File No. 33-46490
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. 6 [ X ]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [ X ]
Amendment No. 6 [ X ]
(Check appropriate box or boxes.)
Dreyfus BASIC Money Market Fund, Inc.
(Exact Name of Registrant as Specified in Charter)
c/o The Dreyfus Corporation
200 Park Avenue, New York, New York 10166
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code: (212) 922-6000
Daniel C. Maclean III, Esq.
200 Park Avenue
New York, New York 10166
(Name and Address of Agent for Service)
It is proposed that this filing will become effective (check appropriate box)
immediately upon filing pursuant to paragraph (b)
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X on July 3, 1995 pursuant to paragraph (b)
----
60 days after filing pursuant to paragraph (a)(i)
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On _______________ pursuant to paragraph (a)(i)
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75 days after filing pursuant to paragraph (a)(ii)
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on (date) pursuant to paragraph (a)(ii) of Rule 485
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If appropriate, check the following box:
this post-effective amendment designates a new effective date for
a previously filed post-effective amendment.
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Registrant has registered an indefinite number of shares of its common
stock under the Securities Act of 1933 pursuant to Section 24(f) of the
Investment Company Act of 1940. Registrant's Rule 24f-2 Notice for the fiscal
year ended February 28, 1995 was filed on May 8, 1995.
Dreyfus BASIC Money Market Fund, Inc.
Cross-Reference Sheet Pursuant to Rule 495(a)
Items in
Part A of
Form N-1A Caption Page
_________ _______ ____
1 Cover Page Cover
2 Synopsis 3
3 Condensed Financial Information 4
4 General Description of Registrant 5
5 Management of the Fund 12
5(a) Management's Discussion of Fund's Performance *
6 Capital Stock and Other Securities 20
7 Purchase of Securities Being Offered 13
8 Redemption or Repurchase 16
9 Pending Legal Proceedings *
Items in
Part B of
Form N-1A
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10 Cover Page Cover
11 Table of Contents Cover
12 General Information and History *
13 Investment Objectives and Policies B-2
14 Management of the Fund B-7
15 Control Persons and Principal B-12
Holders of Securities
16 Investment Advisory and Other B-12
Services
_____________________________________
NOTE: * Omitted since answer is negative or inapplicable.
Dreyfus BASIC Money Market Fund, Inc.
Cross-Reference Sheet Pursuant to Rule 495(a) (continued)
Items in
Part B of
Form N-1A Caption Page
_________ _______ _____
17 Brokerage Allocation B-21
18 Capital Stock and Other Securities B-19
19 Purchase, Redemption and Pricing B-14, B-15
of Securities Being Offered B-19
20 Tax Status *
21 Underwriters B-14
22 Calculations of Performance Data B-20
23 Financial Statements B-23
Items in
Part C of
Form N-1A
_________
24 Financial Statements and Exhibits C-1
25 Persons Controlled by or Under C-3
Common Control with Registrant
26 Number of Holders of Securities C-3
27 Indemnification C-3, C-4
28 Business and Other Connections of C-4
Investment Adviser
29 Principal Underwriters C-11
30 Location of Accounts and Records C-14
31 Management Services C-14
32 Undertakings C-14
_____________________________________
NOTE: * Omitted since answer is negative or inapplicable.
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COMBINED PROSPECTUS JUNE 30, 1995
DREYFUS BASIC MONEY MARKET FUND, INC.
DREYFUS BASIC U.S. GOVERNMENT MONEY MARKET FUND
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OVERVIEW
Dreyfus BASIC Money Market Fund, Inc. and Dreyfus BASIC U.S.
Government Money Market Fund (each, a "Fund" and collectively, the "Funds")
are each open-end, diversified, management investment companies known as
money market mutual funds. The goal of each Fund is to provide you with as
high a level of current income as is consistent with the preservation of
capital and the maintenance of liquidity. Each Fund seeks to maintain a
stable net asset value of $1.00 per share and is designed to benefit investors
who do not engage in frequent transactions in Fund shares.
The Dreyfus Corporation professionally manages each Fund's portfolio.
AN INVESTMENT IN EACH FUND IS NEITHER INSURED NOR GUARANTEED BY THE
U.S. GOVERNMENT. THERE CAN BE NO ASSURANCE THAT EITHER FUND WILL BE ABLE TO
MAINTAIN A STABLE NET ASSET VALUE OF $1.00 PER SHARE.
DREYFUS BASIC MONEY MARKET FUND, INC. (the "MONEY FUND") invests in
short-term money market obligations including U.S. Government securities,
certificates of deposit and other domestic and foreign bank obligations,
repurchase agreements, commercial paper, and other short-term corporate
obligations, as more fully described herein.
DREYFUS BASIC U.S. GOVERNMENT MONEY MARKET FUND (the "GOVERNMENT MONEY FUND")
invests in U.S. Government securities and repurchase agreements in respect of
U.S. Government securities.
EACH FUND IS A SEPARATE ENTITY WITH A SEPARATE PORTFOLIO. THE
OPERATIONS AND RESULTS OF ONE FUND ARE UNRELATED TO THOSE OF THE OTHER FUND.
THIS COMBINED PROSPECTUS HAS BEEN PREPARED FOR YOUR CONVENIENCE TO PROVIDE
YOU THE OPPORTUNITY TO CONSIDER TWO INVESTMENT CHOICES IN ONE DOCUMENT.
This Prospectus sets forth concisely information about each Fund that
you should know before investing. It should be read and retained for future
reference.
The Statement of Additional Information, dated June 30, 1995, which
may be revised from time to time, provides a further discussion of certain
areas in this Prospectus and other matters which may be of interest to some
investors. It has been filed with the Securities and Exchange Commission and
is incorporated herein by reference. For a free copy, write to the Fund at
144 Glenn Curtiss Boulevard, Uniondale, New York 11556-0144, or call
1-800-645-6561. When telephoning, ask for Operator 144.
MUTUAL FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED
OR ENDORSED BY, ANY BANK, AND ARE NOT FEDERALLY INSURED BY THE FEDERAL
DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER
AGENCY.
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<TABLE>
<CAPTION>
TABLE OF CONTENTS
<S> <C> <S> <C>
Page Page
Fee Table.......................... 3 Fund Exchanges................................ 14
Condensed Financial Information..... 4 How to Redeem Shares........................... 15
Yield Information................... 5 Shareholder Services Plan...................... 17
Description of the Funds........... 5 Dividends, Distributions and Taxes............. 17
Management of the Funds............ 11 General Information........................... 19
How to Buy Shares.................. 13
</TABLE>
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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.
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[This Page Intentionally Left Blank]
Page 2
<TABLE>
<CAPTION>
FEE TABLE
GOVERNMENT
MONEY MONEY
SHAREHOLDER TRANSACTION EXPENSES FUND FUND
_______ ________
<S> <C> <C>
Exchange Fee............................................................. $5.00 $5.00
Account Closeout Fee..................................................... $5.00 $5.00
ANNUAL FUND OPERATING EXPENSES
(as a percentage of average daily net assets)
Management Fees (after expense reimbursement)............................ .31% .34%
Other Expenses........................................................... .14% .11%
Total Fund Operating Expenses (after expense reimbursement).............. .45% .45%
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C> <C> <C>
EXAMPLE (applicable to each Fund) 1 YEAR 3 YEARS 5 YEARS 10 YEARS
You would pay the following expenses
on a $1,000 investment, assuming (1) 5%
annual return and (2) redemption at the
end of each time period.............. $10 $19 $30 $62
</TABLE>
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THE AMOUNTS LISTED IN THE EXAMPLE SHOULD NOT BE CONSIDERED AS
REPRESENTATIVE OF PAST OR FUTURE EXPENSES AND ACTUAL EXPENSES MAY BE GREATER
OR LESS THAN THOSE INDICATED. MOREOVER, WHILE THE EXAMPLE ASSUMES A 5%
ANNUAL RETURN, EACH FUND'S ACTUAL PERFORMANCE WILL VARY AND MAY RESULT IN
AN ACTUAL RETURN GREATER OR LESS THAN 5%.
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The purpose of the foregoing table is to assist you in understanding
the various costs and expenses that investors in a Fund will bear, directly
or indirectly, the payment of which will reduce investors' return on an
annual basis. The Management Fees noted above, without reimbursement, would
be .50% as to each Fund and Total Fund Operating Expenses would be .64% as
to the MONEY FUND, and .61% as to the GOVERNMENT MONEY FUND. The amount of
expenses that an investor would pay, assuming redemption after one, three,
five and ten years, would be: as to the MONEY FUND, $12, $25, $41 and $85,
respectively, and, as to the GOVERNMENT MONEY FUND, $11, $25, $39 and $81,
respectively. In addition, unlike certain other funds in the Dreyfus Family
of Funds, each Fund will charge your account $2.00 for each redemption check
you write; you also will be charged $5.00 for each exchange and wire redemptio
n you make and a $5.00 account closeout fee. These charges will be paid to
the Fund's transfer agent and will reduce the transfer agency charges
otherwise payable by each Fund. See "How to Redeem Shares." The Dreyfus
Corporation has undertaken, with respect to each Fund, until June 30, 1996
that if in any fiscal year of a Fund certain Fund expenses, including the
management fee, exceed .45 of 1% of the value of its average net assets for
the fiscal year, such Fund may deduct from the payment to be made to The
Dreyfus Corporation under the Management Agreement, or The Dreyfus
Corporation will bear, such excess expense. The information in the foregoing
table does not reflect any other fee waivers or expense reimbursement
arrangements that may be in effect. See "Management of the Funds" and
"Shareholder Services Plan."
PAGE 3
COMDENSED FINANCIAL INFORMATION
The information in the following tables has been audited by Ernst &
Young LLP, each Fund's independent auditors, whose reports thereon appear in
the Statement of Additional Information. Further financial data and related
notes as to each Fund are included in the Statement of Additional
Information, available upon request.
FINANCIAL HIGHLIGHTS
MONEY FUND _ Contained below is per share operating performance data for a
share of common stock outstanding, total investment return, ratios to average
net assets and other supplemental data for each year indicated. This
information has been derived from the MONEY FUND'S financial statements.
<TABLE>
<CAPTION>
YEAR ENDED FBRUARY 28,
-----------------------------
Per Share Data: 1993(1) 1994 1995
------ ----- ------
<S> <C> <C> <C>
Net asset value, beginning of year................................ $1.0000 $1.0001 $.9999
------- ------- ------
Investment Operations:
Investment income_net ........................................... .0325 .0333 .0463
Net realized loss on investments.................................. (.0001) -_ -_
------- ------- ------
Total from Investment Operations................................ .0324 .0333 .0463
------- ------- ------
Distributions:
Dividends from investment income-net.............................. (.0323) (.0335) (.0463)
------- ------- ------
Net asset value, end of year...................................... $1.0001 $.9999 $.9999
======= ======= =======
Total Investment Return............................................... 3.80%(2) 3.40% 4.73%
Ratios / Supplemental Data:
Ratio of expenses to average net assets .......................... -_ .10% .18%
Ratio of net investment income to average net assets ............. 3.66%(2) 3.33% 4.70%
Decrease reflected in above expense ratios due to
undertakings by The Dreyfus Corporation......................... .71%(2) .55% .46%
Net Assets, end of year (000's omitted)........................... $734,349 $1,217,032 $1,623,242
- -------------------
(1)From April 24, 1992 (commencement of operations) to February 28, 1993.
(2)Annualized.
</TABLE>
GOVERNMENT MONEY FUND _ Contained below is per share operating performance
data for a share of beneficial interest outstanding, total investment return,
ratios to average net assets and other supplemental data for each year
indicated. This information has been derived from the GOVERNMENT MONEY FUND'S
financial statements.
<TABLE>
<CAPTION>
YEAR ENDED FBRUARY 28,
-----------------------------
Per Share Data: 1993(1) 1994 1995
------ ----- ------
<S> <C> <C> <C>
Net asset value, beginning of year................................ $1.0000 $1.0002 $1.0000
------- ------- ------
Investment Operations:
Investment income_net ........................................... .0315 .0324 .0457
Net realized loss on investments.................................. -_ (.0001) (.0001)
------- ------- ------
Total from Investment Operations................................ .0315 (.0323) .0456
------- ------- ------
Distributions:
Dividends from investment income-net.............................. (.0313) (.0325) (.0457)
------- ------- ------
Net asset value, end of year...................................... $1.0002 $1.0000 $.9999
======= ======= =======
Total Investment Return............................................... 3.69%(2) 3.30% 4.67%
Ratios / Supplemental Data:
Ratio of expenses to average net assets .......................... -_ .02% .17%
Ratio of net investment income to average net assets ............. 3.58%(2) 3.24% 5.05%
Decrease reflected in above expense ratios due to
undertakings by The Dreyfus Corporation......................... .75%(2) .64% .44%
Net Assets, end of year (000's omitted)........................... $116,696 $265,691 $1,041,722
- -----------------------
(1) From April 24, 1992 (commencement of operations) to February 28, 1993.
(2) Annualized.
</TABLE>
PAGE 4
YIELD INFORMATION
From time to time, each Fund advertises its yield and effective
yield. Both yield figures are based on historical earnings and are not
intended to indicate future performance. It can be expected that each Fund's
yield will fluctuate substantially. The yield of a Fund refers to the income
generated by an investment in such Fund over a seven-day period (which period
will be stated in the advertisement). This income is then annualized. That
is, the amount of income generated by the investment during that week is
assumed to be generated each week over a 52-week period and is shown as a
percentage of the investment. The effective yield is calculated similarly,
but, when annualized, the income earned by an investment in a Fund is assumed
to be reinvested. The effective yield will be slightly higher than the yield
because of the compounding effect of this assumed reinvestment. Each Fund's
yield and effective yield may reflect absorbed expenses pursuant to any
undertaking that may be in effect. See "Management of the Funds."
