE>
APPENDIX D
Set forth below, as to each share class of each Fund, as applicable, are
those shareholders of record known by each Fund to own 5% or more of a class of
shares of the Fund.
Dreyfus Cash Management
Institutional Shares: (1) Boston & Co., Three Mellon Bank Center,
Pittsburgh, PA 15259 (26.16%); (2) Chase Mellon Shareholder Services,
Re-Org. Dept., Chicago, IL 60690 (5.80%); (3) Laba & Co., c/o La Salle
National Bank, PO Box 1443, Chicago, IL 60690-1443 (5.46 %); and (4) Hare &
Co., New York, NY 10005 (5.40%).
Administrative Shares: (1) Boston & Co., Three Mellon Bank Center,
Pittsburgh, PA 15259 (54.40%); (2) Treasurer of the State of Arkansas, 220
State Capitol, Little Rock, AR 72201-1059 (Regular Account-26.69%) (Money
Management Trust Fund - 5.61%); (3) City of Detroit Finance
Department-Debt Management, FAO City of Detroit, 1210 City-County
Building, Detroit, MI 48226 (7.16%).
Investor Shares: (1) Boston & Co., Pittsburgh, PA 15259 (20.39%); (2)
Mellon Bank, AIS PL In-Process Account, Three Mellon Bank Ctr, Rm 153-2502,
Pittsburgh, PA 15259 (Account #1- 18.75%) (Account #2 - 13.87%); and (3)
Laba & Co., c/o Lasalle National Bank, Chicago, IL 60690 (6.50%).
Participant Shares: (1) Saturn & Co., c/o Investors Bank & Trust Company,
PO Box 9130, Boston, MA 02117-9130 (60.54%); (2) Chase Mellon Shareholder
Services, Ridgefield Park, NJ 07660 (Siemens #4 - 20.49%; Siemens #2 -
13.65%; Siemens #5 - 11.57%; Siemens - 9.11%); and (3) Laba & Co., c/o
LaSalle National Bank, Chicago, IL 60690 (7.69%).
Dreyfus Cash Management Plus, Inc.
Institutional Shares: (1) Boston & Co., Three Mellon Bank Center,
Pittsburgh, PA 15259 (17.22%); and (2) MAC & Co. Mutual Fund Operations,
Pittsburgh, PA 15230 (10.19%).
Administrative Shares: (1) Baptist/St.Vincent Health System, Attn: William
N Kliessner, 800 Prudential Dr, Jacksonville, FL 32207-8203 (27.90%); (2)
Boston & Co., Pittsburgh, PA 15259 (26.44%); (3) Denver Nuggets Limited,
Denver, CO 80204 (14.42%); and (4) Raymond Thomason Jr., Fort Worth, TX
76120 (12.57%).
Investor Shares: (1) Hare & Co., c/o The Bank of New York, New York, NY
10005 (10.16%); (2) CNS Distributors, Reconciliation Dept., San Francisco,
CA 94119 (5.97%); (3) DATA Channel, 600 108th Avenue, Bellevue, WA 98004
(5.55%); and (4) Northern Trust Company, Outboard Marine Corp., Chicago IL
60675 (5.33%).
Participant Shares: (1) Republic Bank of California NA, Investment Dept,
445 N Bedford Dr, Beverly Hills, CA 90210-4302 (59.07%); and (2) Pacific
Century Bank NA, Investment Services Division, Encino, CA 91436 (11.41%).
Dreyfus Government Cash Management
Institutional Shares: (1) Hare & Co., c/o Bank of New York, New York, NY
10005 (11.30%); (2) Bank of America Securities LLC, 600 Montgomery Street,
San Francisco, CA 94111 (9.76%); (3) Boston & Co., Three Mellon Bank
Center, Pittsburgh, PA 15259 (6.94%); and (4) Norwest Investment Services,
NorthStar East Building, Minneapolis, MN 55402 (5.58%).
Administrative Shares: (1) ISTCO, c/o Magna Trust Co, One S Church St, Fl
5, Belleville, IL 62220-2237 (80.03%); and (2) Arkansas School Board
Assoc., Workers Comp. Acct., 808 Dr. M.L. King Jr. Drive, Little Rock, AR
72202 (Risk Mgmt. Acct. - 9.62%)(General Fund - 6.38%).
Investor Shares: (1) Bank of America Securities LLC, 600 Montgomery Street,
San Francisco, CA 94111 (16.55%); (2) Hare & Co, c/o Bank of New York, One
Wall St, Fl 2, New York, NY 10005-2501 (14.27%); and (3) Mellon Bank, AIS
Pl In-Process Account, Three Mellon Bank Center, Pittsburgh, PA 15259 (#1 -
9.08%)(#2 - 8.59%).
Participant Shares: (1) Columbia River Bank, 316 East 3rd Street, The
Dalles, OR 97058 (34.71%); (2) Pacific Century Bank NA, Investment Services
Division, 16030 Ventura Blvd., Encino, CA 91436 (9.91%); and (3) Baita
International LLC, 1601 Market Street, Philadelphia, PA 19103 (6.28%).
Dreyfus Government Prime Cash Management
Institutional Shares: (1) Bank of America Securities LLC, 600 Montgomery
St, San Francisco, CA 94111-2702 (45.43%); (2) National City Investments
Capital Inc, Attn: Institutional Operations, 1965 E 6th St, Cleveland, OH
44114-2214 (24.98%); and (3) Boston & Co., three Mellon Bank Center,
Pittsburgh, PA 15259 (Regular Account - 15.29%)(Mutual Fund Operations
Account- 6.24%).
Administrative Shares: (1) Ronald L. Perkins & Carol Bruce TTEES (Dec. of
Trust), 130 Forest Lane, Menlo Park, CA 94024 (46.91%); (2) Landers Family
Limited Partner, Landers Management LLC General Partner, 5812 Highway 5,
Benton, AR 72015-6716 (24.98%); and (3) Association of Arkansas Counties,
314 S Victory St, Little Rock, AR 72201-1832 (Risk Management Fund -
8.21%)(Workers Comp. Fund - 7.82%)(Regular Account - 7.77%).
Investor Shares: (1) Hudson Valley Bank, 21 Scarsdale Rd, Yonkers, NY
10707-3204 (59.89%); and (2) Stifel Nicolaus & Co Inc for the Exclusive
Benefit of Customers, 500 N. Broadway, Saint Louis, MO 63102-2110 (23.14%).
Participant Shares: (1) Republic Bank of California NA, Investment Dept,
445 N. Bedford Dr., Beverly Hills, CA 90210-4302 (89.42%).
Dreyfus Treasury Cash Management
Institutional Shares: (1) Boston & Co, Three Mellon Bank Center,
Pittsburgh, PA 15259 (Account #1-27.65%) (Account #2-9.56%); (2) Laba &
Company, c/o Lasalle National Bank, PO Box 1443, Chicago, IL 60690-1443
(14.07%); and (3) Chase Manhattan Bank NA GSS AS AGT, Attn: Income
Services, Four New York Plaza, New York, NY 10004-2413 (9.94%).
Administrative Shares: (1) Bank of America Securities LLC, 600 Montgomery
St, San Francisco, CA 94111-2702 (62.27%); (2) ATI Creditor Trust
Avoidance Claims Recovery Account, 553 Griswold St, Detroit, MI 48226
(13.49%); (3) Roosth Rentals, PO Box 2019, Tyler, TX 75710-2019 (10.42%);
(4) Sam Roosth Heirs, PO Box 2019, Tyler, TX 75710-2019 (6.96%); and (5)
Ralph Spence Oil Company, Inc., 813 1st Pl, Tyler, TX 75702-5745 (5.19%).
Investor Shares: (1) Mellon Bank, AIS Pt In-Process Account, Invest
PRDTS-Theresa Wojiczak-East, Three Mellon Bank Ctr, Rm 153-2502,
Pittsburgh, PA 15259 (Account #1 - 34.23%)(Account #2 - 9.66%); (2) Harris
Trust & Savings Bank, Attn: Mutual Fund Unit, 111 W Monroe St, Chicago, IL
60603-4004 (12.77%); and (3) Zions First National Bank, Attn: Trust Dept,
PO Box 30880, Salt Lake City, UT 84130-0880 (5.78%).
Participant Shares: (1) Wachovia Bank NA, PO Box 3073, 301 North Main St,
Mc Nc-31057, Winston Salem, NC 27150 (43.57%); (2) Zions First National
Bank, Attn: Trust Operations Dept, 30880, Salt Lake City, UT 84130
(33.79%); (3) Saturn & Co., Investors Bank & Trust Co., P.O. Box 9130,
Boston, MA 02117 (12.84%); and (4) Keeling Company, P.O. Box 15310, North
Little Rock, AR 72231 (5.00%).
Dreyfus Treasury Prime Cash Management
Institutional Shares: (1) Allen & Co. Inc., 711 5th Ave, Fl 8, New York, NY
10022-3109 (11.96%); and (2) Osprey & Co., c/o Maine Bank & Trust Co., P.O.
Box 17510, Portland, ME 04112 (6.00%).
Administrative Shares: (1) Chinyol YI TTEE, Chinyol & Donna Family Trust
DTD 5/24/95, 140 Irvine Cove Cir, Laguna Beach, CA 92651-1041 (34.02%); (2)
Sabine Valley MHMR Center, PO Box 6800, Longview, TX 75608-6800 (26.56%);
(3) Louis H Welch & Michu Y Welch TTEES, Louis & Michu Welch Family Trust,
49 Belcourt Drive, Newport Beach, CA 92660-4214 (23.76%); and (4) Kankakee
BanCorp Inc., Attn: Ron Walters, 310 S Schuyler Ave., Kankakee, IL
60901-3812 (9.59%).
Investor Shares: (1) Harris Trust & Savings Bank, Attn: Mutual Fund Unit,
111 W. Monroe St, Chicago, IL 60603-4004 (25.78%); (2) For Exclusive
Benefit of Customers of FBS Investment Services, Inc., 100 S 5th St,
Minneapolis, MN 55402-1210 (24.71%); (3) First Security Bank of Utah, 5416
Amelia Earhart Drive, Salt Lake City, UT 84125 (15.36%); and (4) Saturn &
Co, c/o Investors Bank & Trust Company, PO Box 9130, Boston, MA 02117-9130
(7.76%).
Participant Shares: (1) Saturn & Co, c/o Investors Bank & Trust Company,
Mail Code FPG 90, PO Box 9130, Boston, MA 02117-9130 (46.69%); and (2)
Republic Bank California NA, Investment Dept, 445 N Bedford Dr, Beverly
Hills, CA 90210-4302 (36.90%).
Dreyfus Municipal Cash Management Plus
Institutional Shares: (1) Norwest Investment Services, Northstar East Bldg,
608 2nd Ave S, Minneapolis, MN 55402-1916 (16.50%); (2) Chemical Bank Corp
Trust, Attn: Daniel Mahoney, 450 W. 33rd St, New York, NY 10001-2603
(9.96%); (3) Banc One Capital Corporation, 1717 Main St, Dallas, TX
75201-4605 (9.68%); (4) Comerica Bank, Mutual Fund Operations, PO Box
650282, Dallas, TX 75265-0282 (9.15%); (5) Comerica Bank, Attn: Fixed
Income, 201 W. Fort St., Fl 3, Detroit, MI 48226-3230 (8.87%); (6) Donald
R. Bechen, 8000 NE Parkway Drive,, Vancouver, WA 98662 (5.49%); and (7)
Zions First National Bank, Capital Markets Group, 1 South Main Street, Salt
Lake City, UT 84111 (5.29%).
Administrative Shares: (1) The Trotwood Corporation, 200 Park Avenue, New
York, NY 10166 (99.95%).
Investor Shares: (1) Hare & Co, c/o Bank of New York, One Wall St, Fl 2,
New York, NY 10005-2501 (30.23%); (2) Elixir Industries, 17925 S. Broadway,
Gardenia, CA 90248 (15.62%); (3) Joseph A. Fielden Inc., PO Box 3278,
Knoxville, TN 37927 (12.12%); (4) For Exclusive Benefit of Customers of FBS
Investment Services Inc, 100 S 5th St, Minneapolis, MN 55402-1210 (12.10%);
(5) NBD Bank, NA, 1 Indiana Square, Indianapolis, IN 46266; (6) Suntrust
Equitable Securities, 303 Peachtree Street NE, Atlanta, GA 30308 (5.28%);
and (7) CNS Distributors, Inc., Reconciliation Dept., PO Box 190428, San
Francisco, CA 94119 (5.27%).
Participant Shares: (1) The Trotwood Corporation, 200 Park Avenue, New
York, NY 10166 (99.95%).
Dreyfus Tax Exempt Cash Management
Institutional Shares: (1) Bank of America Securities LLC, Money Market
Funds Omnibus, 600 Montgomery St, San Francisco, CA 94111-2702 (13.97%);
and (2) Wells Fargo Bank NA, Fund Operations, 525 Market St, San Francisco,
CA 94105-2708 (5.82%).
Administrative Shares: (1) John R Rines & Katherine D Rines JT WROS, 55
Scenic Oaks, Bloomfield Hills, MI 48304 (99.19%).
Investor Shares: (1) Wachovia Bank NA, PO Box 3073, 301 N Main St, Winston
Salem, NC 27150 (29.47%); (2) Hare & Co., c/o Bank of New York, 1 Wall
Street, New York, NY 10005 (20.55%); (3) Mellon Bank, Three Mellon Bank
Center, Pittsburgh, PA 15259 (Account #1 - 13.56%)(Account #2 - 9.36%); (4)
Saturn & Co, c/o Investors Bank & Trust Company, PO Box 9130, Boston, MA
02117-9130 (9.35%); and (5) Norma F. Kline, 1350 Connecticut Avenue,
Washington, DC 20036 (5.66%).
Participant Shares: (1) Saturn & Co, c/o Investors Bank & Trust Company, PO
Box 9130, Boston, MA 02117-9130 (100%).
Dreyfus New York Municipal Cash Management
Institutional Shares: (1) Bank of America Securities LLC, Money Market
Funds Omnibus, 600 Montgomery St, San Francisco, CA 94111-2702 (13.21%).
Administrative Shares: (1) The Trotwood Corporation, 200 Park Avenue, New
York, NY 10166 (99.95%).
Investor Shares: (1) Ronald M. Weiss & Helene A. Weiss JT TEN, 950 Park
Ave, New York, NY 10028-0320 (50.88%); (2) Hudson Valley Bank, Attn: Trust
Dept, 21 Scarsdale Rd, Yonkers, NY 10707-3204 (26.43%); and (3) Bell Canto
Fancy Foods Ltd., 555 Second Avenue, New York, NY 10016 (7.93%).
Participant Shares: (1) Milton Sokol & Co Inc, 92 Warren St, New York, NY
10007-1004 (67.60%); and (2) Carolyn Lundgren, 84 Lynbrook Ave, Pt Lookout,
NY 11569 (27.12%).
DREYFUS MUNICIPAL CASH MANAGEMENT PLUS
PART C. OTHER INFORMATION
------------------------------
Item 23. Exhibits - List
- ------- ---------------
(a) Registrant's Amended and Restated Agreement and Declaration of Trust
is incorporated by reference to Exhibit (1) of Post-Effective
Amendment No. 5 to the Registration Statement on Form N-1A, filed on
September 30, 1993.
(b) Registrant's By-Laws, as amended.
(d) Management Agreement is incorporated by reference to Exhibit (5) of
Post-Effective Amendment No. 7 to the Registration Statement on Form
N-1A, filed on February 28, 1995.
(e) Form of Distribution Agreement and Forms of Service Agreement.
(g)(1) Custody Agreement is incorporated by reference to Exhibit (8)(a) of
Post-Effective Amendment No. 9 to the Registration Statement on Form
N-1A, filed on October 25, 1995.
(g)(2) Sub-Custodian Agreement is incorporated by reference to Exhibit
(8)(b) of Post-Effective Amendment No. 9 to the Registration
Statement on Form N-1A, filed on October 25, 1995.
(h) Shareholder Services Plan is incorporated by reference to Exhibit
(9) of Post-Effective Amendment No. 12 to the Registration Statement
on Form N-1A, filed on September 20, 1996.
(i) Opinion and consent of Registrant's counsel is incorporated by
reference to Exhibit (10) of Post-Effective Amendment No. 9 to the
Registration Statement on Form N-1A, filed on October 25, 1995.
(j) Consent of Independent Auditors.
(m) Rule 12b-1 Service Plan, as amended.
(o) Rule 18f-3 Plan is incorporated by reference to Exhibit (18) of
Post-Effective Amendment No. 12 to the Registration Statement on
Form N-1A, filed on September 20, 1996.
Other Exhibits
(a) Powers of Attorney of Board Members and certain Fund
officers.
(b) Certificate of Secretary.
Item 24. Persons Controlled by or under Common Control with Registrant
- ------- -------------------------------------------------------------
Not Applicable
Item 25. Indemnification
Reference is made to Articles EIGHT of the Registrant's Amended and
Restated Agreement and Declaration of Trust previously filed as Exhibit
1 to Post-Effective Amendment No. 5 to the Registration Statement on
From N-1A on September 30, 1993. The application of these provisions is
limited by Article 10 of the Registrant's By-Laws, as amended, filed as
Exhibit 2 to this Post-Effective Amendment No. 19; and by the following
undertaking set forth in the rules promulgated by the Securities and
Exchange commission: Insofar as indemnification for liabilities arising
under the Securities Act of 1933 may be permitted to trustees, officers
and controlling persons of the registrant pursuant to the foregoing
provisions, or otherwise, the registrant has been advised that in the
opinion of the Securities and Exchange Commission such indemnification
is against public policy as expressed in such Act and is, therefore,
unenforceable.
In the event that a claim for indemnification against such liabilities
(other than the payment by the registrant of expenses incurred or paid
by a trustee, officer or controlling person of the registrant in the
successful defense of any action, suit or proceeding) is asserted by
such trustee, officer or controlling person in connection with the
securities being registered, the registrant will, unless in the opinion
of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in such Act
and will be governed by the final adjudication of such issue.
Reference is also made to the Form of Distribution Agreement filed as
Exhibit (6) of this Post-Effective Amendment No. 19.
Item 26. Business and Other Connections of Investment Adviser
- ------- ----------------------------------------------------
The Dreyfus Corporation ("Dreyfus") and subsidiary companies comprise a
financial service organization whose business consists primarily of
providing investment management services as the investment adviser,
manager and distributor for sponsored investment companies registered
under the Investment Company Act of 1940 and as an investment adviser
to institutional and individual accounts. Dreyfus also serves as
sub-investment adviser to and/or administrator of other investment
companies. Dreyfus Service Corporation, a wholly-owned subsidiary of
Dreyfus, serves primarily as distributor of shares of investment
companies sponsored by Dreyfus and of other investment companies for
which Dreyfus acts as investment adviser, sub-investment adviser or
administrator. Dreyfus Investment Advisors, Inc., another wholly-owned
subsidiary, provides investment management services to various pension
plans, institutions and individuals.
<TABLE>
<CAPTION>
<S> <C> <C> <C>
ITEM 26. Business and Other Connections of Investment Adviser (continued)
- ----------------------------------------------------------------------------------
Officers and Directors of Investment Adviser
Name and Position
With Dreyfus Other Businesses Position Held Dates
CHRISTOPHER M. CONDRON Franklin Portfolio Associates, Director 1/97 - Present
Chairman of the Board and LLC*
Chief Executive Officer
TBCAM Holdings, Inc.* Director 10/97 - Present
President 10/97 - 6/98
Chairman 10/97 - 6/98
The Boston Company Director 1/98 - Present
Asset Management, LLC* Chairman 1/98 - 6/98
President 1/98 - 6/98
The Boston Company President 9/95 - 1/98
Asset Management, Inc.* Chairman 4/95 - 1/98
Director 4/95 - 1/98
Franklin Portfolio Holdings, Inc.* Director 1/97 - Present
Certus Asset Advisors Corp.** Director 6/95 - Present
Mellon Capital Management Director 5/95 - Present
Corporation***
Mellon Bond Associates, LLP+ Executive Committee 1/98 - Present
Member
Mellon Bond Associates+ Trustee 5/95 - 1/98
Mellon Equity Associates, LLP+ Executive Committee 1/98 - Present
Member
Mellon Equity Associates+ Trustee 5/95 - 1/98
Boston Safe Advisors, Inc.* Director 5/95 - Present
President 5/95 - Present
Mellon Bank, N.A. + Director 1/99 - Present
Chief Operating Officer 3/98 - Present
President 3/98 - Present
Vice Chairman 11/94 - 3/98
Mellon Financial Corporation+ Chief Operating Officer 1/99 - Present
President 1/99 - Present
Director 1/98 - Present
Vice Chairman 11/94 - 1/99
Founders Asset Management, Chairman 12/97 - Present
LLC**** Director 12/97 - Present
The Boston Company, Inc.* Vice Chairman 1/94 - Present
Director 5/93 - Present
Laurel Capital Advisors, LLP+ Executive Committee 1/98 - 8/98
Member
Laurel Capital Advisors+ Trustee 10/93 - 1/98
Boston Safe Deposit and Trust Director 5/93 - Present
Company*
The Boston Company Financial President 6/89 - 1/97
Strategies, Inc. * Director 6/89 - 1/97
MANDELL L. BERMAN Self-Employed Real Estate Consultant, 11/74 - Present
Director 29100 Northwestern Highway Residential Builder and
Suite 370 Private Investor
Southfield, MI 48034
BURTON C. BORGELT DeVlieg Bullard, Inc. Director 1/93 - Present
Director 1 Gorham Island
Westport, CT 06880
Mellon Financial Corporation+ Director 6/91 - Present
Mellon Bank, N.A. + Director 6/91 - Present
Dentsply International, Inc. Director 2/81 - Present
570 West College Avenue
York, PA
Quill Corporation Director 3/93 - Present
Lincolnshire, IL
STEPHEN E. CANTER Dreyfus Investment Chairman of the Board 1/97 - Present
President, Chief Operating Advisors, Inc.++ Director 5/95 - Present
Officer, Chief Investment President 5/95 - Present
Officer, and Director
Newton Management Limited Director 2/99 - Present
London, England
Mellon Bond Associates, LLP+ Executive Committee 1/99 - Present
Member
Mellon Equity Associates, LLP+ Executive Committee 1/99 - Present
Member
Franklin Portfolio Associates, Director 2/99 - Present
LLC*
Franklin Portfolio Holdings, Inc.* Director 2/99 - Present
The Boston Company Asset Director 2/99 - Present
Management, LLC*
TBCAM Holdings, Inc.* Director 2/99 - Present
Mellon Capital Management Director 1/99 - Present
Corporation***
Founders Asset Management, Member, Board of 12/97 - Present
LLC**** Managers
Acting Chief Executive 7/98 - 12/98
Officer
The Dreyfus Trust Company+++ Director 6/95 - Present
Chairman 1/99 - Present
President 1/99 - Present
Chief Executive Officer 1/99 - Present
THOMAS F. EGGERS Dreyfus Service Corporation++ Chief Executive Officer 3/00 - Present
Vice Chairman - Institutional and Chairman of the
And Director Board
Executive Vice President 4/96 - 3/00
Director 9/96 - Present
Founders Asset Management, Member, Board of 2/99 - Present
LLC**** Managers
Dreyfus Investment Advisors, Inc. Director 1/00 - Present
Dreyfus Service Organization, Director 3/99 - Present
Inc.++
Dreyfus Insurance Agency of Director 3/99 - Present
Massachusetts, Inc. +++
Dreyfus Brokerage Services, Inc. Director 11/97 - 6/98
401 North Maple Avenue
Beverly Hills, CA.
