DREYFUS GROWTH AND INCOME FUND, INC.
LETTER TO SHAREHOLDERS
Dear Shareholder:
The net asset value of Dreyfus Growth and Income Fund rose from $17.96
per share on October 31, 1995, to $20.53 per share on October 31, 1996, the
close of the Fund's fiscal year reporting period. The total return for your
Fund for the fiscal year was 19.41%.* The Standard & Poor's 500 Composite
Stock Price Index returned 24.08% for the same period.** Since inception on
December 31, 1991, the total return of your Fund, which includes reinvestment
of dividends and any capital gains paid, was 89.10%, compared with 92.45% for
the Standard & Poor's 500 Composite Stock Price Index.*** The Fund's average
annual total return from inception through 10/31/96 is 14.09%. Of course,
past performance is no guarantee of future results.
During the past year, we have managed the Fund conservatively. This can
be an advantage in declining markets, but has a price during a bull market.
The total return for the Fund for the fiscal year lagged behind the return on
the Standard & Poor's 500 Composite Stock Price Index for the fiscal year.
The Fund held an above-average cash reserve position for much of the year.
The Fund has a substantial investment in convertible bonds and preferred
stocks which have some defensive characteristics but often lag a strongly
rising market.
The fiscal year was a period when the fundamental uncertainties were
resolved favorably in a number of areas: inflation, interest rates, the
budget and profits.
Following many years of economic expansion, the unemployment rate dropped
to a level that had previously been associated with upward pressures on
inflation. However, inflation did not surge. Interest rates have been
characterized by many months of an unchanged Federal funds rate. Longer-term
yields have seen alternating waves of pessimism and optimism, reflecting mood
shifts about inflation and economic growth. Profit growth has slowed, but
substantial declines have been avoided for most companies. The budget deficit
has drifted down over time, in response to sustained economic growth plus
some restraint in spending.
In response to these favorable developments, the valuations on common
stocks have moved higher. There is no reason why common stock prices cannot
continue to move higher if fundamentals remain favorable, especially if
inflation and long-term interest rates remain moderate. However, the margin
for error in the stock market has been reduced by the rise in stock prices
which has already occurred.
We believe that the period of strongest earnings growth in the U.S.
economy is behind us for the time being. Corporate cost-cutting is very far
advanced in many companies as are the benefits of refinancing high-cost debt.
The rate of growth of the U.S. economy has decelerated. Many multinational
companies have already reaped a significant portion of the profit benefits of
the past decline in the dollar. Thus we believe that strong profit growth
will become increasingly scarce over the next year. Many of the largest
positions in your Fund are companies which we believe have a good chance of
sustaining strong earnings growth even in this more challenging environment.
While overall market valuations have risen, we continue to find good
companies available in the stock market at reasonable valuation levels.
We intend to change the proportion of the portfolio invested in U.S. and
foreign stocks, convertible securities and bonds as market conditions
dictate. Within the equity portion of the portfolio, we intend to vary the
mix of the portfolio among the stocks of small companies, medium-sized
companies and large companies, depending on where we believe the most
opportunities lie. Similarly, we plan to shift the mix of stocks among
different industries depending on our expectations for different sectors.
We welcome your investment in this Fund. Our goal continues to be
generating a favorable yield and providing opportunities for growth in net
asset value, over time.
At this season, we would like to wish you a healthy and prosperous New
Year.
Sincerely,
(Richard B. Hoey Signature)
Richard B. Hoey
Portfolio Manager
November 26, 1996
New York, N.Y.
* Total return includes reinvestment of dividends and any capital gains
paid.
**SOURCE: LIPPER ANALYTICAL SERVICES, INC. - Reflects the reinvestment of
income dividends and, where applicable, capital gain distributions. Unlike
the Fund, which can invest in both debt and equity securities, the Standard &
Poor's 500 Composite Stock Price Index is a widely accepted unmanaged index
of stock market performance, which is composed of only equity securities.
***Fund's share price and investment return fluctuate so you may receive more
or less than your original cost upon redemption.
DREYFUS GROWTH AND INCOME FUND, INC. OCTOBER 31, 1996
COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT IN DREYFUS GROWTH AND
INCOME FUND, INC. AND
THE STANDARD & POOR'S 500 COMPOSITE STOCK PRICE INDEX
$19,245
Standard & Poor's 500
Composite Stock Price
Index*
Dollars
$18,910
Dreyfus Growth and
Income Fund
*Source: Lipper Analytical Services, Inc.
Average Annual Total Returns
<TABLE>
One Year Ended From Inception (12/31/91)
October 31, 1996 to October 31, 1996
____________________ ____________________________
<S> <C> <C>
19.41% 14.09%
</TABLE>
Past performance is not predictive of future performance.
The above graph compares a $10,000 investment made in Dreyfus Growth and
Income Fund, Inc. on 12/31/91 (Inception Date) to a $10,000 investment made
in the Standard & Poor's 500 Composite Stock Price Index on that date. All
dividends and capital gain distributions are reinvested.
The Fund's performance shown in the line graph takes into account all
applicable fees and expenses. Unlike the Fund, which can invest in both
equity and debt securities, the Standard & Poor's 500 Composite Stock Price
Index is a widely accepted, unmanaged index of overall stock market
performance comprised solely of common stocks. The Index does not take into
account charges, fees and other expenses. Further information relating to
Fund performance, including expense reimbursements, if applicable, is
contained in the Financial Highlights section of the Prospectus and elsewhere
in this report.