Yield information is useful in reviewing a Fund's performance, but
because yields will fluctuate, such information under certain conditions may
not provide a basis for comparison with domestic bank deposits, other
investments which pay a fixed yield for a stated period of time, or other
investment companies which may use a different method of computing yield.
Comparative performance information may be used from time to time in
advertising or marketing each Fund's shares, including data from Lipper
Analytical Services, Inc., Bank Rate Monitortrademark, N. Palm Beach, Fla.
33408, IBC/Donoghue's Money Fund ReportRegistration Mark, Morningstar, Inc.
and other industry publications.
DESCRIPTION OF THE FUNDS
INVESTMENT OBJECTIVE _ Each Fund's goal is to provide you with as high a
level of current income as is consistent with the preservation of capital and
the maintenance of liquidity. Each Fund's investment objective cannot be
changed without approval by the holders of a majority (as defined in the
Investment Company Act of 1940) of its outstanding voting shares. There can
be no assurance that a Fund's investment objective will be achieved.
Securities in which each Fund invests may not earn as high a level of current
income as long-term or lower quality securities which generally have less
liquidity, greater market risk and more fluctuation in market value.
MANAGEMENT POLICIES _ Each Fund seeks to maintain a net asset value of $1.00
per share for purchases and redemptions. To do so, each Fund uses the
amortized cost method of valuing its securities pursuant to Rule 2a-7 under
the Investment Company Act of 1940, certain requirements of which are
summarized below. There can be no assurance that either Fund will be able to
maintain a stable net asset value of $1.00 per share.
In accordance with Rule 2a-7, each Fund is required to maintain a
dollar-weighted average portfolio maturity of 90 days or less, purchase only
instruments having remaining maturities of 13 months or less and invest only
in U.S. dollar denominated securities determined in accordance with
procedures established by the Fund's Board to present minimal credit risks
and, with respect to the MONEY FUND only, which 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 instrument was rated by only one such organization), or, if unrated, are
of comparable quality as determined in accordance with procedures established
by the MONEY FUND'S Board of Directors. Moreover, the MONEY FUND will
purchase only securities so rated in the highest rating category or, if
unrated, of comparable quality as determined in accordance with such
procedures. The nationally recognized statistical rating organizations
currently rating instruments of the type the MONEY FUND may purchase are
Moody's Investors Service, Inc., Standard & Poor's Corporation, Duff & Phelps
Credit Rating Co., Fitch Investors Service, Inc., IBCA Limited and IBCA Inc.,
and Thomson BankWatch, Inc. and their rating criteria are described in the
Appendix to the Statement of Additional Information. This discussion
concerning investment ratings and rating organizations does not apply to the
Page 5
GOVERNMENT MONEY FUND because it invests exclusively in U.S. Government
securities and repurchase agreements in respect thereof. For further
information regarding the amortized cost method of valuing securities, see
"Determination of Net Asset Value" in the Statement of Additional
Information.
MONEY FUND. To achieve its goal, the MONEY FUND invests in short-term
money market obligations, 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 obligations
issued by domestic banks, foreign branches of domestic banks, foreign
subsidiaries of domestic banks, and domestic and foreign branches of foreign
banks, repurchase agreements, and high grade domestic and foreign commercial
paper and other short-term corporate obligations, including those with
floating or variable rates of interest. The MONEY FUND invests in U.S. dollar
denominated obligations issued or guaranteed by one or more foreign
governments or any of their political subdivisions, agencies or
instrumentalities, including obligations of supranational entities. In
addition, the MONEY FUND is permitted to lend portfolio securities and enter
into reverse repurchase agreements to the extent described below. During
normal market conditions, at least 25% of the MONEY FUND'S assets will be
invested in bank obligations. See "Risk Factors Relating to the Money Fund"
below.
The MONEY FUND will not invest more than 5% of its total assets in
the securities (including the securities collateralizing a repurchase
agreement) of, or subject to puts issued by, a single issuer, except that (i)
the MONEY FUND may invest more than 5% of its total assets in a single issuer
for a period of up to three business days in certain limited circumstances,
(ii) the MONEY FUND may invest in obligations issued or guaranteed by the
U.S. Government without any such limitation, and (iii) the limitation with
respect to puts does not apply to unconditional puts if no more than 10% of
the MONEY FUND'S total assets is invested in securities issued or guaranteed
by the issuer of the unconditional put. As to each security, these
percentages are measured at the time the MONEY FUND purchases the security.
GOVERNMENT MONEY FUND. To achieve its goal, the GOVERNMENT MONEY 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 in respect of such securities.
PORTFOLIO SECURITIES
MONEY FUND AND GOVERNMENT MONEY FUND. Securities issued or guaranteed
by the U.S. Government or its agencies or instrumentalities include U.S.
Treasury securities, which differ in their interest rates, maturities and
times of issuance. Some obligations issued or guaranteed by U.S. Government
agencies and instrumentalities, for example Government National Mortgage
Association pass-through certificates, are supported by the full faith and
credit of the U.S. Treasury; others, such as those of the Federal Home Loan
Banks, by the right of the issuer to borrow from the Treasury; others, such
as those issued by the Federal National Mortgage Association, by
discretionary authority of the U.S. Government to purchase certain
obligations of the agency or instrumentality; and others, such as those issued
by the Student Loan Marketing Association, only by the credit of the agency
or instrumentality. These securities bear fixed, floating or variable rates
of interest. Interest may fluctuate based on generally recognized reference
rates or the relationship of rates. While the U.S. Government provides
financial support to such U.S. Government-sponsored agencies or
instrumentalities, no assurance can be given that it will always do so, since
it is not so obligated by law. Each Fund will invest in such securities only
when it is satisfied that the credit risk with respect to the issuer is
minimal.
Repurchase agreements involve the acquisition by a Fund of an
underlying debt instrument, subject to an obligation of the seller to
repurchase, and the Fund to resell, the instrument at a fixed price, usually
not more than one week after its purchase. Certain costs may be incurred by a
Fund in connection with the sale of the securities if the seller does not
repurchase them in accordance with the repurchase agreement. In
Page 6
addition, if bankruptcy proceedings are commenced with respect to the seller
of the securities, realization on the securities by a Fund may be delayed or
limited.
MONEY FUND ONLY. The MONEY FUND also may invest in obligations issued
or guaranteed by one or more foreign governments or any of their political
subdivisions, agencies or instrumentalities that are determined by The
Dreyfus Corporation to be of comparable quality to the other obligations in
which the MONEY FUND may invest. Such securities also include debt
obligations of supranational entities. Supranational entities include
international organizations designed or supported by governmental entities to
promote economic reconstruction or development and international banking
institutions and related government agencies. Examples include the
International Bank for Reconstruction and Development (the World Bank), the
European Coal and Steel Community, the Asian Development Bank and the
InterAmerican Development Bank. The percentage of the MONEY FUND'S assets
invested in securities issued by foreign governments will vary depending on
the relative yields of such securities, the economic and financial markets of
the countries in which the investments are made and the interest rate climate
of such countries.
The MONEY FUND invests in certificates of deposit, time deposits,
bankers' acceptances and other short-term obligations issued by domestic
banks, foreign branches of domestic banks, foreign subsidiaries of domestic
banks, and domestic and foreign branches of foreign banks. See "Risk Factors
Relating to the Money Fund" below. Certificates of deposit are negotiable
certificates evidencing the obligation of a bank to repay funds deposited
with it for a specified period of time. Time deposits are non-negotiable
deposits maintained in a banking institution for a specified period of time
at a stated interest rate. Time deposits which may be held by the MONEY FUND
will not benefit from insurance from the Bank Insurance Fund or the Savings
Association Insurance Fund administered by the Federal Deposit Insurance
Corporation. Bankers' acceptances are credit instruments evidencing the
obligation of a bank to pay a draft drawn on it by a customer. These
instruments reflect the obligation both of the bank and of the drawer to pay
the face amount of the instrument upon maturity. The other short-term
obligations may include uninsured, direct obligations bearing fixed, floating
or variable interest rates.
The MONEY FUND also may invest in commercial paper, which consists of
short-term, unsecured promissory notes issued to finance short-term credit
needs. The commercial paper purchased by the MONEY FUND will consist only of
direct obligations issued by domestic and foreign entities. The other
corporate obligations in which the MONEY FUND may invest consist of high
quality, U.S. dollar denominated short-term bonds and notes (including
variable amount master demand notes) issued by domestic and foreign
corporations, including banks.
The MONEY 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 MONEY FUND
to invest fluctuating amounts, at varying rates of interest, pursuant to
direct arrangements between the Fund, as lender, and the borrower. These
notes permit daily changes in the amount borrowed. The issuer of such
obligations normally has a corresponding right, after a given period, to
prepay in its discretion the outstanding principal amount of the obligations
plus accrued interest upon a specified number of days' notice to the holders
of such obligations. The interest rate on a floating rate demand obligation
is based on a known lending rate, such as a bank's prime rate, and is
adjusted automatically each time such rate is adjusted. The interest rate on
a variable rate demand obligation is adjusted automatically at specified
intervals. Frequently, such obligations are secured by letters of credit or
other credit support arrangements provided by banks. 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
Page 7
generally is no established secondary market for these obligations,
although they are redeemable at face value. Accordingly, where these
obligations are not secured by letters of credit or other credit support
arrangements, the MONEY FUND'S right to redeem is dependent on the ability of
the borrower to pay principal and interest on demand. Such obligations
frequently are not rated by credit rating agencies and the MONEY FUND may
invest in obligations which are not so rated only if The Dreyfus Corporation
determines that at the time of investment the obligations are of comparable
quality to the other obligations in which the MONEY FUND may invest. The
Dreyfus Corporation, on behalf of the MONEY FUND, will consider on an ongoing
basis the creditworthiness of the issuers of the floating and variable rate
demand obligations in such Fund's portfolio.
The MONEY FUND also may purchase unsecured promissory notes ("Notes")
which are not readily marketable and have not been registered under the
Securities Act of 1933, as amended, provided such investments are consistent
with the Fund's goal.
The MONEY FUND may purchase from financial institutions participation
interests in securities in which the Fund may invest. A participation
interest gives the MONEY FUND an undivided interest in the security in the
proportion that the Fund's participation interest bears to the total
principal amount of the security. 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, or has been given a rating
below that which is permissible for purchase by the MONEY FUND, the
participation interest will be backed by an irrevocable letter of credit or
guarantee of a bank, or the payment obligation otherwise will be
collateralized by U.S. Government securities, or, in the case of unrated
participation interests, The Dreyfus Corporation must have determined that
the instrument is of comparable quality to those instruments in which the
MONEY FUND may invest. For certain participation interests, the MONEY 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 security, plus
accrued interest. As to these instruments, the MONEY FUND intends to exercise
its right to demand payment only upon a default under the terms of the
security, as needed to provide liquidity to meet redemptions, or to maintain
or improve the quality of its investment portfolio.
The MONEY 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. Such
securities may include securities that are not readily marketable, such as
certain 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.
From time to time, the MONEY FUND may lend securities from its
portfolio to brokers, dealers and other institutional investors needing to
borrow securities to complete certain transactions. Such loans may not exceed
331/3% of the value of the MONEY FUND'S total assets. In connection with such
loans, the MONEY FUND will receive collateral consisting of cash, U.S.
Government securities or irrevocable letters of credit issued by financial
institutions. Such collateral will be maintained at all times in an amount
equal to at least 100% of the current market value of the loaned securities.
The MONEY FUND can increase its income through the investment of such
collateral. The MONEY FUND continues to be entitled to payments in amounts
equal to the interest or other distributions payable on the loaned security
and receives interest on the amount of the loan. Such loans will be
terminable at any time upon specified notice. The MONEY FUND might experience
risk of loss if the institution with which it has engaged in a portfolio loan
transaction breaches its agreement with the Fund.
The MONEY FUND may borrow for temporary or emergency or investment
purposes up to 331/3% of the value of its total assets. Borrowing for
investment purposes will be on a secured basis through entering
Page 8
into reverse repurchase agreements with banks, brokers or dealers. Reverse
repurchase agreements involve the transfer by the MONEY FUND of an underlying
debt instrument in return for cash proceeds based on a percentage of the value
of the security. The MONEY FUND retains the right to receive interest and
principal payments on the security. The MONEY 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. In certain types of agreements, there is
no agreed upon repurchase date and interest payments are calculated daily,
often based on the prevailing overnight repurchase rate. As a result of these
transactions, the MONEY FUND is exposed to greater potential fluctuations in
the value of its assets and its net asset value per share. Interest costs on
the money borrowed may exceed the return received on the securities
purchased. The MONEY FUND'S Directors have considered the risks to the Fund
and its shareholders which may result from the entry into reverse repurchase
agreements and have determined that the entry into such agreements is
consistent with the MONEY FUND'S investment objective and management
policies.
The MONEY FUND may purchase money market securities on a forward
commitment basis, which means that delivery and payment for such securities
ordinarily take place within 45 days after the date of the commitment to
purchase. The payment obligation and the interest rate that will be received
on the securities are fixed at the time the MONEY FUND enters into the
commitment. The MONEY FUND will make commitments 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 MONEY FUND will not accrue income in respect of a security
purchased on a forward commitment basis prior to its stated delivery date.
Securities purchased on a forward commitment basis and other
securities held in the MONEY FUND'S portfolio are subject to changes in value
(both 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
forward commitment basis may expose the MONEY FUND to risk because they may
experience such fluctuations prior to their actual delivery. Purchasing
securities on a forward commitment 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. A segregated account
of the MONEY FUND consisting of cash, cash equivalents or U.S. Government
securities or other high quality liquid debt securities at least equal at all
times to the amount of the forward commitments will be established and
maintained at the Fund's custodian bank. Purchasing securities on a forward
commitment basis when the MONEY FUND is fully or almost fully invested may
result in greater potential fluctuation in the value of the MONEY FUND'S net
assets and its net asset value per share.