STEVEN G. ELLIOTT Mellon Financial Corporation+ Senior Vice Chairman 1/99 - Present
Director Chief Financial Officer 1/90 - Present
Vice Chairman 6/92 - 1/99
Treasurer 1/90 - 5/98
Mellon Bank, N.A.+ Senior Vice Chairman 3/98 - Present
Vice Chairman 6/92 - 3/98
Chief Financial Officer 1/90 - Present
Mellon EFT Services Corporation Director 10/98 - Present
Mellon Bank Center, 8th Floor
1735 Market Street
Philadelphia, PA 19103
Mellon Financial Services Director 1/96 - Present
Corporation #1 Vice President 1/96 - Present
Mellon Bank Center, 8th Floor
1735 Market Street
Philadelphia, PA 19103
Boston Group Holdings, Inc.* Vice President 5/93 - Present
APT Holdings Corporation Treasurer 12/87 - Present
Pike Creek Operations Center
4500 New Linden Hill Road
Wilmington, DE 19808
Allomon Corporation Director 12/87 - Present
Two Mellon Bank Center
Pittsburgh, PA 15259
Collection Services Corporation Controller 10/90 - 2/99
500 Grant Street Director 9/88 - 2/99
Pittsburgh, PA 15258 Vice President 9/88 - 2/99
Treasurer 9/88 - 2/99
Mellon Financial Company+ Principal Exec. Officer 1/88 - Present
Chief Executive Officer 8/87 - Present
Director 8/87 - Present
President 8/87 - Present
Mellon Overseas Investments Director 4/88 - Present
Corporation+
Mellon Financial Services Treasurer 12/87 - Present
Corporation # 5+
Mellon Financial Markets, Inc.+ Director 1/99 - Present
Mellon Financial Services Director 1/99 - Present
Corporation #17
Fort Lee, NJ
Mellon Mortgage Company Director 1/99 - Present
Houston, TX
Mellon Ventures, Inc. + Director 1/99 - Present
LAWRENCE S. KASH Dreyfus Investment Director 4/97 - 12/99
Vice Chairman Advisors, Inc.++
Dreyfus Brokerage Services, Inc. Chairman 11/97 - 2/99
401 North Maple Ave. Chief Executive Officer 11/97 - 2/98
Beverly Hills, CA
Dreyfus Service Corporation++ Director 1/95 - 2/99
President 9/96 - 3/99
Dreyfus Precious Metals, Inc.+++ Director 3/96 - 12/98
President 10/96 - 12/98
Dreyfus Service Director 12/94 - 3/99
Organization, Inc.++ President 1/97 - 3/99
Seven Six Seven Agency, Inc. ++ Director 1/97 - 4/99
Dreyfus Insurance Agency of Chairman 5/97 - 3/99
Massachusetts, Inc.++++ President 5/97 - 3/99
Director 5/97 - 3/99
The Dreyfus Trust Company+++ Chairman 1/97 - 1/99
President 2/97 - 1/99
Chief Executive Officer 2/97 - 1/99
Director 12/94 - Present
The Dreyfus Consumer Credit Chairman 5/97 - 6/99
Corporation++ President 5/97 - 6/99
Director 12/94 - 6/99
Founders Asset Management, Member, Board of 12/97 - 12/99
LLC**** Managers
The Boston Company Advisors, Chairman 12/95 - 1/99
Inc. Chief Executive Officer 12/95 - 1/99
Wilmington, DE President 12/95 - 1/99
The Boston Company, Inc.* Director 5/93 - 1/99
President 5/93 - 1/99
Mellon Bank, N.A.+ Executive Vice President 6/92 - Present
Laurel Capital Advisors, LLP+ Chairman 1/98 - 8/98
Executive Committee 1/98 - 8/98
Member
Chief Executive Officer 1/98 - 8/98
President 1/98 - 8/98
Laurel Capital Advisors, Inc. + Trustee 12/91 - 1/98
Chairman 9/93 - 1/98
President and CEO 12/91 - 1/98
Boston Group Holdings, Inc.* Director 5/93 - Present
President 5/93 - Present
Boston Safe Deposit & Trust Co.+ Director 6/93 - 1/99
Executive Vice President 6/93 - 4/98
MARTIN G. MCGUINN Mellon Financial Corporation+ Chairman 1/99 - Present
Director Chief Executive Officer 1/99 - Present
Director 1/98 - Present
Vice Chairman 1/90 - 1/99
Mellon Bank, N. A. + Chairman 3/98 - Present
Chief Executive Officer 3/98 - Present
Director 1/98 - Present
Vice Chairman 1/90 - 3/98
Mellon Leasing Corporation+ Vice Chairman 12/96 - Present
Mellon Bank (DE) National Director 4/89 - 12/98
Association
Wilmington, DE
Mellon Bank (MD) National Director 1/96 - 4/98
Association
Rockville, Maryland
J. DAVID OFFICER Dreyfus Service Corporation++ President 3/00 - Present
Vice Chairman Executive Vice President 5/98 - 3/00
And Director Director 3/99 - Present
Dreyfus Service Organization, Director 3/99 - Present
Inc.++
Dreyfus Insurance Agency of Director 5/98 - Present
Massachusetts, Inc.++++
Dreyfus Brokerage Services, Inc. Chairman 3/99 - Present
401 North Maple Avenue
Beverly Hills, CA
Seven Six Seven Agency, Inc.++ Director 10/98 - Present
Mellon Residential Funding Corp. + Director 4/97 - Present
Mellon Trust of Florida, N.A. Director 8/97 - Present
2875 Northeast 191st Street
North Miami Beach, FL 33180
Mellon Bank, NA+ Executive Vice President 7/96 - Present
The Boston Company, Inc.* Vice Chairman 1/97 - Present
Director 7/96 - Present
Mellon Preferred Capital Director 11/96 - 1/99
Corporation*
RECO, Inc.* President 11/96 - Present
Director 11/96 - Present
The Boston Company Financial President 8/96 - 6/99
Services, Inc.* Director 8/96 - 6/99
Boston Safe Deposit and Trust Director 7/96 - Present
Company* President 7/96 - 1/99
Mellon Trust of New York Director 6/96 - Present
1301 Avenue of the Americas
New York, NY 10019
Mellon Trust of California Director 6/96 - Present
400 South Hope Street
Suite 400
Los Angeles, CA 90071
Mellon United National Bank Director 3/98 - Present
1399 SW 1st Ave., Suite 400
Miami, Florida
Boston Group Holdings, Inc.* Director 12/97 - Present
Dreyfus Financial Services Corp. + Director 9/96 - Present
Dreyfus Investment Services Director 4/96 - Present
Corporation+
RICHARD W. SABO Founders Asset Management President 12/98 - Present
Director LLC**** Chief Executive Officer 12/98 - Present
Prudential Securities Senior Vice President 07/91 - 11/98
New York, NY Regional Director 07/91 - 11/98
RICHARD F. SYRON Thermo Electron President 6/99 - Present
Director 81 Wyman Street Chief Executive Officer 6/99 - Present
Waltham, MA 02454-9046
American Stock Exchange Chairman 4/94 - 6/99
86 Trinity Place Chief Executive Officer 4/94 - 6/99
New York, NY 10006
RONALD P. O'HANLEY Franklin Portfolio Holdings, Inc.* Director 3/97 - Present
Vice Chairman
Franklin Portfolio Associates, Director 3/97 - Present
LLC*
Boston Safe Deposit and Trust Executive Committee 1/99 - Present
Company* Member
Director 1/99 - Present
The Boston Company, Inc.* Executive Committee 1/99 - Present
Member 1/99 - Present
Director
Buck Consultants, Inc.++ Director 7/97 - Present
Newton Asset Management LTD Executive Committee 10/98 - Present
(UK) Member
London, England Director 10/98 - Present
Mellon Asset Management Non-Resident Director 11/98 - Present
(Japan) Co., LTD
Tokyo, Japan
TBCAM Holdings, Inc.* Director 10/97 - Present
The Boston Company Asset Director 1/98 - Present
Management, LLC*
Boston Safe Advisors, Inc.* Chairman 6/97 - Present
Director 2/97 - Present
Pareto Partners Partner Representative 5/97 - Present
271 Regent Street
London, England W1R 8PP
Mellon Capital Management Director 2/97 -Present
Corporation***
Certus Asset Advisors Corp.** Director 2/97 - Present
Mellon Bond Associates; LLP+ Trustee 1/98 - Present
Chairman 1/98 - Present
Mellon Equity Associates; LLP+ Trustee 1/98 - Present
Chairman 1/98 - Present
Mellon-France Corporation+ Director 3/97 - Present
Laurel Capital Advisors+ Trustee 3/97 - Present
STEPHEN R. BYERS Dreyfus Service Corporation++ Senior Vice President 3/00 - Present
Director of Investments and
Senior Vice President
Gruntal & Co., LLC Executive Vice President 5/97 - 11/99
New York, NY Partner 5/97 - 11/99
Executive Committee 5/97 - 11/99
Member
Board of Directors 5/97 - 11/99
Member
Treasurer 5/97 - 11/99
Chief Financial Officer 5/97 - 6/99
MARK N. JACOBS Dreyfus Investment Director 4/97 - Present
General Counsel, Advisors, Inc.++ Secretary 10/77 - 7/98
Vice President, and
Secretary The Dreyfus Trust Company+++ Director 3/96 - Present
The TruePenny Corporation++ President 10/98 - Present
Director 3/96 - Present
Dreyfus Service Director 3/97 - 3/99
Organization, Inc.++
WILLIAM H. MARESCA The Dreyfus Trust Company+++ Chief Financial Officer 3/99 - Present
Controller Treasurer 9/98 - Present
Director 3/97 - Present
Dreyfus Service Corporation++ Chief Financial Officer 12/98 - Present
Dreyfus Consumer Credit Corp. ++ Treasurer 10/98 - Present
Dreyfus Investment Treasurer 10/98 - Present
Advisors, Inc. ++
Dreyfus-Lincoln, Inc. Vice President 10/98 - Present
4500 New Linden Hill Road
Wilmington, DE 19808
The TruePenny Corporation++ Vice President 10/98 - Present
Dreyfus Precious Metals, Inc. +++ Treasurer 10/98 - 12/98
The Trotwood Corporation++ Vice President 10/98 - Present
Trotwood Hunters Corporation++ Vice President 10/98 - Present
Trotwood Hunters Site A Corp. ++ Vice President 10/98 - Present
Dreyfus Transfer, Inc. Chief Financial Officer 5/98 - Present
One American Express Plaza,
Providence, RI 02903
Dreyfus Service Treasurer 3/99 - Present
Organization, Inc.++ Assistant Treasurer 3/93 - 3/99
Dreyfus Insurance Agency of Assistant Treasurer 5/98 - Present
Massachusetts, Inc.++++
WILLIAM T. SANDALLS, JR. Dreyfus Transfer, Inc. Chairman 2/97 - Present
Executive Vice President One American Express Plaza,
Providence, RI 02903
Dreyfus Service Corporation++ Director 1/96 - Present
Executive Vice President 2/97 - Present
Chief Financial Officer 2/97 - 12/98
Dreyfus Investment Director 1/96 - Present
Advisors, Inc.++ Treasurer 1/96 - 10/98
Dreyfus-Lincoln, Inc. Director 12/96 - Present
4500 New Linden Hill Road President 1/97 - Present
Wilmington, DE 19808
Seven Six Seven Agency, Inc.++ Director 1/96 - 10/98
Treasurer 10/96 - 10/98
The Dreyfus Consumer Director 1/96 - Present
Credit Corp.++ Vice President 1/96 - Present
Treasurer 1/97 - 10/98
The Dreyfus Trust Company +++ Director 1/96 - Present
Dreyfus Service Organization, Treasurer 10/96 - 3/99
Inc.++
Dreyfus Insurance Agency of Director 5/97 - 3/99
Massachusetts, Inc.++++ Treasurer 5/97 - 3/99
Executive Vice President 5/97 - 3/99
DIANE P. DURNIN Dreyfus Service Corporation++ Senior Vice President - 5/95 - 3/99
Vice President - Product Marketing and Advertising
Development Division
PATRICE M. KOZLOWSKI NONE
Senior Vice President - Corporate
Communications
MARY BETH LEIBIG NONE
Vice President -
Human Resources
THEODORE A. SCHACHAR Dreyfus Service Corporation++ Vice President -Tax 10/96 - Present
Vice President - Tax
The Dreyfus Consumer Credit Chairman 6/99 - Present
Corporation ++ President 6/99 - Present
Dreyfus Investment Advisors, Vice President - Tax 10/96 - Present
Inc.++
Dreyfus Precious Metals, Inc. +++ Vice President - Tax 10/96 - 12/98
Dreyfus Service Organization, Vice President - Tax 10/96 - Present
Inc.++
WENDY STRUTT None
Vice President
RICHARD TERRES None
Vice President
RAYMOND J. VAN COTT Mellon Financial Corporation+ Vice President 7/98 - Present
Vice-President -
Information Systems
Computer Sciences Corporation Vice President 1/96 - 7/98
El Segundo, CA
JAMES BITETTO The TruePenny Corporation++ Secretary 9/98 - Present
ASSISTANT SECRETARY
Dreyfus Service Corporation++ Assistant Secretary 8/98 - Present
Dreyfus Investment Assistant Secretary 7/98 - Present
Advisors, Inc.++
Dreyfus Service Assistant Secretary 7/98 - Present
Organization, Inc.++
STEVEN F. NEWMAN Dreyfus Transfer, Inc. Vice President 2/97 - Present
Assistant Secretary One American Express Plaza Director 2/97 - Present
Providence, RI 02903 Secretary 2/97 - Present
Dreyfus Service Secretary 7/98 - Present
Organization, Inc.++ Assistant Secretary 5/98 - 7/98
* The address of the business so indicated is One Boston Place, Boston, Massachusetts, 02108.
** The address of the business so indicated is One Bush Street, Suite 450, San Francisco, California 94104.
*** The address of the business so indicated is 595 Market Street, Suite 3000, San Francisco, California 94105.
**** The address of the business so indicated is 2930 East Third Avenue, Denver, Colorado 80206.
+ The address of the business so indicated is One Mellon Bank Center, Pittsburgh, Pennsylvania 15258.
++ The address of the business so indicated is 200 Park Avenue, New York, New York 10166.
+++ The address of the business so indicated is 144 Glenn Curtiss Boulevard, Uniondale, New York 11556-0144.
++++ The address of the business so indicated is 53 State Street, Boston, Massachusetts 02109.
</TABLE>
Item 27. Principal Underwriters
- -------- ----------------------
(a) Other investment companies for which Registrant's principal
underwriter (exclusive distributor) acts as principal underwriter or exclusive
distributor:
1) Dreyfus A Bonds Plus, Inc.
2) Dreyfus Appreciation Fund, Inc.
3) Dreyfus Balanced Fund, Inc.
4) Dreyfus BASIC GNMA Fund
5) Dreyfus BASIC Money Market Fund, Inc.
6) Dreyfus BASIC Municipal Fund, Inc.
7) Dreyfus BASIC U.S. Government Money Market Fund
8) Dreyfus California Intermediate Municipal Bond Fund
9) Dreyfus California Tax Exempt Bond Fund, Inc.
10) Dreyfus California Tax Exempt Money Market Fund
11) Dreyfus Cash Management
12) Dreyfus Cash Management Plus, Inc.
13) Dreyfus Connecticut Intermediate Municipal Bond Fund
14) Dreyfus Connecticut Municipal Money Market Fund, Inc.
15) Dreyfus Florida Intermediate Municipal Bond Fund
16) Dreyfus Florida Municipal Money Market Fund
17) Dreyfus Founders Funds, Inc.
18) The Dreyfus Fund Incorporated
19) Dreyfus Global Bond Fund, Inc.
20) Dreyfus Global Growth Fund
21) Dreyfus GNMA Fund, Inc.
22) Dreyfus Government Cash Management Funds
23) Dreyfus Growth and Income Fund, Inc.
24) Dreyfus Growth and Value Funds, Inc.
25) Dreyfus Growth Opportunity Fund, Inc.
26) Dreyfus Debt and Equity Funds
27) Dreyfus Index Funds, Inc.
28) Dreyfus Institutional Money Market Fund
29) Dreyfus Institutional Preferred Money Market Fund
30) Dreyfus Institutional Short Term Treasury Fund
31) Dreyfus Insured Municipal Bond Fund, Inc.
32) Dreyfus Intermediate Municipal Bond Fund, Inc.
33) Dreyfus International Funds, Inc.
34) Dreyfus Investment Grade Bond Funds, Inc.
35) Dreyfus Investment Portfolios
36) The Dreyfus/Laurel Funds, Inc.
37) The Dreyfus/Laurel Funds Trust
38) The Dreyfus/Laurel Tax-Free Municipal Funds
39) Dreyfus LifeTime Portfolios, Inc.
40) Dreyfus Liquid Assets, Inc.
41) Dreyfus Massachusetts Intermediate Municipal Bond Fund
42) Dreyfus Massachusetts Municipal Money Market Fund
43) Dreyfus Massachusetts Tax Exempt Bond Fund
44) Dreyfus MidCap Index Fund
45) Dreyfus Money Market Instruments, Inc.
46) Dreyfus Municipal Bond Fund, Inc.
47) Dreyfus Municipal Cash Management Plus
48) Dreyfus Municipal Money Market Fund, Inc.
49) Dreyfus New Jersey Intermediate Municipal Bond Fund
50) Dreyfus New Jersey Municipal Bond Fund, Inc.
51) Dreyfus New Jersey Municipal Money Market Fund, Inc.
52) Dreyfus New Leaders Fund, Inc.
53) Dreyfus New York Municipal Cash Management
54) Dreyfus New York Tax Exempt Bond Fund, Inc.
55) Dreyfus New York Tax Exempt Intermediate Bond Fund
56) Dreyfus New York Tax Exempt Money Market Fund
57) Dreyfus U.S. Treasury Intermediate Term Fund
58) Dreyfus U.S. Treasury Long Term Fund
59) Dreyfus 100% U.S. Treasury Money Market Fund
60) Dreyfus U.S. Treasury Short Term Fund
61) Dreyfus Pennsylvania Intermediate Municipal Bond Fund
62) Dreyfus Pennsylvania Municipal Money Market Fund
63) Dreyfus Premier California Municipal Bond Fund
64) Dreyfus Premier Equity Funds, Inc.
65) Dreyfus Premier International Funds, Inc.
66) Dreyfus Premier GNMA Fund
67) Dreyfus Premier Worldwide Growth Fund, Inc.
68) Dreyfus Premier Municipal Bond Fund
69) Dreyfus Premier New York Municipal Bond Fund
70) Dreyfus Premier State Municipal Bond Fund
71) Dreyfus Premier Value Equity Funds
72) Dreyfus Short-Intermediate Government Fund
73) Dreyfus Short-Intermediate Municipal Bond Fund
74) The Dreyfus Socially Responsible Growth Fund, Inc.
75) Dreyfus Stock Index Fund
76) Dreyfus Tax Exempt Cash Management
77) The Dreyfus Premier Third Century Fund, Inc.
78) Dreyfus Treasury Cash Management
79) Dreyfus Treasury Prime Cash Management
80) Dreyfus Variable Investment Fund
81) Dreyfus Worldwide Dollar Money Market Fund, Inc.
82) General California Municipal Bond Fund, Inc.
83) General California Municipal Money Market Fund
84) General Government Securities Money Market Funds, Inc.
85) General Money Market Fund, Inc.
86) General Municipal Bond Fund, Inc.
87) General Municipal Money Market Funds, Inc.
88) General New York Municipal Bond Fund, Inc.
89) General New York Municipal Money Market Fund
Positions
and offices
Name and principal Positions and offices with the with
business address Distributor Registrant
------------------ ------------------------------ -------------
Thomas F. Eggers * Chief Executive Officer and Chairman None
of the Board
J. David Officer * President and Director None
Stephen Burke * Executive Vice President None
Charles Cardona * Executive Vice President Executive
Vice
President
Anthony DeVivio ** Executive Vice President None
David K. Mossman ** Executive Vice President None
Jeffrey N. Nachman Executive Vice President and Chief None
*** Operations Officer
William T. Sandalls, Executive Vice President and Director None
Jr. *
Wilson Santos ** Executive Vice President and Director None
of Client Services
William H. Maresca * Chief Financial Officer None
Ken Bradle ** Senior Vice President None
Stephen R. Byers * Senior Vice President None
Frank J. Coates * Senior Vice President None
Joseph Connolly * Senior Vice President Vice
President
and
Treasurer
William Glenn * Senior Vice President None
Michael Millard ** Senior Vice President None
Mary Jean Mulligan ** Senior Vice President None
Bradley Skapyak * Senior Vice President None
Jane Knight * Chief Legal Officer and Secretary None
Stephen Storen * Chief Compliance Officer None
Jeffrey Cannizzaro * Vice President - Compliance None
Maria Georgopoulos * Vice President - Facilities Management None
William Germenis Vice President - Compliance None
Walter T. Harris * Vice President None
Janice Hayles * Vice President None
Hal Marshall * Vice President - Compliance None
Paul Molloy * Vice President None
Theodore A. Schachar* Vice President - Tax None
James Windels * Vice President None
James Bitetto * Assistant Secretary None
* Principal business address is 200 Park Avenue, New York, NY 10166.
** Principal business address is 144 Glenn Curtiss Blvd., Uniondale, NY
11556-0144.
*** Principal business address is 401 North Maple Avenue, Beverly Hills, CA
90210.
Item 28. Location of Accounts and Records
- ------- --------------------------------
1. The Bank of New York
90 Washington Street
New York, New York 10286
2. Dreyfus Transfer, Inc.
P.O. Box 9671
Providence, Rhode Island 02940-9671
3. The Dreyfus Corporation
200 Park Avenue
New York, New York 10166
Item 29. Management Services
- ------- -------------------
Not Applicable
Item 30. Undertakings
- ------- ------------
None
SIGNATURES
-------------------
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all of
the requirements for effectiveness of this Amendment to the Registration
Statement pursuant to Rule 485(b) under the Securities Act of 1933, and 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 25th day of May, 2000.
DREYFUS MUNICIPAL CASH MANAGEMENT PLUS
BY: /s/Stephen E. Canter
---------------------------------
Stephen E. Canter, 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 dates indicated.
Signatures Title Date
- -------------------------- ------------------------------- ---------
/s/ Stephen E. Canter * President (Principal Executive 05/25/00
- -------------------------- Officer)
Stephen E. Canter
/s/Joseph S. Connolly* Vice President and Treasurer 05/25/00
- -------------------------- (Principal Financial and
Joseph S. Connolly Accounting Officer)
/s/Joseph S. DiMartino* Trustee 05/25/00
- --------------------------
Joseph S. DiMartino
/s/David W. Burke* Trustee 05/25/00
- --------------------------
David W. Burke
/s/Isabel P. Dunst* Trustee 05/25/00
- --------------------------
Isabel P. Dunst
/s/Lyle E. Gramley* Trustee 05/25/00
- --------------------------
Lyle E. Gramley
/s/Warren B. Rudman* Trustee 05/25/00
- --------------------------
Warren B. Rudman
*BY:
/s/John B. Hammalian*
--------------------------
John B. Hammalian,
Attorney-in-Fact
EXHIBIT INDEX
Item No. 23 Document
(b) By-Laws, as amended
(e) Form of Distribution Agreement and
Forms of Service Agreements
(j) Consent of Independent Auditors
(m) Rule 12b-1 Service Plan, as amended
Other Powers of Attorney
Other Certificate of Secretary
BY-LAWS
OF
DREYFUS MUNICIPAL CASH MANAGEMENT PLUS
ARTICLE 1
Agreement and Declaration of Trust and Principal Office
1.1. Agreement and Declaration of Trust. These By-Laws shall be
subject to the Agreement and Declaration of Trust, as from time to time in
effect (the "Declaration of Trust"), of the above-captioned Massachusetts
business trust established by the Declaration of Trust (the "Trust").
1.2. Principal Office of the Trust. The principal office of the Trust
shall be located in New York, New York. Its resident agent in Massachusetts
shall be CT Corporation System, 2 Oliver Street, Boston, Massachusetts 02109, or
such other person as the Trustees from time to time may select.
ARTICLE 2
Meetings of Trustees
2.1. Regular Meetings. Regular meetings of the Trustees may be held
without call or notice at such places and at such times as the Trustees from
time to time may determine, provided that notice of the first regular meeting
following any such determination shall be given to absent Trustees.
2.2. Special Meetings. Special meetings of the Trustees may be held
at any time and at any place designated in the call of the meeting when called
by the President or the Treasurer or by two or more Trustees, sufficient notice
thereof being given to each Trustee by the Secretary or an Assistant Secretary
or by the officer or the Trustees calling the meeting.
2.3. Notice of Special Meetings. It shall be sufficient notice to a
Trustee of a special meeting to send notice by mail at least forty-eight hours
or by telegram at least twenty-four hours before the meeting addressed to the
Trustee at his or her usual or last known business or residence address or to
give notice to him or her in person or by telephone at least twenty-four hours
before the meeting. Notice of a meeting need not be given to any Trustee if a
written waiver of notice, executed by him or her before or after the meeting, is
filed with the records of the meeting, or to any Trustee who attends the meeting
without protesting prior thereto or at its commencement the lack of notice to
him or her. Neither notice of a meeting nor a waiver of a notice need specify
the purposes of the meeting.
2.4. Notice of Certain Actions by Consent. If in accordance with the
provisions of the Declaration of Trust any action is taken by the Trustees by a
written consent of less than all of the Trustees, then prompt notice of any such
action shall be furnished to each Trustee who did not execute such written
consent, provided that the effectiveness of such action shall not be impaired by
any delay or failure to furnish such notice.
ARTICLE 3
Officers
3.1. Enumeration; Qualification. The officers of the Trust shall be a
President, a Treasurer, a Secretary, and such other officers, if any, as the
Trustees from time to time may in their discretion elect. The Trust also may
have such agents as the Trustees from time to time may in their discretion
appoint. An officer may be but need not be a Trustee or shareholder. Any two or
more offices may be held by the same person.
3.2. Election. The President, the Treasurer and the Secretary
--------
shall be elected by the Trustees upon the occurrence of any vacancy in any
such office. Other officers, if any, may be elected or appointed by the
Trustees at any time. Vacancies in any such other office may be filled at any
time.
3.3. Tenure. The President, Treasurer and Secretary shall hold
------
office in each case until he or she sooner dies, resigns, is removed or
becomes disqualified. Each other officer shall hold office and each agent
shall retain authority at the pleasure of the Trustees.
3.4. Powers. Subject to the other provisions of these By-Laws, each
officer shall have, in addition to the duties and powers herein and in the
Declaration of Trust set forth, such duties and powers as commonly are incident
to the office occupied by him or her as if the Trust were organized as a
Massachusetts business corporation or such other duties and powers as the
Trustees may from time to time designate.