<TABLE>
DREYFUS GROWTH AND INCOME FUND, INC.
STATEMENT OF INVESTMENTS OCTOBER 31, 1996
Common Stocks-62.0% Shares Value
____________ ____________
<S> <C> <C>
Basic and Process Industries-5.8% AlliedSignal........................... 200,000 $ 13,100,000
Champion International................. 300,000 13,050,000
Crompton & Knowles..................... 265,000 4,770,000
duPont (EI) de Nemours................. 100,000 9,275,000
Hercules............................... 300,000 14,287,500
Industrial Flexible Material........... 725,000 (a,e) ___
Olin................................... 140,000 5,950,000
Praxair................................ 100,000 4,425,000
Raychem................................ 199,000 15,546,875
Rohr................................... 70,500 1,304,250
Union Carbide.......................... 250,000 10,656,250
Weyerhaeuser........................... 350,000 16,056,250
Witco.................................. 350,000 10,850,000
____________
119,271,125
____________
Capital Goods-4.5% Albany International, Cl. A............ 500,000 11,250,000
Boeing................................. 200,000 19,075,000
Cooper Industries...................... 300,000 12,075,000
Perkin-Elmer........................... 250,000 13,406,250
Potash Saskatchewan.................... 90,000 6,378,750
Thiokol................................ 130,000 5,443,750
York International..................... 525,000 25,396,875
___________
93,025,625
___________
Consumer-10.2% ADT Limited............................ 1,030,000 (a) 20,342,500
Authentic Fitness...................... 395,400 4,398,825
Dal-Tile............................... 550,000 (a) 9,625,000
Ford Motor............................. 300,000 (a) 9,375,000
General Motors......................... 150,000 8,081,250
General Nutrition...................... 900,000 (a) 16,425,000
Harcourt General....................... 110,000 5,472,500
Metromail.............................. 250,000 (a) 4,593,750
Nabisco Holdings, Cl. A................ 1,000,000 37,250,000
OfficeMax.............................. 2,100,000 (a) 28,350,000
Omnicom Group.......................... 400,000 19,900,000
PepsiCo................................ 250,000 7,406,250
Philip Morris Cos...................... 150,000 13,893,750
Thrifty Payless Holdings............... 825,000 17,634,375
Wal-Mart Stores........................ 300,000 7,987,500
___________
210,735,700
___________
Energy-4.5% Amerada Hess........................... 300,000 16,612,500
Louisiana Land & Exploration........... 200,000 11,375,000
Murphy Oil............................. 200,000 9,875,000
Occidental Petroleum................... 700,000 17,150,000
Pennzoil............................... 50,000 2,550,000
UGI ................................... 820,000 19,372,500
Union Pacific Resources Group.......... 569,389 15,658,203
___________
92,593,203
___________
DREYFUS GROWTH AND INCOME FUND, INC.
STATEMENT OF INVESTMENTS (CONTINUED) OCTOBER 31, 1996
Common Stocks (continued) Shares Value
____________ ____________
Financial-3.7% Bank of Boston......................... 500,000 $ 32,000,000
Chase Manhattan........................ 200,000 17,150,000
Federal National Mortgage Association.. 400,000 15,650,000
Fleet Financial Group.................. 250,000 12,468,750
Mortgage Information................... 245,959 (a,c,e) ____
___________
77,268,750
___________
Health Care-7.9% A.L. Pharmaceutical, Cl. A............. 379,200 4,740,000
Algos Pharmaceutical................... 290,000 3,625,000
Baxter International................... 300,000 12,487,500
Biogen................................. 500,000 (a) 37,250,000
Columbia/HCA Healthcare................ 225,000 8,043,750
Fuisz Technologies..................... 200,000 (a) 1,625,000
Gilead Sciences........................ 175,000 4,090,625
Guidant................................ 200,000 9,225,000
Heartport.............................. 275,000 (a) 7,253,125
Johnson & Johnson...................... 300,000 14,775,000
Manor Care............................. 325,000 12,756,250
Sandoz ................................ 37,240 42,891,320
St. Jude Medical....................... 100,000 3,950,000
___________
162,712,570
___________
Insurance-3.0% American International Group........... 150,000 16,293,750
American Reinsurance................... 300,000 19,312,500
CIGNA.................................. 75,000 9,787,500
EXEL................................... 150,000 5,700,000
Everest Reinsurance Holdings........... 430,000 10,965,000
___________
62,058,750
___________
Media/Entertainment-7.1% Comcast, Cl. A......................... 885,000 13,053,750
Disney (Walt).......................... 150,000 9,881,250
Grand Casinos.......................... 400,000 (a) 5,950,000
Infinity Broadcasting, Cl. A........... 225,000 (a) 6,525,000
International Game Technology.......... 1,000,000 21,125,000
Metromedia International Group......... 1,300,000 (a) 12,837,500
Tele-Comm Liberty Media Group, Cl. A... 400,000 10,300,000
Time Warner............................ 1,200,000 44,700,000
Viacom, Cl. A.......................... 225,000 (a) 7,340,625
Viacom, Cl. B.......................... 500,000 (a) 16,312,500
___________
148,025,625
___________
Mining and Metals-.8% Brascan................................ 800,000 17,100,000
___________
Real Estate-2.1% CBL Associates Property................ 400,000 9,450,000
Crescent Real Estate Equities.......... 230,100 9,606,675
Host Marriott.......................... 550,000 8,456,250
Patriot American Hospitality........... 171,900 6,037,988
Rouse 400,000 10,150,000
___________
43,700,913
___________
Technology-5.3%. Bay Networks .......................... 150,000 (a) 3,037,500
DREYFUS GROWTH AND INCOME FUND, INC.