CERTAIN FUNDAMENTAL POLICIES _ MONEY FUND (i) may borrow money, including in
connection with the entry into reverse repurchase agreements, provided that
the Fund maintains continuous asset coverage (that is, total assets including
borrowings, less liabilities exclusive of borrowings) of 300% of the amount
borrowed; (ii) may invest up to 5% of its total assets in the obligations of
any issuer, except that up to 25% of the value of the Fund's total assets may
be invested (subject to the provisions of Rule 2a-7), and obligations issued
or guaranteed by the U.S. Government, its agencies or instrumentalities may
be purchased, without regard to any such limitation; and (iii) will invest,
under normal market conditions, at least 25% of its total assets in
securities issued by banks, including foreign banks and branches, and may
invest up to 25% of its total assets in the securities of issuers in any
other industry, provided that there is no limitation on investments in
obligations issued or guaranteed by the U.S. Government, its agencies or
instrumentalities. The GOVERNMENT MONEY FUND may borrow money, but only 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
page 9
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 its total assets, the GOVERNMENT MONEY FUND will not make any
additional investments. This paragraph describes fundamental policies that
cannot be changed, as to a Fund, without approval by the holders of a majority
(as defined in the Investment Company Act of 1940) of such Fund's outstanding
voting shares. See "Investment Objective and Management Policies _ Investment
Restrictions" in the Statement of Additional Information.
CERTAIN ADDITIONAL NON-FUNDAMENTAL POLICIES _ Each Fund may (i) pledge,
hypothecate, mortgage or otherwise encumber its assets, but only to secure
permitted borrowings; and (ii) invest up to 10% of the value of its net
assets in repurchase agreements providing for settlement in more than seven
days after notice and in other illiquid securities (which securities, for the
MONEY FUND only, could include participation interests that are not subject
to the demand feature described above and floating and variable rate demand
obligations as to which such Fund cannot exercise the related demand feature
described above and as to which there is no secondary market). See
"Investment Objective and Management Policies _ Investment Restrictions" in
the Statement of Additional Information.
RISK FACTORS RELATING TO THE MONEY FUND _ Since the MONEY FUND'S portfolio
may contain securities issued by foreign governments, or any of their
political subdivisions, agencies or instrumentalities, and by foreign
branches of domestic banks, foreign subsidiaries of domestic banks, domestic
and foreign branches of foreign banks, and commercial paper issued by foreign
issuers, the MONEY FUND may be subject to additional investment risks with
respect to such 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. In making foreign investments,
therefore, the MONEY FUND will give appropriate consideration to the
following factors, among others.
Foreign securities markets generally are not as developed or
efficient as those in the United States. Securities of some foreign issuers
are less liquid and more volatile than securities of comparable U.S. issuers.
Similarly, volume and liquidity in most foreign securities markets are less
than in the United States and, at times, volatility of price can be greater
than in the United States. The issuers of some of these securities, such as
bank obligations, may be subject to less stringent or different regulation
than are U.S. issuers. In addition, there may be less publicly available
information about a non-U.S. issuer, and non-U.S. issuers generally are not
subject to uniform accounting and financial reporting standards, practices
and requirements comparable to those applicable to U.S. issuers.
Because evidences of ownership of such securities usually are held
outside the United States, the MONEY FUND will be subject to additional risks
which include possible adverse political and economic developments, possible
seizure or nationalization of foreign deposits and possible adoption of
governmental restrictions which might adversely affect the payment of
principal and interest on the foreign securities or might restrict the
payment of principal and interest to investors located outside the country of
the issuer, whether from currency blockage or otherwise.
Furthermore, some of these securities are subject to brokerage taxes
levied by foreign governments, which have the effect of increasing the cost
of such investment and reducing the realized gain or increasing the realized
loss on such securities at the time of sale. Income earned or received by the
MONEY FUND from sources within foreign countries may be reduced by
withholding and other taxes imposed by such countries. Tax conventions
between certain countries and the United States, however, may reduce or
eliminate such taxes. All such taxes paid by the MONEY FUND will reduce its
net income available for distribution to shareholders. The Dreyfus
Corporation will consider available yields, net of any required taxes, in
selecting foreign securities.
Page 10
To the extent the MONEY FUND'S investments are concentrated in the
banking industry, the MONEY 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 the investment return on the MONEY
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 the concentration of loan portfolios in leveraged transactions and
in particular businesses, and competition within the banking industry as well
as with other types of financial institutions. The MONEY 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 pursuant to
procedures established by its Board of Directors.
OTHER INVESTMENT CONSIDERATIONS _ Each Fund is designed to benefit investors
who do not engage in frequent redemptions or exchanges of such Fund's shares.
Because charges may apply to redemptions and exchanges of Fund shares,
neither Fund may be an appropriate investment for an investor who intends to
engage frequently in such transactions.
Each Fund will attempt to increase yield by trading to take advantage
of short-term market variations. This policy is expected to result in high
portfolio turnover but should not adversely affect a Fund since neither Fund
usually pays brokerage commissions when it purchases portfolio securities.
The value of the portfolio securities held by each Fund will vary inversely
to changes in prevailing interest rates. Thus, if interest rates have
increased from the time a security was purchased, such security, if sold,
might be sold at a price less than its purchase cost. Similarly, if interest
rates have declined from the time a security was purchased, such security, if
sold, might be sold at a price greater than its purchase cost. In either
instance, if the security was purchased at face value and held to maturity,
no gain or loss would be realized.
Dividends and distributions attributable to interest from direct
obligations of the United States and paid by the GOVERNMENT MONEY FUND to
individuals currently are not subject to personal income tax in most states.
Dividends and distributions attributable to interest from other securities in
which the GOVERNMENT MONEY FUND may invest, such as repurchase agreements,
however, may be subject to state tax. See "Dividends, Distributions and
Taxes."
Investment decisions for each Fund are made independently from those
of other investment companies advised by The Dreyfus Corporation. However, if
such other investment companies are prepared to invest in, or desire to
dispose of, money market instruments at the same time as a Fund, available
investments or opportunities for sales will be allocated equitably to each
investment company. In some cases, this procedure may adversely affect the
size of the position obtained for or disposed of by a Fund or the price paid
or received by a Fund.
MANAGEMENT OF THE FUNDS
The Dreyfus Corporation, located at 200 Park Avenue, New York, New
York 10166, was formed in 1947 and serves as each Fund's investment adviser.
The Dreyfus Corporation is a wholly-owned subsidiary of Mellon Bank, N.A.,
which is a wholly-owned subsidiary of Mellon Bank Corporation ("Mellon"). As
of March 31, 1995, The Dreyfus Corporation managed or administered
approximately $76 billion in assets for more than 1.8 million investor
accounts nationwide.
The Dreyfus Corporation supervises and assists in the overall
management of the affairs of each Fund under a separate Management Agreement
with each Fund, subject to the overall authority of the MONEY FUND'S Board of
Directors in accordance with Maryland law, and the GOVERNMENT MONEY FUND'S
Board of Trustees in accordance with Massachusetts law.
Page 11
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 The Dreyfus Corporation, Mellon managed more
than$200 billion in assets as of March 31, 1995, including approximately $72
billion in mutual fund assets. As of March 31, 1995, various subsidiaries of
Mellon provided non-investment services, such as custodial or administration
services, for approximately $680 billion in assets, including $67 billion in
mutual fund assets.
Under the terms of its respective Management Agreement, each Fund has
agreed to pay The Dreyfus Corporation a monthly fee at the annual rate of .50
of 1% of the value of its average daily net assets. From time to time, The
Dreyfus Corporation may waive receipt of its fees and/or voluntarily assume
certain expenses of a Fund, which would have the effect of lowering that
Fund's overall expense ratio and increasing yield to investors at the time
such amounts are waived or assumed, as the case may be. Neither Fund will pay
The Dreyfus Corporation at a later time for any amounts it may waive, nor
will either Fund reimburse The Dreyfus Corporation for any amounts it may
assume. For the fiscal year ended February 28, 1995, the MONEY FUND and
GOVERNMENT MONEY FUND each paid The Dreyfus Corporation a monthly management
fee at the effective annual rate of .04 of 1% and .06 of 1%, respectively, of
the value of such Fund's average daily net assets pursuant to separate
undertakings by The Dreyfus Corporation.
The Dreyfus Corporation has undertaken until June 30, 1996 that if in
any fiscal year of a Fund its aggregate expenses, exclusive of taxes,
brokerage, interest on borrowings and (with the prior written consent of the
necessary state securities commissions) extraordinary expenses, but including
the respective management fee, exceed .45 of 1% of the value of its average
daily net assets for the fiscal year, such Fund may deduct from the payment
to be made to The Dreyfus Corporation under its Management Agreement, or The
Dreyfus Corporation will bear, such excess expense.
The Dreyfus Corporation may pay the Fund's distributor for
shareholder services from The Dreyfus Corporation's own assets, including
past profits but not including the management fee paid by the Fund. The
Fund's distributor may use part or all of such payments to pay securities
dealers or others in respect of these services.
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 FDI Distribution Services,
Inc., a provider of mutual fund administration services, which is in turn a
wholly-owned subsidiary of FDI Holdings Inc., the parent company of which is
Boston Institutional Group, Inc.
The Shareholder Services Group, Inc., a subsidiary of First Data
Corporation, P.O. Box 9671, Providence, Rhode Island 02940-9671, is the
Transfer and Dividend Disbursing Agent (the "Transfer Agent") for each Fund.
The Transfer Agent will receive the $5.00 exchange fee, the $5.00 account
closeout fee, the $5.00 wire redemption fee and the $2.00 checkwriting
charge, described below. A sufficient number of your shares will be redeemed
automatically to pay these amounts. These payments will reduce the transfer
agency fee otherwise payable by each Fund. By purchasing shares of a Fund,
you are deemed to have consented to this procedure. The Bank of New York, 90
Washington Street, New York, New York 10286, is the Custodian for each Fund.
Page 12
HOW TO BUY SHARES
Fund shares are sold without a sales charge. You may be charged a
nominal fee if you effect transactions in Fund shares through a securities
dealer, bank or other financial institution. Share certificates are issued
only upon your written request. No certificates are issued for fractional
shares. The Fund reserves the right to reject any purchase order.
The minimum initial investment is $25,000. Subsequent investments
must be at least $1,000. The initial investment must be accompanied by the
Fund's Account Application.
You may purchase Fund shares by check or wire. Checks should be made
payable to "The Dreyfus Family of Funds." Payments to open new accounts which
are mailed should be sent to The Dreyfus Family of Funds, P.O. Box 9387,
Providence, Rhode Island 02940-9387, together with your Account Application.
For subsequent investments, your Fund account number should appear on the
check and an investment slip should be enclosed and sent to The Dreyfus
Family of Funds, P.O. Box 105, Newark, New Jersey 07101-0105. Neither
initial nor subsequent investments should be made by third party check.
Purchase orders may be delivered in person only to a Dreyfus Financial
Center. THESE ORDERS WILL BE FORWARDED TO THE RELEVANT FUND AND WILL BE
PROCESSED ONLY UPON RECEIPT THEREBY. For the location of the nearest Dreyfus
Financial Center, please call one of the telephone numbers listed under
"General Information."
Wire payments may be made if your bank account is in a commercial
bank that is a member of the Federal Reserve System or any other bank having
a correspondent bank in New York City. Immediately available funds may be
transmitted by wire to The Bank of New York (DDA #8900204419/Dreyfus BASIC
Money Market Fund, Inc., or DDA #8900204427/Dreyfus BASIC U.S. Government
Money Market Fund), for purchase of shares in your name. The wire must
include your Fund account number (for new accounts, your Taxpayer Identificati
on Number ("TIN") should be included instead), account registration and
dealer number, if applicable. If your initial purchase of Fund shares is by
wire, please call 1-800-645-6561 after completing your wire payment to obtain
your Fund account number. Please include your Fund account number on the
Fund's Account Application and promptly mail the Account Application to the
Fund, as no redemptions will be permitted until the Account Application is
received. You may obtain further information about remitting funds in this
manner from your bank. All payments should be made in U.S. dollars and, to
avoid additional fees and delays, should be drawn only on U.S. banks. A
charge will be imposed if any check used for investment in your account does
not clear. Each Fund makes available to certain large institutions the
ability to issue purchase instructions through compatible computer
facilities.
Shares of each Fund also may be purchased through IRA accounts and
other kinds of retirement accounts, such as Keogh Plans and SEP-IRA's,
provided the opening balance is at least $5,000. Subsequent investments in
such retirement accounts must be at least $1,000. For details, please contact
Dreyfus Retirement Services, a division of Dreyfus Service Corporation, by
calling toll free 1-800-358-5566.
Subsequent investments also may be made by electronic transfer of
funds from an account maintained in a bank or other domestic financial
institution that is an Automated Clearing House member. You must direct the
institution to transmit immediately available funds through the Automated
Clearing House to The Bank of New York with instructions to credit your Fund
account. The instructions must specify your Fund account registration and
your Fund account number PRECEDED BY THE DIGITS "1111."
Shares of each Fund 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 within the Federal Reserve System which are
held on deposit at a Federal Reserve Bank) are received by the Transfer Agent
or other agent or entity subject to the direction of such agents. If you do
not remit Federal Funds, your payment must be converted into Federal Funds.
This usually occurs within one business day of receipt of a bank wire or
within two business days of receipt of a check drawn on a member bank of the
Federal Reserve System.
Page 13
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, your money will not be invested.