3.5. President. Unless the Trustees otherwise provide, the
---------
President shall preside at all meetings of the shareholders and of the
Trustees. Unless the Trustees otherwise provide, the President shall be the
chief executive officer.
3.6. Treasurer. The Treasurer shall be the chief financial and
accounting officer of the Trust, and, subject to the provisions of the
Declaration of Trust and to any arrangement made by the Trustees with a
custodian, investment adviser or manager, or transfer, shareholder servicing or
similar agent, shall be in charge of the valuable papers, books of account and
accounting records of the Trust, and shall have such other duties and powers as
may be designated from time to time by the Trustees or by the President.
3.7. Secretary. The Secretary shall record all proceedings of the
shareholders and the Trustees in books to be kept therefor, which books or a
copy thereof shall be kept at the principal office of the Trust. In the absence
of the Secretary from any meeting of the shareholders or Trustees, an Assistant
Secretary, or if there be none or if he or she is absent, a temporary Secretary
chosen at such meeting shall record the proceedings thereof in the aforesaid
books.
3.8. Resignations and Removals. Any Trustee or officer may resign at
any time by written instrument signed by him or her and delivered to the
President or Secretary or to a meeting of the Trustees. Such resignation shall
be effective upon receipt unless specified to be effective at some other time.
The Trustees may remove any officer elected by them with or without cause.
Except to the extent expressly provided in a written agreement with the Trust,
no Trustee or officer resigning and no officer removed shall have any right to
any compensation for any period following his or her resignation or removal, or
any right to damages on account of such removal.
ARTICLE 4
Committees
4.1. Appointment. The Trustees may appoint from their number an
-----------
executive committee and other committees. Except as the Trustees otherwise
may determine, any such committee may make rules for conduct of its business.
4.2. Quorum; Voting. A majority of the members of any Committee of
--------------
the Trustees shall constitute a quorum for the transaction of business, and
any action of such a Committee may be taken at a meeting by a vote of a
majority of the members present (a quorum being present).
ARTICLE 5
Reports
The Trustees and officers shall render reports at the time and in the
manner required by the Declaration of Trust or any applicable law. Officers and
Committees shall render such additional reports as they may deem desirable or as
may from time to time be required by the Trustees.
ARTICLE 6
Fiscal Year
The fiscal year of the Trust shall be fixed, and shall be subject to
change, by the Board of Trustees.
ARTICLE 7
Seal
The seal of the Trust shall consist of a flat-faced die with the word
"Massachusetts," together with the name of the Trust and the year of its
organization cut or engraved thereon but, unless otherwise required by the
Trustees, the seal shall not be necessary to be placed on, and in its absence
shall not impair the validity of, any document, instrument or other paper
executed and delivered by or on behalf of the Trust.
ARTICLE 8
Execution of Papers
Except as the Trustees generally or in particular cases may authorize
the execution thereof in some other manner, all deeds, leases, contracts, notes
and other obligations made by the Trustees shall be signed by the President, any
Vice President, or by the Treasurer and need not bear the seal of the Trust.
ARTICLE 9
Issuance of Share Certificates
9.1. Sale of Shares. Except as otherwise determined by the Trustees,
the Trust will issue and sell for cash or securities from time to time, full and
fractional shares of its shares of beneficial interest, such shares to be issued
and sold at a price of not less than net asset value per share, as from time to
time determined in accordance with the Declaration of Trust and these By-Laws
and, in the case of fractional shares, at a proportionate reduction in such
price. In the case of shares sold for securities, such securities shall be
valued in accordance with the provisions for determining value of assets of the
Trust as stated in the Declaration of Trust and these By-Laws. The officers of
the Trust are severally authorized to take all such actions as may be necessary
or desirable to carry out this Section 9.1.
9.2. Share Certificates. In lieu of issuing certificates for shares,
the Trustees or the transfer agent either may issue receipts therefor or may
keep accounts upon the books of the Trust for the record holders of such shares,
who shall in either case, for all purposes hereunder, be deemed to be the
holders of certificates for such shares as if they had accepted such
certificates and shall be held to have expressly assented and agreed to the
terms hereof.
The Trustees at any time may authorize the issuance of share
certificates. In that event, each shareholder shall be entitled to a certificate
stating the number of shares owned by him or her, in such form as shall be
prescribed from time to time by the Trustees. Such certificate shall be signed
by the President or Vice President and by the Treasurer or Assistant Treasurer.
Such signatures may be facsimile if the certificate is signed by a transfer
agent, or by a registrar, other than a Trustee, officer or employee of the
Trust. In case any officer who has signed or whose facsimile signature has been
placed on such certificate shall cease to be such officer before such
certificate is issued, it may be issued by the Trust with the same effect as if
he or she were such officer at the time of its issue.
9.3. Loss of Certificates. The Trust, or if any transfer agent is
appointed for the Trust, the transfer agent with the approval of any two
officers of the Trust, is authorized to issue and countersign replacement
certificates for the shares of the Trust which have been lost, stolen or
destroyed subject to the deposit of a bond or other indemnity in such form and
with such security, if any, as the Trustees may require.
9.4. Discontinuance of Issuance of Certificates. The Trustees at any
time may discontinue the issuance of share certificates and by written notice to
each shareholder, may require the surrender of share certificates to the Trust
for cancellation. Such surrender and cancellation shall not affect the ownership
of shares in the Trust.
ARTICLE 10
Indemnification
10.1. Trustees, Officers, etc. The Trust shall indemnify each of its
Trustees and officers (including persons who serve at the Trust's request as
directors, officers or trustees of another organization in which the Trust has
any interest as a shareholder, creditor or otherwise) (hereinafter referred to
as a "Covered Person") against all liabilities and expenses, including but not
limited to amounts paid in satisfaction of judgments, in compromise or as fines
and penalties, and counsel fees reasonably incurred by any Covered Person in
connection with the defense or disposition of any action, suit or other
proceeding, whether civil or criminal, before any court or administrative or
legislative body, in which such Covered Person may be or may have been involved
as a party or otherwise or with which such person may be or may have been
threatened, while in office or thereafter, by reason of being or having been
such a Trustee or officer, except with respect to any matter as to which such
Covered Person shall have been finally adjudicated in a decision on the merits
in any such action, suit or other proceeding not to have acted in good faith in
the reasonable belief that such Covered Person's action was in the best
interests of the Trust and except that no Covered Person shall be indemnified
against any liability to the Trust or its Shareholders to which such Covered
Person would otherwise be subject by reason of willful misfeasance, bad faith,
gross negligence or reckless disregard of the duties involved in the conduct of
such Covered Person's office. Expenses, including counsel fees so incurred by
any such Covered Person (but excluding amounts paid in satisfaction of
judgments, in compromise or as fines or penalties), may be paid from time to
time by the Trust in advance of the final disposition or any such action, suit
or proceeding upon receipt of an undertaking by or on behalf of such Covered
Person to repay amounts so paid to the Trust if it is ultimately determined that
indemnification of such expenses is not authorized under this Article, provided
that (a) such Covered Person shall provide security for his or her undertaking,
(b) the Trust shall be insured against losses arising by reason of such Covered
Person's failure to fulfill his or her undertaking, or (c) a majority of the
Trustees who are disinterested persons and who are not Interested Persons (as
that term is defined in the Investment Company Act of 1940) (provided that a
majority of such Trustees then in office act on the matter), or independent
legal counsel in a written opinion, shall determine, based on a review of
readily available facts (but not a full trial-type inquiry), that there is
reason to believe such Covered Person ultimately will be entitled to
indemnification.
10.2. Compromise Payment. As to any matter disposed of (whether by a
compromise payment, pursuant to a consent decree or otherwise) without an
adjudication in a decision on the merits by a court, or by any other body before
which the proceeding was brought, that such Covered Person either (a) did not
act in good faith in the reasonable belief that such Covered Person's action was
in the best interests of the Trust or (b) is liable to the Trust or its
Shareholders by reason of willful misfeasance, bad faith, gross negligence or
reckless disregard of the duties involved in the conduct of such Covered
Person's office, indemnification shall be provided if (a) approved as in the
best interest of the Trust, after notice that it involves such indemnification,
by at least a majority of the Trustees who are disinterested persons and are not
Interested Persons (provided that a majority of such Trustees then in office act
on the matter), upon a determination, based upon a review of readily available
facts (but not a full trial-type inquiry) that such Covered Person acted in good
faith in the reasonable belief that such Covered Person's action was in the best
interests of the Trust and is not liable to the Trust or its Shareholders by
reason of willful misfeasance, bad faith, gross negligence or reckless disregard
of the duties involved in the conduct of such Covered Person's office, or (b)
there has been obtained an opinion in writing of independent legal counsel,
based upon a review of readily available facts (but not a full trial-type
inquiry) to the effect that such Covered Person appears to have acted in good
faith in the reasonable belief that such Covered Person's action was in the best
interests of the Trust and that such indemnification would not protect such
Covered Person against any liability to the Trust to which such Covered Person
would otherwise be subject by reason of willful misfeasance, bad faith, gross
negligence or reckless disregard of the duties involved in the conduct of his
office. Any approval pursuant to this Section shall not prevent the recovery
from any Covered Person of any amount paid to such Covered Person in accordance
with this Section as indemnification if such Covered Person is subsequently
adjudicated by a court of competent jurisdiction not to have acted in good faith
in the reasonable belief that such Covered Person's action was in the best
interests of the Trust or to have been liable to the Trust or its shareholders
by reason of willful misfeasance, bad faith, gross negligence or reckless
disregard of the duties involved in the conduct of such Covered Person's office.
10.3. Indemnification Not Exclusive. The right of indemnification
hereby provided shall not be exclusive of or affect any other rights to which
any such Covered Person may be entitled. As used in this Article 10, the term
"Covered Person" shall include such person's heirs, executors and
administrators, and a "disinterested person" is a person against whom none of
the actions, suits or other proceedings in question or another action, suit, or
other proceeding on the same or similar grounds is then or has been pending.
Nothing contained in this Article shall affect any rights to indemnification to
which personnel of the Trust, other than Trustees and officers, and other
persons may be entitled by contract or otherwise under law, nor the power of the
Trust to purchase and maintain liability insurance on behalf of such person.
10.4. Limitation. Notwithstanding any provisions in the
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Declaration of Trust and these By-Laws pertaining to indemnification, all such
provisions are limited by the following undertaking set forth in the rules
promulgated by the Securities and Exchange Commission:
In the event that a claim for indemnification is asserted by a
Trustee, officer or controlling person of the Trust in connection
with the registered securities of the Trust, the Trust will not make
such indemnification unless (i) the Trust has submitted, before a
court or other body, the question of whether the person to be
indemnified was liable by reason of willful misfeasance, bad faith,
gross negligence, or reckless disregard of duties, and has obtained a
final decision on the merits that such person was not liable by
reason of such conduct or (ii) in the absence of such decision, the
Trust shall have obtained a reasonable determination, based upon a
review of the facts, that such person was not liable by virtue of
such conduct, by (a) the vote of a majority of Trustees who are
neither interested persons as such term is defined in the Investment
Company Act of 1940, nor parties to the proceeding or (b) an
independent legal counsel in a written opinion.
The Trust will not advance attorneys' fees or other expenses
incurred by the person to be indemnified unless (i) the Trust shall
have received an undertaking by or on behalf of such person to repay
the advance unless it is ultimately determined that such person is
entitled to indemnification and (ii) one of the following conditions
shall have occurred: (x) such person shall provide security for his
undertaking, (y) the Trust shall be insured against losses arising by
reason of any lawful advances or (z) a majority of the disinterested,
non-party Trustees of the Trust, or an independent legal counsel in a
written opinion, shall have determined that based on a review of
readily available facts there is reason to believe that such person
ultimately will be found entitled to indemnification.
ARTICLE 11
Shareholders
11.1. Meetings. A meeting of the shareholders shall be called by the
Secretary whenever ordered by the Trustees, or requested in writing by the
holder or holders of at least 10% of the outstanding shares entitled to vote at
such meeting. If the meeting is a meeting of the shareholders of one or more
series or class of shares, but not a meeting of all shareholders of the Trust,
then only the shareholders of such one or more series or classes shall be
entitled to notice of and to vote at the meeting. If the Secretary, when so
ordered or requested, refuses or neglects for more than five days to call such
meeting, the Trustees, or the shareholders so requesting may, in the name of the
Secretary, call the meeting by giving notice thereof in the manner required when
notice is given by the Secretary.
11.2. Access to Shareholder List. Shareholders of record may apply to
the Trustees for assistance in communicating with other shareholders for the
purpose of calling a meeting in order to vote upon the question of removal of a
Trustee. When ten or more shareholders of record who have been such for at least
six months preceding the date of application and who hold in the aggregate
shares having a net asset value of at least $25,000 or at least 1% of the
outstanding shares, whichever is less, so apply, the Trustees shall within five
business days either:
(i) afford to such applicants access to a list of names and
addresses of all shareholders as recorded on the books of the Trust; or
(ii) inform such applicants of the approximate number of
shareholders of record and the approximate cost of mailing material to them and,
within a reasonable time thereafter, mail materials submitted by the applicants
to all such shareholders of record. The Trustees shall not be obligated to mail
materials which they believe to be misleading or in violation of applicable law.
11.3. Record Dates. For the purpose of determining the shareholders
of any series or class who are entitled to vote or act at any meeting or any
adjournment thereof, or who are entitled to receive payment of any dividend or
of any other distribution, the Trustees from time to time may fix a time, which
shall be not more than 90 days before the date of any meeting of shareholders or
the date of payment of any dividend or of any other distribution, as the record
date for determining the shareholders of such series or class having the right
to notice of and to vote at such meeting and any adjournment thereof or the
right to receive such dividend or distribution, and in such case only
shareholders of record on such record date shall have such right notwithstanding
any transfer of shares on the books of the Trust after the record date; or
without fixing such record date the Trustees may for any such purposes close the
register or transfer books for all or part of such period.
11.4. Place of Meetings. All meetings of the shareholders shall be
-----------------
held at the principal office of the Trust or at such other place within the
United States as shall be designated by the Trustees or the President of the
Trust.
11.5. Notice of Meetings. A written notice of each meeting of
shareholders, stating the place, date and hour and the purposes of the meeting,
shall be given at least ten days before the meeting to each shareholder entitled
to vote thereat by leaving such notice with him or at his residence or usual
place of business or by mailing it, postage prepaid, and addressed to such
shareholder at his address as it appears in the records of the Trust. Such
notice shall be given by the Secretary or an Assistant Secretary or by an
officer designated by the Trustees. No notice of any meeting of shareholders
need be given to a shareholder if a written waiver of notice, executed before or
after the meeting by such shareholder or his attorney thereunto duly authorized,
is filed with the records of the meeting.
11.6. Ballots. No ballot shall be required for any election unless
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requested by a shareholder present or represented at the meeting and entitled
to vote in the election.
11.7. Proxies. Shareholders entitled to vote may vote either in
person or by proxy in writing dated not more than six months before the meeting
named therein, which proxies shall be filed with the Secretary or other person
responsible to record the proceedings of the meeting before being voted. Unless
otherwise specifically limited by their terms, such proxies shall entitle the
holders thereof to vote at any adjournment of such meeting but shall not be
valid after the final adjournment of such meeting. The placing of a
shareholder's name on a proxy pursuant to telephonic or electronically
transmitted instructions obtained pursuant to procedures reasonably designed to
verify that such instructions have been authorized by such shareholder shall
constitute execution of such proxy by or on behalf of such shareholder.
ARTICLE 12
Amendments to the By-Laws
These By-Laws may be amended or repealed, in whole or in part, by a
majority of the Trustees then in office at any meeting of the Trustees, or by
one or more writings signed by such a majority.
Dated: September 12, 1990
Amended: December 31, 1999
DISTRIBUTION AGREEMENT
DREYFUS MUNICIPAL CASH MANAGEMENT PLUS
200 PARK AVENUE
NEW YORK, NEW YORK, 10166
March 22, 2000
Dreyfus Service Corporation
200 Park Avenue
New York, New York 10166
Dear Sirs:
This is to confirm that, in consideration of the agreements
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 Securities 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 thereunder. As used in this agreement the
terms "registration statement" 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 amendment 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 Securities 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 therewith) which you, your officers and directors,
or any such controlling 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 controlling
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 controls the Fund within the
meaning of Section 15 of the Securities 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 therewith) 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 prospectus, 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
amendments 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 prospectus 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 registration 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, (a) by vote of holders of a majority of the Fund's or, as to any
relevant Series, such Series' outstanding voting securities, or (b) by the
Fund's Board as to the Fund or the relevant Series, as the case may be, or (c)
by you. 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. Miscellaneous
[4.1] The Fund recognizes that from time to time your directors,
officers, and employees may serve as trustees, directors, partners, officers,
and employees of other business trusts, corporations, partnerships, or other
entities (including other investment companies) and that such other entities may
include the name "Dreyfus" as part of their name, and that your corporation or
its affiliates may enter into distribution or other agreements with such other
entities. If you cease to act as the distributor of the Fund's shares or if The
Dreyfus Corporation or any of its affiliates ceases to act as the Fund's
investment adviser, the Fund agrees that, at the request of The Dreyfus
Corporation, the Fund will take all necessary action to change the name of the
Fund to a name not including "Dreyfus" in any form or combination of words.
4.2 (For MBTs only) This agreement has been executed on behalf of the
Fund by the undersigned officer of the Fund in his capacity as an officer of the
Fund. The obligations of this agreement shall only be binding upon the assets
and property of the Fund and shall not be binding upon any Trustee, officer or
shareholder of the Fund individually.
Please confirm that the foregoing is in accordance with your
understanding and indicate your any acceptance hereof by signing below,
whereupon it shall become a binding agreement between us.
Very truly yours,
[NAME OF FUND]
By: _______________________
Accepted:
DREYFUS SERVICE CORPORATION
By:_______________________________
EXHIBIT A**
Reapproval Date Reapproval Day
[Name of Series] [Reapproval Date] [Reapproval Day]
**No changes will be made to a Fund's current Reapproval Date or Day.
BANK AFFILIATED BROKER-DEALER AGREEMENT
(FULLY DISCLOSED BASIS)
Dreyfus Service Corporation
200 Park Avenue
New York, New York 10166
Gentlemen:
We are a broker-dealer registered with the Securities and Exchange Commission
under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). We
desire to make available to our customers shares of beneficial interest or
common stock of open-end registered investment companies managed, advised or
administered by The Dreyfus Corporation or its subsidiaries or affiliates
(hereinafter referred to individually as a "Fund" and collectively as the
"Funds"). You are the principal underwriter (as such term is defined in the
Investment Company Act of 1940, as amended) of the offering of shares of the
Funds and the exclusive agent for the continuous distribution of such shares
pursuant to the terms of a Distribution Agreement between you and each Fund.
Unless the context otherwise requires, as used herein the term "Prospectus"
shall mean the prospectus and related statement of additional information (the
"Statement of Additional Information") incorporated therein by reference (as
amended or supplemented) of each of the respective Funds included in the then
currently effective registration statement (or post-effective amendment thereto)
of each such Fund, as filed with the Securities and Exchange Commission pursuant
to the Securities Act of 1933, as amended (the "Registration Statement").
In consideration for the mutual covenants contained herein, it is hereby agreed
that our respective rights and obligations shall be as follows:
1. With respect to any and all transactions in the shares of any Fund pursuant
to this Agreement, it is understood and agreed in each case that: (a) we
shall be acting solely as agent for the account of our customer; (b) each
transaction shall be initiated solely upon the order of our customer; (c) you
shall execute transactions only upon receiving instructions from us acting as
agent for our customer; (d) as between us and our customer, our customer will
have full beneficial ownership of all Fund shares; and (e) each transaction
shall be for the account of our customer and not for our account. We
represent and warrant to you that (a) we will have full right, power and
authority to effect transactions (including, without limitation, any
purchases, exchanges and redemptions) in Fund shares on behalf of all
customer accounts provided by us to you or to any transfer agent as such term
is defined in the Prospectus of each Fund (the "Transfer Agent"); and (b) we
have taken appropriate verification measures to ensure transactions are in
compliance with all applicable laws and regulations concerning foreign
exchange controls and money laundering.
2. All orders for the purchase of any Fund shares shall be executed at the then
current public offering price per share (i.e., the net asset value per share
plus the applicable sales charge, if any) and all orders for the redemption
of any Fund shares shall be executed at the net asset value per share less
the applicable deferred sales charge, redemption fee or similar charge or
fee, if any, in each case as described in the Prospectus of such Fund. The
minimum initial purchase order and minimum subsequent purchase order shall be
as set forth in the Prospectus of such Fund. All orders are subject to
acceptance or rejection by you at your sole discretion. Unless otherwise
mutually agreed in writing, each transaction shall be promptly confirmed in
writing directly to the customer on a fully disclosed basis and a copy of
each confirmation shall be sent simultaneously to us. You reserve the right,
at your discretion and without notice, to suspend the sale of shares or
withdraw entirely the sale of shares of any or all of the Funds.
3. In ordering shares of any Fund, we shall rely solely and conclusively on the
representations contained in the Prospectus of such Fund. We agree that we
shall not make shares of any Fund available to our customers except in
compliance with all applicable federal and state laws, and the rules,
regulations, requirements and conditions of all applicable regulatory and
self-regulatory agencies or authorities. We agree that we shall not purchase
any Fund shares, as agent for any customer, unless we deliver or cause to be
delivered to such customer, at or prior to the time of such purchase, a copy
of the Prospectus of such Fund, or unless such customer has acknowledged
receipt of the Prospectus of such Fund. We further agree to obtain from each
customer for whom we act as agent for the purchase of Fund shares any
taxpayer identification number certification and such other information as
may be required from time to time under the Internal Revenue Code of 1986, as
amended (the "Code"), and the regulations promulgated thereunder, and to
provide you or your designee with timely written notice of any failure to
obtain such taxpayer identification number certification or other information
in order to enable the implementation of any required withholding. We will be
responsible for the proper instruction and training of all sales personnel
employed by us. Unless otherwise mutually agreed in writing, you shall
deliver or cause to be delivered to each of the customers who purchases
shares of any of the Funds through us pursuant to this Agreement copies of
all annual and interim reports, proxy solicitation materials and any other
information and materials relating to such Funds and prepared by or on behalf
of you, the Fund or its investment adviser, custodian, Transfer Agent or
dividend disbursing agent for distribution to each such customer. You agree
to supply us with copies of the Prospectus, Statement of Additional
Information, annual reports, interim reports, proxy solicitation materials
and any such other information and materials relating to each Fund in
reasonable quantities upon request.
4. We shall not make any representations concerning any Fund shares other than
those contained in the Prospectus of such Fund or in any promotional
materials or sales literature furnished to us by you or the Fund. We shall
not furnish or cause to be furnished to any person or display or publish any
information or materials relating to any Fund (including, without limitation,
promotional materials and sales literature, advertisements, press releases,
announcements, statements, posters, signs or other similar materials), except
such information and materials as may be furnished to us by you or the Fund,
and such other information and materials as may be approved in writing by
you. In making Fund shares available to our customers hereunder, or in
providing investment advice regarding such shares to our customers, we shall
at all tim.es act in compliance with the Interagency Statement on Retail
Sales of Nondeposit Investment Products issued by The Board of Governors of
the Federal Reserve System, the Federal Deposit Insurance Corporation, the
Office of the Comptroller of the Currency, and the Office of Thrift
Supervision (February 15, 1994) or any successor interagency requirements as
in force at the time such services are provided.
5. In determining the amount of any reallowance payable to us hereunder, you
reserve the right to exclude any sales which you reasonably determine are not
made in accordance with the terms of the applicable Fund Prospectuses or the
provisions of this Agreement.
6. (a) In the case of any Fund shares sold with a sales charge, customers may be
entitled to a reduction in the sales charge on purchases made under a letter
of intent ("Letter of Intent") in accordance with the Fund Prospectus. In
such a case, our reallowance will be paid based upon the reduced sales
charge, but an adjustment to the reallowance will be made in accordance with
the Prospectus of the applicable Fund to reflect actual purchases of the
customer if such customer's Letter of Intent is not fulfilled. The sales
charge and/or reallowance may be changed at any time in your sole discretion
upon written notice to us.
(b) Subject to and in accordance with the terms of the Prospectus of
each Fund sold with a sales charge, a reduced sales charge may be applicable
with respect to customer accounts through a right of accumulation under
which customers are permitted to purchase shares of a Fund at the then
current public offering price per share applicable to the total of (i) the
dollar amount of shares then being purchased plus (ii) an amount equal to
the then current net asset value or public offering price originally paid
per share, whichever is higher, of the customer's combined holdings of the
shares of such Fund and of any other open-end registered investment company
as may be permitted by the applicable Fund Prospectus. In such case, we
agree to furnish to you or the Transfer Agent sufficient information to
permit your confirmation of qualification for a reduced sales charge, and
acceptance of the purchase order is subject to such confirmation.
(c) With respect to Fund shares sold with a sales charge, we agree to
advise you promptly at your request as to amounts of any and all purchases
of Fund shares made by us, as agent for our customers, qualifying for a
reduced sales charge.