STATEMENT OF INVESTMENTS (CONTINUED) OCTOBER 31, 1996
Common Stocks (continued) Shares Value
___________ _____________
Technology (continued) Computer Sciences...................... 475,000 (a) $ 35,268,750
Electronic Data Systems................ 250,000 (a) 11,250,000
Informix............................... 550,000 (a) 12,203,125
Intel.................................. 150,000 16,481,250
Thermo Electron........................ 671,861 24,522,927
Unilever A.D.R......................... 45,000 6,879,375
____________
109,642,927
____________
Telecommunications-1.8% MFS Communications..................... 321,624 (a) 16,121,403
SBC Communications..................... 350,000 17,018,750
Viatel................................. 400,000 (a) 4,800,000
____________
37,940,153
____________
Transportation-2.5% AMR.................................... 210,800 (a) 17,707,200
Canadian Pacific....................... 550,000 13,887,500
Teekay Shipping........................ 260,900 8,120,512
Union Pacific.......................... 200,000 11,225,000
____________
50,940,212
____________
Utilities-2.8% Entergy................................ 600,000 16,800,000
GTE.................................... 400,000 16,850,000
Texas Utilities........................ 600,000 24,300,000
____________
57,950,000
____________
TOTAL COMMON STOCKS
(cost $1,145,033,175)................ $1,282,965,553
==============
Convertible Preferred Stocks-9.5%
Basic and Process Industries-.7% International Paper, Cum., $2.625...... 300,000 (b) $ 14,325,000
____________
Energy -1.9% NorAm Financing, Cum., 6.25%........... 200,000 12,750,000
Occidental Petroleum, Cum., $3.875..... 300,000 (b) 17,625,000
Western Gas Resources, Cum., $2.625.... 228,000 8,037,000
____________
38,412,000
____________
Financial-1.5% Banco Commercial Portugues, Ser. A., 8% 286,000 14,532,375
Sakura Bank, .75%...................... 270 (b) 15,540,010
____________
30,072,385
____________
Insurance-1.0% Allstate, Cum., $2.30.................. 185,000 9,180,625
SunAmerica, Cum., $3.188............... 300,000 (b) 11,250,000
____________
20,430,625
____________
Media/Entertainment-1.2% SFX Broadcasting, Cum., 6.50%............. 147,500 (b) 8,186,250
Station Casinos, 7%....................... 200,000 10,200,000
TCI Communications, Ser. A, $2.125........ 200,000 7,412,500
____________
25,798,750
____________
Real Estate-.7% Merry Land & Investment, Ser. C, 8.60%.... 295,000 7,743,750
Tanger Factory, Ser. A, Cum., $1.802...... 299,800 6,520,650
____________
14,264,400
____________
DREYFUS GROWTH AND INCOME FUND, INC.
STATEMENT OF INVESTMENTS (CONTINUED) OCTOBER 31, 1996
Convertible Preferred Stocks (continued) Shares Value
______________ _____________
Telecommunications-2.5% AirTouch Communications, Ser. C, 4.25%.... 50,000 $ 2,318,750
MFS Communications, 8%.................... 575,000 49,881,250
____________
52,200,000
____________
TOTAL CONVERTIBLE PERFERRED STOCKS
(cost $164,591,447)..................... $ 195,503,160
============
Principal
Convertible Corporate Notes & Bonds-15.3% Amount
_________________
Capital Goods-.6% Liebert, Sub. Deb.,
8%, 11/15/2010.......................... $ 3,900,000 $ 12,874,875
Consumer-2.8% Home Depot, Sub. Notes, ____________
3.25%, 10/1/2001........................ 20,000,000 20,050,000
Pep Boys, Sub. Notes,
Zero Coupon, 9/20/2011.................. 25,000,000 13,968,750
Staples, Sub. Deb.,
4.50%, 10/1/2000............ 15,000,000 (b) 15,825,000
Sunglass Hut International, Sub. Notes,
5.25%, 6/15/2003........................ 11,000,000 (b) 8,305,000
____________
58,148,750
____________
Energy-.7% ENRON, Exchangeable Notes,
6.25%, 12/13/1998....................... 615,000 15,067,500
____________
Foreign Government-.3% Republic of Italy, Sub. Deb.,
5%, 6/28/2001........................... 6,000,000 6,097,500
____________
Health Care-.8% Sandoz Capital, Sub. Deb.,
2%, 10/6/2002........................... 6,500,000 (b) 7,158,125
Tenet Healthcare, Sub. Deb.,
6%, 12/4/2005........................... 8,000,000 8,210,000
____________
15,368,125
____________
Insurance-.7% Nac Re, Sub. Deb.,
5.25%, 12/15/2002....................... 8,050,000 7,939,313
Trenwick, Sub. Deb.,
6%, 12/15/1999.......................... 6,000,000 6,540,000
____________
14,479,313
____________
Media/Entertainment-1.0% Telecommunications, Sub. Deb.,
4.50%, 2/15/2006........................ 25,000,000 20,093,750
____________
Mining and Metals-.3% Inco, Yankee Deb.,
5.75%, 7/1/2004......................... 5,750,000 7,000,625
____________
Real Estate-.9% Liberty Property Trust, Sub. Deb.,
8%, 7/1/2001............................ 4,800,000 5,184,000
Rouse, Sub. Deb.,
5.75%, 7/23/2002........................ 6,000,000 6,045,000
Sizeler Properties, Sub. Deb.,
8%, 7/15/2003........................... 8,000,000 6,920,000
____________
18,149,000
____________
DREYFUS GROWTH AND INCOME FUND, INC.