Net asset value per share is determined as of the close of trading on
the floor of the New York Stock Exchange (currently 4:00 p.m., New York time)
on each day the New York Stock Exchange or Transfer Agent, as to the MONEY
FUND, or the New York Stock Exchange, as to the Government Money Fund, is
open for business. Net asset value per share is computed by dividing the
value of the Fund's net assets (i.e., the value of its assets less
liabilities) by the total number of shares outstanding. See "Determination of
Net Asset Value" in the Statement of Additional Information.
If your payments are received in or converted into Federal Funds by
the Transfer Agent by the close of trading on the floor of the New York Stock
Exchange on a business day, Fund shares will be purchased at the net asset
value per share determined as of such close of trading on that day. Shares
begin accruing income dividends on the day following the date of purchase.
Federal regulations require that you provide a certified TIN upon
opening or reopening an account. See "Dividends, Distributions and Taxes" and
each Fund's Account Application for further information concerning this
requirement. Failure to furnish a certified TIN to the Fund could subject you
to a $50 penalty imposed by the Internal Revenue Service (the "IRS").
FUND EXCHANGES
You may purchase, in exchange for shares of your Fund, shares of
certain other funds managed or administered by The Dreyfus Corporation, to
the extent such shares are offered for sale in your state of residence. These
funds have different investment objectives which may be of interest to you.
This service may be exercised four times during the calendar year as
described below. If you desire to use this service, please call
1-800-645-6561 to determine if it is available and any other conditions
imposed on its use. You will be charged a $5.00 fee for each exchange you
make out of your Fund. This fee will be deducted from your account and paid
to the Transfer Agent.
To request an exchange, you must give exchange instructions to the
Transfer Agent in writing or by telephone. Before an exchange, you must
obtain and should review a copy of the current prospectus of the fund into
which the exchange is being made. Prospectuses may be obtained by calling
1-800-645-6561. Except in the case of Personal Retirement Plans, the shares
being exchanged must have a current value of at least $1,000; furthermore,
when establishing a new account by exchange, the shares being exchanged must
have a value of at least the minimum initial investment required for the fund
into which the exchange is being made. The ability to issue exchange
instructions by telephone is given to all Fund shareholders automatically,
unless you check the applicable "NO" box on the Account Application,
indicating that you specifically refuse this privilege. The Telephone
Exchange Privilege may be established for an existing account by written
request, signed by all shareholders on the account, or by a separate signed
Shareholder Services Form, also available by calling 1-800-645-6561. If you
have established the Telephone Exchange Privilege, you may telephone exchange
instructions by calling 1-800-221-4060 or, if you are calling from overseas,
call 1-401-455-3306. See "How to Redeem Fund Shares _ Procedures." Upon an
exchange into a new account, the following shareholder services and
privileges, as applicable and where available, will be automatically carried
over to the fund into which the exchange is made: Telephone Exchange
Privilege, Check Redemption Privilege, Wire Redemption Privilege, Telephone
Redemption Privilege and the dividend/capital gain distribution option
selected by the investor.
Shares will be exchanged at the next determined net asset value;
however, a sales load may be charged with respect to exchanges into funds
sold with a sales load. If you are exchanging into a fund that charges a
sales load, you may qualify for share prices which do not include the sales
load or which reflect a reduced sales load, if the shares of the fund from
which you are exchanging were: (a) purchased with a sales load, (b)
Page 14
acquired by a previous exchange from shares of the fund purchased with a sales
load, or (c) acquired through reinvestment of dividends or distributions paid
with respect to the foregoing categories of shares. To qualify, at the time of
your exchange you must notify the Transfer Agent. Any such qualification is
subject to confirmation of your holdings through a check of appropriate
records. See "Fund Exchanges" in the Statement of Additional Information.
Each Fund reserves the right to reject any exchange request in whole or in
part. With respect to any investor who has exchanged out of a Fund four times
during the calendar year, further purchase orders (including those pursuant
to exchange instructions) relating to any shares of such Fund will be
rejected for the remainder of the calendar year. The availability of Fund
Exchanges may be modified or terminated at any time upon notice to
shareholders.
The exchange of shares of one fund for shares of another is treated
for Federal income tax purposes as a sale of the shares given in exchange by
the shareholder and, therefore, an exchanging shareholder may realize a
taxable gain or loss.
HOW TO REDEEM SHARES
GENERAL _ You may request redemption of your shares at any time. Redemption
requests should be transmitted to the Transfer Agent as described below. When
a request is received in proper form, your Fund will redeem the shares at the
next determined net asset value.
YOU WILL BE CHARGED $5.00 WHEN YOU REDEEM ALL SHARES IN YOUR ACCOUNT
OR YOUR ACCOUNT IS OTHERWISE CLOSED OUT. The fee will be deducted from your
redemption proceeds and paid to the Transfer Agent. The account closeout fee
does not apply to exchanges out of the Fund or to wire redemptions, for each
of which a $5.00 fee applies. Securities dealers, banks and other financial
institutions may charge a nominal fee for effecting redemptions of Fund
shares. Any certificates representing Fund shares being redeemed must be
submitted with the redemption request. The value of the shares redeemed may
be more or less than their original cost, depending upon the Fund's
then-current net asset value.
Each Fund ordinarily will make payment for all shares redeemed within
seven days after receipt by the Transfer Agent of a redemption request in
proper form, except as provided by the rules of the Securities and Exchange
Commission. HOWEVER, IF YOU HAVE PURCHASED FUND SHARES BY CHECK AND
SUBSEQUENTLY SUBMIT A WRITTEN REDEMPTION REQUEST TO THE TRANSFER AGENT, YOUR
REDEMPTION WILL BE EFFECTIVE AND THE REDEMPTION PROCEEDS WILL BE TRANSMITTED
TO YOU PROMPTLY UPON BANK CLEARANCE OF YOUR PURCHASE CHECK, WHICH MAY TAKE UP
TO EIGHT BUSINESS DAYS OR MORE. IN ADDITION, THE FUND WILL NOT HONOR
REDEMPTION CHECKS UNDER THE CHECK REDEMPTION PRIVILEGE, AND WILL REJECT
REQUESTS TO REDEEM SHARES BY WIRE OR TELEPHONE, FOR A PERIOD OF EIGHT
BUSINESS DAYS AFTER RECEIPT BY THE TRANSFER AGENT OF THE PURCHASE CHECK
AGAINST WHICH SUCH REDEMPTION IS REQUESTED. THESE PROCEDURES WILL NOT APPLY
IF YOUR SHARES WERE PURCHASED BY WIRE PAYMENT, OR IF YOU OTHERWISE HAVE A
SUFFICIENT COLLECTED BALANCE IN YOUR ACCOUNT TO COVER THE REDEMPTION REQUEST.
PRIOR TO THE TIME ANY REDEMPTION IS EFFECTIVE, DIVIDENDS ON SUCH SHARES WILL
ACCRUE AND BE PAYABLE, AND YOU WILL BE ENTITLED TO EXERCISE ALL OTHER RIGHTS
OF BENEFICIAL OWNERSHIP. Fund shares will not be redeemed until the Transfer
Agent has received your Account Application.
Each Fund reserves the right to redeem your account at its option
upon not less than 45 days' written notice if your account's net asset value
is $10,000 or less and remains so during the notice period. The $5.00 account
closeout fee would be charged in such case.
PROCEDURES _ You may redeem shares by using the regular redemption procedure
through the Transfer Agent, the Check Redemption Privilege, the Wire
Redemption Privilege, or the Telephone Redemption Privilege. The Fund makes
available to certain large institutions the ability to issue redemption
instructions through compatible computer facilities.
Page 15
You may redeem Fund shares by telephone if you have checked the
appropriate box on the Fund's Account Application or have filed a Shareholder
Services Form with the Transfer Agent. If you select a telephone redemption
privilege or telephone exchange privilege (which is granted automatically
unless you refuse it), you authorize the Transfer Agent to act on telephone
instructions from any person representing himself or herself to be you and
reasonably believed by the Transfer Agent to be genuine. The Fund will
require the Transfer Agent to employ reasonable procedures, such as requiring
a form of personal identification, to confirm that instructions are genuine
and, if it does not follow such procedures, the Fund or the Transfer Agent
may be liable for any losses due to unauthorized or fraudulent instructions.
Neither the Fund nor the Transfer Agent will be liable for following
telephone instructions reasonably believed to be genuine.
During times of drastic economic or market conditions, you may
experience difficulty in contacting the Transfer Agent by telephone to
request a redemption or exchange of Fund shares. In such cases, you should
consider using the other redemption procedures described herein. Use of these
other redemption procedures may result in your redemption request being
processed at a later time than it would have been if telephone redemption had
been used.
REGULAR REDEMPTION _ Under the regular redemption procedure, you may redeem
Fund shares by written request mailed to The Dreyfus Family of Funds, P.O.
Box 9671, Providence, Rhode Island 02940-9671. Redemption requests may be
delivered in person only to a Dreyfus Financial Center. THESE REQUESTS WILL
BE FORWARDED TO THE RELEVANT FUND AND WILL BE PROCESSED ONLY UPON RECEIPT
THEREBY. For the location of the nearest Dreyfus Financial Center, please
call one of the telephone numbers listed under "General Information."
Redemption requests must be signed by each shareholder, including each owner
of a joint account, and each signature must be guaranteed. The Transfer Agent
has adopted standards and procedures pursuant to which signature-guarantees
in proper form generally will be accepted from domestic banks, brokers,
dealers, credit unions, national securities exchanges, registered securities
associations, clearing agencies and savings associations, as well as from
participants in the New York Stock Exchange Medallion Signature Program, the
Securities Transfer Agents Medallion Program ("STAMP") and the Stock
Exchanges Medallion Program. If you have any questions with respect to
signature-guarantees, please call one of the telephone numbers listed under
"General Information."
Redemption proceeds of at least $5,000 will be wired to any member
bank of the Federal Reserve System in accordance with a written
signature-guaranteed request.
CHECK REDEMPTION PRIVILEGE _ You may request on the Account Application,
Shareholder Services Form or by later written request that your Fund provide
Redemption Checks drawn on such Fund's account. Redemption Checks may be made
payable to the order of any person in the amount of $1,000 or more.
Redemption Checks should not be used to close your account. Your account will
be charged $2.00 for each Redemption Check you write. The Transfer Agent also
will impose a fee for stopping payment of a Redemption Check upon your
request or if the Transfer Agent cannot honor the Redemption Check due to
insufficient funds or other valid reason. You should date your Redemption
Checks with the current date when you write them. Please do not postdate your
Redemption Checks. If you do, the Transfer Agent will honor, upon
presentment, even if presented before the date of the check, all postdated
Redemption Checks which are dated within six months of presentment for
payment, if they are otherwise in good order. The Fund may return an unpaid
Redemption Check that would draw your account balance below $5.00 and you may
be subject to extra charges. Shares held under IRAs and other kinds of
retirement accounts, such as Keogh's and SEP-IRAs, and shares for which
certificates have been issued, may not be redeemed by Redemption Check. This
Privilege may be modified or terminated at any time by the Fund or the
Transfer Agent upon notice to shareholders.
WIRE REDEMPTION PRIVILEGE _ You may request by wire or telephone that
redemption proceeds (minimum $5,000) be wired to your account at a bank which
is a member of the Federal Reserve System, or a
Page 16
correspondent bank if your bank is not a member. To establish the Wire
Redemption Privilege, you must check the appropriate box and supply the
necessary information on the Fund's Account Application or file a Shareholder
Services Form with the Transfer Agent. You may direct that redemption proceeds
be paid by check (maximum $150,000 per day) made out to the owners of record
and mailed to your address. Redemption proceeds of less than $5,000 will be
paid automatically by check. Holders of jointly registered Fund or bank
accounts may have redemption proceeds of not more than $250,000 wired within
any 30-day period. You may telephone redemption requests by calling
1-800-221-4060 or, if you are calling from overseas, call 1-401-455-3306. Each
Fund reserves the right to refuse any redemption request, including requests
made shortly after a change of address, and may limit the amount involved or
the number of such requests. This Privilege may be modified or terminated at
any time by the Transfer Agent or the Fund. The Funds' Statement of Additional
Information sets forth instructions for transmitting redemption requests by
wire. Shares held under Keogh Plans, IRAs or other retirement plans, and
shares for which certificates have been issued, are not eligible for this
Privilege.
TELEPHONE REDEMPTION PRIVILEGE _ You may redeem Fund shares (maximum
$150,000 per day) by telephone if you have checked the appropriate box on the
Fund's Account Application or have filed a Shareholder Services Form with the
Transfer Agent. The redemption proceeds will be paid by check and mailed to
your address. You may telephone redemption instructions by calling
1-800-221-4060 or, if you are calling from overseas, call 1-401-455-3306.
Each Fund reserves the right to refuse any request made by telephone,
including requests made shortly after a change of address, and may limit the
amount involved or the number of telephone redemption requests. This
Privilege may be modified or terminated at any time by the Transfer Agent or
the Fund. Shares held under Keogh Plans, IRAs or other retirement plans, and
shares for which certificates have been issued, are not eligible for this
Privilege.
SHAREHOLDER SERVICES PLAN
Each Fund has adopted a Shareholder Services Plan pursuant to which
the Fund reimburses Dreyfus Service Corporation, a wholly-owned subsidiary of
The Dreyfus Corporation, an amount not to exceed an annual rate of .25 of 1%
of the value of the Fund's average daily net assets for certain allocated
expenses of providing personal services and/or maintaining shareholder
accounts. The services provided may include personal services relating to
shareholder accounts, such as answering shareholder inquiries regarding the
Fund and providing reports and other information, and services related to the
maintenance of shareholder accounts.