(d) Exchanges (i.e., the investment of the proceeds from the liquidation
of shares of one open-end registered investment company managed, advised or
administered by The Dreyfus Corporation or its subsidiaries or affiliates in
the shares of another open-end registered investment company managed,
advised or administered by The Dreyfus Corporation or its subsidiaries or
affiliates) shall, where available, be made subject to and in accordance
with the terms of each relevant Fund's Prospectus.
(e) Unless at the time of transmitting an order we advise you or the
Transfer Agent to the contrary, the shares ordered will be deemed to be the
total holdings of the specified customer.
7. Subject to and in accordance with the terms of each Fund Prospectus and
Service Plan, Shareholder Services Plan, Distribution Plan or other similar
plan, if any, we understand that you may pay to certain financial
institutions, securities dealers and other industry professionals with which
you have entered into an agreement in substantially the form annexed hereto
as Appendix A, B or C (or such other form as may be approved from time to
time by the board of directors, or trustees or managing general partners of
the Fund) such fees as may be determined by you in accordance with such
agreement for shareholder, administrative or distribution-related services as
described therein.
8. The procedures relating to all orders and the handling thereof will be
subject to the terms of the Prospectus of each Fund and your written
instructions to us from time to time. No conditional orders will be accepted.
We agree to place orders with you immediately for the same number of shares
and at the same price as any orders we receive from our customers. We shall
not withhold placing orders received from customers so as to profit ourselves
as a result of such withholding by a change in the net asset value from that
used in determining the offering price to such customers, or otherwise;
provided, however, that the foregoing shall not prevent the purchase of
shares of any Fund by us for our own bona fide investment. We agree that: (a)
we shall not effect any transactions (including, without limitation, any
purchases, exchanges and redemptions) in any Fund shares registered in the
name of, or beneficially owned by, any customer unless such customer has
granted us full right, power and authority to effect such transactions on
such customer's behalf, and (b) you, each Fund, the Transfer Agent and your
and their respective officers, directors, trustees, managing general
partners, agents, employees and affiliates shall not be liable for, and shall
be fully indemnified and held harmless by us from and against, any and all
claims, demands, liabilities and expenses (including, without limitation,
reasonable attorneys' fees) which may be incurred by you or any of the
foregoing persons entitled to indemnification from us hereunder arising out
of or in connection with the execution of any transactions in Fund shares
registered in the name of, or beneficially owned by, any customer in reliance
upon any oral or written instructions reasonably believed to be genuine and
to have been given by or on behalf of us.
9. (a) We agree to remit on behalf of our customers the purchase price for
purchase orders of any Fund shares placed by us in accordance with the terms
of the Prospectus of the applicable Fund. On or before the settlement date of
each purchase order for shares of any Fund, we shall either (i) remit to an
account designated by you with the Transfer Agent an amount equal to the then
current public offering price of the shares of such Fund being purchased less
our reallowance, if any, with respect to such purchase order as determined by
you in accordance with the terms of the applicable Fund Prospectus, or (ii)
remit to an account designated by you with the Transfer Agent an amount equal
to the then current public offering price of the shares of such Fund being
purchased without deduction for our reallowance, if any, with respect to such
purchase order as determined by you in accordance with the terms of the
applicable Fund Prospectus, in which case our reallowance, if any, shall be
payable to us by you on at least a monthly basis. If payment for any purchase
order is not received in accordance with the terms of the applicable Fund
Prospectus, you reserve the right, without notice, to cancel the sale and to
hold us responsible for any loss sustained as a result thereof.
(b) If any shares sold to us as agent for our customers under the terms
of this Agreement are sold with a sales charge and are redeemed for the
account of the Fund or are tendered for redemption within seven (7) business
days after the date of purchase: (i) we shall forthwith refund to you the
full reallowance received by us on the sale; and (ii) you shall forthwith pay
to the Fund your portion of the sales charge on the sale which had been
retained by you and shall also pay to the Fund the amount refunded by us.
10. Certificates for shares sold to us as agent for our customers hereunder
shall only be issued in accordance with the terms of each Fund's Prospectus
upon our customers' specific request and, upon such request, shall be
promptly delivered to our customers by the Transfer Agent unless other
arrangements are made by us. However, in making delivery of such share
certificates to our customers, the Transfer Agent shall have adequate time to
clear any checks drawn for the payment of Fund shares.
11. Each party hereby represents and warrants to the other party that: (a) it is
a corporation, partnership or other entity duly organized and validly
existing in good standing under the laws of the jurisdiction in which it was
organized; (b) it is duly registered as a broker-dealer with the Securities
and Exchange Commission and, to the extent required, with applicable state
agencies or authorities having jurisdiction over securities matters, and it
is a member of the National Association of Securities Dealers, Inc. (the
"NASD"); (c) it will comply with all applicable federal and state laws, and
the rules, regulations, requirements and conditions of all applicable
regulatory and self-regulatory agencies or authorities in the performance of
its duties and responsibilities hereunder; (d) the execution and delivery of
this Agreement and the performance of the transactions contemplated hereby
have been duly authorized by all necessary action, and all other
authorizations and approvals (if any) required for its lawful execution and
delivery of this Agreement and its performance hereunder have been obtained;
and (e) upon execution and delivery by it, and assuming due and valid
execution and delivery by the other party, this Agreement will constitute a
valid and binding agreement, enforceable in accordance with its terms. Each
party agrees to provide the other party with such information and access to
appropriate records as may be reasonably required to verify its compliance
with the provisions of this Agreement.
12. You agree to inform us, upon our request, as to the states in which you
believe the shares of the Funds have been qualified for sale under, or are
exempt from the requirements of, the respective securities laws of such
states, but you shall have no obligation or responsibility as to our right to
make shares of any Funds available to our customers in any jurisdiction. We
agree to notify you immediately in the event of (a) our expulsion or
suspension from the NASD, or (b) our violation of any applicable federal or
state law, rule, regulation, requirement or condition arising out of or in
connection with this Agreement, or which may otherwise affect in any material
way our ability to act in accordance with the terms of this Agreement. Our
expulsion from the NASD will automatically terminate this Agreement
immediately without notice. Our suspension from the NASD for violation of any
applicable federal or state law, rule, regulation, requirement or condition
will terminate this Agreement effective immediately upon your written notice
of termination to us.
13. (a) You agree to indemnify, defend and hold us, our several officers and
directors, and any person who controls us within the meaning of Section 15 of
the Securities 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 therewith) which we, our officers and
directors, or any such controlling person, may incur under the Securities Act
of 1933, as amended, or under common law or otherwise, arising out of or
based upon (i) any breach of any representation, warranty or covenant made by
you herein, or (ii) any failure by you to perform your obligations as set
forth herein, or (iii) 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 any thereof not
misleading; provided, however, that your agreement to indemnify us, our
officers and directors, and any such controlling 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 you or the Fund by us
specifically for use in the preparation thereof. Your agreement to indemnify
us, our officers and directors, and any such controlling person, as
aforesaid, is expressly conditioned upon your being notified of any action
brought against our officers or directors, or any such controlling person,
such notification to be given by letter or by telecopier, telex, telegram or
similar means of same day delivery received by you at your address as
specified in Paragraph 18 of this Agreement within seven (7) days after the
summons or other first legal process shall have been served. The failure so
to notify you of any such action shall not relieve you from any liability
which you may have to the person against whom such action is brought by
reason of any such breach, failure or untrue, or alleged untrue, statement or
omission, or alleged omission, otherwise than on account of your indemnity
agreement contained in this Paragraph 1 3(a). You will be entitled to assume
the defense of any suit brought to enforce any such claim, demand, liability
or expense. In the event that you elect to assume the defense of any such
suit and retain counsel, 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 you do not elect to assume the defense of any such suit, you will
reimburse us, our officers and directors, and any controlling persons named
as defendants in such suit, for the fees and expenses of any counsel retained
by us and/or them. Your indemnification agreement contained in this Paragraph
1 3(a) shall remain operative and in full force and effect regardless of any
investigation made by or on behalf of any person entitled to indemnification
pursuant to this Paragraph 13(a), and shall survive the delivery of any Fund
shares and termination of this Agreement. This agreement of indemnity will
inure exclusively to the benefit of the persons entitled to indemnification
from you pursuant to this Agreement and their respective estates, successors
and assigns.
(b) We agree to indemnify, defend and hold you and your several officers
and directors, and each Fund and its several officers and directors or
trustees or managing general partners, and any person who controls you and/or
each Fund within the meaning of Section 15 of the Securities 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 therewith) which you and your several officers and directors, or
the Fund and its officers and directors or trustees or managing general
partners, or any such controlling person, may incur under the Securities Act
of 1933, as amended, or under common law or otherwise, arising out of or
based upon (i) any breach of any representation, warranty or covenant made by
us herein, or (ii) any failure by us to perform our obligations as set forth
herein, or (iii) any untrue, or alleged untrue, statement of a material fact
contained in the information furnished in writing by us to you or any Fund
specifically for use in such Fund's Registration Statement or Prospectus, or
used in the answers to any of the items of the Registration Statement or in
the corresponding statements made in the Prospectus, or arising out of or
based upon any omission, or alleged omission, to state a material fact in
connection with such information furnished in writing by us to you or the
Fund and required to be stated in such answers or necessary to make such
information not misleading. Our agreement to indemnify you and your officers
and directors, and the Fund and its officers and directors or trustees or
managing general partners, and any such controlling person, as aforesaid, is
expressly conditioned upon our being notified of any action brought against
any person or entity entitled to indemnification hereunder, such notification
to be given by letter or by telecopier, telex, telegram or similar means of
same day delivery received by us at our address as specified in Paragraph 18
of this Agreement within seven (7) days after the summons or other first
legal process shall have been served. The failure so to notify us of any such
action shall not relieve us from any liability which we may have to you or
your officers and directors, or to the Fund or its officers and directors or
trustees or managing general partners, or to any such controlling person, by
reason of any such breach, failure or untrue, or alleged untrue, statement or
omission, or alleged omission, otherwise than on account of our indemnity
agreement contained in this Paragraph 13(b). We will be entitled to assume
the defense of any suit brought to enforce any such claim, demand, liability
or expense. In the event that we elect to assume the defense of any such suit
and retain counsel, 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 we do not elect to assume the defense of any such suit, we will
reimburse you and your officers and directors, and the Fund and its officers
and directors or trustees or managing general partners, and any controlling
persons named as defendants in such suit, for the fees and expenses of any
counsel retained by you and/or them. Our indemnification agreements contained
in Paragraph 8 above, Paragraph 16 below and this Paragraph 13(b) shall
remain operative and in full force and effect regardless of any investigation
made by or on behalf of any person entitled to indemnification pursuant to
Paragraph 8 above, Paragraph 16 below or this Paragraph 13(b), and shall
survive the delivery of any Fund shares and termination of this Agreement.
Such agreements of indemnity will inure exclusively to the benefit of the
persons entitled to indemnification hereunder and their respective estates,
successors and assigns.
14. The names and addresses and other information concerning our customers are
and shall remain our sole property, and neither you nor your affiliates shall
use such names, addresses or other information for any purpose except in
connection with the performance of your duties and responsibilities hereunder
and except for servicing and informational mailings relating to the Funds.
Notwithstanding the foregoing, this Paragraph 14 shall not prohibit you or
any of your affiliates from utilizing for any purpose the names, addresses or
other information concerning any of our customers if such names, addresses or
other h~formation are obtained in any manner other than from us pursuant to
this Agreement. The provisions of this Paragraph 14 shall survive the
termination of this Agreement.
15. We agree to serve as a service agent or to provide distribution assistance,
in accordance with the terms of the Form of Service Agreement annexed hereto
as Appendix A, Form of Shareholder Services Agreement annexed hereto as
Appendix B, and/or Form of Distribution Plan Agreement annexed hereto as
Appendix C, as applicable, for all of our customers who purchase shares of
any and all Funds whose Prospectuses provide therefor. By executing this
Agreement, each of the parties hereto agrees to be bound by all terms,
conditions, rights and obligations set forth in the forms of agreement
annexed hereto and further agrees that such forms of agreement supersede any
and all prior service agreements or other similar agreements between the
parties hereto relating to any Fund or Funds. It is recognized that certain
parties may not be permitted to collect distribution fees under the Form of
Distribution Plan Agreement annexed hereto, and if we are such a party, we
will not collect such fees.
16. By completing the Expedited Redemption Information Form annexed hereto as
Appendix D, we agree that you, each Fund with respect to which you permit us
to exercise an expedited redemption privilege, the transfer agent of each
such Fund, and your and their respective officers, directors or trustees or
managing general partners, agents, employees and affiliates shall not be
liable for and shall be fully indemnified and held harmless by us from and
against any and all claims, demands, liabilities and expenses (including,
without limitation, reasonable attorneys' fees) arising out of or in
connection with any expedited redemption payments made in reliance upon the
information set forth in such Appendix D.
17. Neither this Agreement nor the performance of the services of the respective
parties hereunder shall be considered to constitute an exclusive arrangement,
or to create a partnership, association or joint venture between you and us.
Neither party hereto shall be, act as, or represent itself as, the agent or
representative of the other, nor shall either party have the right or
authority to assume, create or incur any liability or any obligation of any
kind, express or implied, against or in the name of, or on behalf of, the
other party. This Agreement is not intended to, and shall not, create any
rights against either party hereto by any third party solely on account of
this Agreement. Neither party hereto shall use the name of the other party in
any manner without the other party's prior written consent, except as
required by any applicable federal or state law, rule, regulation,
requirement or condition, and except pursuant to any promotional programs
mutually agreed upon in writing by the parties hereto.
18. Except as otherwise specifically provided herein, all notices required or
permitted to be given pursuant to this Agreement shall be given in writing
and delivered by personal delivery or by postage prepaid, registered or
certified United States first class mail, return receipt requested, or by
telecopier, telex, telegram or similar means of same day delivery (with a
confirming copy by mail as provided herein). Unless otherwise notified in
writing, all notices to you shall be given or sent to you at your offices
located at 200 Park Avenue, New York, New York 10166, Attention: General
Counsel, and all notices to us shall be given or sent to us at our address
shown below.
19. This Agreement shall become effective only when accepted and signed by you,
and may be terminated at any time by either party hereto upon 15 days' prior
written notice to the other party. This Agreement, including the Appendices
hereto, may be amended by you upon 15 days' prior written notice to us, and
such amendment shall be deemed accepted by us upon the placement of any order
for the purchase of Fund shares or the acceptance of a fee payable under this
Agreement, including the Appendices hereto, after the effective date of any
such amendment. This Agreement may not be assigned by us without your prior
written consent. This Agreement constitutes the entire agreement and
understanding between the parties hereto relating to the subject matter
hereof and supersedes any and all prior agreements between the parties hereto
relating to the subject matter hereof.
20. This Agreement shall be governed by and construed in accordance with the
internal laws of the State of New York, without giving effect to principles
of conflicts of laws.
Very truly yours,
Firm Name (Please Print or Type)
Address
Date: By:
Authorized Signature
NOTE: Please sign and return both copies of this Agreement to
Dreyfus Service Corporation. Upon acceptance one countersigned
copy will be returned to you for your files.
Accepted:
DREYFUS SERVICE CORPORATION
Date: By:
Authorized Signature
APPENDIX A
TO BANK AFFILIATED BROKER-DEALER AGREEMENT
FORM OF SERVICE AGREEMENT
Dreyfus Service Corporation
200 Park Avenue
New York, New York 10166
Gentlemen:
We wish to enter into an Agreement with you for servicing shareholders of, and
administering shareholder accounts in, certain mutual fund(s) managed, advised
or administered by The Dreyfus Corporation or its subsidiaries or affiliates
(hereinafter referred to individually as the "Fund" and collectively as the
"Funds"). You are the principal underwriter as defined in the Investment Company
Act of 1940, as amended (the "Act"), and the exclusive agent for the continuous
distribution of shares of the Funds.
The terms and conditions of this Agreement are as follows:
1. We agree to provide shareholder and administrative services for our clients
who own shares of the Funds ("clients"), which services may include, without
limitation: assisting clients in changing dividend options, account
designations and addresses; performing sub-accounting; establishing and
maintaining shareholder accounts and records; processing purchase and
redemption transactions; providing periodic statements and/or reports
showing a client's account balance and integrating such statements with
those of other transactions and balances in the client's other accounts
serviced by us; arranging for bank wires; and providing such other
information and services as you reasonably may request, to the extent we are
permitted by applicable statute, rule or regulation. In this regard, if we
are a subsidiary or affiliate of a federally chartered and supervised bank
or other banking organization, you recognize that we may be subject to the
provisions of the Glass-Steagall Act and other laws, rules, regulations or
requirements governing, among other things, the conduct of our activities.
As such, we are restricted in the activities we may undertake and for which
we may be paid and, therefore, intend to perform only those activities as
are consistent with our statutory and regulatory obligations. We represent
and warrant to, and agree with you, that the compensation payable to us
hereunder, together with any other compensation payable to us by clients in
connection with the investment of their assets in shares of the Funds, will
be properly disclosed by us to our clients.
2. We shall provide such office space and equipment, telephone facilities and
personnel (which may be all or any part of the space, equipment and
facilities currently used in our business, or all or any personnel employed
by us) as is necessary or beneficial for providing information and services
to each Fund's shareholders, and to assist you in servicing accounts of
clients. We shall transmit promptly to clients all communications sent to us
for transmittal to clients by or on behalf of you, any Fund, or any Fund's
investment adviser, custodian or transfer or dividend disbursing agent.
3. We agree that neither we nor any of our employees or agents are authorized
to make any representation concerning shares of any Fund, except those
contained in the then current Prospectus for such Fund, copies of which will
be supplied by you to us in reasonable quantities upon request. If we are a
subsidiary or an affiliate of a federally supervised bank or thrift
institution, we agree that in providing services hereunder we shall at all
times act in compliance with the Interagency Statement on Retail Sales of
Nondeposit Investment Products issued by The Board of Governors of the
Federal Reserve System, the Federal Deposit Insurance Corporation, the
Office of the Comptroller of the Currency, and the Office of Thrift
Supervision (February 15, 1994) or any successor interagency requirements as
in force at the time such services are provided. We shall have no authority
to act as agent for the Funds or for you.
4. You reserve the right, at your discretion and without notice, to suspend the
sale of shares or withdraw the sale of shares of any or all of the Funds.
5.We acknowledge that this Agreement shall become effective for a Fund only
when approved by vote of a majority of (i) the Fund's Board of Directors or
Trustees or Managing General Partners, as the case may be (collectively
"Directors," individually "Director"), and (ii) Directors who are not
"interested persons" (as defined in the Act) of the Fund and have no direct
or indirect financial interest in this Agreement, cast in person at a
meeting called for the purpose of voting on such approval.
6.This Agreement shall continue until the last day of the calendar year next
following the date of execution, and thereafter shall continue automatically
for successive annual periods ending on the last day of each calendar year.
For all Funds as to which Board approval of this Agreement is required, such
continuance must be approved specifically at least annually by a vote of a
majority of (i) the Fund's Board of Directors and (ii) Directors who are not
"interested persons" (as defined in the Act) of the Fund and have no direct
or indirect financial interest in this Agreement, by vote cast in person at
a meeting called for the purpose of voting on such approval. For any Fund as
to which Board approval of this Agreement is required, this Agreement is
terminable without penalty, at any time, by a majority of the Fund's
Directors who are not "interested persons" (as defined in the Act) and have
no direct or indirect financial interest in this Agreement or, upon not more
than 60 days' written notice, by vote of holders of a majority of the Fund's
shares. As to all Funds, this Agreement is terminable without penalty upon
15 days' notice by either party. In addition, you may terminate this
Agreement as to any or all Funds immediately, without penalty, if the
present investment adviser of such Fund(s) ceases to serve the Fund(s) in
such capacity, or if you cease to act as distributor of such Fund(s).
Notwithstanding anything contained herein, if we fail to perform the
shareholder servicing and administrative functions contemplated herein by
you as to any or all of the Funds, this Agreement shall be terminable
effective upon receipt of notice thereof by us. This Agreement also shall
terminate automatically in the event of its assignment (as defined in the
Act).
7. In consideration of the services and facilities described herein, we shall
be entitled to receive from you, and you agree to pay to us, the fees
described as payable to us in each Fund's Service Plan adopted pursuant to
Rule 12b-1 under the Act, and Prospectus and related Statement of Additional
Information. We understand that any payments pursuant to this Agreement
shall be paid only so long as this Agreement and such Plan are in effect. We
agree that no Director, officer or shareholder of the Fund shall be liable
individually for the performance of the obligations hereunder or for any
such payments.
8. We agree to provide to you and each applicable Fund such information
relating to our services hereunder as may be required to be maintained by
you and/or such Fund under applicable federal or state laws, and the rules,
regulations, requirements or conditions of applicable regulatory and
self-regulatory agencies or authorities.
9. This Agreement shall not constitute either party the legal representative of
the other, nor shall either party have the right or authority to assume,
create or incur any liability or any obligation of any kind, express or
implied, against or in the name of or on behalf of the other party.
10. All notices required or permitted to be given pursuant to this Agreement
shall be given in writing and delivered by personal delivery or by postage
prepaid, registered or certified United States first class mail, return
receipt requested, or by telecopier, telex, telegram or similar means of
same day delivery (with a confirming copy by mail as provided herein).
Unless otherwise notified in writing, all notices to you shall be given or
sent to you at 200 Park Avenue, New York, New York 10166, Attention: General
Counsel, and all notices to us shall be given or sent to us at our address
which shall be furnished to you in writing on or before the effective date
of this Agreement.
11. This Agreement shall be construed in accordance with the internal laws of
the State of New York, without giving effect to principles of conflict of
laws.
APPENDIX B
TO BANK AFFILIATED BROKER-DEALER AGREEMENT
FORM OF SHAREHOLDER SERVICES AGREEMENT
Dreyfus Service Corporation
200 Park Avenue
New York, New York 10166
Gentlemen:
We wish to enter into an Agreement with you for servicing shareholders of, and
administering shareholder accounts in, certain mutual fund(s) managed, advised
or administered by The Dreyfus Corporation or its subsidiaries or affiliates
(hereinafter referred to individually as the "Fund" and collectively as the
"Funds"). You are the principal underwriter as defined in the Investment Company
Act of 1940, as amended (the "Act"), and the exclusive agent for the continuous
distribution of shares of the Funds.
The terms and conditions of this Agreement are as follows:
1.We agree to provide shareholder and administrative services for our clients
who own shares of the Funds ("clients"), which services may include, without
limitation: assisting clients in changing dividend options, account
designations and addresses; performing sub-accounting; establishing and
maintaining shareholder accounts and records; processing purchase and
redemption transactions; providing periodic statements and/or reports
showing a client's account balance and integrating such statements with
those of other transactions and balances in the client's other accounts
serviced by us; arranging for bank wires; and providing such other
information and services as you reasonably may request, to the extent we are
permitted by applicable statute, rule or regulation. In this regard, if we
are a subsidiary or affiliate of a federally chartered and supervised bank
or other banking organization, you recognize that we may be subject to the
provisions of the Glass-Steagall Act and other laws, rules, regulations or
requirements governing, among other things, the conduct of our activities.
As such, we are restricted in the activities we may undertake and for which
we may be paid and, therefore, intend to perform only those activities as
are consistent with our statutory and regulatory obligations. We represent
and warrant to, and agree with you, that the compensation payable to us
hereunder, together with any other compensation payable to us by clients in
connection with the investment of their assets in shares of the Funds, will
be properly disclosed by us to our clients, will be authorized by our
clients and will not result in an excessive or unauthorized fee to us.
2. We shall provide such office space and equipment, telephone facilities and
personnel (which may be all or any part of the space, equipment and
facilities currently used in our business, or all or any personnel employed
by us) as is necessary or beneficial for providing information and services
to each Fund's shareholders, and to assist you in servicing accounts of
clients. We shall transmit promptly to clients all communications sent to us
for transmittal to clients by or on behalf of you, any Fund, or any Fund's
investment adviser, custodian or transfer or dividend disbursing agent. We
agree that in the event an issue pertaining to a Fund's Shareholder Services
Plan is submitted for shareholder approval, we will vote any Fund shares
held for our own account in the same proportion as the vote of those shares
held for our clients' accounts.
3. We agree that neither we nor any of our employees or agents are authorized
to make any representation concerning shares of any Fund, except those
contained in the then current Prospectus for such Fund, copies of which will
be supplied by you to us in reasonable quantities upon request. If we are a
subsidiary or an affiliate of a federally supervised bank or thrift
institution, we agree that in providing services hereunder we shall at all
times act in compliance with the Interagency Statement on Retail Sales of
Nondeposit Investment Products issued by The Board of Governors of the
Federal Reserve System, the Federal Deposit Insurance Corporation, the
Office of the Comptroller of the Currency, and the Office of Thrift
Supervision (February 15, 1994) or any successor interagency requirements as
in force at the time such services are provided. We shall have no authority
to act as agent for the Funds or for you.
4. You reserve the right, at your discretion and without notice, to suspend the
sale of shares or withdraw the sale of shares of any or all of the Funds.