STATEMENT OF INVESTMENTS (CONTINUED) OCTOBER 31, 1996
Principal
Convertible Corporate Notes & Bonds (continued) Amount Value
________________ _______________
Technology-6.7% Broadband Technologies, Sub. Notes,
5%, 5/15/2001........................... $ 5,000,000 (b) $ 3,950,000
First Financial Management, Sr. Deb.,
5%, 12/15/1999.......................... 30,000,000 56,775,000
Seagate Technology, Sub. Deb.,
5%, 11/1/2003........................... 6,000,000 (b) 15,315,000
Softkey International, Sub. Deb.,
5.50%, 11/1/2000........................ 20,750,000 (b) 17,430,000
Spectrumholobtye, Sub. Deb.,
6.50%, 9/15/2002........................ 4,400,000 (b) 2,860,000
Thermo Electron, Euro. Sub. Deb.,
4.25%, 1/1/2003......................... 37,000,000 (b) 41,763,750
_____________
138,093,750
_____________
Telecommunications-.5% U.S. West, Exchangeable Notes,
7.625%, 12/15/1998.......... 345,000 10,436,250
_____________
Transportation-.0% Campagnie Nationale Air France,
Sub. Deb.,
4%, 1/1/2000................ 893,193 (e) 174,305
_____________
TOTAL CONVERTIBLE CORPORATE NOTES
AND BONDS
(cost $277,671,962)......... $ 315,983,743
=============
Short-Term Investments-11.5%
U.S. Treasury Bills: 5.14%, 11/7/1996 $ 483,000 $ 482,633
5.15%, 11/14/1996......................... 48,495,000 (d) 48,410,134
5.11%, 11/21/1996......................... 2,892,000 2,884,220
5.07%, 11/29/1996......................... 3,334,000 3,321,431
5.19%, 12/5/1996.......................... 11,340,000 11,286,475
5.06%, 12/12/1996......................... 93,403,000 92,870,603
5.22%, 1/2/1997........................... 11,532,000 11,433,863
4.885%, 1/9/1997.......................... 37,242,000 36,887,084
5.36%, 1/16/1997.......................... 15,691,000 15,525,303
5.30%, 1/23/1997.......................... 1,720,000 1,700,168
5.34%, 1/30/1997.......................... 14,179,000 14,001,195
_____________
TOTAL SHORT-TERM INVESTMENTS
(cost $238,798,677)..................... $ 238,803,109
=============
TOTAL INVESTMENTS (cost $1,826,095,261)........................................ 98.3% $2,033,255,565
===== ==============
CASH AND RECEIVABLES (NET)..................................................... 1.7% $ 35,197,493
===== ==============
NET ASSETS..................................................................... 100.0% $2,068,453,058
===== ==============
DREYFUS GROWTH AND INCOME FUND, INC.
STATEMENT OF INVESTMENTS (CONTINUED) OCTOBER 31, 1996
Notes to Statement of Investments:
(a) Non-income producing.
(b) Security exempt from registration under Rule 144A of the Securities
Act of 1933. These securities may be resold in transactions exempt
from registration, normally to qualified institutional buyers. At
October 31, 1996, these securities amounted to $179,533,135 or
approximately 8.7% of net assets.
(c) Investment in non-controlled affiliate (cost $275,959)-See note 1(d).
(d) Partially held by brokers as collateral or open short positions.
(e) Securities restricted as to public resale. Investments in restricted
securities, with an aggregate value of $174,305 represent approximately
.01% of net assets.
Acquisition Purchase Percentage of
Issuer Date Price Net Assets Valuation*
_______________ ____________ ______________ _____________
Campagnie Nationale Air France, Sub. Deb.,
4%, 1/1/2000....................... 5/4/1993 $ .19 $ .01% cost
Mortgage Information.................... 5/18/1987 1.12 0.00% zero
2/1/1988 1.12
12/13/1988 1.12
Industrial Flexible Material............ 3/31/1993 5.00 0.00% zero
*The valuation of these securities has been determined in good faith
under the direction of the Board of Directors.
STATEMENT OF SECURITIES SOLD SHORT
Common Stocks Shares Value
_____________ _______________
International Paper
(proceeds $8,326,247)................................................... 210,000 $ 8,977,500
________ ============
SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>
DREYFUS GROWTH AND INCOME FUND, INC.