DIVIDENDS, DISTRIBUTIONS AND TAXES
Ordinarily, dividends are declared from net investment income on each
day the New York Stock Exchange and Transfer Agent, as to the MONEY FUND, or
the New York Stock Exchange, as to the GOVERNMENT MONEY FUND, is open for
business. Dividends for each Fund usually are paid on the last calendar day
of each month, and are automatically reinvested in additional Fund shares at
net asset value or, at your option, paid in cash. Each Fund's earnings for
Saturdays, Sundays and holidays are declared as dividends on the next
business day. If you redeem all shares in your account at any time during the
month, all dividends to which you are entitled will be paid to you along with
the proceeds of the redemption. Distributions from net realized securities
gains, if any, generally are declared and paid once a year, but either Fund
may make distributions on a more frequent basis to comply with the
distribution requirements of the Internal Revenue Code of 1986, as amended
(the "Code"), in all events in a manner consistent with the provisions of the
Investment Company Act of 1940. Neither Fund will make distributions from net
realized securities gains unless capital loss carryovers, if any, have been
utilized or have expired.
Page 17
You may choose whether to receive distributions in cash or to reinvest in
additional Fund shares at net asset value. All expenses are accrued daily and
deducted before declaration of dividends to investors.
Dividends derived from net investment income, together with
distributions from any net realized short-term securities gains and all or a
portion of any gains realized from the sale or other disposition of certain
market discount bonds, paid by the Fund will be taxable to U.S. shareholders
as ordinary income, whether received in cash or reinvested in additional Fund
shares. No dividend paid by a Fund will qualify for the dividends received
deduction allowable to certain U.S. corporations. Distributions from net
realized long-term securities gains of a Fund, if any, will be taxable to
U.S. shareholders as long-term capital gains for Federal income tax purposes
regardless of how long you have held your Fund shares and whether such
distributions are received in cash or reinvested in additional Fund shares.
The Code provides that the net capital gains of an individual generally will
not be subject to Federal income tax at a rate in excess of 28%. Dividends
and distributions may be subject to certain state and local taxes.
Dividends derived from net investment income, together with
distributions from net realized short-term securities gains and all or a
portion of any gains realized from the sale or other disposition of certain
market discount bonds, paid by the Fund to a foreign investor generally are
subject to U.S. nonresident withholding taxes at the rate of 30%, unless the
foreign investor claims the benefit of a lower rate specified in a tax
treaty. Distributions from net realized long-term securities gains paid by a
Fund to a foreign investor generally will not be subject to U.S. nonresident
withholding tax. However, such distributions may be subject to backup
withholding, as described below, unless the foreign investor certifies his
non-U.S. residency status.
Notice as to the tax status of your dividends and distributions will
be mailed to you annually. You also will receive periodic summaries of your
account which will include information as to dividends and distributions from
securities gains, if any, paid during the year. Dividends and distributions
attributable to interest from direct obligations of the United States and
paid by a Fund to individuals currently are not subject to tax in most
states. Dividends and distributions attributable to interest from other
securities in which each Fund may invest may be subject to state tax. The
GOVERNMENT MONEY FUND intends to provide shareholders with a statement which
sets forth the percentage of dividends and distributions paid by such Fund
that is attributable to interest income from direct obligations of the United
States.
Federal regulations generally require each Fund to withhold ("backup
withholding") and remit to the U.S. Treasury 31% of dividends and
distributions from net realized securities gains paid to a shareholder if
such shareholder fails to certify either that the TIN furnished in connection
with opening an account is correct, or that such shareholder has not received
notice from the IRS of being subject to backup withholding as a result of a
failure to properly report taxable dividend or interest income on a Federal
income tax return. Furthermore, the IRS may notify a Fund to institute backup
withholding if the IRS determines a shareholder's TIN is incorrect or if a
shareholder has failed to properly report taxable dividend and interest
income on a Federal income tax return.
A TIN is either the Social Security number or employer identification
number of the record owner of the account. Any tax withheld as a result of
backup withholding does not constitute an additional tax imposed on the
record owner of the account, and may be claimed as a credit on the record
owner's Federal income tax return.
Management of each Fund believes that such Fund has qualified for the
fiscal year ended February 28, 1995 as a "regulated investment company" under
the Code. Each Fund intends to continue to so qualify as long as such
qualification is in the best interests of its shareholders. Such
qualification relieves a Fund of any liability for Federal income tax to the
extent its earnings are distributed in accordance with applicable provisions
of the Code. Each Fund is subject to a non-deductible 4% excise tax, measured
with respect to certain undistributed amounts of taxable investment income
and capital gains.
You should consult your tax adviser regarding specific questions as
to Federal, state or local taxes.
page 18
GENERAL INFORMATION
MONEY FUND. The MONEY FUND was incorporated under Maryland law on
March 17, 1992, and commenced operations on April 24, 1992. The MONEY FUND is
authorized to issue 3 billion shares of Common Stock, par value $.001 per
share. Each share has one vote.
Unless otherwise required by the Investment Company Act of 1940,
ordinarily it will not be necessary for the MONEY FUND to hold annual
meetings of shareholders. As a result, MONEY FUND shareholders may not
consider each year the election of Directors or the appointment of auditors.
However, pursuant to the MONEY FUND'S By-Laws, the holders of at least 10% of
the shares outstanding and entitled to vote may require the Fund to hold a
special meeting of shareholders for purposes of removing a Director from
office and for any other purpose. MONEY FUND shareholders may remove a
Director by the affirmative vote of a majority of the MONEY FUND'S
outstanding voting shares. In addition, the Board of Directors will call a
meeting of shareholders for the purpose of electing Directors if, at any
time, less than a majority of the Directors then holding office have been
elected by shareholders.
GOVERNMENT MONEY FUND. The GOVERNMENT MONEY FUND was organized as an
unincorporated business trust under the laws of the Commonwealth of
Massachusetts pursuant to an Agreement and Declaration of Trust (the "Trust
Agreement") dated September 12, 1990, and commenced operations on April 24,
1992. The GOVERNMENT MONEY FUND is authorized to issue an unlimited number of
shares of beneficial interest, par value $.001 per share. Each share has one
vote.
Under Massachusetts law, shareholders could, under certain
circumstances, be held personally liable for the obligations of the GOVERNMENT
MONEY FUND. However, the Trust Agreement disclaims shareholder liability for
acts or obligations of the GOVERNMENT MONEY FUND and requires that notice of
such disclaimer be given in each agreement, obligation or instrument entered
into or executed by the Fund or a Trustee. The Trust Agreement provides for
indemnification from the GOVERNMENT MONEY 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 incurring financial loss on account of
shareholder liability is limited to circumstances in which the GOVERNMENT
MONEY FUND itself would be unable to meet its obligations, a possibility
which management believes is remote. Upon payment of any liability incurred
by the GOVERNMENT MONEY FUND, the shareholder paying such liability will be
entitled to reimbursement from the general assets of the Fund. The Trustees
intend to conduct the operations of the GOVERNMENT MONEY FUND in such a way
as to avoid, as far as possible, ultimate liability of the shareholders for
liabilities of the Fund. As discussed under "Management of the Funds" in the
Statement of Additional Information, the GOVERNMENT MONEY FUND ordinarily
will not hold shareholder meetings; however, shareholders under certain
circumstances may have the right to call a meeting of shareholders for the
purpose of voting to remove Trustees.
BOTH FUNDS. Although each Fund is offering only its own shares, it is
possible that one Fund might become liable for any misstatement in this
Prospectus about the other Fund. The respective Boards of each Fund have
considered this factor in approving the use of this single combined
Prospectus.
The Transfer Agent maintains a record of your ownership and will send
confirmations and statements of account.
Shareholder inquiries may be made by writing to your Fund at 144
Glenn Curtiss Boulevard, Uniondale, New York 11556-0144, or by calling toll
free 1-800-645-6561; in New York City, call 1-718-895-1206; outside the U. S.
and outside of Canada, call 516-794-5452.
NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY
REPRESENTATIONS OTHER THAN THOSE CONTAINED IN THIS PROSPECTUS AND IN EACH
FUND'S OFFICIAL SALES LITERATURE IN CONNECTION WITH THE OFFER OF SUCH FUND'S
SHARES, AND, IF GIVEN OR MADE, SUCH OTHER INFORMATION OR REPRESENTATIONS MUST
NOT BE RELIED UPON AS HAVING BEEN AUTHORIZED BY A FUND. THIS PROSPECTUS DOES
NOT CONSTITUTE AN OFFER IN ANY STATE IN WHICH, OR TO ANY PERSON TO WHOM, SUCH
OFFERING MAY NOT LAWFULLY BE MADE.
Page 19
DREYFUS
Combined
Prospectus for
BASIC Money Market Fund, Inc.
BASIC U.S Government
Money Market
Fund
(LION LOGO)
Registration Mark
Copy Rights1995 Dreyfus Service Corporation
123/124p12063095
__________________________________________________________________________
COMBINED PART B
(STATEMENT OF ADDITIONAL INFORMATION)
FOR
DREYFUS BASIC MONEY MARKET FUND, INC.
DREYFUS BASIC U.S. GOVERNMENT MONEY MARKET FUND
JUNE 30, 1995
__________________________________________________________________________
This Statement of Additional Information, which is not a prospectus,
supplements and should be read in conjunction with the current combined
Prospectus of Dreyfus BASIC Money Market Fund, Inc. (the "Money Fund") and
Dreyfus BASIC U.S. Government Money Market Fund (the "Government Money
Fund")(collectively, the "Funds"), dated June 30, 1995, as it may be
revised from time to time. To obtain a copy of the Funds' Prospectus,
please write to the Funds at 144 Glenn Curtiss Boulevard, Uniondale, New
York 11556-0144, or call the following numbers:
Call Toll Free 1-800-645-6561
In New York City -- Call 1-718-895-1206
Outside the U.S. and Canada -- Call 516-794-5452
The Dreyfus Corporation (the "Manager") serves as each Fund's
investment adviser.
Premier Mutual Fund Services, Inc. (the "Distributor") is the
distributor of each Fund's shares.
Each Fund is a separate entity with a separate portfolio. The
operations and investment results of one Fund are unrelated to those of
the other Fund. This combined Statement of Additional Information has
been prepared for an investor's convenience to provide each investor the
opportunity to consider two investment choices in one document.
TABLE OF CONTENTS
Page
Investment Objective and Management Policies. . . . . . . . . . . B-2
Management of the Funds . . . . . . . . . . . . . . . . . . . . . B-7
Management Agreements . . . . . . . . . . . . . . . . . . . . . . B-12
Shareholder Services Plan . . . . . . . . . . . . . . . . . . . . B-14
Purchase of Shares. . . . . . . . . . . . . . . . . . . . . . . . B-14
Redemption of Shares. . . . . . . . . . . . . . . . . . . . . . . B-15
Fund Exchanges. . . . . . . . . . . . . . . . . . . . . . . . . . B-17
Determination of Net Asset Value. . . . . . . . . . . . . . . . . B-19
Dividends, Distributions and Taxes. . . . . . . . . . . . . . . . B-20
Yield Information . . . . . . . . . . . . . . . . . . . . . . . . B-20
Portfolio Transactions. . . . . . . . . . . . . . . . . . . . . . B-21
Information About the Funds . . . . . . . . . . . . . . . . . . . B-21
Custodian, Transfer and Dividend Disbursing Agent,
Counsel and Independent Auditors. . . . . . . . . . . . . . . . B-21
Appendix. . . . . . . . . . . . . . . . . . . . . . . . . . . . . B-23
Financial Statements
Money Fund. . . . . . . . . . . . . . . . . . . . . . . . . . . B-25
Government Money Fund . . . . . . . . . . . . . . . . . . . . . B-34
Reports of Independent Auditors . . . . . . . . . . . . . . . . . B-21, B-39
INVESTMENT OBJECTIVE AND MANAGEMENT POLICIES
The following information supplements and should be read in
conjunction with the section in the Prospectus entitled "Description of
the Funds."
Portfolio Securities
Repurchase Agreements. The Fund's custodian or sub-custodian will
have custody of, and will hold in a segregated account, securities
acquired by such Fund under a repurchase agreement. Repurchase agreements
are considered by the staff of the Securities and Exchange Commission to
be loans by the Fund entering into them. In an attempt to reduce the risk
of incurring a loss on a repurchase agreement, the Funds will enter into
repurchase agreements only with domestic banks with total assets in excess
of one billion dollars or primary government securities dealers reporting
to the Federal Reserve Bank of New York, with respect to securities of the
type in which the Fund which has entered into the repurchase agreement may
invest or government securities, and will require that additional
securities be deposited with it if the value of the securities purchased
should decrease below resale price. The Manager will monitor on an
ongoing basis the value of the collateral to assure that it always equals
or exceeds the repurchase price. Each Fund will consider on an ongoing
basis the creditworthiness of the institutions with which it enters into
repurchase agreements.
The following applies only with respect to the Money Fund.
Bank Obligations
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 Federal Deposit Insurance Corporation (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 certificates of deposit
("CDs") may be purchased by the Money Fund are insured by the FDIC
(although such insurance may not be of material benefit to the Fund,
depending upon 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 or state laws and
regulations, domestic banks, among other things, generally are required to
maintain specified levels of reserves, limited in the amounts which they
can loan to a single borrower and subject to other regulations designed to
promote financial soundness. However, not all of such laws and
regulations apply to the foreign branches of domestic banks.
Obligations of foreign branches of domestic banks, foreign
subsidiaries of domestic banks and domestic and foreign branches of
foreign banks, such as CDs and time deposits ("TDs"), may be general
obligations of the parent banks in addition to the issuing branch, or may
be limited by the terms of a specific obligations 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. These 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 and 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 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 of domestic banks, by foreign branches
of foreign banks or by domestic branches of foreign banks, the Manager
carefully evaluates such investments on a case-by-case basis.