5. We acknowledge that this Agreement shall become effective for a Fund only
when approved by vote of a majority of (i) the Fund's Board of Directors or
Trustees or Managing General Partners, as the case may be (collectively
"Directors," individually "Director"), and (ii) Directors who are not
"interested persons" (as defined in the Act) of the Fund and have no direct
or indirect financial interest in this Agreement, cast in person at a
meeting called for the purpose of voting on such approval.
6. This Agreement shall continue until the last day of the calendar year next
following the date of execution, and thereafter shall continue automatically
for successive annual periods ending on the last day of each calendar year.
Such continuance must be approved specifically at least annually by a vote
of a majority of (i) the Fund's Board of Directors and (ii) Directors who
are not "interested persons" (as defined in the Act) of the Fund and have no
direct or indirect financial interest in 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, at any time, by a majority of the
Fund's Directors who are not "interested persons" (as defined in the Act)
and have no direct or indirect financial interest in this Agreement. This
Agreement is terminable without penalty upon 15 days' notice by either
party. In addition, you may terminate this Agreement as to any or all Funds
immediately, without penalty, if the present investment adviser of such
Fund(s) ceases to serve the Fund(s) in such capacity, or if you cease to act
as distributor of such Fund(s). Notwithstanding anything contained herein,
if we fail to perform the shareholder servicing and administrative functions
contemplated herein by you as to any or all of the Funds, this Agreement
shall be terminable effective upon receipt of notice thereof by us. This
Agreement also shall terminate automatically in the event of its assignment
(as defined in the Act).
7. In consideration of the services and facilities described herein, we shall
be entitled to receive from you, and you agree to pay to us, the fees
described as payable to us in each Fund's Shareholder Services Plan and
Prospectus and related Statement of Additional Information. We understand
that any payments pursuant to this Agreement shall be paid only so long as
this Agreement and such Plan are in effect. We agree that no Director,
officer or shareholder of the Fund shall be liable individually for the
performance of the obligations hereunder or for any such payments.
8. We agree to provide to you and each applicable Fund such information
relating to our services hereunder as may be required to be maintained by
you and/or such Fund under applicable federal or state laws, and the rules,
regulations, requirements or conditions of applicable regulatory and
self-regulatory agencies or authorities.
9. This Agreement shall not constitute either party the legal representative of
the other, nor shall either party have the right or authority to assume,
create or incur any liability or any obligation of any kind, express or
implied, against or in the name of or on behalf of the other party.
10. All notices required or permitted to be given pursuant to this Agreement
shall be given in writing and delivered by personal delivery or by postage
prepaid, registered or certified United States first class mail, return
receipt requested, or by telecopier, telex, telegram or similar means of
same day delivery (with a confirming copy by mail as provided herein).
Unless otherwise notified in writing, all notices to you shall be given or
sent to you at 200 Park Avenue, New York, New York 10166, Attention: General
Counsel, and all notices to us shall be given or sent to us at our address
which shall be furnished to you in writing on or before the effective date
of this Agreement.
11. This Agreement shall be construed in accordance with the internal laws of
the State of New York, without giving effect to principles of conflict of
laws.
APPENDIX C
TO BANK AFFILIATED BROKER-DEALER AGREEMENT
FORM OF DISTRIBUTION PLAN AGREEMENT
Dreyfus Service Corporation
200 Park Avenue
New York, New York 10166
Gentlemen:
We wish to enter into an Agreement with you with respect to our providing
distribution assistance relating to shares of certain mutual fund(s) managed,
advised or administered by The Dreyfus Corporation or its subsidiaries or
affiliates (hereinafter referred to individually as the "Fund" and collectively
as the "Funds"). You are the principal underwriter as defined in the Investment
Company Act of 1940, as amended (the "Act"), and the exclusive agent for the
continuous distribution of shares of the Funds.
The terms and conditions of this Agreement are as follows:
1.We agree to provide distribution assistance in connection with the sale of
shares of the Funds. In this regard, if we are a subsidiary or affiliate of
a federally chartered and supervised bank or other banking organization, you
recognize that we may be subject to the provisions of the Glass-Steagall Act
and other laws, rules, regulations or requirements governing, among other
things, the conduct of our activities. As such, we are restricted in the
activities we may undertake and for which we may be paid and, therefore,
intend to perform only those activities as are consistent with our statutory
and regulatory obligations. We represent and warrant to, and agree with you,
that the compensation payable to us hereunder, together with any other
compensation payable to us by clients in connection with the investment of
their assets in shares of the Funds, will be properly disclosed by us to our
clients.
2. We shall provide such office space and equipment, telephone facilities and
personnel (which may be all or any part of the space, equipment and
facilities currently used in our business, or all or any personnel employed
by us) as is necessary or beneficial for providing services hereunder. We
shall transmit promptly to clients all communications sent to us for
transmittal to clients by or on behalf of you, any Fund, or any Fund's
investment adviser, custodian or transfer or dividend disbursing agent.
3. We agree that neither we nor any of our employees or agents are authorized
to make any representation concerning shares of any Fund, except those
contained in the then current Prospectus for such Fund, copies of which will
be supplied by you to us in reasonable quantities upon request. If we are a
subsidiary or an affiliate of a federally supervised bank or thrift
institution, we agree that in providing services hereunder we shall at all
times act in compliance with the Interagency Statement on Retail Sales of
Nondeposit Investment Products issued by The Board of Governors of the
Federal Reserve System, the Federal Deposit Insurance Corporation, the
Office of the Comptroller of the Currency, and the Office of Thrift
Supervision (February 15, 1994) or any successor interagency requirements as
in force at the time such services are provided. We shall have no authority
to act as agent for the Funds or for you.
4. You reserve the right, at your discretion and without notice, to suspend the
sale of shares or withdraw the sale of shares of any or all of the Funds.
5. We acknowledge that this Agreement shall become effective for a Fund only
when approved by vote of a majority of (i) the Fund's Board of Directors or
Trustees or Managing General Partners, as the case may be (collectively
"Directors," individually "Director"), and (ii) Directors who are not
"interested persons" (as defined in the Act) of the Fund and have no direct
or indirect financial interest in this Agreement, cast in person at a
meeting called for the purpose of voting on such approval.
6. This Agreement shall continue until the last day of the calendar year next
following the date of execution, and thereafter shall continue automatically
for successive annual periods ending on the last day of each calendar year.
Such continuance must be approved specifically at least annually by a vote
of a majority of (i) the Fund's Board of Directors and (ii) Directors who
are not "interested persons" (as defined in the Act) of the Fund and have no
direct or indirect financial interest in 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, at any time, by a majority of the
Fund's Directors who are not "interested persons" (as defined in the Act)
and have no direct or indirect financial interest in this Agreement or, upon
not more than 60 days' written notice, by vote of holders of a majority of
the Fund's shares. This Agreement is terminable without penalty upon 15
days' notice by either party. In addition, you may terminate this Agreement
as to any or all Funds immediately, without penalty, if the present
investment adviser of such Fund(s) ceases to serve the Fund(s) in such
capacity, or if you cease to act as distributor of such Fund(s).
Notwithstanding anything contained herein, if we fail to perform the
distribution functions contemplated herein by you as to any or all of the
Funds, this Agreement shall be terminable effective upon receipt of notice
thereof by us. This Agreement also shall terminate automatically in the
event of its assignment (as defined in the Act).
7. In consideration of the services and facilities described herein, we shall
be entitled to receive from you, and you agree to pay to us, the fees
described as payable to us in each Fund's Distribution Plan adopted pursuant
to Rule 12b- 1 under the Act, and Prospectus and related Statement of
Additional Information. We understand that any payments pursuant to this
Agreement shall be paid only so long as this Agreement and such Plan are in
effect. We agree that no Director, officer or shareholder of the Fund shall
be liable individually for the performance of the obligations hereunder or
for any such payments.
8. We agree to provide to you and each applicable Fund such information
relating to our services hereunder as may be required to be maintained by
you and/or such Fund under applicable federal or state laws, and the rules,
regulations, requirements or conditions of applicable regulatory and
self-regulatory agencies or authorities.
9. This Agreement shall not constitute either party the legal representative of
the other, nor shall either party have the right or authority to assume,
create or incur any liability or any obligation of any kind, express or
implied, against or in the name of or on behalf of the other party.
10. All notices required or permitted to be given pursuant to this Agreement
shall be given in writing and delivered by personal delivery or by postage
prepaid, registered or certified United States first class mail, return
receipt requested, or by telecopier, telex, telegram or similar means of
same day delivery (with a confirming copy by mail as provided herein).
Unless otherwise notified in writing, all notices to you shall be given or
sent to you at 200 Park Avenue, New York, New York 10166, Attention: General
Counsel, and all notices to us shall be given or sent to us at our address
which shall be furnished to you in writing on or before the effective date
of this Agreement.
11. This Agreement shall be construed in accordance with the internal laws of
the State of New York, without giving effect to principles of conflict of
laws.
APPENDIX D
TO BANK AFFILIATED BROKER-DEALER AGREEMENT
EXPEDITED REDEMPTION INFORMATION FORM
The following information is provided by the Firm identified below which desires
to exercise expedited redemption privileges with respect to shares of certain
mutual funds managed, advised or administered by The Dreyfus Corporation or its
subsidiaries or affiliates, which shares are registered in the name of, or
beneficially owned by, the customers of such Firm.
(PLEASE PRINT OR TYPE)
NAME OF BANK
STREET ADDRESS CITY STATE ZIP CODE
In order to speed payment, redemption proceeds shall be sent only to the
commercial bank identified below, for credit to customer accounts of the
above-named Firm.
NAME OF COMMERCIAL BANK TO RECEIVE ALL PAYMENTS - ABA NUMBER
ACCOUNT NAME ACCOUNT NUMBER
STREET ADDRESS CITY STATE ZIP CODE
BANK AGREEMENT
(Fully Disclosed Basis)
Dreyfus Service Corporation
200 Park Avenue
New York, New York 10166
Gentlemen:
We are a "bank" (as such term is defined in Section 3(a)(6) of the Securities
Exchange Act of 1934, as amended (the "Exchange Act") ). We desire to make
available to our customers shares of beneficial interest or common stock of
open-end registered investment companies managed, advised or administered by The
Dreyfus Corporation or its subsidiaries or affiliates (hereinafter referred to
individually as a "Fund" and collectively as the "Funds"). You are the principal
underwriter (as such term is defined in the Investment Company Act of 1940, as
amended) of the offering of shares of the Funds and the exclusive agent for the
continuous distribution of such shares pursuant to the terms of a Distribution
Agreement between you and each Fund. Unless the context otherwise requires, as
used herein the term "Prospectus" shall mean the prospectus and related
statement of additional information ("Statement of Additional Information")
incorporated therein by reference (as amended and supplemented) of each of the
respective Funds included in the then currently effective registration statement
(or post-effective amendment thereto) of each such Fund, as filed with the
Securities and Exchange Commission pursuant to the Securities Act of 1933, as
amended (the "Registration Statement").
In consideration for the mutual covenants contained herein, it is hereby agreed
that our respective rights and obligations shall be as follows:
1. With respect to any and all transactions in the shares of any Fund pursuant
to this Agreement, it is understood and agreed in each case that: (a) we
shall be acting solely as agent for the account of our customer; (b) each
transaction shall be initiated solely upon the order of our customer; (c) you
shall execute transactions only upon receiving instructions from us acting as
agent for our customer; (d) as between us and our customer, our customer will
have full beneficial ownership of all Fund shares; and (e) each transaction
shall be for the account of our customer and not for our account. Each
transaction shall be without recourse to us provided that we act in
accordance with the terms of this Agreement. We represent and warrant to you
that (a) we will have full right, power and authority to effect transactions
(including, without limitation, any purchases, exchanges and redemptions) in
Fund shares on behalf of all customer accounts provided by us to you or to
any transfer agent as such term is defined in the Prospectus of each Fund
(the "Transfer Agent"); and (b) we have taken appropriate verification
measures to ensure transactions are in compliance with all applicable laws
and regulations concerning foreign exchange controls and money laundering.
2. All orders for the purchase of any Fund shares shall be executed at the then
current public offering price per share (i.e., the net asset value per share
plus the applicable sales charge, if any) and all orders for the redemption
of any Fund shares shall be executed at the net asset value per share less
the applicable deferred sales charge, redemption fee or similar charge or
fee, if any, in each case as described in the Prospectus of such Fund. The
minimum initial purchase order and minimum subsequent purchase order shall be
as set forth in the Prospectus of such Fund. All orders are subject to
acceptance or rejection by you at your sole discretion. Unless otherwise
mutually agreed in writing, each transaction shall be promptly confirmed in
writing directly to the customer on a fully disclosed basis and a copy of
each confirmation shall be sent simultaneously to us. You reserve the right,
at your discretion and without notice, to suspend the sale of shares or
withdraw entirely the sale of shares of any or all of the Funds.
3. In ordering shares of any Fund, we shall rely solely and conclusively on the
representations contained in the Prospectus of such Fund. We agree that we
shall not make shares of any Fund available to our customers except in
compliance with all applicable federal and state laws, and the rules,
regulations and requirements of applicable regulatory agencies or
authorities. We agree that we shall not purchase any Fund shares, as agent
for any customer, unless we deliver or cause to be delivered to such
customer, at or prior to the time of such purchase, a copy of the Prospectus
of such Fund, or unless such customer has acknowledged receipt of the
Prospectus of such Fund. We further agree to obtain from each customer for
whom we act as agent for the purchase of Fund shares any taxpayer
identification number certification and such other information as may be
required from time to time under the Internal Revenue Code of 1986, as
amended (the "Code"), and the regulations promulgated thereunder, and to
provide you or your designee with timely written notice of any failure to
obtain such taxpayer identification number certification or other information
in order to enable the implementation of any required withholding. We will be
responsible for the proper instruction and training of all sales personnel
employed by us. Unless otherwise mutually agreed in writing, you shall
deliver or cause to be delivered to each of the customers who purchases
shares of any of the Funds through us pursuant to this Agreement copies of
all annual and interim reports, proxy solicitation materials and any other
information and materials relating to such Funds and prepared by or on behalf
of you, the Fund or its investment adviser, custodian, Transfer Agent or
dividend disbursing agent for distribution to each such customer. You agree
to supply us with copies of the Prospectus, Statement of Additional
Information, annual reports, interim reports, proxy solicitation materials
and any such other information and materials relating to each Fund in
reasonable quantities upon request.
4. We shall not make any representations concerning any Fund shares other than
those contained in the Prospectus of such Fund or in any promotional
materials or sales literature furnished to us by you or the Fund. We shall
not furnish or cause to be furnished to any person or display or publish any
information or materials relating to any Fund (including, without
limitation, promotional materials and sales literature, advertisements,
press releases, announcements, statements, posters, signs or other similar
materials), except such information and materials as may be furnished to us
by you or the Fund, and such other information and materials as may be
approved in writing by you. In making Fund shares available to our customers
hereunder, or in providing investment advice regarding such shares to our
customers, we shall at all times act in compliance with the Interagency
Statement on Retail Sales of Nondeposit Investment Products issued by The
Board of Governors of the Federal Reserve System, the Federal Deposit
Insurance Corporation, the Office of the Comptroller of the Currency, and
the Office of Thrift Supervision (February 15, 1994) or any successor
interagency requirements as in force at the time such services are provided.
5. In determining the amount of any reallowance payable to us hereunder, you
reserve the right to exclude any sales which you reasonably determine are
not made in accordance with the terms of the applicable Fund Prospectuses or
the provisions of this Agreement.
6. (a) In the case of any Fund shares sold with a sales charge, customers may
be entitled to a reduction in sales charge on purchases made under a letter
of intent ("Letter of Intent") in accordance with the Fund Prospectus. In
such case, our reallowance will be paid based upon the reduced sales charge,
but an adjustment will be made as described in the Prospectus of the
applicable Fund to reflect actual purchases of the customer if he should
fail to fulfill his Letter of Intent. The sales charge and/or reallowance
may be changed at any time in your sole discretion upon written notice to
us.
(b) Subject to and in accordance with the terms of the Prospectus of each
Fund sold with a sales charge, a reduced sales charge may be applicable with
respect to customer accounts through a right of accumulation under which
customers are permitted to purchase shares of a Fund at the then current
public offering price per share applicable to the total of (i) the dollar
amount of shares then being purchased plus (ii) an amount equal to the then
current net asset value or public offering price originally paid per share,
whichever is higher, of the customer's combined holdings of the shares of
such Fund and of any other open-end registered investment company as may be
permitted by the applicable Fund Prospectus. In such case, we agree to
furnish to you or the Transfer Agent sufficient information to permit your
confirmation of qualification for a reduced sales charge, and acceptance of
the purchase order is subject to such confirmation.
(c) With respect to Fund shares sold with a sales charge, we agree to advise
you promptly at your request as to amounts of any and all purchases of Fund
shares made by us, as agent for our customers, qualifying for a reduced
sales charge.
(d) Exchanges (i.e., the investment of the proceeds from the liquidation of
shares of one open-end registered investment company managed, advised or
administered by The Dreyfus Corporation or its subsidiaries or affiliates in
the shares of another open-end registered investment company managed,
advised or administered by The Dreyfus Corporation or its subsidiaries or
affiliates) shall, where available, be made subject to and in accordance
with the terms of each Fund's Prospectus.
(e)Unless at the time of transmitting an order we advise you to the
contrary, the shares ordered will be deemed to be the total holdings of the
specified customer.
7. Subject to and in accordance with the terms of each Fund Prospectus and
Service Plan, Shareholder Services Plan, Distribution Plan or other similar
plan, if any, we understand that you may pay to certain financial
institutions, securities dealers and other industry professionals with which
you have entered into an agreement in substantially the form annexed hereto
as Appendix A, B, or C (or such other form as may be approved from time to
time by the board of directors or trustees or managing general partners of
the Fund) such fees as may be determined by you in accordance with such
agreement for shareholder, administrative or distribution-related services
as described therein.
8. The procedures relating to all orders and the handling thereof will be
subject to the terms of the Prospectus of each Fund and your written
instructions to us from time to time. No conditional orders will be
accepted. We agree to place orders with you immediately for the same number
of shares and at the same price as any orders we receive from our customers.
We shall not withhold placing orders received from customers so as to profit
ourselves as a result of such withholding by a change in the net asset value
from that used in determining the offering price to such customers, or
otherwise; provided, however, that the foregoing shall not prevent the
purchase of shares of any Fund by us for our own bona fide investment. We
agree that: (a) we shall not effect any transactions (including, without
limitation, any purchases, exchanges and redemptions) in any Fund shares
registered in the name of, or beneficially owned by, any customer unless
such customer has granted us full right, power and authority to effect such
transactions on such customer's behalf, and (b) you, each Fund, the Transfer
Agent and your and their respective officers, directors, trustees, managing
general partners, agents, employees and affiliates shall not be liable for,
and shall be fully indemnified and held harmless by us from and against, any
and all claims, demands, liabilities and expenses (including, without
limitation, reasonable attorneys' fees) which may be incurred by you or any
of the foregoing persons entitled to indemnification from us hereunder
arising out of or in connection with the execution of any transactions in
Fund shares registered in the name of, or beneficially owned by, any
customer in reliance upon any oral or written instructions reasonably
believed to be genuine and to have been given by or on behalf of us.
9. (a) We agree to pay for purchase orders of any Fund shares placed by us in
accordance with the terms of the Prospectus of the applicable Fund. On or
before the settlement date of each purchase order for shares of any Fund, we
shall either (i) remit to an account designated by you with the Transfer
Agent an amount equal to the then current public offering price of the
shares of such Fund being purchased less our reallowance, if any, with
respect to such purchase order as determined by you in accordance with the
terms of the applicable Fund Prospectus, or (ii) remit to an account
designated by you with the Transfer Agent an amount equal to the then
current public offering price of the shares of such Fund being purchased
without deduction for our reallowance, if any, with respect to such purchase
order as determined by you in accordance with the terms of the applicable
Fund Prospectus, in which case our reallowance, if any, shall be payable to
us by you on at least a monthly basis. If payment for any purchase order is
not received in accordance with the terms of the applicable Fund Prospectus,
you reserve the right, without notice, to cancel the sale and to hold us
responsible for any loss sustained as a result thereof.
(b) If any shares sold to us as agent for our customers under the terms of
this Agreement are sold with a sales charge and are redeemed for the account
of the Fund or are tendered for redemption within seven (7) days after the
date of purchase: (i) we shall forthwith refund to you the full reallowance
received by us on the sale; and (ii) you shall forthwith pay to the Fund
your portion of the sales charge on the sale which had been retained by you
and shall also pay to the Fund the amount refunded by us.
10. Certificates for shares sold to us as agent for our customers hereunder
shall only be issued in accordance with the terms of each Fund's Prospectus
upon our customers' specific request and, upon such request, shall be
promptly delivered to our customers by the Transfer Agent unless other
arrangements are made by us. However, in making delivery of such share
certificates to our customers, the Transfer Agent shall have adequate time
to clear any checks drawn for the payment of Fund shares.
11. We hereby represent and warrant to you that: (a) we are a "bank" as such
term is defined in Section 3(a)(6) of the Exchange Act; (b) we are a duly
organized and validly existing "bank" in good standing under the laws of the
jurisdiction in which we were organized; (c) all authorizations (if any)
required for our lawful execution of this Agreement and our performance
hereunder have been obtained; and (d) upon execution and delivery by us, and
assuming due and valid execution and delivery by you, this Agreement will
constitute a valid and binding agreement, enforceable against us in
accordance with its terms. We agree to give written notice to you promptly
in the event that we shall cease to be a "bank" as such term is defined in
Section 3(a)(6) of the Exchange Act. In such event, this Agreement shall be
automatically terminated upon such written notice.
12. You agree to inform us, upon our request, as to the states in which you
believe the shares of the Funds have been qualified for sale under, or are
exempt from the requirements of, the respective securities laws of such
states, but you shall have no obligation or responsibility as to our right
to make shares of any Funds available to our customers in any jurisdiction.
We agree to comply with all applicable federal and state laws, rules,
regulations and requirements relating to the performance of our duties and
responsibilities hereunder.
13. (a) You agree to indemnify, defend and hold us, our several officers and
directors, and any person who controls us within the meaning of Section 15
of the Securities 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 therewith) which we, our officers
and directors, or any such controlling person, may incur under the
Securities Act of 1933, as amended, or under common law or otherwise,
arising out of or based upon (i) any breach of any representation, warranty
or covenant made by you herein, or (ii) any failure by you to perform your
obligations as set forth herein, or (iii) 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 any thereof not misleading; provided, however, that your
agreement to indemnify us, our officers and directors, and any such
controlling 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 you or the Fund by us specifically for use in the
preparation thereof. Your agreement to indemnify us, our officers and
directors, and any such controlling person, as aforesaid, is expressly
conditioned upon your being notified of any action brought against our
officers or directors, or any such controlling person, such notification to
be given by letter or by telecopier, telex, telegram or similar means of
same day delivery received by you at your address as specified in Paragraph
18 of this Agreement within seven (7) days after the summons or other first
legal process shall have been served. The failure so to notify you of any
such action shall not relieve you from any liability which you may have to
the person against whom such action is brought by reason of any such breach,
failure or untrue, or alleged untrue, statement or omission, or alleged
omission, otherwise than on account of your indemnity agreement contained in
this Paragraph 1 3(a). You will be entitled to assume the defense of any
suit brought to enforce any such claim, demand, liability or expense. In the
event that you elect to assume the defense of any such suit and retain
counsel, 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 you
do not elect to assume the defense of any such suit, you will reimburse us,
our officers and directors, or any controlling persons named as defendants
in such suit, for the fees and expenses of any counsel retained by us or
them. Your indemnification agreement contained in this Paragraph 1 3(a)
shall remain operative and in full force and effect regardless of any
investigation made by or on behalf of any person entitled to indemnification
pursuant to this Paragraph 13(a), and shall survive the delivery of any Fund
shares and termination of this Agreement. This agreement of indemnity will
inure exclusively to the benefit of the persons entitled to indemnification
from you pursuant to this Agreement and their respective estates, successors
and assigns.
(b) We agree to indemnify, defend and hold you and your several officers
and directors, and each Fund and its several officers and directors or
trustees or managing general partners, and any person who controls you
and/or each Fund within the meaning of Section 15 of the Securities 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 therewith) which you and your several officers and directors,
or the Fund and its officers and directors or trustees or managing general
partners, or any such controlling person, may incur under the Securities Act
of 1933, as amended, or under common law or otherwise, arising out of or
based upon (i) any breach of any representation, warranty or covenant made
by us herein, or (ii) any failure by us to perform our obligations as set
forth herein, or (iii) any untrue, or alleged untrue, statement of a
material fact contained in the information furnished in writing by us to you
or any Fund specifically for use in such Fund's Registration Statement or
Prospectus, or used in the answers to any of the items of the Registration
Statement or in the corresponding statements made in the Prospectus, or
arising out of or based upon any omission, or alleged omission, to state a
material fact in connection with such information furnished in writing by us
to you or the Fund and required to be stated in such answers or necessary to
make such information not misleading. Our agreement to indemnify you and
your officers and directors, and the Fund and its officers and directors or
trustees, and any such controlling person, as aforesaid, is expressly
conditioned upon our being notified of any action brought against any person
or entity entitled to indemnification hereunder, such notification to be
given by letter or by telecopier, telex, telegram or similar means of same
day delivery received by us at our address as specified in Paragraph 18 of
this Agreement within seven (7) days after the summons or other first legal
process shall have been served. The failure so to notify us of any such
action shall not relieve us from any liability which we may have to you or
your officers and directors, or the Fund or its officers and directors or
trustees or managing general partners, or to any such controlling person, by
reason of any such breach, failure or untrue, or alleged untrue, statement
or omission, or alleged omission, otherwise than on account of our indemnity
agreement contained in this Paragraph 13(b). Our indemnification agreements
contained in Paragraph 8 above, Paragraph 16 below and this Paragraph 13(b)
shall remain operative and in full force and effect regardless of any
investigation made by or on behalf of any person entitled to indemnification
pursuant to Paragraph 8 above, Paragraph 16 below or this Paragraph 13(b),
and shall survive the delivery of any Fund shares and termination of this
Agreement. Such agreements of indemnity will inure exclusively to the
benefit of the persons entitled to indemnification hereunder and their
respective estates, successors and assigns.