STATEMENT OF ASSETS AND LIABILITIES OCTOBER 31, 1996
Cost Value
______________ ______________
<S> <C> <C>
ASSETS: Investments in securities-See Statement of Investments $1,826,095,261 $2,033,255,565
Cash.................................................... 74,487,415
Receivable for investment securities sold............... 5,469,609
Receivable from subscriptions to Common Stock 25,100
Receivable from brokers for proceeds on securities
sold short.............................................. 8,326,247
Dividends and interest receivable....................... 5,232,460
Net unrealized appreciation on forward currency exchange
contracts-Note 4(a)..................................... 522,361
Prepaid expenses........................................ 78,884
______________
2,127,397,641
______________
LIABILITIES: Due to The Dreyfus Corporation and affiliates 1,383,717
Securities sold short, at value (proceeds $8,326,247) -
see statement.......................................... 8,977,500
Payable for investment securities purchased 48,206,525
Payable for Common Stock redeemed...................... 134,979
Accrued expenses ...................................... 241,862
______________
58,944,583
______________
NET ASSETS.................................................................. $2,068,453,058
==============
REPRESENTED BY: Paid-in capital........................................ 1,598,490,837
Accumulated undistributed investment income-net 4,247,348
Accumulated net realized gain (loss) on investments and
foreign currency transactions.......................... 258,684,259
Accumulated net unrealized appreciation (depreciation)
on investments and foreign currency transactions 207,030,614
___________
NET ASSETS.................................................................. $2,068,453,058
=============
SHARES OUTSTANDING
(300 MILLION SHARES OF $.001 PAR VALUE COMMON STOCK AUTHORIZED)............. 100,767,100
NET ASSET VALUE, offering and redemption price per share ................... $20.53
========
SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>
DREYFUS GROWTH AND INCOME FUND, INC.
STATEMENT OF OPERATIONS YEAR ENDED OCTOBER 31, 1996
<S> <C> <C>
INVESTMENT INCOME
INCOME: Cash dividends (net of $210,290 foreign taxes
withheld at source).................... $ 27,137,112
Interest .................................. 26,980,686
______________
Total Income........................... $ 54,117,798
EXPENSES: Management fee-Note 3(a)................... 14,416,346
Shareholder servicing costs-Note 3(b)...... 4,611,467
Custodian fees............................. 230,038
Prospectus and shareholders' reports....... 165,539
Dividends on securities sold short......... 154,650
Directors' fees and expenses-Note 3(c)..... 70,689
Registration fees.......................... 69,172
Professional fees.......................... 65,813
Miscellaneous.............................. 65,498
______________
Total Expenses......................... 19,849,212
___________
INVESTMENT INCOME-NET....................................................... 34,268,586
___________
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS-Note 4:
Net realized gain (loss) on investments and foreign
currency transactions
Long transactions.................... $252,344,038
Short sale transactions.............. (2,522,040)
Net realized gain on financial futures..... 3,130,875
Net realized gain on forward currency
exchange contracts..................... 3,864,872
_____________
Net Realized Gain (Loss)............... 256,817,745
Net unrealized appreciation (depreciation) on
investments, securities sold short and
foreign currency transactions ......... 42,647,165
______________
NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS...................... 299,464,910
______________
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS........................ $333,733,496
==============
SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>
DREYFUS GROWTH AND INCOME FUND, INC.
STATEMENT OF CHANGES IN NET ASSETS
Year Ended Year Ended
October 31, 1996 October 31, 1995
___________________ __________________
<S> <C> <C>
OPERATIONS:
Investment income-net............................................... $ 34,268,586 $ 43,552,097
Net realized gain (loss) on investments............................. 256,817,745 50,663,363
Net unrealized appreciation (depreciation) on investments........... 42,647,165 116,586,263
_______________ ______________
Net Increase (Decrease) in Net Assets Resulting from Operations... 333,733,496 210,801,723
_______________ ______________
DIVIDENDS TO SHAREHOLDERS FROM:
Investment income-net............................................... (31,664,919) (47,077,166)
Net realized gain on investments.................................... (49,168,158) (17,083,782)
_______________ ______________
Total Dividends................................................... (80,833,077) (64,160,948)
_______________ ______________
CAPITAL STOCK TRANSACTIONS :
Net proceeds from shares sold....................................... 535,580,601 311,302,461
Dividends reinvested................................................ 77,406,742 61,009,090
Cost of shares redeemed............................................. (560,806,153) (473,314,270)
_______________ ______________
Increase( Decrease) in Net Assets from Capital Stock Transactions. 52,181,190 (101,002,719)
_______________ ______________
Total Increase (Decrease) in Net Assets....................... 305,081,609 45,638,056
NET ASSETS:
Beginning of Period................................................. 1,763,371,449 1,717,733,393
_______________ ______________
End of Period....................................................... $2,068,453,058 $1,763,371,449
=============== ==============
Undistributed investment income-net..................................... $ 4,247,348 $ 1,643,681
_______________ ______________
CAPITAL SHARE TRANSACTIONS:
Shares sold......................................................... 26,977,092 18,271,501
Shares issued for dividends reinvested.............................. 4,123,044 3,697,330
Shares redeemed..................................................... (28,518,323) (27,976,446)
_______________ ______________
Net Increase (Decrease) in Shares Outstanding..................... 2,581,813 (6,007,615)
=============== ==============
SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
<TABLE>
DREYFUS GROWTH AND INCOME FUND, INC.
FINANCIAL HIGHLIGHTS
Contained below is per share operating performance data for a share of
Common Stock outstanding, total investment return, ratios to average net
assets and other supplemental data for each period indicated. This
information has been derived from the Fund's financial statements.