Floating and variable rate demand notes and bonds 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. The issuer of such obligations ordinarily has a
corresponding right, after a given period, to prepay in its discretion the
outstanding principal amount of the obligation plus accrued interest upon
a specified number of days' notice to the holders thereof. The interest
rate on a floating rate demand obligation is based on a known lending
rate, such as a bank's prime rate, and is adjusted automatically each time
such rate is adjusted. The interest rate on a variable rate demand
obligation is adjusted automatically at specified intervals.
Illiquid Securities. If a substantial market of qualified
institutional buyers develops pursuant to Rule 144A under the Securities
Act of 1933, as amended, for certain restricted securities held by the
Money Fund, the Fund intends to treat such securities as liquid securities
in accordance with procedures approved by the Fund's Board of Directors.
Because it is not possible to predict with assurance how the market for
restricted securities pursuant to Rule 144A will develop, the Money Fund's
Board of Directors has directed the Manager to monitor carefully the Money
Fund's investments in such securities with particular regard to trading
activity, availability of reliable price information and other relevant
information. To the extent that for a period of time, qualified
institutional buyers cease purchasing such restricted securities pursuant
to Rule 144A, the Money Fund's investing in such securities may have the
effect of increasing the level of illiquidity in its portfolio during such
period.
Reverse Repurchase Agreements. The Money Fund may enter into reverse
repurchase agreements. The Money Fund will maintain in a segregated
custodial account cash, cash equivalents or U.S. Government securities or
other high quality liquid debt securities 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. The Securities and Exchange Commission views reverse
repurchase agreement transactions as collateralized borrowings by the
Fund, and, pursuant to the Investment Company Act of 1940, as amended (the
"Act"), the Money Fund must maintain continuous assets coverage (that is,
total assets including borrowings, less liabilities exclusive of
borrowings) of 300% of the amount borrowed. If the 300% asset coverage
should decline as a result of market fluctuations or other reasons, the
Money Fund may be required to sell some of its portfolio holdings within
three days to reduce the debt and restore 300% asset coverage, even though
it may be disadvantageous from an investment standpoint to sell securities
at that time.
Lending Portfolio Securities. To a limited extent, the Money Fund
may lend its portfolio securities to brokers, dealers and other
institutional investors, provided it receives cash collateral which at all
times is maintained in an amount equal to at least 100% of the current
market value of the securities loaned. By lending its portfolio
securities, the Money Fund can increase its income through the investment
of the cash collateral. For the purposes of this policy, the Money Fund
considers collateral consisting of U.S. Government securities or
irrevocable letters of credit issued by banks whose securities meet the
standards for investment by the Fund to be the equivalent of cash. Such
loans may not exceed 33-1/3% the value of the Money Fund's total assets.
From time to time, the Money Fund may return to the borrower and/or a
third party which is unaffiliated with the Fund, and which is acting as a
"placing broker," a part of the interest earned from the investment of
collateral received for securities loaned.
The Securities and Exchange Commission currently requires that the
following conditions must be met whenever portfolio securities are loaned
by the Money Fund: (1) the Fund must receive at least 100% cash
collateral from the borrower; (2) the borrower must increase such
collateral whenever the market value of the securities rises above the
level of such collateral; (3) the Fund must be able to terminate the loan
at any time; (4) the Fund must receive reasonable interest on the loan, as
well as any interest or other distributions payable on the loaned
securities, and any increase in market value; and (5) the Fund may pay
only reasonable custodian fees in connection with the loan. These
conditions may be subject to future modification.
Investment Restrictions - Money Fund. The Money Fund has adopted
investment restrictions numbered 1 through 7 below as fundamental
policies. These restrictions cannot be changed without approval by the
holders of a majority (as defined in the Act) of the Money Fund's
outstanding voting shares. Investment restrictions numbered 8 through 14
are not fundamental policies and may be changed by vote of a majority of
the Money Fund's Directors at any time. The Money Fund may not:
1. Borrow money, except to the extent the Fund maintains continuous
asset coverage (that is, total borrowings, less liabilities exclusive of
borrowings) of 300% of the amount borrowed.
2. Purchase or sell real estate, real estate investment trust
securities, commodities or commodity contracts, or oil and gas interests,
except that the Fund may purchase or sell futures contracts, including
those relating to indices, and options on futures contracts and indices.
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. Make loans to others, except through the purchase of debt
obligations or the entry into repurchase agreements. 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 according to guidelines established by the Securities and Exchange
Commission and the Fund's Board of Directors.
5. Invest more than 5% of its assets in the obligations of any
single issuer, except that up to 25% of the value of the Fund's total
assets may be invested without regard to any such limitation.
6. Invest less than 25% of its total 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.
7. Issue any senior security (as such term is defined in Section
18(f) of the Act), except to the extent that the activities permitted in
Investment Restriction Nos. 1, 2 and 10 may be deemed to give rise to a
senior security.
8. Purchase common stocks, preferred stocks, warrants or other
equity securities, or purchase corporate bonds or debentures, state bonds,
municipal bonds or industrial revenue bonds (except through the purchase
of debt obligations referred to above and in the Prospectus).
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 and to the
extent related to the deposit of assets in escrow in connection with
portfolio transactions, such as in connection with writing covered options
and the purchase of securities on a when-issued or forward commitment
basis and collateral and initial or variation margin arrangements with
respect to options, future contracts, including those relating to indices,
and options on futures contracts or indices.
11. Sell securities short or purchase securities on margin.
12. Write or purchase put or call options or combinations thereof.
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 its net
assets would be so invested.
14. Invest in companies for the purpose of exercising control.
Investment Restrictions - Government Money Fund. The Government
Money Fund has adopted investment restrictions numbered 1 through 6 below
as fundamental policies. These restrictions cannot be changed without
approval by the holders of a majority (as defined in the Act) of the
Government Money Fund's outstanding voting shares. Investment
restrictions numbered 7 through 12 are not fundamental policies and may be
changed by vote of a majority of the Government Money Fund's Trustees at
any time. The Government Money Fund may not:
1. Borrow money, except 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.
2. Purchase or sell real estate, real estate investment trust
securities, commodities or commodity contracts, or oil and gas interests,
except that the Fund may purchase or sell futures contracts, including
those relating to indexes, and options on futures contracts or indexes.
3. Act as underwriter of securities of other issuers.
4. Make loans to others, except through the purchase of debt
obligations or the entry into repurchase agreements.
5. Invest more than 25% of its assets in the securities of issuers
in any single 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.
6. Issue any senior security (as such term is defined in Section
18(f) of the Act), except to the extent the activities permitted in
Investment Restriction Nos. 1, 2 and 9 may be deemed to give rise to a
senior security.
7. Purchase common stocks, preferred stocks, warrants or other
equity securities, or purchase corporate bonds or debentures, state bonds,
municipal bonds or industrial revenue bonds.
8. Invest in securities of other investment companies, except as
they may be acquired as part of a merger, consolidation or acquisition of
assets.
9. Pledge, hypothecate, mortgage or otherwise encumber its assets,
except to the extent necessary to secure permitted borrowings.
10. Sell securities short or purchase securities on margin.
11. Write or purchase put or call options or combinations thereof.
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 its net assets would be
so invested.
With respect to each Fund, if a percentage restriction is adhered to
at the time of investment, a later increase or decrease in percentage
resulting from a change in values or assets will not constitute a
violation of such restriction.
Each Fund may make commitments more restrictive than the respective
restrictions listed above so as to permit the sale of such Fund's shares
in certain states. Should a Fund determine that a commitment is no longer
in the best interests of the Fund and its shareholders, such Fund reserves
the right to revoke the commitment by terminating the sale of its shares
in the state involved.
MANAGEMENT OF THE FUNDS
Directors and officers of the Money Fund and Trustees and officers of
the Government Money Fund, together with information as to their principal
business occupations during at least the last five years, are shown below.
Each Board member who is deemed to be an "interested person" of the Funds,
as defined in the Act, is indicated by an asterisk.
Directors/Trustees of the Fund. Each person listed below serves as a
Director of the Money Fund and as a Trustee of the Government Money Fund.
*DAVID W. BURKE, Director/Trustee. Since August 1994, Consultant to the
Manager. From October 1990 to August 1994, Vice President and Chief
Administrative Officer of the Manager. From 1977 to October 1990,
Mr. Burke was involved in the management of national television news,
as Vice President and Executive Vice President at ABC News, and
subsequently as President of CBS News. Mr. Burke is also a Board
member of 49 other funds in the Dreyfus Family of Funds. He is 59
years old and his address is 200 Park Avenue, New York, New York
10166.
*JOSEPH S. DiMARTINO, Chairman of the Board. Since January 1995, Mr.
DiMartino has served as Chairman of the Board of various funds in the
Dreyfus Family of Funds. For more than five years prior thereto, he
was President, a director and, until August 1994, Chief Operating
Officer of Dreyfus and Executive Vice President and a director of
Dreyfus Service Corporation, a wholly-owned subsidiary of Dreyfus and
until August 24, 1994, the Fund's distributor. From August 1994 to
December 31, 1994, he was a director of Mellon Bank Corporation. Mr.
DiMartino is a director and former Treasurer of the Muscular
Dystrophy Association; a trustee of Bucknell University; Chairman of
the Board of Directors of Noel Group, Inc.; a director of HealthPlan
Corporation; a director of Belding Heminway Company, Inc.; and a
director of Curtis Industries, Inc. Mr. DiMartino is also a Board
member of 92 other funds in the Dreyfus Family of Funds. He is 51
years old and his address is 200 Park Avenue, New York, New York
10166.
DIANE DUNST, Director/Trustee. Since January 1992, President of Diane
Dunst Promotion, Inc., a full service promotion agency. From January
1989 to January 1992, Director of Promotion Services, Lear's
Magazine. From 1985 to January 1989, she was Sales Promotion Manager
of ELLE Magazine. Ms. Dunst is also a Board member of eight other
funds in the Dreyfus Family of Funds. She is 55 years old and her
address is 120 E. 87th Street, New York, New York 10128.
ROSALIND GERSTEN JACOBS, Director/Trustee. Director of Merchandise and
Marketing for Corporate Property Investors, a real estate investment
company. From 1974 to 1976, she was owner and manager of a
merchandise and marketing consulting firm. Prior to 1974, she was a
Vice President of Macy's, New York. Ms. Jacobs is also a Board
member of 19 other funds in the Dreyfus Family of Funds. She is 70
years old and her address is c/o Corporate Property Investors, 305
East 47th Street, New York, New York 10017.
JAY I. MELTZER, Director/Trustee. Physician engaged in private practice
specializing in internal medicine. He is also a member of the
Advisory Board of the Section of Society and Medicine, College of
Physicians and Surgeons, Columbia University and a Clinical Professor
of Medicine, Department of Medicine, Columbia University College of
Physicians and Surgeons. Dr. Meltzer is also a Board member of eight
other funds in the Dreyfus Family of Funds. He is 66 years old and
his address is 903 Park Avenue, New York, New York 10021.
DANIEL ROSE, Director/Trustee. President and Chief Executive Officer of
Rose Associates, Inc., a New York based real estate development and
management firm. He is also Chairman of the Housing Committee of The
Real Estate Board of New York, Inc., and a Trustee of Corporate
Property Investors, a real estate investment company. Mr. Rose is
also a Board member of 22 other funds in the Dreyfus Family of Funds.
He is 65 years old and his address is c/o Rose Associates, Inc., 380
Madison Avenue, New York, New York 10017.
WARREN B. RUDMAN, Director/Trustee. Since January 1993, Partner in the
law firm Paul, Weiss, Rifkind, Wharton & Garrison. From January 1981
to January 1993, Mr. Rudman served as a United States Senator from
the State of New Hampshire. Since January 1993, Mr. Rudman has
served as a director of Chubb Corporation and of the Raytheon
Company. Since 1988, Mr. Rudman has served as a trustee of Boston
College and since 1986 as a member of the Senior Advisory Board of
the Institute of Politics of the Kennedy School of Government at
Harvard University. He also serves as Deputy Chairman of the
President's Foreign Intelligence Advisory Board. From January 1993
through December 31, 1994, Mr. Rudman served as Vice Chairman of the
Federal Reserve Bank of Boston. Mr. Rudman also is a Board member of
16 other funds in the Dreyfus Family of Funds. He is 65 years old
and his address is 1615 L Street, N.W., Suite 1300, Washington D.C.
20036.
SANDER VANOCUR, Director/Trustee. Since January 1992, President of Old
Owl Communications, a full-service communications firm. Since
November 1989, Mr. Vanocur has served as a Director of the Damon
Runyon-Walter Winchell Cancer Research Fund. Also, since January
1994, Mr. Vanocur has served as a Visiting Professional Scholar at
the Freedom Forum First Amendment Center at Vanderbilt University.
From June 1986 to December 1991, he was a Senior Correspondent of ABC
News and, from October 1986 to December 31, 1991, he was Anchor of
the ABC News program "Business World," a weekly business program on
the ABC television network. Mr. Vanocur is also a Board member of 22
other funds in the Dreyfus Family of Funds. He is 67 years old and
his address is 2928 P Street, N.W., Washington, D.C. 20007.
For so long as each Fund's plan described in the section captioned
"Shareholder Services Plan" remains in effect, the Directors/Trustees of
each Fund who are not "interested persons" of such Fund, as defined in the
Act, will be selected and nominated by the Directors/Trustees who are not
"interested persons" of such Fund.
Ordinarily, meetings of shareholders for the purpose of electing
Directors/Trustees will not be held unless and until such time as less
than a majority of the Board members holding office have been elected by
shareholders, at which time the Board members then in office will call a
shareholders' meeting for the election of Board members. Under the Act,
shareholders of record of not less than two-thirds of the outstanding
shares of the Fund may remove a Trustee through a declaration in writing
or by vote cast in person or by proxy at a meeting called for that
purpose. Board members of each Fund are required to call a meeting of
shareholders for the purpose of voting upon the question of removal of any
such Board member when requested in writing to do so by the shareholders
of record of not less than 10% of such Fund's outstanding shares.