14. The names and addresses and other information concerning our customers are
and shall remain our sole property, and neither you nor your affiliates
shall use such names, addresses or other information for any purpose except
in connection with the performance of your duties and responsibilities
hereunder and except for servicing and informational mailings relating to
the Funds. Notwithstanding the foregoing, this Paragraph 14 shall not
prohibit you or any of your affiliates from utilizing for any purpose the
names, addresses or other information concerning any of our customers if
such names, addresses or other information are obtained in any manner other
than from us pursuant to this Agreement. The provisions of this Paragraph 14
shall survive the termination of this Agreement.
15. We agree to serve as a service agent, in accordance with the terms of the
Form of Service Agreement annexed hereto as Appendix A, Form of Shareholder
Services Agreement annexed hereto as Appendix B, and/or Form of Distribution
Plan Agreement annexed hereto as Appendix C, as applicable, for all of our
customers who purchase shares of any and all Funds whose Prospectuses
provide therefor. By executing this Agreement, each of the parties hereto
agrees to be bound by all terms, conditions, rights and obligations set
forth in the forms of agreements annexed hereto and further agrees that such
forms of agreement supersede any and all prior service agreements or other
similar agreements between the parties hereto, relating to any Fund or
Funds. It is recognized that certain parties may not be permitted to collect
distribution fees under the Form of Distribution Plan Agreement annexed
hereto, and if we are such a party, we will not collect such fees.
16. By completing the Expedited Redemption Information Form annexed hereto as
Appendix D, we agree that you, each Fund with respect to which you permit us
to exercise an expedited redemption privilege, the Transfer Agent of each
such Fund, and your and their respective officers, directors or trustees or
managing general partners, agents, employees and affiliates shall not be
liable for and shall be fully indemnified and held harmless by us from and
against any and all claims, demands, liabilities and expenses (including,
without limitation, reasonable attorneys' fees) arising out of or in
connection with any expedited redemption payments made in reliance upon the
information set forth in such Appendix D.
17. Neither this Agreement nor the performance of the services of the respective
parties hereunder shall be considered to constitute an exclusive
arrangement, or to create a partnership, association or joint venture
between you and us. Neither party hereto shall be, act as, or represent
itself as, the agent or representative of the other, nor shall either party
have the right or authority to assume, create or incur any liability or any
obligation of any kind, express or implied, against or in the name of, or on
behalf of, the other party. This Agreement is not intended to, and shall
not, create any rights against either party hereto by any third party solely
on account of this Agreement. Neither party hereto shall use the name of the
other party in any manner without the other party's prior written consent,
except as required by any applicable federal or state law, rule, regulation
or requirement, and except pursuant to any promotional programs mutually
agreed upon in writing by the parties hereto.
18. Except as otherwise specifically provided herein, all notices required or
permitted to be given pursuant to this Agreement shall be given in writing
and delivered by personal delivery or by postage prepaid, registered or
certified United States first class mail, return receipt requested, or by
telecopier, telex, telegram or similar means of same day delivery (with a
confirming copy by mail as provided herein). Unless otherwise notified in
writing, all notices to you shall be given or sent to you at your offices,
located at 200 Park Avenue, New York, New York 10166, Attention: General
Counsel, and all notices to us shall be given or sent to us at our address
shown below.
19. This Agreement shall become effective only when accepted and signed by you,
and may be terminated at any time by either party hereto upon 15 days' prior
written notice to the other party. This Agreement may be amended by you upon
15 days' prior written notice to us, and such amendment shall be deemed
accepted by us upon the placement of any order for the purchase of Fund
shares or the acceptance of a fee payable under this Agreement, including
the Appendices hereto, after the effective date of any such amendment. This
Agreement may not be assigned by us without your prior written consent. This
Agreement constitutes the entire agreement and understanding between the
parties hereto relating to the subject matter hereof and supersedes any and
all prior agreements between the parties hereto relating to the subject
matter hereof.
20. This Agreement shall be governed by and construed in accordance with the
internal laws of the State of New York, without giving effect to principles
of conflicts of laws.
Very truly yours,
Firm Name (Please Print or Type)
Address
Date: By:
Authorized Signature
NOTE: Please sign and return both copies of this Agreement to
Dreyfus Service Corporation. Upon acceptance one countersigned
copy will be returned to you for your files.
Accepted:
DREYFUS SERVICE CORPORATION
Date: By:
Authorized Signature
APPENDIX A
TO BANK AGREEMENT
FORM OF SERVICE AGREEMENT
Dreyfus Service Corporation
200 Park Avenue
New York, New York 10166
Gentlemen:
We wish to enter into an Agreement with you for servicing shareholders of, and
administering shareholder accounts in, certain mutual fund(s) managed, advised
or administered by The Dreyfus Corporation or its subsidiaries or affiliates
(hereinafter referred to individually as the "Fund" and collectively as the
"Funds"). You are the principal underwriter as defined in the Investment Company
Act of 1940, as amended (the "Act"), and the exclusive agent for the continuous
distribution of shares of the Funds.
The terms and conditions of this Agreement are as follows:
1. We agree to provide shareholder and administrative services for our clients
who own shares of the Funds ("clients"), which services may include, without
limitation: assisting clients in changing dividend options, account
designations and addresses; performing sub-accounting; establishing and
maintaining shareholder accounts and records; processing purchase and
redemption transactions; providing periodic statements and/or reports
showing a client's account balance and integrating such statements with
those of other transactions and balances in the client's other accounts
serviced by us; arranging for bank wires; and providing such other
information and services as you reasonably may request, to the extent we are
permitted by applicable statute, rule or regulation. In this regard, if we
are a federally chartered and supervised bank or other banking organization,
you recognize that we may be subject to the provisions of the Glass-Steagall
Act and other laws, rules, regulations or requirements governing, among
other things, the conduct of our activities. As such, we are restricted in
the activities we may undertake and for which we may be paid and, therefore,
intend to perform only those activities as are consistent with our statutory
and regulatory obligations. We represent and warrant to, and agree with you,
that the compensation payable to us hereunder, together with any other
compensation payable to us by clients in connection with the investment of
their assets in shares of the Funds, will be properly disclosed by us to our
clients.
2. We shall provide such office space and equipment, telephone facilities and
personnel (which may be all or any part of the space, equipment and
facilities currently used in our business, or all or any personnel employed
by us) as is necessary or beneficial for providing information and services
to each Fund's shareholders, and to assist you in servicing accounts of
clients. We shall transmit promptly to clients all communications sent to us
for transmittal to clients by or on behalf of you, any Fund, or any Fund's
investment adviser, custodian or transfer or dividend disbursing agent.
3. We agree that neither we nor any of our employees or agents are authorized
to make any representation concerning shares of any Fund, except those
contained in the then current Prospectus for such Fund, copies of which will
be supplied by you to us in reasonable quantities upon request. If we are a
federally supervised bank or thrift institution, we agree that, in providing
services hereunder, we shall at all times act in compliance with the
Interagency Statement on Retail Sales of Nondeposit Investment Products
issued by The Board of Governors of the Federal Reserve System, the Federal
Deposit Insurance Corporation, the Office of the Comptroller of the
Currency, and the Office of Thrift Supervision (February 15, 1994) or any
successor interagency requirements as in force at the time such services are
provided. We shall have no authority to act as agent for the Funds or for
you.
4. You reserve the right, at your discretion and without notice, to suspend the
sale of shares or withdraw the sale of shares of any or all of the Funds.
5. We acknowledge that this Agreement shall become effective for a Fund only
when approved by vote of a majority of (i) the Fund's Board of Directors or
Trustees or Managing General Partners, as the case may be (collectively
"Directors," individually "Director"), and (ii) Directors who are not
"interested persons" (as defined in the Act) of the Fund and have no direct
or indirect financial interest in this Agreement, cast in person at a
meeting called for the purpose of voting on such approval.
6. This Agreement shall continue until the last day of the calendar year next
following the date of execution, and thereafter shall continue automatically
for successive annual periods ending on the last day of each calendar year.
For all Funds as to which Board approval of this Agreement is required, such
continuance must be approved specifically at least annually by a vote of a
majority of (i) the Fund's Board of Directors and (ii) Directors who are not
"interested persons" (as defined in the Act) of the Fund and have no direct
or indirect financial interest in this Agreement, by vote cast in person at
a meeting called for the purpose of voting on such approval. For any Fund as
to which Board approval of this Agreement is required, this Agreement is
terminable without penalty, at any time, by a majority of the Fund's
Directors who are not "interested persons" (as defined in the Act) and have
no direct or indirect financial interest in this Agreement or upon not more
than 60 days' written notice, by vote of holders of a majority of the Fund's
shares. As to all Funds, this Agreement is terminable without penalty upon
15 days' notice by either party. In addition, you may terminate this
Agreement as to any or all Funds immediately, without penalty, if the
present investment adviser of such Fund(s) ceases to serve the Fund(s) in
such capacity, or if you cease to act as distributor of such Fund(s).
Notwithstanding anything contained herein, if we fail to perform the
shareholder servicing and administrative functions contemplated herein by
you as to any or all of the Funds, this Agreement shall be terminable
effective upon receipt of notice thereof by us. This Agreement also shall
terminate automatically in the event of its assignment (as defined in the
Act).
7. In consideration of the services and facilities described herein, we shall
be entitled to receive from you, and you agree to pay to us, the fees
described as payable to us in each Fund's Service Plan adopted pursuant to
Rule 12b-1 under the Act, and Prospectus and related Statement of Additional
Information. We understand that any payments pursuant to this Agreement
shall be paid only so long as this Agreement and such Plan are in effect. We
agree that no Director, officer or shareholder of the Fund shall be liable
individually for the performance of the obligations hereunder or for any
such payments.
8. We agree to provide to you and each applicable Fund such information
relating to our services hereunder as may be required to be maintained by
you and/or such Fund under applicable federal or state laws, and the rules,
regulations, requirements or conditions of applicable regulatory and
self-regulatory agencies or authorities.
9. This Agreement shall not constitute either party the legal representative of
the other, nor shall either party have the right or authority to assume,
create or incur any liability or any obligation of any kind, express or
implied, against or in the name of or on behalf of the other party.
10. All notices required or permitted to be given pursuant to this Agreement
shall be given in writing and delivered by personal delivery or by postage
prepaid, registered or certified United States first class mail, return
receipt requested, or by telecopier, telex, telegram or similar means of
same day delivery (with a confirming copy by mail as provided herein).
Unless otherwise notified in writing, all notices to you shall be given or
sent to you at 200 Park Avenue, New York, New York 10166, Attention: General
Counsel, and all notices to us shall be given or sent to us at our address
which shall be furnished to you in writing on or before the effective date
of this Agreement.
11. This Agreement shall be construed in accordance with the internal laws of
the State of New York, without giving effect to principles of conflict of
laws.
APPENDIX B
TO BANK AGREEMENT
FORM OF SHAREHOLDER SERVICES AGREEMENT
Dreyfus Service Corporation
200 Park Avenue
New York, New York 10166
Gentlemen:
We wish to enter into an Agreement with you for servicing shareholders of, and
administering shareholder accounts in, certain mutual fund(s) managed, advised
or administered by The Dreyfus Corporation or its subsidiaries or affiliates
(hereinafter referred to individually as the "Fund" and collectively as the
"Funds"). You are the principal underwriter as defined in the Investment Company
Act of 1940, as amended (the "Act"), and the exclusive agent for the continuous
distribution of shares of the Funds.
The terms and conditions of this Agreement are as follows:
1. We agree to provide shareholder and administrative services for our clients
who own shares of the Funds ("clients"), which services may include, without
limitation: assisting clients in changing dividend options, account
designations and addresses; performing sub-accounting; establishing and
maintaining shareholder accounts and records; processing purchase and
redemption transactions; providing periodic statements and/or reports
showing a client's account balance and integrating such statements with
those of other transactions and balances in the client's other accounts
serviced by us; arranging for bank wires; and providing such other
information and services as you reasonably may request, to the extent we are
permitted by applicable statute, rule or regulation. In this regard, if we
are a federally chartered and supervised bank or other banking organization,
you recognize that we may be subject to the provisions of the Glass-Steagall
Act and other laws, rules, regulations, or requirements governing, among
other things, the conduct of our activities. As such, we are restricted in
the activities we may undertake and for which we may be paid and, therefore,
intend to perform only those activities as are consistent with our statutory
and regulatory obligations. We represent and warrant to, and agree with you,
that the compensation payable to us hereunder, together with any other
compensation payable to us by clients in connection with the investment of
their assets in shares of the Funds, will be properly disclosed by us to our
clients, will be authorized by our clients and will not result in an
excessive or unauthorized fee to us.
2. We shall provide such office space and equipment, telephone facilities and
personnel (which may be all or any part of the space, equipment and
facilities currently used in our business, or all or any personnel employed
by us) as is necessary or beneficial for providing information and services
to each Fund's shareholders, and to assist you in servicing accounts of
clients. We shall transmit promptly to clients all communications sent to us
for transmittal to clients by or on behalf of you, any Fund, or any Fund's
investment adviser, custodian or transfer or dividend disbursing agent. We
agree that in the event an issue pertaining to a Fund's Shareholder Services
Plan is submitted for shareholder approval, we will vote any Fund shares
held for our own account in the same proportion as the vote of those shares
held for our clients' accounts.
3. We agree that neither we nor any of our employees or agents are authorized
to make any representation concerning shares of any Fund, except those
contained in the then current Prospectus for such Fund, copies of which will
be supplied by you to us in reasonable quantities upon request. If we are a
federally supervised bank or thrift institution, we agree that, in providing
services hereunder, we shall at all times act in compliance with the
Interagency Statement on Retail Sales of Nondeposit Investment Products
issued by The Board of Governors of the Federal Reserve System, the Federal
Deposit Insurance Corporation, the Office of the Comptroller of the
Currency, and the Office of Thrift Supervision (February 15, 1994) or any
successor interagency requirements as in force at the time such services are
provided. We shall have no authority to act as agent for the Funds or for
you.
4. You reserve the right, at your discretion and without notice, to suspend the
sale of shares or withdraw the sale of shares of any or all of the Funds.
5. We acknowledge that this Agreement shall become effective for a Fund only
when approved by vote of a majority of (i) the Fund's Board of Directors or
Trustees or Managing General Partners, as the case may be (collectively
"Directors," individually "Director"), and (ii) Directors who are not
"interested persons" (as defined in the Act) of the Fund and have no direct
or indirect financial interest in this Agreement, cast in person at a
meeting called for the purpose of voting on such approval.
6. This Agreement shall continue until the last day of the calendar year next
following the date of execution, and thereafter shall continue automatically
for successive annual periods ending on the last day of each calendar year.
Such continuance must be approved specifically at least annually by a vote
of a majority of (i) the Fund's Board of Directors and (ii) Directors who
are not "interested persons" (as defined in the Act) of the Fund and have no
direct or indirect financial interest in 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, at any time, by a majority of the
Fund's Directors who are not "interested persons" (as defined in the Act)
and have no direct or indirect financial interest in this Agreement. This
Agreement is terminable without penalty upon 15 days' notice by either
party. In addition, you may terminate this Agreement as to any or all Funds
immediately, without penalty, if the present investment adviser of such
Fund(s) ceases to serve the Fund(s) in such capacity, or if you cease to act
as distributor of such Fund(s). Notwithstanding anything contained herein,
if we fail to perform the shareholder servicing and administrative functions
contemplated herein by you as to any or all of the Funds, this Agreement
shall be terminable effective upon receipt of notice thereof by us. This
Agreement also shall terminate automatically in the event of its assignment
(as defined in the Act).
7. In consideration of the services and facilities described herein, we shall
be entitled to receive from you, and you agree to pay to us, the fees
described as payable to us in each Fund's Shareholder Services Plan and
Prospectus and related Statement of Additional Information. We understand
that any payments pursuant to this Agreement shall be paid only so long as
this Agreement and such Plan are in effect. We agree that no Director,
officer or shareholder of the Fund shall be liable individually for the
performance of the obligations hereunder or for any such payments.
8. We agree to provide to you and each applicable Fund such information
relating to our services hereunder as may be required to be maintained by
you and/or such fund under applicable federal or state laws, and the rules,
regulations, requirements or conditions of applicable regulatory and
self-regulatory agencies or authorities.
9. This Agreement shall not constitute either party the legal representative of
the other, nor shall either party have the right or authority to assume,
create or incur any liability or any obligation of any kind, express or
implied, against or in the name of or on behalf of the other party.
10. All notices required or permitted to be given pursuant to this Agreement
shall be given in writing and delivered by personal delivery or by postage
prepaid, registered or certified United States first class mail, return
receipt requested, or by telecopier, telex, telegram or similar means of
same day delivery (with a confirming copy by mail as provided herein).
Unless otherwise notified in writing, all notices to you shall be given or
sent to you at 200 Park Avenue, New York, New York 10166, Attention: General
Counsel, and all notices to us shall be given or sent to us at our address
which shall be furnished to you in writing on or before the effective date
of this Agreement.
11. This Agreement shall be construed in accordance with the internal laws of
the State of New York, without giving effect to principle s of conflict of
laws.
APPENDIX C
TO BANK AGREEMENT
FORM OF DISTRIBUTION PLAN AGREEMENT
Dreyfus Service Corporation
200 Park Avenue
New York, New York 10166
Gentlemen:
We wish to enter into an Agreement with you with respect to our providing
distribution assistance relating to shares of certain mutual fund(s) managed,
advised or administered by The Dreyfus Corporation or its subsidiaries or
affiliates (hereinafter referred to individually as the "Fund" and collectively
as the "Funds"). You are the principal underwriter as defined in the Investment
Company Act of 1940, as amended (the "Act"), and the exclusive agent for the
continuous distribution of shares of the Funds.
The terms and conditions of this Agreement are as follows:
1. We agree to provide distribution assistance in connection
with the sale of the shares of the Funds. In this regard,
if we are a federally chartered and supervised bank or
other banking organization, you recognize that we may be
subject to the provisions of the Glass-Steagall Act and
other laws, rules, regulations or requirements governing,
among other things, the conduct of our activities. As such,
we are restricted in the activities we may undertake and
for which we may be paid and, therefore, intend to perform
only those activities as are consistent with our statutory
and regulatory obligations. We represent and warrant to,
and agree with you, that the compensation payable to us
hereunder, together with any other compensation payable to
us by clients in connection with the investment of their
assets in shares of the Funds, will be properly disclosed
by us to our clients.
2. We shall provide such office space and equipment, telephone
facilities and personnel (which may be all or any part of
the space, equipment and facilities currently used in our
business, or all or any personnel employed by us) as is
necessary or beneficial for providing services hereunder.
We shall transmit promptly to clients all communications
sent to us for transmittal to clients by or on behalf of
you, any Fund, or any Fund's investment adviser, custodian
or transfer or dividend disbursing agent.
3. We agree that neither we nor any of our employees or agents
are authorized to make any representation concerning shares
of any Fund, except those contained in the then current
Prospectus for such Fund, copies of which will be supplied
by you to us in reasonable quantities upon request. If we
are a federally supervised bank or thrift institution, we
agree that, in providing services hereunder, we shall at
all times act in compliance with the Interagency Statement
on Retail Sales of Nondeposit Investment Products issued by
The Board of Governors of the Federal Reserve System, the
Federal Deposit Insurance Corporation, the Office of the
Comptroller of the Currency, and the Office of Thrift
Supervision (February 15, 1994) or any successor
interagency requirements as in force at the time such
services are provided. We shall have no authority to act as
agent for the Funds or for you.
4. You reserve the right, at your discretion and without notice, to suspend
the sale of shares or withdraw the sale of shares of any or all of the
Funds.
5. We acknowledge that this Agreement shall become effective
for a Fund only when approved by vote of a majority of (i)
the Fund's Board of Directors or Trustees or Managing
General Partners, as the case may be (collectively
"Directors," individually "Director"), and (ii) Directors
who are not "interested persons" (as defined in the Act) of
the Fund and have no direct or indirect financial interest
in this Agreement, cast in person at a meeting called for
the purpose of voting on such approval.
6. This Agreement shall continue until the last day of the
calendar year next following the date of execution, and
thereafter shall continue automatically for successive
annual periods ending on the last day of each calendar
year. Such continuance must be approved specifically at
least annually by a vote of a majority of (i) the Fund's
Board of Directors and (ii) Directors who are not
"interested persons" (as defined in the Act) of the Fund
and have no direct or indirect financial interest in 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, at any time, by a majority of
the Fund's Directors who are not "interested persons" (as
defined in the Act) and have no direct or indirect
financial interest in this Agreement or, upon not more than
60 days' written notice, by vote of holders of a majority
of the Fund's shares. This Agreement is terminable without
penalty upon 15 days' notice by either party. In addition,
you may terminate this Agreement as to any or all Funds
immediately, without penalty, if the present investment
adviser of such Fund(s) ceases to serve the Fund(s) in such
capacity, or if you cease to act as distributor of such
Fund(s). Notwithstanding anything contained herein, if we
fail to perform the distribution functions contemplated
herein by you as to any or all of the Funds, this Agreement
shall be terminable effective upon receipt of notice
thereof by us. This Agreement also shall terminate
automatically in the event of its assignment (as defined in
the Act).
7. In consideration of the services and facilities described
herein, we shall be entitled to receive from you, and you
agree to pay to us, the fees described as payable to us in
each Fund's Distribution Plan adopted pursuant to Rule 12b-
1 under the Act, and Prospectus and related Statement of
Additional Information. We understand that any payments
pursuant to this Agreement shall be paid only so long as
this Agreement and such Plan are in effect. We agree that
no Director, officer or shareholder of the Fund shall be
liable individually for the performance of the obligations
hereunder or for any such payments.
8. We agree to provide to you and each applicable Fund such information
relating to our services hereunder as may be required to be maintained by
you and/or such Fund under applicable federal or state laws, and the
rules, regulations, requirements or conditions of applicable regulatory
and self-regulatory agencies or authorities.
9. This Agreement shall not constitute either party the legal representative
of the other, nor shall either party have the right or authority to
assume, create or incur any liability or any obligation of any kind,
express or implied, against or in the name of or on behalf of the other
party.
10. All notices required or permitted to be given pursuant to
this Agreement shall be given in writing and delivered by
personal delivery or by postage prepaid, registered or
certified United States first class mail, return receipt
requested, or by telecopier, telex, telegram or similar
means of same day delivery (with a confirming copy by mail
as provided herein). Unless otherwise notified in writing,
all notices to you shall be given or sent to you at 200
Park Avenue, New York, New York 10166, Attention: General
Counsel, and all notices to us shall be given or sent to us
at our address which shall be furnished to you in writing
on or before the effective date of this Agreement.
11. This Agreement shall be construed in accordance with the internal laws of
the State of New York, without giving effect to principles of conflict of
laws.
APPENDIX D
TO BANK AGREEMENT
EXPEDITED REDEMPTION INFORMATION FORM
The following information is provided by the Bank identified below which desires
to exercise expedited redemption privileges with respect to shares of certain
mutual funds managed, advised or administered by The Dreyfus Corporation or its
affiliates, which shares are registered in the name of, or beneficially owned
by, the customers of such Bank.
(PLEASE PRINT OR TYPE)
NAME OF BANK
STREET ADDRESS CITY STATE ZIP
CODE
In order to speed payment, redemption proceeds shall be sent only to the
commercial bank identified below, for credit to customer accounts of the
above-named Firm.
NAME OF COMMERCIAL BANK TO RECEIVE ALL PAYMENTS - ABA NUMBER
ACCOUNT NAME ACCOUNT NUMBER
STREET ADDRESS CITY STATE ZIP
CODE
BROKER-DEALER AGREEMENT
(FULLY DISCLOSED BASIS)
Dreyfus Service Corporation
200 Park Avenue
New York, New York 10166
Gentlemen:
We desire to enter into an Agreement with you for the sale of shares of
beneficial interest or common stock of open-end registered investment companies
managed, advised or administered by The Dreyfus Corporation or its subsidiaries
or affiliates (hereinafter referred to individually as a "Fund" and collectively
as the "Funds"), for which you are the principal underwriter, as such term is
defined in the Investment Company Act of 1940, as amended, and for which you are
the exclusive agent for the continuous distribution of shares pursuant to the
terms of a Distribution Agreement between you and each Fund. Unless the context
otherwise requires, as used herein the term "Prospectus" shall mean the
prospectus and related statement of additional information (the "Statement of
Additional Information") incorporated therein by reference (as amended or
supplemented) of each of the respective Funds included in the then currently
effective registration statement (or post-effective amendment thereto) of each
such Fund, as filed with the Securities and Exchange Commission pursuant to the
Securities Act of 1933, as amended (the "Registration Statement").