Year Ended October 31,
__________________________________________________________________
PER SHARE DATA: 1996 1995 1994 1993 1992(1)
________ _________ _________ _________ _________
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period......... $17.96 $16.49 $16.86 $13.89 $12.50
________ _________ _________ _________ _________
Investment Operations:
Investment income-net........................ .35 .44 .34 .38 .19
Net realized and unrealized gain (loss)
on investments............................. 3.05 1.67 (.34) 2.95 1.38
________ _________ _________ _________ _________
Total from Investment Operations............. 3.40 2.11 -- 3.33 1.57
________ _________ _________ _________ _________
Distributions:
Dividends from investment income-net......... (.32) (.47) (.33) (.36) (.18)
Dividends from net realized gain on investments (.51) (.17) (.04) -- --
________ _________ _________ _________ _________
Total Distributions.......................... (.83) (.64) (.37) (.36) (.18)
________ _________ _________ _________ _________
Net asset value, end of period............... $20.53 $17.96 $16.49 $16.86 $13.89
======== ========= ========= ========= =========
TOTAL INVESTMENT RETURN.......................... 19.41% 13.17% .05% 24.24% 12.57%(2)
RATIOS/SUPPLEMENTAL DATA:
Ratio of operating expenses to average net assets 1.02% 1.05% 1.14% 1.24% 1.02%(2)
Ratio of dividends on securities sold short to
average net assets......................... .01% .01% -- -- --
Ratio of net investment income to average net assets 1.78% 2.55% 2.18% 2.92% 2.30%(2)
Decrease reflected in above expense ratios
due to undertakings by the Manager......... -- -- -- .04% .39%(2)
Portfolio Turnover Rate...................... 131.30% 132.46% 97.47% 85.26% 127.24%(2)
Average commission rate paid(3).............. $.1073 -- -- -- --
Net Assets, end of period (000's Omitted).... $2,068,453 $1,763,371 $1,717,733 $1,165,503 $98,532
(1) From December 31, 1991 (commencement of operations) to October 31, 1992.
(2) Not annualized.
(3) For fiscal years beginning November 1, 1995, the Fund is required to
disclose its average commission rate paid per share
for purchases and sales of investment securities.
SEE NOTES TO FINANCIAL STATEMENTS.
</TABLE>
DREYFUS GROWTH AND INCOME FUND, INC.
NOTES TO FINANCIAL STATEMENTS
NOTE 1-SIGNIFICANT ACCOUNTING POLICIES:
Dreyfus Growth and Income Fund, Inc. (the "Fund") is registered under the
Investment Company Act of 1940 ("Act") as a non-diversified open-end
management investment company. The Fund's investment objective is to provide
investors with long term capital growth, current income and growth of income,
consistent with reasonable investment risk. The Dreyfus Corporation
("Manager") serves as the Fund's investment adviser. The Manager is a direct
subsidiary of Mellon Bank, N.A. ("Mellon"). Premier Mutual Fund Services,
Inc. acts as the distributor of the Fund's shares, which are sold to the
public without a sales charge.
The Fund's financial statements are prepared in accordance with generally
accepted accounting principles which may require the use of management
estimates and assumptions. Actual results could differ from those estimates.
(A) PORTFOLIO VALUATION: Investments in securities (including options and
financial futures) are valued at the last sales price on the securities
exchange on which such securities are primarily traded or at the last sales
price on the national securities market. Securities not listed on an exchange
or the national securities market, or securities for which there were no
transactions, are valued at the average of the most recent bid and asked
prices, except for open short positions, where the asked price is used for
valuation purposes. Bid price is used when no asked price is available.
Securities for which there are no such valuations are valued at fair value as
determined in good faith under the direction of the Board of Directors.
Investments denominated in foreign currencies are translated to U.S. dollars
at the prevailing rates of exchange. Forward currency exchange contracts are
valued at the forward rate.
(B) FOREIGN CURRENCY TRANSACTIONS: The Fund does not isolate that portion
of the results of operations resulting from changes in foreign exchange rates
on investments from the fluctuations arising from changes in market prices of
securities held. Such fluctuations are included with the net realized and
unrealized gain or loss from investments.
Net realized foreign exchange gains or losses arise from sales and
maturities of short-term securities, sales of foreign currencies, currency
gains or losses realized on securities transactions, the difference between
the amounts of dividends, interest and foreign withholding taxes recorded on
the Fund's books, and the U.S. dollar equivalent of the amounts actually
received or paid. Net unrealized foreign exchange gains and losses arise from
changes in the value of assets and liabilities other than investments in
securities, resulting from changes in exchange rates. Such gains and losses
are included with net realized and unrealized gain or loss on investments.
(C) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Dividend
income is recognized on the ex-dividend date and interest income, including,
where applicable, amortization of discount on investments, is recognized on
the accrual basis.
(D) AFFILIATED ISSUERS: Issuers in which the Fund held 5% or more of the
outstanding voting securities are defined as "affiliated" in the Act. The
following summarizes affiliated issuers during the period ended October 31,
1996:
<TABLE>
Shares
__________________________________________________________
Beginning End of Dividend Market
Name of issuer of period Purchase Sale Period Income Value
______________ ___________ _________ _______ __________ __________ ___________
<S> <C> <C> <C> <C> <C> <C>
Mortgage
Information 245,959 --- --- 245,959 --- 0
(E) DIVIDENDS TO SHAREHOLDERS: Dividends are recorded on the ex-dividend
date. Dividends from investment income-net are declared and paid on a
quarterly basis. Dividends from net realized capital gain are normally
</TABLE>
DREYFUS GROWTH AND INCOME FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
declared and paid annually, but the Fund may make distributions on a more
frequent basis to comply with the distribution requirements of the Internal
Revenue Code. To the extent that net realized capital gain can be offset by
capital loss carryovers, if any, it is the policy of the Fund not to
distribute such gain.