Each Fund typically pays its Board members an annual retainer and a
per meeting fee and reimburses them for their expenses. The Chairman of
the Board receives an additional 25% of such compensation. The aggregate
amount of fees and expenses paid to Board members by each Fund for the
fiscal year ended February 28, 1995, and by all other funds in the Dreyfus
Family of Funds for which such person is a Board member for the year ended
December 31, 1994, were as follows:
<TABLE>
<CAPTION>
(5) Total
Compensation from
Fund and Fund
(3) Pension or Complex Paid to
(2) Aggregate Retirement Benefits (4) Estimated Annual Board Member For
(1) Name of Board Compensation from Accrued as Part of Benefits Upon the 1994 Calendar
Member Fund* Fund's Expenses Retirement Year
- ----------------- ------------------ ------------------- --------------------- ------------------
<S> <C> <C> <C> <C>
David W. Burke $ 27,898
Money Fund $1,277 None None
Government Money Fund** 1,277 None None
Joseph S. DiMartino 3,437** 445,000***
Money Fund None None
Government Money Fund 3,437** None None
Diane Dunst 32,602
Money Fund 2,750 None None
Government Money Fund 2,750 None None
Rosalind Gersten Jacobs 57,638
Money Fund 1,613 None None
Government Money Fund 1,613 None None
Jay I. Meltzer 32,102
Money Fund 2,500 None None
Government Money Fund 2,500 None None
Daniel Rose 62,006
Money Fund 2,750 None None
Government Money Fund 2,750 None None
Warren B. Rudman 29,602
Money Fund 2,750 None None
Government Money Fund 2,750 None None
Sander Vanocur 62,006
Money Fund 2,750 None None
Government Money Fund 2,750 None None
__________________________
* Amount does not include reimbursed expenses for attending Board meetings, which
amounted to $152 and $143 for all Board members of the Money Fund and Government
Money Fund, respectively as a group.
** Estimated amount for the current fiscal year ending February 28, 1996.
*** Estimated amount for the year ending December 31, 1995.
</TABLE>
Officers of each Fund
MARIE E. CONNOLLY, President and Treasurer. President and Chief Operating
Officer of the Distributor and an officer of other investment
companies advised or administered by the Manager. From December 1991
to July 1994, she was President and Chief Compliance Officer of Funds
Distributor, Inc., a wholly-owned subsidiary of The Boston Company,
Inc. Prior to December 1991, she served as Vice President and
Controller, and later as Senior Vice President, of The Boston Company
Advisors, Inc. She is 37 years old.
JOHN E. PELLETIER, Vice President and Secretary. Senior Vice President
and General Counsel of the Distributor and an officer of other
investment companies advised or administered by the Manager. From
February 1992 to July 1994, he served as Counsel for The Boston
Company Advisors, Inc. From August 1990 to February 1992, he was
employed as an Associate at Ropes & Gray, and prior to August 1990,
he was employed as an Associate at Sidley & Austin. He is 30 years
old.
FREDERICK C. DEY, Vice President and Assistant Treasurer. Senior Vice
President of the Distributor and an officer of other investment
companies advised or administered by the Manager. From 1988 to
August 1994, he was Manager of the High Performance Fabric Division
of Springs Industries Inc. He is 33 years old.
ERIC B. FISCHMAN, Vice President and Assistant Secretary. Associate
General Counsel of the Distributor and an officer of other investment
companies advised or administered by the Manager. From September
1992 to August 1994, he was an attorney with the Board of Governors
of the Federal Reserve System. He is 30 years old.
JOSEPH S. TOWER,III, Assistant Treasurer. Senior Vice President,
Treasurer and Chief Financial Officer of the Distributor and an
officer of other investment companies advised or administered by the
Manager. From July 1988 to August 1994, he was employed by The
Boston Company, Inc. where he held various management positions in
the Corporate Finance and Treasury areas. He is 32 years old.
JOHN J. PYBURN, Assistant Treasurer. Assistant Treasurer of the
Distributor, and an officer of other investment companies advised or
administered by the Manager. From 1984 to July 1994, he was
Assistant Vice President in the Mutual Fund Accounting Department of
the Manager. He is 59 years old.
PAUL FURCINITO, Assistant Secretary. Assistant Vice President of the
Distributor and an officer of other investment companies advised or
administered by the Manager. From January 1992 to July 1994, he was
a Senior Legal Product Manager, and from January 1990 to January
1992, he was mutual fund accountant, for The Boston Company Advisors,
Inc. He is 28 years old.
RUTH D. LEIBERT, Assistant Secretary. Assistant Vice President of the
Distributor and an officer of other investment companies advised or
administered by the Manager. From March 1992 to July 1994, she was a
Compliance Officer for The Managers Funds, a registered investment
company. From March 1990 until September 1991, she was Development
Director of The Rockland Center for the Arts. She is 50 years old.
The address of each officer of the Fund is 200 Park Avenue, New York,
New York 10166.
Board members and officers of each Fund, as a group, owned less than
1% of the Fund's shares of beneficial interest outstanding on June 7,
1995.
MANAGEMENT AGREEMENTS
The following information supplements and should be read in
conjunction with the section in the Prospectus entitled "Management of the
Funds."
The Manager provides management services pursuant to separate
Management Agreements (respectively, the "Agreement") with each Fund, each
of which is dated August 24, 1994. 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 Act) of such Fund's outstanding voting
securities, provided that in either event the continuance also is approved
by a majority of the Board members who are not "interested persons" (as
defined in the Act) of the Fund or the Manager, by vote cast in person at
a meeting called for the purpose of voting on such approval. Each Fund's
Agreement was approved by such Fund's shareholders on August 3, 1994, and
last was approved by the Fund's Board, including a majority of such Fund's
Board members who are not "interested persons" (as defined in the Act) of
the Fund or the Manager, at a meeting held on February 8, 1995. As to
each Fund, the Agreement is terminable without penalty, on 60 days'
notice, by such 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, as to the relevant Fund, in
the event of its assignment (as defined in the Act).
The following persons are officers and/or directors of the Manager:
Howard Stein, Chairman of the Board and Chief Executive Officer; Robert E.
Riley, President, Chief Operating Officer and a director; W. Keith Smith,
Vice Chairman of the Board; Lawrence S. Kash, Vice Chairman--Distribution
and a director; Philip L. Toia, Vice Chairman--Operations and
Administration; Stephen E. Canter, Vice Chairman and Chief Investment
Officer, Paul H. Synder, Vice President and Chief Financial Officer;
Daniel C. Maclean III, Vice President and General Counsel; Diane Coffey,
Vice President--Corporate Communications; Jeffrey N. Nachman, Vice
President--Fund Accounting; Mark N. Jacobs, Vice President--Fund Legal and
Compliance, and Secretary; Henry D. Gottmann, Vice President--Retail Sales
and Service; Katherine C. Wickham, Vice President--Human Resources; Elie
M. Genadry, Vice President--Institution Sales; Barbara Casey, Vice
President--Dreyfus Retirement Services; William F. Glavin, Jr. Vice
President--Corporate Development; Andrew Wasser, Vice President--
Information Services; Maurice Bendrihem, Controller; Elvira Oslapas--
Assistant Secretary and Mandell L. Berman, Frank V. Cahouet, Alvin E.
Friedman, Lawrence M. Greene, Julian M. Smerling and David B. Truman,
directors.
The Manager manages each Fund's portfolio of investments in
accordance with the stated policies of such 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 its
Board to execute purchases and sales of securities. The portfolio manager
of each Fund is Patricia A. Larkin. The Manager also maintains a research
department with a professional staff of portfolio managers and securities
analysts who provide research services for each Fund as well as for other
funds advised by the Manager. All purchases and sales are reported for
the respective Board's review at the meeting subsequent to such
transactions.
All expenses incurred in the operation of a Fund are borne by such
Fund, except to the extent specifically assumed by the Manager. The
expenses borne by each Fund include: organizational costs, taxes,
interest, brokerage fees and commissions, if any, fees of Board members
who are not officers, directors, employees or holders of 5% or more of the
outstanding voting securities of the Manager, Securities and Exchange
Commission fees, state Blue Sky qualification fees, advisory fees, charges
of custodians, transfer and dividend disbursing agents' fees, certain
insurance premiums, industry association fees, outside auditing and legal
expenses, costs of maintaining its existence, costs of independent pricing
services, costs attributable to investor services (including, without
limitation, telephone and personnel expenses), costs of shareholders'
reports and meetings, costs of preparing and printing prospectuses and
statements of additional information for regulatory purposes and for
distribution to existing shareholders, and any extraordinary expenses.
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 each Fund. 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, each Fund has agreed to
pay the Manager a monthly management fee at the annual rate of .50 of 1%
of the value of such Fund's average daily net assets. All fees and
expenses are accrued daily and deducted before the declaration of
dividends to shareholders. As to each Fund, for the period April 24, 1992
(commencement of operations) through February 28, 1993 and for the fiscal
year ended February 28, 1994, no management fee was paid by either Fund
pursuant to separate undertakings by the Manager. For the fiscal year
ended February 28, 1995, the management fees payable by the Money Fund and
the Government Money Fund amounted to $8,169,685 and $2,035,026,
respectively, which fees were reduced by $7,482,518 and $1,789,390,
respectively, pursuant to separate undertakings by the Manager, resulting
in net fees of $687,167 paid by the Money Market Fund and $245,636 paid by
the Government Money Market Fund.
The Manager has agreed that if in any fiscal year a Fund's aggregate
expenses, 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 the
expense limitation of any state having jurisdiction over the Fund, such
Fund may deduct from the payment to be made to the Manager under its
Agreement, or the Manager will bear, such excess expense to the extent
required by state law. Such deduction or payment, if any, will be
estimated daily, and reconciled and effected or paid, as the case may be,
on a monthly basis.
The aggregate of the fees payable to the Manager is not subject to
reduction as the value of the Funds' respective net assets increases.
SHAREHOLDER SERVICES PLAN
The following information supplements and should be read in
conjunction with the section in the Prospectus entitled "Shareholder
Services Plan."
Each Fund has adopted a Shareholder Services Plan (the "Plan")
pursuant to which the Fund reimburses Dreyfus Service Corporation 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.
A quarterly report of the amounts expended under the Plan, and the
purposes for which such expenditures were incurred, must be made to the
Board members for their review. In addition, the Plan provides that
material amendments of the Plan must be approved by 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 the Plan by
vote cast in person at a meeting called for the purpose of considering
such amendments. The Plan is subject to annual approval by such vote of
the Board members cast in person at a meeting called for the purpose of
voting on the Plan. The Plan is terminable at any time by vote of a
majority of the Board members who are not "interested persons" and have no
direct or indirect financial interest in the operation of the Plan.
For the fiscal year ended February 28, 1995, $1,461,702 was
chargeable to the Money Fund and $174,959 was chargeable to the Government
Money Fund under the Fund's Plan.
PURCHASE OF SHARES
The following information supplements and should be read in
conjunction with the section in the Prospectus entitled "How to Buy
Shares."
The Distributor. The Distributor serves as each Fund's distributor
pursuant to an agreement which is renewable annually. The Distributor
also acts as distributor for the other funds in the Dreyfus Family of
Funds and for certain other investment companies.
Using Federal Funds. The Shareholder Services Group, Inc., each
Fund's transfer and dividend disbursing agent (the "Transfer Agent"), or
the investor's 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 his order to purchase a Fund's 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 Transfer Agent. An order for the purchase
of a Fund's shares placed by an investor with sufficient Federal Funds or
cash balance in his brokerage account with a securities dealer, bank or
other financial institution will become effective on the day that the
order, including Federal Funds, is received by the Transfer Agent.
Transactions Through Securities Dealers. Each Fund's shares may be
purchased and redeemed through securities dealers which may charge a
nominal transaction fee for such services. Some dealers will place the
respective Fund's shares in an account with their firm. Dealers also may
require that the customer not take physical delivery of stock
certificates; the customer not request redemption checks to be issued in
the customer's name; fractional shares not be purchased; monthly income
distributions be taken in cash; or other conditions.
No sales charge is imposed by either the Fund or the Distributor,
although investment dealers, banks and other institutions may make
reasonable charges to investors for their services. The services provided
and the applicable fees are established by each dealer or other
institution acting independently of the respective Fund. Each Fund has
been given to understand that these fees may be charged for customer
services including, but not limited to, same-day investment of client
funds; same-day access to client funds; advice to customers about the
status of their accounts, yield currently being paid or income earned to
date; provision of periodic account statements showing security and money
market positions; other services available from the dealer, bank or other
institution; and assistance with inquiries related to their investment.
Any such fees will be deducted monthly from the investor's account, which
on smaller accounts could constitute a substantial portion of
distributions. Small, inactive, long-term accounts involving monthly
service charges may not be in the best interest of investors. Investors
should be aware that they may purchase shares of either Fund directly from
such Fund without imposition of any maintenance or service charges, other
than those already described herein. In some states, banks or other
institutions effecting transactions in Fund's shares may be required to
register as dealers pursuant to state law.
Reopening an Account. An investor may reopen an account with a
minimum investment of $10,000 without filing a new Account Application
during the calendar year the account is closed or during the following
calendar year, provided the information on the old Account Application is
still applicable.
REDEMPTION OF SHARES
The following information supplements and should be read in
conjunction with the section in the Prospectus entitled "How to Redeem
Shares."
