November 25, 1994
PEOPLES S&P MIDCAP INDEX FUND, INC.
SUPPLEMENT TO PROSPECTUS DATED JANUARY 21, 1994
I. CONSUMMATION OF THE MERGER
THE FOLLOWING INFORMATION SUPPLEMENTS AND SUPERSEDES ANY CONTRARY
INFORMATION CONTAINED IN THE FUND'S PROSPECTUS.
On August 24, 1994 the previously announced merger between The
Dreyfus Corporation ("Dreyfus") and a subsidiary of Mellon Bank Corporation
("Mellon") was completed, and as a result, Dreyfus became a wholly-owned
subsidiary of Mellon Bank, N.A. instead of a publicly-owned corporation.
Mellon is a publicly owned multibank holding company incorporated
under Pennsylvania law in 1971 and registered under the Federal Bank Holding
Company Act of 1956, as amended. Mellon provides a comprehensive range of
financial products and services in domestic and selected international
markets. Mellon is among the twenty-five largest bank holding companies in
the United States based on total assets. Mellon's principal wholly-owned
subsidiaries are Mellon Bank, N.A., Mellon Bank (DE) National Association,
Mellon Bank (MD), The Boston Company, Inc., AFCO Credit Corporation and a
number of companies known as Mellon Financial Services Corporations. Through
its subsidiaries, including Dreyfus, Mellon managed approximately $201
billion in assets as of September 30, 1994, including approximately $76
billion in mutual fund assets. As of September 30, 1994, Mellon, through
various subsidiaries, provided non-investment services, such as custodial or
administration services, for approximately $659 billion in assets, including
approximately $108 billion in mutual fund assets.
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II. NEW DISTRIBUTOR
THE FOLLOWING INFORMATION SUPERSEDES AND REPLACES ANY CONTRARY
INFORMATION CONTAINED IN THE FUND'S PROSPECTUS AND SPECIFICALLY IN THE
SECTION ENTITLED "HOW TO BUY FUND SHARES."
The Fund's distributor is Premier Mutual Fund Services, Inc. (the
"Distributor"), located at One Exchange Place, Boston, Massachusetts 02109.
The Distributor is a wholly-owned subsidiary of Institutional Administration
Services, Inc., a provider of mutual fund administration services, the parent
company of which is Boston Institutional Group, Inc.
Accordingly, references in the Prospectus to Dreyfus Service
Corporation as the Fund's distributor should be substituted with Premier
Mutual Fund Services, Inc.
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III.INDEX FUND MANAGER
THE FOLLOWING INFORMATION SUPERSEDES THE SECOND PARAGRAPH ON THE
COVER PAGE OF THE FUND'S PROSPECTUS AS WELL AS THE SECTION ENTITLED
"MANAGEMENT OF THE FUND-INDEX FUND MANAGER":
As a result of a reorganization at Comerica Bank ("Comerica"), the
Fund's Index Management Agreement with Woodbridge Capital Management, Inc.
("WCM"), a wholly-owned subsidiary of Comerica, has been assigned to World
Asset Management, Inc. ("World"), a newly-organized, wholly-owned subsidiary
of Comerica, which acquired WCM's assets and business relevant to its
performance as Index Fund Manager. World became the Fund's Index Fund Manager
pursuant to the Index Management Agreement approved by the Fund's Board of
Directors at a meeting held on February 24, 1994.
(CONTINUED ON REVERSE SIDE)
World is a registered investment adviser providing investment
management services to individuals, corporations and
foundations, and currently is responsible for managing or providing
investment advice for assets aggregating approximately $6 billion. Its
principal place of business is located at 100 Renaissance Center, Detroit,
Michigan 48243.
Pursuant to the terms of the Index Management Agreement (which is
identical to the Index Management Agreement with WCM, except for the
parties), the Fund has agreed to pay World a monthly fee at the annual rate
of .10 of 1% of the Fund's average daily net assets. World, subject to the
supervision of the Fund's Board of Directors and in conformity with Maryland
law and the stated policies of the Fund, will manage the investment of the
Fund's assets and be responsible for placing purchase and sale orders and
providing continuous supervision of the investment portfolio.
World, Comerica Incorporated and WCM have now entered into an
agreement with Munder Capital Management, Inc. ("MCM"), which provides that
the investment advisory businesses and assets of World, WCM and MCM will be
combined in a newly-created general partnership. Mr. Lee P. Munder, MCM's
President and Chief Executive Officer, is the majority shareholder of MCM,
which has its offices at 480 Pierce St., Birmingham, Michigan 48009. MCM is
Michigan's largest independent investment adviser, managing over $8 billion
of assets, and the new partnership, which will retain the Munder name, will
be managing approximately $30 billion. The new partnership, which should be
formed prior to year-end, will form a newly-organized, wholly-owned
subsidiary to succeed to and continue the advisory business of World. This
new subsidiary will manage the Fund's assets pursuant to the terms of an
Index Management Agreement which is substantially identical to the current
World agreement described above. The Fund's Board of Directors has approved
the new agreement, and it is expected to be submitted for approval by Fund
shareholders during the first quarter of 1995.
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IV. ADVERTISING MATERIALS
THE FOLLOWING INFORMATION SUPPLEMENTS AND SHOULD BE READ IN
CONJUNCTION WITH THE SECTION OF THE FUND'S PROSPECTUS ENTITLED "PERFORMANCE
INFORMATION."
From time to time, advertising materials for the Fund also may refer
to Value Line Mutual Fund Survey company ratings and related analyses
supporting the rating.
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