(F) FEDERAL INCOME TAXES: It is the policy of the Fund to continue to
qualify as a regulated investment company, if such qualification is in the
best interests of its shareholders, by complying with the applicable
provisions of the Internal Revenue Code, and to make distributions of taxable
income sufficient to relieve it from substantially all Federal income and
excise taxes.
NOTE 2-BANK LINE OF CREDIT:
The Fund may borrow up to $10 million for leveraging purposes under a
short-term unsecured line of credit and participates with other
Dreyfus-managed Funds in a $100 million unsecured line of credit primarily to
be utilized for temporary or emergency purposes, including the financing of
redemptions. Interest is charged to the Fund at rates which are related to
the Federal Funds rate in effect at the time of borrowings. For the period
ended October 31, 1996, the Fund did not borrow under the lines of credit.
NOTE 3-MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
(A) Pursuant to a management agreement ("Agreement") with the Manager,
the management fee is computed at the annual rate of .75 of 1% of the value
of the Fund's average daily net assets and is payable monthly. The Agreement
provides that if in any full fiscal year the aggregate expenses of the Fund,
exclusive of taxes, brokerage, interest on borrowings (which, in the view of
Stroock & Stroock & Lavan, counsel to the Fund, also contemplates interest
and dividends on securities sold short) and extraordinary expenses, exceed
the expense limitation of any state having jurisdiction over the Fund, the
Fund may deduct from payments to be made to the Manager, or the Manager will
bear the amount of such excess to the extent required by state law. The most
stringent state expense limitation applicable to the Fund presently requires
reimbursement of expenses in any full fiscal year that such expenses
(excluding certain expenses as described above) exceed 2-1/2% of the first $30
million, 2% of the next $70 million and 1-1/2% of the excess over $100 million
of the value of the Fund's average net assets in accordance with California
"blue sky" regulations. No expense reimbursement was required pursuant to the
Agreement for the period ended October 31, 1996.
(B) Pursuant to the Fund's Shareholder Services Plan, the Fund reimburses
Dreyfus Service Corporation, a wholly-owned subsidiary of the Manager, an
amount not to exceed an annual rate of .25 of 1% of the value of the Fund's
average daily net assets for certain allocated expenses of providing personal
services and/or maintaining shareholder accounts. The services provided may
include personal services relating to shareholder accounts, such as answering
shareholder inquiries regarding the Fund and providing reports and other
information, and services related to the maintenance of shareholder accounts.
During the period ended October 31, 1996, the Fund was charged an aggregate
of $2,529,722 pursuant to the Shareholder Services Plan.
Effective December 1, 1995, the Fund compensates Dreyfus Transfer, Inc.,
a wholly-owned subsidiary of the Manager, under a transfer agency agreement
for providing personnel and facilities to perform transfer agency services
for the Fund. Such compensation amounted to $1,177,359 for the period ended
October 31, 1996.
Effective May 10, 1996, the Fund entered into a custody agreement with
Mellon to provide custodial services for the Fund. During the period ended
October 31, 1996, $92,172 was paid to Mellon pursuant to the custody
agreement.
(C) Each director who is not an "affiliated person" as defined in the Act
receives from the Fund an annual fee of $4,500 and an attendance fee of $500
per meeting. The Chairman of the Board receives an additional 25% of such
compensation.
DREYFUS GROWTH AND INCOME FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
NOTE 4-SECURITIES TRANSACTIONS:
(A) The following summarizes the aggregate amount of purchases and sales
of investment securities and securities sold short, excluding short-term
securities, financial futures and forward currency exchange contracts, during
the period ended October 31, 1996:
<TABLE>
Purchases Sales
________________ __________________
<S> <C> <C>
Long transactions................................................... $2,227,516,127 $2,309,876,269
Short sale transactions............................................. 49,165,589 54,969,796
________________ __________________
Total .......................................................... $2,276,681,716 $2,364,846,065
________________ __________________
</TABLE>
The Fund is engaged in short-selling which obligates the Fund to replace
the security borrowed by purchasing the security at current market value. The
Fund would incur a loss if the price of the security increases between the
date of the short sale and the date on which the Fund replaces the borrowed
security. The Fund would realize a gain if the price of the security declines
between those dates. Until the Fund replaces the borrowed security, the Fund
will maintain daily, a segregated account with a broker and custodian, of
cash and/or U.S. Government securities sufficient to cover its short position.
Securities sold short at October 31, 1996, and their related market values
and proceeds are set forth in the Statement of Securities Sold Short.