In consideration for the mutual covenants contained herein, it is hereby agreed
that our respective rights and obligations shall be as follows:
1. In all sales of Fund shares to the public, we shall act as dealer for our
own account and in no transaction shall we have any authority to act as
agent for any Fund, for you or for any other dealer.
2. All orders for the purchase of any Fund shares shall be executed at the then
current public offering price per share (i.e., the net asset value per share
plus the applicable sales charge, if any) and all orders for the redemption
of any Fund shares shall be executed at the net asset value per share, less
the applicable deferred sales charge, redemption fee, or similar charge or
fee, if any, in each case as described in the Prospectus of such Fund. The
minimum initial purchase order and minimum subsequent purchase order shall
be as set forth in the Prospectus of such Fund. All orders are subject to
acceptance or rejection by you at your sole discretion. Unless otherwise
mutually agreed in writing, each transaction shall be promptly confirmed in
writing directly to the customer on a fully disclosed basis and a copy of
each confirmation shall be sent simultaneously to us. You reserve the right,
at your discretion and without notice, to suspend the sale of shares or
withdraw entirely the sale of shares of any or all of the Funds. We warrant
and represent that we have taken appropriate verification measures to ensure
transactions are in compliance with all applicable laws and regulations
concerning foreign exchange controls and money laundering.
3. In ordering shares of any Fund, we shall rely solely and conclusively on the
representations contained in the Prospectus of such Fund. We agree that we
shall not offer or sell shares of any Fund except in compliance with all
applicable federal and state securities laws, and the rules, regulations,
requirements and conditions of all applicable regulatory and self-regulatory
agencies or authorities. In connection with offers to sell and sales of
shares of each Fund, we agree to deliver or cause to be delivered to each
person to whom any such offer or sale is made, at or prior to the time of
such offer or sale, a copy of the Prospectus and, upon request, the
Statement of Additional Information of such Fund. We further agree to obtain
from each customer to whom we sell Fund shares any taxpayer identification
number certification and such other information as may be required from time
to time under the Internal Revenue Code of 1986, as amended (the "Code"),
and the regulations promulgated thereunder, and to provide you or your
designee with timely written notice of any failure to obtain such taxpayer
identification number certification or other information in order to enable
the implementation of any required withholding. We will be responsible for
the proper instruction and training of all sales personnel employed by us.
Unless otherwise mutually agreed in writing, you shall deliver or cause to
be delivered to each of the customers who purchases shares of any of the
Funds from or through us pursuant to this Agreement copies of all annual and
interim reports, proxy solicitation materials and any other information and
materials relating to such Funds and prepared by or on behalf of you, the
Fund or its investment adviser, custodian, transfer agent or dividend
disbursing agent for distribution to each such customer. You agree to supply
us with copies of the Prospectus, Statement of Additional Information,
annual reports, interim reports, proxy solicitation materials and any such
other information and materials relating to each Fund in reasonable
quantities upon request.
4. We shall not make any representations concerning any Fund shares other than
those contained in the Prospectus of such Fund or in any promotional
materials or sales literature furnished to us by you or the Fund. We shall
not furnish or cause to be furnished to any person or display or publish any
information or materials relating to any Fund (including, without
limitation, promotional materials and sales literature, advertisements,
press releases, announcements, statements, posters, signs or other similar
materials), except such information and materials as may be furnished to us
by you or the Fund, and such other information and materials as may be
approved in writing by you.
5. In determining the amount of any dealer reallowance payable to us hereunder,
you reserve the right to exclude any sales which you reasonably determine
are not made in accordance with the terms of the applicable Fund
Prospectuses or the provisions of this Agreement.
6. (a) In the case of any Fund shares sold with a sales charge, customers may
be entitled to a reduction in the sales charge on purchases made under a
letter of intent ("Letter of Intent") in accordance with the Fund
Prospectus. In such a case, our dealer reallowance will be paid based upon
the reduced sales charge, but an adjustment to the dealer reallowance will
be made in accordance with the Prospectus of the applicable Fund to reflect
actual purchases of the customer if such customer's Letter of Intent is not
fulfilled. The sales charge and/or dealer reallowance may be changed at any
time in your sole discretion upon written notice to us.
(b) Subject to and in accordance with the terms of the Prospectus of each
Fund sold with a sales charge, a reduced sales charge may be applicable with
respect to customer accounts through a right of accumulation under which
customers are permitted to purchase shares of a Fund at the then current
public offering price per share applicable to the total of (i) the dollar
amount of shares then being purchased plus (ii) an amount equal to the then
current net asset value or public offering price originally paid per share,
whichever is higher, of the customer's combined holdings of the shares of
such Fund and of any other open-end registered investment company as may be
permitted by the applicable Fund Prospectus. In such case, we agree to
furnish to you or the transfer agent, as such term is defined in the
Prospectus of each Fund (the "Transfer Agent"), sufficient information to
permit your confirmation of qualification for a reduced sales charge, and
acceptance of the purchase order is subject to such confirmation.
(c) With respect to Fund shares sold with a sales charge, we agree to advise
you promptly at your request as to amounts of any and all sales by us to the
public qualifying for a reduced sales charge.
(d) Exchanges (i.e., the investment of the proceeds from the liquidation of
shares of one open-end registered investment company managed, advised or
administered by The Dreyfus Corporation or its subsidiaries or affiliates in
the shares of another open-end registered investment company managed,
advised or administered by The Dreyfus Corporation or its subsidiaries or
affiliates) shall, where available, be made subject to and in accordance
with the terms of each relevant Fund's Prospectus.
(e) Unless at the time of transmitting an order we advise you or the
Transfer Agent to the contrary, the shares ordered will be deemed to be the
total holdings of the specified customer.
7. Subject to and in accordance with the terms of each Fund Prospectus and
Service Plan, Shareholder Services Plan, Distribution Plan or similar plan,
if any, we understand that you may pay to certain financial institutions,
securities dealers and other industry professionals with which you have
entered into an agreement in substantially the form annexed hereto as
Appendix A, B or C (or such other form as may be approved from time to time
by the board of directors, trustees or managing general partners of the
Fund) such fees as may be determined by you in accordance with such
agreement for shareholder, administrative or distribution-related services
as described therein.
8. The procedures relating to all orders and the handling thereof will be
subject to the terms of the Prospectus of each Fund and your written
instructions to us from time to time. No conditional orders will be
accepted. We agree to place orders with you immediately for the same number
of shares and at the same price as any orders we receive from our customers.
We shall not withhold placing orders received from customers so as to profit
ourselves as a result of such withholding by a change in the net asset value
from that used in determining the offering price to such customers, or
otherwise. We agree that: (a) we shall not effect any transactions
(including, without limitation, any purchases, exchanges and redemptions) in
any Fund shares registered in the name of, or beneficially owned by, any
customer unless such customer has granted us full right, power and authority
to effect such transactions on such customer's behalf, and (b) you, each
Fund, the Transfer Agent and your and their respective officers, directors,
trustees, managing general partners, agents, employees and affiliates shall
not be liable for, and shall be fully indemnified and held harmless by us
from and against, any and all claims, demands, liabilities and expenses
(including, without limitation, reasonable attorneys' fees) which may be
incurred by you or any of the foregoing persons entitled to indemnification
from us hereunder arising out of or in connection with the execution of any
transactions in Fund shares registered in the name of, or beneficially owned
by, any customer in reliance upon any oral or written instructions
reasonably believed to be genuine and to have been given by or on behalf of
us.
9. (a) We agree to pay for purchase orders for Fund shares placed by us in
accordance with the terms of the Prospectus of the applicable Fund. On or
before the settlement date of each purchase order for shares of any Fund, we
shall either (i) remit to an account designated by you with the Transfer
Agent an amount equal to the then current public offering price of the
shares of such Fund being purchased less our dealer reallowance, if any,
with respect to such purchase order as determined by you in accordance with
the terms of the applicable Fund Prospectus, or (ii) remit to an account
designated by you with the Transfer Agent an amount equal to the then
current public offering price of the shares of such Fund being purchased
without deduction for our dealer reallowance, if any, with respect to such
purchase order as determined by you in accordance with the terms of the
applicable Fund Prospectus, in which case our dealer reallowance, if any,
shall be payable to us on at least a monthly basis. If payment for any
purchase order is not received in accordance with the terms of the
applicable Fund Prospectus, you reserve the right, without notice, to cancel
the sale and to hold us responsible for any loss sustained as a result
thereof.
(b) If any shares sold to us under the terms of this Agreement are sold with
a sales charge and are redeemed for the account of the Fund or are tendered
for redemption within seven (7) business days after the date of purchase:
(i) we shall forthwith refund to you the full dealer reallowance received by
us on the sale; and (ii) you shall forthwith pay to the Fund your portion of
the sales charge on the sale which had been retained by you and shall also
pay to the Fund the amount refunded by us.
10. Certificates for shares sold to us hereunder shall only be issued in
accordance with the terms of each Fund's Prospectus upon our customer's
specific request and, upon such request, shall be promptly delivered to us
by the Transfer Agent unless other arrangements are made by us. However, in
making delivery of such share certificates to us, the Transfer Agent shall
have adequate time to clear any checks drawn for the payment of Fund shares.
11. Each party hereby represents and warrants to the other party that: (a) it is
a corporation, partnership or other entity duly organized and validly
existing in good standing under the laws of the jurisdiction in which it was
organized; (b) it is duly registered as a broker-dealer with the Securities
and Exchange Commission and, to the extent required, with applicable state
agencies or authorities having jurisdiction over securities matters, and it
is a member of the National Association of Securities Dealers, Inc. (the
"NASD"); (c) it will comply with all applicable federal and state laws, and
the rules, regulations, requirements and conditions of all applicable
regulatory and self-regulatory agencies or authorities in the performance of
its duties and responsibilities hereunder; (d) the execution and delivery of
this Agreement and the performance of the transactions contemplated hereby
have been duly authorized by all necessary action, and all other
authorizations and approvals (if any) required for its lawful execution and
delivery of this Agreement and its performance hereunder have been obtained;
and (e) upon execution and delivery by it, and assuming due and valid
execution and delivery by the other party, this Agreement will constitute a
valid and binding agreement, enforceable in accordance with its terms. Each
party agrees to provide the other party with such information and access to
appropriate records as may be reasonably required to verify its compliance
with the provisions of this Agreement.
12. You agree to inform us, upon our request, as to the states in which you
believe the shares of the Funds have been qualified for sale under, or are
exempt from the requirements of, the respective securities laws of such
states, but you shall have no obligation or responsibility as to our right
to sell shares in any jurisdiction. We agree to notify you immediately in
the event of (a) our expulsion or suspension from the NASD, or (b) our
violation of any applicable federal or state law, rule, regulation,
requirement or condition arising out of or in connection with this
Agreement, or which may otherwise affect in any material way our ability to
act as a dealer in accordance with the terms of this Agreement. Our
expulsion from the NASD will automatically terminate this Agreement
immediately without notice. Our suspension from the NASD for violation of
any applicable federal or state law, rule, regulation, requirement or
condition will terminate this Agreement effective immediately upon your
written notice of termination to us.
13. (a) You agree to indemnify, defend and hold us, our several officers and
directors, and any person who controls us within the meaning of Section 15
of the Securities 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 therewith) which we, our officers
and directors, or any such controlling person, may incur under the
Securities Act of 1933, as amended, or under common law or otherwise,
arising out of or based upon (i) any breach of any representation, warranty
or covenant made by you herein, or (ii) any failure by you to perform your
obligations as set forth herein, or (iii) 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 any thereof not misleading; provided, however, that your
agreement to indemnify us, our officers and directors, and any such
controlling 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 you or the Fund by us specifically for use in the
preparation thereof. Your agreement to indemnify us, our officers and
directors, and any such controlling person, as aforesaid, is expressly
conditioned upon your being notified of any action brought against our
officers or directors, or any such controlling person, such notification to
be given by letter or by telecopier, telex, telegram or similar means of
same day delivery received by you at your address as specified in Paragraph
18 of this Agreement within seven (7) days after the summons or other first
legal process shall have been served. The failure so to notify you of any
such action shall not relieve you from any liability which you may have to
the person against whom such action is brought by reason of any such breach,
failure or untrue, or alleged untrue, statement or omission, or alleged
omission, otherwise than on account of your indemnity agreement contained in
this Paragraph 13(a). You will be entitled to assume the defense of any suit
brought to enforce any such claim, demand, liability or expense. In the
event that you elect to assume the defense of any such suit and retain
counsel, 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 you
do not elect to assume the defense of any such suit, you will reimburse us,
our officers and directors, and any controlling persons named as defendants
in such suit, for the fees and expenses of any counsel retained by us and/or
them. Your indemnification agreement contained in this Paragraph 13(a) shall
remain operative and in full force and effect regardless of any
investigation made by or on behalf of any person entitled to indemnification
pursuant to this Paragraph 13(a), and shall survive the delivery of any Fund
shares and termination of this Agreement. This agreement of indemnity will
inure exclusively to the benefit of the persons entitled to indemnification
from you pursuant to this Agreement and their respective estates, successors
and assigns.
(b) We agree to indemnify, defend and hold you and your several officers and
directors, and each Fund and its several officers and directors or trustees
or managing general partners, and any person who controls you and/or each
Fund within the meaning of Section 15 of the Securities 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 therewith) which you and your several officers and directors, or
the Fund and its officers and directors or trustees or managing general
partners, or any such controlling person, may incur under the Securities Act
of 1933, as amended, or under common law or otherwise, arising out of or
based upon (i) any breach of any representation, warranty or covenant made
by us herein, or (ii) any failure by us to perform our obligations as set
forth herein, or (iii) any untrue, or alleged untrue, statement of a
material fact contained in the information furnished in writing by us to you
or any Fund specifically for use in such Fund's Registration Statement or
Prospectus, or used in the answers to any of the items of the Registration
Statement or in the corresponding statements made in the Prospectus, or
arising out of or based upon any omission, or alleged omission, to state a
material fact in connection with such information furnished in writing by us
to you or the Fund and required to be stated in such answers or necessary to
make such information not misleading. Our agreement to indemnify you and
your officers and directors, and the Fund and its officers and directors or
trustees or managing general partners, and any such controlling person, as
aforesaid, is expressly conditioned upon our being notified of any action
brought against any person or entity entitled to indemnification hereunder,
such notification to be given by letter or by telecopier, telex, telegram or
similar means of same day delivery received by us at our address as
specified in Paragraph 18 of this Agreement within seven (7) days after the
summons or other first legal process shall have been served. The failure so
to notify us of any such action shall not relieve us from any liability
which we may have to you or your officers and directors, or to the Fund or
its officers and directors or trustees or managing general partners, or to
any such controlling person, by reason or any such breach, failure or
untrue, or alleged untrue, statement or omission, or alleged omission,
otherwise than on account of our indemnity agreement contained in this
Paragraph 13(b). We shall be entitled to assume the defense of any suit
brought to enforce any such claim, demand, liability or expense. In the
event that we elect to assume the defense of any such suit and retain
counsel, 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 we
do not elect to assume the defense of any such suit, we will reimburse you
and your officers and directors, and the Fund and its officers and directors
or trustees or managing general partners, and any controlling persons named
as defendants in such suit, for the fees and expenses of any counsel
retained by you and/or them. Our indemnification agreements contained in
Paragraph 8 above, Paragraph 16 below and this Paragraph 13(b) shall remain
operative and in full force and effect regardless of any investigation made
by or on behalf of any person entitled to indemnification pursuant to
Paragraph 8 above, Paragraph 16 below or this Paragraph 1 3(b), and shall
survive the delivery of any Fund shares and termination of this Agreement.
Such agreements of indemnity will inure exclusively to the benefit of the
persons entitled to indemnification hereunder and their respective estates,
successors and assigns.
14. The names and addresses and other information concerning our customers are
and shall remain our sole property, and neither you nor your affiliates
shall use such names, addresses or other information for any purpose except
in connection with the performance of your duties and responsibilities
hereunder and except for servicing and informational mailings relating to
the Funds. Notwithstanding the foregoing, this Paragraph 14 shall not
prohibit you or any of your affiliates from utilizing for any purpose the
names, addresses or other information concerning any of our customers if
such names, addresses or other information are obtained in any manner other
than from us pursuant to this Agreement. The provisions of this Paragraph 14
shall survive the termination of this Agreement.
15. We agree to serve as a service agent or to provide distribution assistance,
in accordance with the terms of the Form of Service Agreement annexed hereto
as Appendix A, Form of Shareholder Services Agreement annexed hereto as
Appendix B, and/or Form of Distribution Plan Agreement annexed hereto as
Appendix C, as applicable, for all of our customers who purchase shares of
any and all Funds whose Prospectuses provide therefor. By executing this
Agreement, each of the parties hereto agrees to be bound by all terms,
conditions, rights and obligations set forth in the forms of agreement
annexed hereto and further agrees that such forms of agreement supersede any
and all prior service agreements or other similar agreements between the
parties hereto relating to any Fund or Funds. It is recognized that certain
parties may not be permitted to collect distribution fees under the Form of
Distribution Plan Agreement annexed hereto, and if we are such a party, we
will not collect such fees.
16. By completing the Expedited Redemption Information Form annexed hereto as
Appendix D, we agree that you, each Fund with respect to which you permit us
to exercise an expedited redemption privilege, the Transfer Agent of each
such Fund, and your and their respective officers, directors or trustees or
managing general partners, agents, employees and affiliates shall not be
liable for and shall be fully indemnified and held harmless by us from and
against any and all claims, demands, liabilities and expenses (including,
without limitation, reasonable attorneys' fees) arising out of or in
connection with any expedited redemption payments made in reliance upon the
information set forth in such Appendix D.
17. Neither this Agreement nor the performance of the services of the respective
parties hereunder shall be considered to constitute an exclusive
arrangement, or to create a partnership, association or joint venture
between you and us. Neither party hereto shall be, act as, or represent
itself as, the agent or representative of the other, nor shall either party
have the right or authority to assume, create or incur any liability or any
obligation of any kind, express or implied, against or in the name of, or on
behalf of, the other party. This Agreement is not intended to, and shall
not, create any rights against either party hereto by any third party solely
on account of this Agreement. Neither party hereto shall use the name of the
other party in any manner without the other party's prior written consent,
except as required by any applicable federal or state law, rule, regulation,
requirement or condition, and except pursuant to any promotional programs
mutually agreed upon in writing by the parties hereto.
18. Except as otherwise specifically provided herein, all notices required or
permitted to be given pursuant to this Agreement shall be given in writing
and delivered by personal delivery or by postage prepaid, registered or
certified United States first class mail, return receipt requested, or by
telecopier, telex, telegram or similar means of same day delivery (with a
confirming copy by mail as provided herein). Unless otherwise notified in
writing, all notices to you shall be given or sent to you at your offices,
located at 200 Park Avenue, New York, New York 10166, Attention: General
Counsel, and all notices to us shall be given or sent to us at our address
shown below.
19. This Agreement shall become effective only when accepted and signed by you,
and may be terminated at any time by either party hereto upon 15 days' prior
written notice to the other party. This Agreement, including the Appendices
hereto, may be amended by you upon 15 days' prior written notice to us, and
such amendment shall be deemed accepted by us upon the placement of any
order for the purchase of Fund shares or the acceptance of a fee payable
under this Agreement, including the Appendices hereto, after the effective
date of any such amendment. This Agreement may not be assigned by us without
your prior written consent. This Agreement constitutes the entire agreement
and understanding between the parties hereto relating to the subject matter
hereof and supersedes any and all prior agreements between the parties
hereto relating to the subject matter hereof.
20. This Agreement shall be governed by and construed in accordance with the
internal laws of the State of New York, without giving effect to principles
of conflicts of laws.
Very truly yours,
Name of Broker or Dealer (Please Print or Type)
Address
Date: _____________________________ By:
Authorized Signature
NOTE: Please sign and return both copies of this Agreement to
Dreyfus Service Corporation. Upon acceptance one countersigned
copy will be returned to you for your files.
Accepted:
DREYFUS SERVICE CORPORATION
Date: _____________________________ By:
Authorized Signature
APPENDIX A
TO BROKER-DEALER AGREEMENT
FORM OF SERVICE AGREEMENT
Dreyfus Service Corporation
200 Park Avenue
New York, New York 10166
Gentlemen:
We wish to enter into an Agreement with you for servicing shareholders of, and
administering shareholder accounts in, certain mutual fund(s) managed, advised
or administered by The Dreyfus Corporation or its subsidiaries or affiliates
(hereinafter referred to individually as the "Fund" and collectively as the
"Funds"). You are the principal underwriter as defined in the Investment Company
Act of 1940, as amended (the "Act"), and the exclusive agent for the continuous
distribution of shares of the Funds.
The terms and conditions of this Agreement are as follows:
1. We agree to provide shareholder and administrative services for our clients
who own shares of the Funds ("clients"), which services may include, without
limitation: answering client inquiries about the Funds; assisting clients in
changing dividend options, account designations and addresses; performing
subaccounting; establishing and maintaining shareholder accounts and
records; processing purchase and redemption transactions; investing client
account cash balances automatically in shares of one or more of the Funds;
providing periodic statements and/or reports showing a client's account
balance and integrating such statements with those of other transactions and
balances in the client's other accounts serviced by us; arranging for bank
wires; and providing such other information and services as you reasonably
may request, to the extent we are permitted by applicable statute, rule or
regulation. We represent and warrant to, and agree with you, that the
compensation payable to us hereunder, together with any other compensation
payable to us by clients in connection with the investment of their assets
in shares of the Funds, will be properly disclosed by us to our clients.
2. We shall provide such office space and equipment, telephone facilities and
personnel (which may be all or any part of the space, equipment and
facilities currently used in our business, or all or any personnel employed
by us) as is necessary or beneficial for providing information and services
to each Fund's shareholders, and to assist you in servicing accounts of
clients. We shall transmit promptly to clients all communications sent to us
for transmittal to clients by or on behalf of you, any Fund, or any Fund's
investment adviser, custodian or transfer or dividend disbursing agent.
3. We agree that neither we nor any of our employees or agents are authorized
to make any representation concerning shares of any Fund, except those
contained in the then current Prospectus for such Fund, copies of which will
be supplied by you to us in reasonable quantities upon request. We shall
have no authority to act as agent for the Funds or for you.
4. You reserve the right, at your discretion and without notice, to suspend the
sale of shares or withdraw the sale of shares of any or all of the Funds.
5. We acknowledge that this Agreement shall become effective for a Fund only
when approved by vote of a majority of (i) the Fund's Board of Directors or
Trustees or Managing General Partners, as the case may be (collectively
"Directors," individually "Director"), and (ii) Directors who are not
"interested persons" (as defined in the Act) of the Fund and have no direct
or indirect financial interest in this Agreement, cast in person at a
meeting called for the purpose of voting on such approval.
6. This Agreement shall continue until the last day of the calendar year next
following the date of execution, and thereafter shall continue automatically
for successive annual periods ending on the last day of each calendar year.
For all Funds as to which Board approval of this Agreement is required, such
continuance must be approved specifically at least annually by a vote of a
majority of (i) the Fund's Board of Directors and (ii) Directors who are not
"interested persons" (as defined in the Act) of the Fund and have no direct
or indirect financial interest in this Agreement, by vote cast in person at
a meeting called for the purpose of voting on such approval. For any Fund as
to which Board approval of this Agreement is required, this Agreement is
terminable without penalty, at any time, by a majority of the Fund's
Directors who are not "interested persons" (as defined in the Act) and have
no direct or indirect financial interest in this Agreement or, upon not more
than 60 days' written notice, by vote of holders of a majority of the Fund's
shares. As to all Funds, this Agreement is terminable without penalty upon
15 days' notice by either party. In addition, you may terminate this
Agreement as to any or all Funds immediately, without penalty, if the
present investment adviser of such Fund(s) ceases to serve the Fund(s) in
such capacity, or if you cease to act as distributor of such Fund(s).
Notwithstanding anything contained herein, if we fail to perform the
shareholder servicing and administrative functions contemplated herein by
you as to any or all of the Funds, this Agreement shall be terminable
effective upon receipt of notice thereof by us. This Agreement also shall
terminate automatically in the event of its assignment (as defined in the
Act).
7. In consideration of the services and facilities described herein, we shall
be entitled to receive from you, and you agree to pay to us, the fees
described as payable to us in each Fund's Service Plan adopted pursuant to
Rule 12b-1 under the Act, and Prospectus and related Statement of Additional
Information. We understand that any payments pursuant to this Agreement
shall be paid only so long as this Agreement and such Plan are in effect. We
agree that no Director, officer or shareholder of the Fund shall be liable
individually for the performance of the obligations hereunder or for any
such payments.
8. We agree to provide to you and each applicable Fund such information
relating to our services hereunder as may be required to be maintained by
you and/or such Fund under applicable federal or state laws, and the rules,
regulations, requirements or conditions of applicable regulatory and
self-regulatory agencies or authorities.