The following summarizes open forward currency exchange contracts at
October 31, 1996:
<TABLE>
Foreign
Currency Unrealized
Forward Currency Sale Contracts: Amount Proceeds Value Appreciation
_______________________________ _______________ _____________ ______________ ______________
<S> <C> <C> <C> <C>
Swiss Francs, expiring 11/15/96.......... 20,000,000 $16,000,000 $15,784,074 $215,926
Swiss Francs, expiring 11/25/96.......... 12,000,000 9,596,162 9,480,171 115,991
Swiss Francs, expiring 12/04/96.......... 13,000,000 10,344,553 10,270,996 73,557
Japanese Yen, expiring 11/25/96.......... 1,300,000,000 11,553,502 11,436,615 116,887
____________
$522,361
============
</TABLE>
The Fund enters into forward currency exchange contracts in order to
hedge its exposure to changes in foreign currency exchange rates on its
foreign portfolio holdings. When executing forward currency exchange
contracts, the Fund is obligated to buy or sell a foreign currency at a
specified rate on a certain date in the future. With respect to sales of
forward currency exchange contracts, the Fund would incur a loss if the value
of the contract increases between the date the forward contract is opened and
the date the forward contract is closed. The Fund realizes a gain if the
value of the contract decreases between those dates. With respect to
purchases of forward currency exchange contracts, the Fund would incur a loss
if the value of the contract decreases between the date the forward contract
is opened and the date the forward contract is closed. The Fund realizes a
gain if the value of the contract increases between those dates. The Fund is
also exposed to credit risk associated with counter party nonperformance on
these forward currency exchange contracts which is typically limited to the
unrealized gains on such contracts that are recognized in the Statement of
Assets and Liabilities.
The Fund may invest in financial futures contracts in order to gain
exposure to or to protect against changes in the market. The Fund is exposed
to market risk as a result of changes in the value of the underlying
financial instruments. Investments in financial futures require the Fund to
"mark to market" on a daily basis, which reflects the change in the market
value of the contract at the close of each day's trading. Typically,
variation margin payments are made or
DREYFUS GROWTH AND INCOME FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
received to reflect daily unrealized gains or losses. When the contracts are
closed, the Fund recognizes a realized gain or loss. These investments
require initial margin deposits with a custodian, which consist of cash or
cash equivalents, up to approximately 10% of the contract amount. The amount
of these deposits is determined by the exchange or Board of Trade on which
the contract is traded and is subject to change. At October 31, 1996, there
were no financial futures contracts outstanding.
(B) At October 31, 1996, accumulated net unrealized appreciation on
investments, securities sold short and forward currency exchange contracts
was $207,031,412, consisting of $258,190,399 gross unrealized appreciation
and $51,158,987 gross unrealized depreciation.
At October 31, 1996, the cost of investments for Federal income tax
purposes was substantially the same as the cost for financial reporting
purposes (see the Statement of Investments).
DREYFUS GROWTH AND INCOME FUND, INC.
REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF DIRECTORS
DREYFUS GROWTH AND INCOME FUND, INC.
We have audited the accompanying statement of assets and liabilities of
Dreyfus Growth and Income Fund, Inc., including the statements of investments
and securities sold short, as of October 31, 1996, and the related statement
of operations for the year then ended, the statement of changes in net assets
for each of the two years in the period then ended, and financial highlights
for each of the years indicated therein. These financial statements and
financial highlights are the responsibility of the Fund's management. Our
responsibility is to express an opinion on these financial statements and
financial highlights based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements and
financial highlights are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. Our procedures included verification by
examination of securities held by the custodian as of October 31, 1996 and
confirmation of securities not held by the custodian by correspondence with
others. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights
referred to above present fairly, in all material respects, the financial
position of Dreyfus Growth and Income Fund, Inc. at October 31, 1996, the
results of its operations for the year then ended, the changes in its net
assets for each of the two years in the period then ended, and the financial
highlights for each of the indicated years, in conformity with generally
accepted accounting principles.
(Ernst & Young LLP Signature Logo)
New York, New York
December 13, 1996
DREYFUS GROWTH AND INCOME FUND, INC.
IMPORTANT TAX INFORMATION (UNAUDITED)
For Federal tax purposes the Fund hereby designates $.457 per share as a
long-term capital gain distribution of the $.596 per share paid on December
15, 1995.
The Fund also designates 21.58% of the ordinary dividends paid during the
fiscal year ended October 31, 1996 as qualifying for the corporate dividends
received deduction. Shareholders will receive notification in January 1997 of
the percentage applicable to the preparation of their 1996 income tax
returns.
(Dreyfus Lion D Logo)
DREYFUS GROWTH AND INCOME FUND, INC.
200 Park Avenue
New York, NY 10166
MANAGER
The Dreyfus Corporation
200 Park Avenue
New York, NY 10166
CUSTODIAN
Mellon Bank, N.A.
One Mellon Bank Center
Pittsburgh, PA 15258
TRANSFER AGENT &
DIVIDEND DISBURSING AGENT
Dreyfus Transfer, Inc.
P.O. Box 9671
Providence, RI 02940
Printed in U.S.A. 010AR9610
(Dreyfus Logo)
Growth and
Income Fund, Inc.
Annual Report
October 31, 1996
COMPARISON OF CHANGE IN VALUE OF $10,000 INVESTMENT
IN DREYFUS GROWTH AND INCOME FUND, INC. AND THE
STANDARD & POOR'S 500 COMPOSITE STOCK PRICE INDEX
EXHIBIT A:
STANDARD
DREYFUS & POOR'S 500
PERIOD GROWTH AND INCOME COMPOSITE STOCK
FUND PRICE INDEX *
12/31/91 10,000 10,000
10/31/92 11,257 10,281
10/31/93 13,986 11,814
10/31/94 13,993 12,270
10/31/95 15,836 15,510
10/31/96 18,910 19,245
*Sourc: Lipper Analytical Services, Inc.