9. This Agreement shall not constitute either party the legal representative of
the other, nor shall either party have the right or authority to assume,
create or incur any liability or any obligation of any kind, express or
implied, against or in the name of or on behalf of the other party.
10. All notices required or permitted to be given pursuant to this Agreement
shall be given in writing and delivered by personal delivery or by postage
prepaid, registered or certified United States first class mail, return
receipt requested, or by telecopier, telex, telegram or similar means of
same day delivery (with a confirming copy by mail as provided herein).
Unless otherwise notified in writing, all notices to you shall be given or
sent to you at 200 Park Avenue, New York, New York 10166, Attention: General
Counsel, and all notices to us shall be given or sent to us at our address
which shall be furnished to you in writing on or before the effective date
of this Agreement.
11. This Agreement shall be construed in accordance with the internal laws of
the State of New York, without giving effect to principles of conflict of
laws.
APPENDIX B
TO BROKER-DEALER AGREEMENT
FORM OF SHAREHOLDER SERVICES AGREEMENT
Dreyfus Service Corporation
200 Park Avenue
New York, New York 10166
Gentlemen:
We wish to enter into an Agreement with you for servicing shareholders of, and
administering shareholder accounts in, certain mutual fund(s) managed, advised
or administered by The Dreyfus Corporation or its subsidiaries or affiliates
(hereinafter referred to individually as the "Fund" and collectively as the
"Funds"). You are the principal underwriter as defined in the Investment Company
Act of 1940, as amended (the "Act"), and the exclusive agent for the continuous
distribution of shares of the Funds.
The terms and conditions of this Agreement are as follows:
1. We agree to provide shareholder and administrative services for our clients
who own shares of the Funds ("clients"), which services may include, without
limitation: assisting clients in changing dividend options, account
designations and addresses; performing subaccounting; establishing and
maintaining shareholder accounts and records; processing purchase and
redemption transactions; providing periodic statements and/or reports
showing a client's account balance and integrating such statements with
those of other transactions and balances in the client's other accounts
serviced by us; arranging for bank wires; and providing such other
information and services as you reasonably may request, to the extent we are
permitted by applicable statute, rule or regulation. We represent and
warrant to, and agree with you, that the compensation payable to us
hereunder, together with any other compensation payable to us by clients in
connection with the investment of their assets in shares of the Funds, will
be properly disclosed by us to our clients, will be authorized by our
clients and will not result in an excessive or unauthorized fee to us. We
will act solely as agent for, upon the order of, and for the account of, our
clients.
2. We shall provide such office space and equipment, telephone facilities and
personnel (which may be all or any part of the space, equipment and
facilities currently used in our business, or all or any personnel employed
by us) as is necessary or beneficial for providing information and services
to each Fund's shareholders, and to assist you in servicing accounts of
clients. We shall transmit promptly to clients all communications sent to us
for transmittal to clients by or on behalf of you, any Fund, or any Fund's
investment adviser, custodian or transfer or dividend disbursing agent. We
agree that in the event an issue pertaining to a Fund's Shareholder Services
Plan is submitted for shareholder approval, we will vote any Fund shares
held for our own account in the same proportion as the vote of those shares
held for our clients' accounts.
3. We agree that neither we nor any of our employees or agents are authorized
to make any representation concerning shares of any Fund, except those
contained in the then current Prospectus for such Fund, copies of which will
be supplied by you to us in reasonable quantities upon request. We shall
have no authority to act as agent for the Funds or for you.
4. You reserve the right, at your discretion and without notice, to suspend the
sale of shares or withdraw the sale of shares of any or all of the Funds.
5. We acknowledge that this Agreement shall become effective for a Fund only
when approved by vote of a majority of (i) the Fund's Board of Directors or
Trustees or Managing General Partners, as the case may be (collectively
"Directors," individually "Director"), and (ii) Directors who are not
"interested persons" (as defined in the Act) of the Fund and have no direct
or indirect financial interest in this Agreement, cast in person at a
meeting called for the purpose of voting on such approval.
6. This Agreement shall continue until the last day of the calendar year next
following the date of execution, and thereafter shall continue automatically
for successive annual periods ending on the last day of each calendar year.
Such continuance must be approved specifically at least annually by a vote
of a majority of (i) the Fund's Board of Directors and (ii) Directors who
are not "interested persons" (as defined in the Act) of the Fund and have no
direct or indirect financial interest in 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, at any time, by a majority of the
Fund's Directors who are not "interested persons" (as defined in the Act)
and have no direct or indirect financial interest in this Agreement. This
Agreement is terminable without penalty upon 15 days' notice by either
party. In addition, you may terminate this Agreement as to any or all Funds
immediately, without penalty, if the present investment adviser of such
Fund(s) ceases to serve the Fund(s) in such capacity, or if you cease to act
as distributor of such Fund(s). Notwithstanding anything contained herein,
if we fail to perform the shareholder servicing and administrative functions
contemplated herein by you as to any or all of the Funds, this Agreement
shall be terminable effective upon receipt of notice thereof by us. This
Agreement also shall terminate automatically in the event of its assignment
(as defined in the Act).
7. In consideration of the services and facilities described herein, we shall
be entitled to receive from you, and you agree to pay to us, the fees
described as payable to us in each Fund's Shareholder Services Plan and
Prospectus and related Statement of Additional Information. We understand
that any payments pursuant to this Agreement shall be paid only so long as
this Agreement and such Plan are in effect. We agree that no Director,
officer or shareholder of the Fund shall be liable individually for the
performance of the obligations hereunder or for any such payments.
8. We agree to provide to you and each applicable Fund such information
relating to our services hereunder as may be required to be maintained by
you and/or such Fund under applicable federal or state laws, and the rules,
regulations, requirements or conditions of applicable regulatory and
self-regulatory agencies or authorities.
9. This Agreement shall not constitute either party the legal representative of
the other, nor shall either party have the right or authority to assume,
create or incur any liability or any obligation of any kind, express or
implied, against or in the name of or on behalf of the other party.
10. All notices required or permitted to be given pursuant to this Agreement
shall be given in writing and delivered by personal delivery or by postage
prepaid, registered or certified United States first class mail, return
receipt requested, or by telex, telecopier, telegram or similar means of
same day delivery (with a confirming copy by mail as provided herein).
Unless otherwise notified in writing, all notices to you shall be given or
sent to you at 200 Park Avenue, New York, New York 10166, Attention: General
Counsel, and all notices to us shall be given or sent to us at our address
which shall be furnished to you in writing on or before the effective date
of this Agreement.
11. This Agreement shall be construed in accordance with the internal laws of
the State of New York, without giving effect to principles of conflict of
laws.
APPENDIX C
TO BROKER-DEALER AGREEMENT
FORM OF DISTRIBUTION PLAN AGREEMENT
Dreyfus Service Corporation
200 Park Avenue
New York, New York 10166
Gentlemen:
We wish to enter into an Agreement with you with respect to our providing
distribution assistance relating to shares of certain mutual fund(s) managed,
advised or administered by The Dreyfus Corporation or its subsidiaries or
affiliates (hereinafter referred to individually as the "Fund" and collectively
as the "Funds"). You are the principal underwriter as defined in the Investment
Company Act of 1940, as amended (the "Act"), and the exclusive agent for the
continuous distribution of shares of the Funds.
The terms and conditions of this Agreement are as follows:
1. We agree to provide distribution assistance in connection with the sale of
shares of the Funds. We represent and warrant to, and agree with you, that
the compensation payable to us hereunder, together with any other
compensation payable to us by clients in connection with the investment of
their assets in shares of the Funds, will be properly disclosed by us to our
clients.
2. We shall provide such office space and equipment, telephone facilities and
personnel (which may be all or any part of the space, equipment and
facilities currently used in our business, or all or any personnel employed
by us) as is necessary or beneficial for providing services hereunder. We
shall transmit promptly to clients all communications sent to us for
transmittal to clients by or on behalf of you, any Fund, or any Fund's
investment adviser, custodian or transfer or dividend disbursing agent.
3. We agree that neither we nor any of our employees or agents are authorized
to make any representation concerning shares of any Fund, except those
contained in the then current Prospectus for such Fund, copies of which will
be supplied by you to us in reasonable quantities upon request. We shall
have no authority to act as agent for the Funds or for you.
4. You reserve the right, at your discretion and without notice, to suspend the
sale of shares or withdraw the sale of shares of any or all of the Funds.
5. We acknowledge that this Agreement shall become effective for a Fund only
when approved by vote of a majority of (i) the Fund's Board of Directors or
Trustees or Managing General Partners, as the case may be (collectively
"Directors," individually "Director"), and (ii) Directors who are not
"interested persons" (as defined in the Act) of the Fund and have no direct
or indirect financial interest in this Agreement, cast in person at a
meeting called for the purpose of voting on such approval.
6. This Agreement shall continue until the last day of the calendar year next
following the date of execution, and thereafter shall continue automatically
for successive annual periods ending on the last day of each calendar year.
Such continuance must be approved specifically at least annually by a vote
of a majority of (i) the Fund's Board of Directors and (ii) Directors who
are not "interested persons" (as defined in the Act) of the Fund and have no
direct or indirect financial interest in 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, at any time, by a majority of the
Fund's Directors who are not "interested persons (as defined in the Act) and
have no direct or indirect financial interest in this Agreement, or upon not
more than 60 days' written notice, by vote of holders of a majority of the
Fund's shares. This Agreement is terminable without penalty upon 15 days'
notice by either party. In addition, you may terminate this Agreement as to
any or all Funds immediately, without penalty, if the present investment
adviser of such Fund(s) ceases to serve the Fund(s) in such capacity, or if
you cease to act as distributor of such Fund(s). Notwithstanding anything
contained herein, if we fail to perform the distribution functions
contemplated herein by you as to any or all of the Funds, this Agreement
shall be terminable effective upon receipt of notice thereof by us. This
Agreement also shall terminate automatically in the event of its assignment
(as defined in the Act).
7. In consideration of the services and facilities described herein, we shall
be entitled to receive from you, and you agree to pay to us, the fees
described as payable to us in each Fund's Distribution Plan adopted pursuant
to Rule 12b-1 under the Act, and Prospectus and related Statement of
Additional Information. We understand that any payments pursuant to this
Agreement shall be paid only so long as this Agreement and such Plan are in
effect. We agree that no Director, officer or shareholder of the Fund shall
be liable individually for the performance of the obligations hereunder or
for any such payments.
8. We agree to provide to you and each applicable Fund such information
relating to our services hereunder as may be required to be maintained by
you and/or such Fund under applicable federal or state laws, and the rules,
regulations, requirements or conditions of applicable regulatory and
self-regulatory agencies or authorities.
9. This Agreement shall not constitute either party the legal representative of
the other, nor shall either party have the right or authority to assume,
create or incur any liability or any obligation of any kind, express or
implied, against or in the name of or on behalf of the other party.
10. All notices required or permitted to be given pursuant to this Agreement
shall be given in writing and delivered by personal delivery or by postage
prepaid, registered or certified United States first class mail, return
receipt requested, or by telecopier, telex, telegram or similar means of
same day delivery (with a confirming copy by mail as provided herein).
Unless otherwise notified in writing, all notices to you shall be given or
sent to you at 200 Park Avenue, New York, New York 10166, Attention: General
Counsel, and all notices to us shall be given or sent to us at our address
which shall be furnished to you in writing on or before the effective date
of this Agreement.
11. This Agreement shall be construed in accordance with the internal laws of
the State of New York, without giving effect to principles of conflict of
laws.
APPENDIX D
TO BROKER-DEALER AGREEMENT
EXPEDITED REDEMPTION INFORMATION FORM
The following information is provided by the Firm identified below which desires
to exercise expedited redemption privileges with respect to shares of certain
mutual funds managed, advised or administered by The Dreyfus Corporation or its
subsidiaries or affiliates, which shares are registered in the name of, or
beneficially owned by, the customers of such Firm.
(PLEASE PRINT OR TYPE)
NAME OF FIRM
STREET ADDRESS CITY STATE ZIP CODE
In order to speed payment, redemption proceeds shall be sent only to the
commercial bank identified below, for credit to customer accounts of the
above-named Firm.
NAME OF COMMERCIAL BANK TO RECEIVE ALL PAYMENTS - ABA NUMBER
ACCOUNT NAME ACCOUNT NUMBER
STREET ADDRESS CITY STATE ZIP CODE
CONSENT OF INDEPENDENT AUDITORS
We consent to the reference to our firm under the captions "Financial
Highlights" and "Counsel and Independent Auditors" and to the use of our report
dated March 17, 1999, which is incorporated by reference, in this Registration
Statement (Form N-1A No. 33-36821) of Dreyfus Municipal Cash Management Plus.
ERNST & YOUNG LLP
New York, New York
May 24, 2000
[Funds listed on Schedule A]
SERVICE PLAN
Introduction: It has been proposed that the above-captioned investment
company (the "Fund") adopt a Service Plan (the "Plan") in accordance with Rule
12b-1, promulgated under the Investment Company Act of 1940, as amended (the
"Act"). The Plan would pertain to 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 (each, a "Series" or a "Fund", and a "Class") or (ii) if no Series or
Class is set forth on such Exhibit, the Fund. Under the plan, the Fund would (a)
pay the Fund's distributor, Dreyfus Service Corporation (the "Distributor") for
distributing the shares of each Fund and Class, servicing shareholder accounts,
and advertising and marketing relating to the Fund and each Class (the payments
in this clause being referred to as "Distribution and Service Payments"). If
this proposal is to be implemented, the Act and said Rule 12b-1 require that a
written plan describing all material aspects of the proposed financing be
adopted by the Fund.
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 assets attributable to each Class for such
purposes.
In voting to approve the implementation of such a plan, the Board members
have concluded, in the exercise of their reasonable business judgment and in
light of their respective fiduciary duties, that there is a reasonable
likelihood that the plan set forth below will benefit the Fund and holders of
each Class.
The Plan: The material aspects of this Plan are as follows:
1. (a) The aggregate annual fee the Fund may pay under this Plan
for Distribution and Service Payments for each Series and/or Class
is set forth on
Exhibit A.
(b) The Distributor may pay one or more securities dealers, financial
institutions (which may include banks) or other industry professionals, such as
investment advisers, accountants and estate planning firms (severally, a
"Service Agent"), a fee in respect of the Fund's shares owned by investors with
whom the Service Agent has a Servicing relationship or for whom the Service
Agent is the dealer or holder of record. The Distributor shall determine the
amounts to be paid to Service Agents under this Plan and the basis on which such
payments will be made. Payments to a Service Agent are subject to compliance by
the Service Agent with the terms of any related Plan agreement between the
Service Agent and the Distributor.
2. For the purposes of determining the fees payable under this plan, the value
of the Fund's net assets attributable to each Class shall be computed in the
manner specified in the Fund's charter documents as then in effect for the
computation of the value of the Fund's net assets attributable to such Class.
3. The Fund's 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. As to each Class, this Plan,
which initially became effective on August 24, 1994, will become effective, as
amended, on the effective date of the Distribution Agreement entered into
between the Distributor and the Fund.
5. As to each Class, this Plan, as amended, 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 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. 6. As
to each Class, this Plan may be amended at any time by the Fund's Board,
provided that (a) any amendment to increase materially the costs which such
class may bear pursuant to this Plan shall be effective only upon approval by a
vote of the holders of a majority of the outstanding shares of such Class, and
(b) any material amendments of the terms of this Plan shall become effective
only upon approval as provided in paragraph 5 hereof. 7. As to each Class, this
Plan is terminable without penalty at any time by (a) 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, or (b) vote
of the holders of a majority of the outstanding shares of such Class.
8.
The obligations hereunder and under any related Plan agreement shall only
be binding upon the assets and property of the Fund and shall not be binding
upon any Board member, officer or shareholder of the Fund individually.
Dated: May 24, 1994
Revised: February 23, 2000
EXHIBIT A
Fee as a percentage of average
Name of Class: the daily net assets of the
- --------------
Class
-------------------------------
Administrative Shares .10%
Investor Shares .25%
Participant Shares .40%
SCHEDULE A
Dreyfus Cash Management
Dreyfus Cash Management Plus, Inc.
Dreyfus Government Cash Management Funds
o Dreyfus Government Cash Management
o Dreyfus Government Prime Cash Management
Dreyfus Treasury Cash Management
Dreyfus Treasury Prime Cash Management
Dreyfus Tax Exempt Cash Management
Dreyfus Municipal Cash Management Plus
Dreyfus New York Municipal Cash Management
POWER OF ATTORNEY
The undersigned hereby each constitute and appoint Mark N. Jacobs, Steven
F. Newman, Michael A. Rosenberg, Jeff Prusnofsky, Robert R. Mullery, Janette
Farragher, Mark Kornfeld, and John B. Hammalian, 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 of each Fund enumerated on
Exhibit A hereto (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 hereof.
/s/ Stephen E. Canter March 22, 2000
Stephen E. Canter
President
/s/ Joseph W. Connolly March 22, 2000
Joseph W. Connolly
Vice President and Treasurer
EXHIBIT A
1) Dreyfus A Bonds Plus, Inc.
2) Dreyfus Appreciation Fund, Inc.
3) Dreyfus Balanced Fund, Inc.
4) Dreyfus BASIC GNMA Fund
5) Dreyfus BASIC Money Market Fund, Inc.
6) Dreyfus BASIC Municipal Fund, Inc.
7) Dreyfus BASIC U.S. Government Money Market Fund
8) Dreyfus California Intermediate Municipal Bond Fund
9) Dreyfus California Tax Exempt Bond Fund, Inc.
10) Dreyfus California Tax Exempt Money Market Fund
11) Dreyfus Cash Management
12) Dreyfus Cash Management Plus, Inc.
13) Dreyfus Connecticut Intermediate Municipal Bond Fund
14) Dreyfus Connecticut Municipal Money Market Fund, Inc.
15) Dreyfus Florida Intermediate Municipal Bond Fund
16) Dreyfus Florida Municipal Money Market Fund
17) Dreyfus Founders Funds, Inc.
18) The Dreyfus Fund Incorporated
19) Dreyfus Global Bond Fund, Inc.
20) Dreyfus Global Growth Fund
21) Dreyfus GNMA Fund, Inc.
22) Dreyfus Government Cash Management Funds
23) Dreyfus Growth and Income Fund, Inc.
24) Dreyfus Growth and Value Funds, Inc.
25) Dreyfus Growth Opportunity Fund, Inc.
26) Dreyfus Debt and Equity Funds
27) Dreyfus Index Funds, Inc.
28) Dreyfus Institutional Money Market Fund
29) Dreyfus Institutional Preferred Money Market Fund
30) Dreyfus Institutional Short Term Treasury Fund
31) Dreyfus Insured Municipal Bond Fund, Inc.
32) Dreyfus Intermediate Municipal Bond Fund, Inc.
33) Dreyfus International Funds, Inc.
34) Dreyfus Investment Grade Bond Funds, Inc.
35) Dreyfus Investment Portfolios
36) The Dreyfus/Laurel Funds, Inc.
37) The Dreyfus/Laurel Funds Trust
38) The Dreyfus/Laurel Tax-Free Municipal Funds
39) Dreyfus LifeTime Portfolios, Inc.
40) Dreyfus Liquid Assets, Inc.
41) Dreyfus Massachusetts Intermediate Municipal Bond Fund
42) Dreyfus Massachusetts Municipal Money Market Fund
43) Dreyfus Massachusetts Tax Exempt Bond Fund
44) Dreyfus MidCap Index Fund
45) Dreyfus Money Market Instruments, Inc.
46) Dreyfus Municipal Bond Fund, Inc.
47) Dreyfus Municipal Cash Management Plus
48) Dreyfus Municipal Money Market Fund, Inc.
49) Dreyfus New Jersey Intermediate Municipal Bond Fund
50) Dreyfus New Jersey Municipal Bond Fund, Inc.
51) Dreyfus New Jersey Municipal Money Market Fund, Inc.
52) Dreyfus New Leaders Fund, Inc.
53) Dreyfus New York Municipal Cash Management
54) Dreyfus New York Tax Exempt Bond Fund, Inc.
55) Dreyfus New York Tax Exempt Intermediate Bond Fund
56) Dreyfus New York Tax Exempt Money Market Fund
57) Dreyfus U.S. Treasury Intermediate Term Fund
58) Dreyfus U.S. Treasury Long Term Fund
59) Dreyfus 100% U.S. Treasury Money Market Fund
60) Dreyfus U.S. Treasury Short Term Fund
61) Dreyfus Pennsylvania Intermediate Municipal Bond Fund
62) Dreyfus Pennsylvania Municipal Money Market Fund
63) Dreyfus Premier California Municipal Bond Fund
64) Dreyfus Premier Equity Funds, Inc.
65) Dreyfus Premier International Funds, Inc.
66) Dreyfus Premier GNMA Fund
67) Dreyfus Premier Worldwide Growth Fund, Inc.
68) Dreyfus Premier Municipal Bond Fund
69) Dreyfus Premier New York Municipal Bond Fund
70) Dreyfus Premier State Municipal Bond Fund
71) Dreyfus Premier Value Equity Funds
72) Dreyfus Short-Intermediate Government Fund
73) Dreyfus Short-Intermediate Municipal Bond Fund
74) The Dreyfus Socially Responsible Growth Fund, Inc.
75) Dreyfus Stock Index Fund
76) Dreyfus Tax Exempt Cash Management
77) The Dreyfus Premier Third Century Fund, Inc.
78) Dreyfus Treasury Cash Management
79) Dreyfus Treasury Prime Cash Management
80) Dreyfus Variable Investment Fund
81) Dreyfus Worldwide Dollar Money Market Fund, Inc.
82) General California Municipal Bond Fund, Inc.
83) General California Municipal Money Market Fund
84) General Government Securities Money Market Funds, Inc.
85) General Money Market Fund, Inc.
86) General Municipal Bond Fund, Inc.
87) General Municipal Money Market Funds, Inc.
88) General New York Municipal Bond Fund, Inc.
89) General New York Municipal Money Market Fund
POWER of ATTORNEY
The undersigned hereby constitute and appoint Mark N. Jacobs, Steven
Newman, Michael Rosenberg, Jeff Prusnofsky, Robert Mullery, Janette Farragher,
Mark Kornfeld and John Hammalian, 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 of each Fund
enumerated on Exhibit A hereto (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 hereof.
/s/ Joseph S. DiMartino____________
------------------------
Joseph S. DiMartino
/s/ David Burke__________________
---------------
David Burke
/s/ Isabel Dunst__________________
----------------
Isabel Dunst
/s/ Lyle Gramley_________________
----------------
Lyle Gramley.
/s/ Warren B. Rudman____________
--------------------
Warren B. Rudman
Dated: March 22, 2000
EXHIBIT A
---------
DREYFUS CASH MANAGEMENT
DREYFUS CASH MANAGEMENT PLUS, INC.
DREYFUS GOVERNMENT CASH MANAGEMENT FUNDS
DREYFUS TREASURY CASH MANAGEMENT
DREYFUS TREASURY CASH MANAGEMENT
DREYFUS TAX EXEMPT CASH MANAGEMENT
DREYFUS MUNICIPAL CASH MANAGEMENT PLUS
DREYFUS NEW YORK MUNICIPAL CASH MANAGEMENT
DREYFUS CASH MANAGEMENT
DREYFUS CASH MANAGEMENT PLUS, INC.
DREYFUS GOVERNMENT CASH MANAGEMENT FUNDS
DREYFUS TREASURY CASH MANAGEMENT
DREYFUS TREASURY CASH MANAGEMENT
DREYFUS TAX EXEMPT CASH MANAGEMENT
DREYFUS MUNICIPAL CASH MANAGEMENT PLUS
DREYFUS NEW YORK MUNICIPAL CASH MANAGEMENT
Certificate of Secretary
The undersigned, John B. Hammalian, Secretary of the
funds listed below hereby certifies that set forth below is a
copy of the resolution adopted by the Fund's Board authorizing
the signing by Mark N. Jacobs, Steven F. Newman, Michael A.
Rosenberg, John B. Hammalian, Jeff Prusnofsky, Robert R.
Mullery, Janette Farragher, and Mark Kornfeld 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 Mark N. Jacobs,
Steven Newman, Michael Rosenberg, John Hammalian, Jeff Prusnofsky,
Robert R. Mullery, Janette Farragher, and Mark Kornfeld, 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 Statements and any and all amendments and supplements
thereto, as whom he or she is acting as attorney-in-fact, might or
could do in person.
IN WITNESS WHEREOF, the undersigned have executed this Consent as of the
22th day of May, 2000.
/s/ John B. Hammalian
John B. Hammalian
Secretary
(SEAL)
DREYFUS CASH MANAGEMENT
DREYFUS CASH MANAGEMENT PLUS, INC.
DREYFUS GOVERNMENT CASH MANAGEMENT FUNDS
DREYFUS TREASURY CASH MANAGEMENT
DREYFUS TREASURY CASH MANAGEMENT
DREYFUS TAX EXEMPT CASH MANAGEMENT
DREYFUS MUNICIPAL CASH MANAGEMENT PLUS
DREYFUS NEW YORK MUNICIPAL CASH MANAGEMENT