Check Redemption Privilege. An investor may indicate on the Account
Application or by later written request that the investor's Fund provide
Redemption Checks ("Checks") drawn on such Fund's account. Checks will be
sent only to the registered owner(s) of the account and only to the
address of record. The Account Application or later written request must
be manually signed by the registered owner(s). Checks may be made payable
to the order of any person in an amount of $1,000 or more. When a Check
is presented to the Transfer Agent for payment, the Transfer Agent, as the
investor's agent, will cause the Fund to redeem a sufficient number of
shares in the investor's account to cover the amount of the Check and the
$2.00 charge. Dividends are earned until the Check clears. After
clearance, a copy of the Check will be returned to the investor.
Investors generally will be subject to the same rules and regulations that
apply to checking accounts, although election of this Privilege creates
only a shareholder-transfer agent relationship with the Transfer Agent.
If the amount of the Check, plus any applicable charges, is greater
than the value of the shares in an investor's account, the Check will be
returned marked insufficient funds. Checks should not be used to close an
account.
Wire Redemption Privilege. By using this Privilege, the investor
authorizes the Transfer Agent to act on wire or telephone redemption
instructions from any person representing himself or herself to be the
investor, and reasonably believed by the Transfer Agent to be genuine. An
investor will be charged a $5.00 fee for each wire redemption from either
Fund, which will be deducted from the investor's account and paid to the
Transfer Agent. Ordinarily, each Fund will initiate payment for shares
redeemed pursuant to this Privilege on the next business day after receipt
by the Transfer Agent of a redemption request in proper form. Redemption
proceeds will be transferred by Federal Reserve wire only to the
commercial bank account specified by the investor on the Account
Application or Shareholder Services Form. Redemption proceeds, if wired,
must be in the amount of $5,000 or more and will be wired to the
investor's account at the bank of record designated in the investor's file
at the Transfer Agent, if the investor's bank is a member of the Federal
Reserve System, or to a correspondent bank if the investor's bank is not a
member. Fees ordinarily are imposed by such bank and usually are borne by
the investor. Immediate notification by the correspondent bank to the
investor's bank is necessary to avoid a delay in crediting the funds to
the investor's bank account.
Investors with access to telegraphic equipment may wire redemption
requests to the Transfer Agent by employing the following transmittal code
which may be used for domestic or overseas transmissions:
Transfer Agent's
Transmittal Code Answer Back Sign
144295 144295 TSSG PREP
Investors who do not have direct access to telegraphic equipment may
have the wire transmitted by contacting a TRT Cables operator at 1-800-
654-7171, toll free. Investors should advise the operator that the above
transmittal code must be used and should also inform the operator of the
Transfer Agent's answer back sign.
To change the commercial bank or account designated to receive wire
redemption proceeds, a written request must be sent to the Transfer Agent.
This request must be signed by each shareholder, with each signature
guaranteed as described below under "Share Certificates; Signatures."
Share Certificates; Signatures. Any certificates representing Fund
shares to be redeemed must be submitted with the redemption request.
Written redemption requests must be signed by each investor, including
each owner of a joint account, and each signature must be guaranteed.
Signatures on endorsed certificates submitted for redemption also must be
guaranteed. The Transfer Agent has adopted standards and procedures
pursuant to which signature-guarantees in proper form generally will be
accepted from domestic banks, brokers, dealers, credit unions, national
securities exchanges, registered securities associations, clearing
agencies and savings associations, as well as from participants in the New
York Stock Exchange Medallion Signature Program, the Securities Transfer
Agents Medallion Program ("STAMP") and the Stock Exchanges Medallion
Program. Guarantees must be signed by an authorized signatory of the
guarantor and "Signature-Guaranteed" must appear with the signature. The
Transfer Agent may request additional documentation from corporations,
executors, administrators, trustees or guardians. For more information
with respect to signature-guarantees, please call one of the telephone
numbers listed on the cover.
Redemption Commitment. Each Fund has committed itself 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
such 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, each Fund's Board reserves the right to make payments in whole or
in part in securities or other assets in case of an emergency or any time
a cash distribution would impair the liquidity of such Fund to the
detriment of its existing shareholders. In such event, the securities
would be valued in the same manner as such Fund's portfolio is valued. If
the recipient sold such securities, brokerage charges would be incurred.
Suspension of Redemptions. The right of redemption with respect to a
Fund may be suspended or the date of payment postponed (a) during any
period when the New York Stock Exchange is closed (other than customary
weekend and holiday closings), (b) when trading in the market such Fund
ordinarily utilizes is restricted, or when an emergency exists as
determined by the Securities and Exchange Commission so that disposal of
such 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 such Fund's
shareholders.
FUND EXCHANGES
The following information supplements and should be read in
conjunction with the section in the Prospectus entitled "Fund Exchanges."
Shares of other funds purchased by exchange will be purchased on the
basis of relative net asset value per share as follows:
A. Exchanges for shares of funds that are offered without a sales
load will be made without a sales load.
B. Shares of funds purchased without a sales load may be exchanged
for shares of other funds sold with a sales load, and the
applicable sales load will be deducted.
C. Shares of funds purchased with a sales load may be exchanged
without a sales load for shares of other funds sold without a
sales load.
D. Shares of funds purchased with a sales load, shares of funds
acquired by a previous exchange from shares purchased with a
sales load and additional shares acquired through reinvestment
of dividends or distributions of any such funds (collectively
referred to herein as "Purchased Shares") may be exchanged for
shares of other funds sold with a sales load (referred to herein
as "Offered Shares"), provided that, if the sales load
applicable to the Offered Shares exceeds the maximum sales load
that could have been imposed in connection with the Purchased
Shares (at the time the Purchased Shares were acquired), without
giving effect to any reduced loads, the difference will be
deducted.
To accomplish an exchange under item D above, shareholders must
notify the Transfer Agent of their prior ownership of fund shares and
their account number.
To request an exchange, an investor must give exchange instructions
to the Transfer Agent in writing wire or by telephone. The ability to
issue exchange instructions by telephone is given to all Fund shareholders
automatically, unless the investor checks the applicable "NO" box on the
Account Application, indicating that the investor specifically refuses
this Privilege. By using the Telephone Exchange Privilege, the investor
authorizes the Transfer Agent to act on telephonic instructions from any
person representing himself or herself to be 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 issued in certificate form are not
eligible for telephone exchange.
To establish a Personal Retirement Plan by exchange, shares of the
fund being exchanged must have a value of at least the minimum initial
investment required for the fund into which the exchange is being made.
For Dreyfus-sponsored Keogh Plans, IRAs and IRAs set up under a Simplified
Employee Pension Plan ("SEP-IRAs") with only one participant, the minimum
initial investment is $750. To exchange shares held in Corporate Plans,
403(b)(7) Plans and SEP-IRAs with more than one participant, the minimum
initial investment is $100 if the plan has at least $2,500 invested among
the funds in the Dreyfus Family of Funds. To exchange shares held in
Personal Retirement Plans, the shares exchanged must have a current value
of at least $100.
This Privilege is available to shareholders 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.
Shareholder Services Forms and prospectuses of the other funds may be
obtained by calling 1-800-645-6561. Each Fund reserves the right to
reject any exchange request in whole or in part. The availability of Fund
Exchanges may be modified or terminated at any time upon notice to
shareholders.
DETERMINATION OF NET ASSET VALUE
The following information supplements and should be read in
conjunction with the section in the Prospectus entitled "How to Buy
Shares."
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 respective 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 its Fund's investors, procedures
reasonably designed to stabilize such Fund's price per share as computed
for purposes of sales and redemptions at $1.00. Such procedures include
review of the relevant Fund's portfolio holdings at such intervals as
deemed appropriate, to determine whether such Fund's net asset value
calculated by using available market quotations or market equivalents de-
viates 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 will be valued at fair value as
determined in good faith by the relevant Board.
The extent of any deviation between a Fund's net asset value based
upon available market quotations or market equivalents and $1.00 per share
based on amortized cost will be examined by its Board. If such deviation
exceeds 1/2 of 1%, the Board will consider what actions, if any, will be
initiated. In the event the 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 dis-
tributions from capital or capital gains; redeeming shares in kind; or es-
tablishing a net asset value per share by using available market
quotations or market equivalents.
New York Stock Exchange Closings. The holidays (as observed) on
which the New York Stock Exchange is closed currently are: New Year's
Day, Presidents' Day, Good Friday, Memorial Day, Independence Day, Labor
Day, Thanksgiving and Christmas.
DIVIDENDS, DISTRIBUTIONS AND TAXES
The following information supplements and should be read in
conjunction with the section in the Prospectus entitled "Dividends,
Distributions and Taxes."
Ordinarily, gains and losses from portfolio transactions will be
treated as capital gain or loss. However, all or a portion of any gain
realized from the sale or other disposition of certain market discount
bonds will be treated as ordinary income under Section 1276 of the
Internal Revenue Code of 1986, as amended.
Any fee imposed by the Fund and paid by an investor in connection
with an exchange or redemption of Fund shares may result in a capital loss
to such investor. In general, such loss will be treated as a short-term
capital loss if the shares were held for one year or less, or a long-term
capital loss if the shares were held for more than one year.
YIELD INFORMATION
The following information supplements and should be read in
conjunction with the section in the Prospectus entitled "Yield
Information."
For the seven-day period ended February 28, 1995, the yield of the
Money Fund was 6.05% and its effective yield was 6.23%. For the same
seven-day period, the yield of the Government Money Fund was 6.18% and its
effective yield was 6.37%. Each Fund's yield and effective yield reflect
the waiver of a portion of the management fee by the Manager without which
the yield and effective yield for the seven-day period ended February 28,
1995, would have been, for the Money Fund, 5.84% and 6.01%, respectively,
and, for the Government Money Fund, 5.86% and 6.03%, respectively. 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 div-
idends 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.
Yields fluctuate and are not necessarily representative of future
results. Investors 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 a Fund is not guaranteed.
See "Determination of Net Asset Value" for a discussion of the manner in
which each Fund's respective price per share is determined.
PORTFOLIO TRANSACTIONS
Portfolio securities ordinarily are purchased directly from the
issuer or an underwriter or a market maker for the securities.
Ordinarily, no brokerage commissions are paid by a 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 market makers for securities may include the spread between the
bid and asked price. Neither Fund has paid brokerage commissions to date.
Transactions are allocated to various dealers by the respective
Fund's portfolio managers 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.
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 such 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.
INFORMATION ABOUT THE FUNDS
The following information supplements and should be read in
conjunction with the section in the Prospectus entitled "General
Information."
Each Fund share has one vote and, when issued and paid for in
accordance with the terms of the offering, is fully paid and non-
assessable. Fund shares are of one class and have equal rights as to
dividends and in liquidation. Shares have no preemptive, subscription or
conversion rights and are freely transferable.
Each Fund sends annual and semi-annual financial statements to all
its respective shareholders.
CUSTODIAN, TRANSFER AND DIVIDEND DISBURSING AGENT, COUNSEL
AND INDEPENDENT AUDITORS
The Bank of New York, 90 Washington Street, New York, New York 10286,
is each Fund's custodian. The Shareholder Services Group, Inc., a
subsidiary of First Data Corporation, P.O. Box 9671, Providence, Rhode
Island 02940-9671, is the transfer and dividend disbursing agent for each
Fund. Neither The Bank of New York nor The Shareholder Services Group,
Inc. has any part in determining the investment policies of either Fund or
which securities are to be purchased or sold by a Fund.
Stroock & Stroock & Lavan, 7 Hanover Square, New York, New York
10004-2696, as counsel for each Fund, has rendered its opinion as to
certain legal matters regarding the due authorization and valid issuance
of the shares of being sold pursuant to the Prospectus.
Ernst & Young LLP, 787 Seventh Avenue, New York, New York 10019,
independent auditors, have been selected as auditors of each Fund.
APPENDIX
This Appendix is applicable only to eligible investments of the Money
Fund.
Description of the highest commercial paper, bond and other short-
and long-term rating categories assigned by Standard & Poor's Corporation
("S&P"), Moody's Investors Service, Inc. ("Moody's"), Fitch Investors
Service, Inc. ("Fitch"), Duff & Phelps Credit Rating Co. ("Duff"), IBCA
Limited and IBCA Inc. ("IBCA") and Thomson BankWatch, Inc. ("BankWatch").
Commercial Paper 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 Grade) is the highest commercial paper
rating assigned by Fitch. Paper rated Fitch-1 is regarded as having the
strongest degree of assurance for timely payment.
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 designation A1 by IBCA indicates that the obligation is supported
by a very strong capacity for timely repayment. Those obligations rated
A1+ are supported by the highest capacity for timely repayment.
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.
Bond and Long-Term Ratings
Bonds rated AAA by S&P are considered by S&P to be the highest grade
obligations and possess an extremely strong capacity to pay principal and
interest.
Bonds rated Aaa by Moody's 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 strictly high-
grade, broadly marketable, suitable for investment by trustees and
fiduciary institutions and liable to but slight market fluctuation other
than through changes in the money rate. The prime feature of an AAA bond
is a showing of earnings several times or many times interest
requirements, with such stability of applicable earnings that safety is
beyond reasonable question whatever changes occur in conditions.
Bonds rated AAA by Duff are considered by Duff to be of the highest
credit quality. The risk factors are negligible, being only slightly more
than U.S. Treasury debt.
Obligations rated AAA by IBCA have the lowest expectation of
investment risk. Capacity for timely repayment of principal and interest
is substantial, such that adverse changes in business, economic or
financial conditions are unlikely to increase investment risk
significantly.
IBCA also assigns a rating to certain international and U.S. banks.
An IBCA bank rating represents IBCA'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, IBCA uses a dual
rating system comprised of Legal Ratings and Individual Ratings. In
addition, IBCA 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 shareholders if it
experienced difficulties, and such ratings are considered by IBCA to be a
prime factor in its assessment of credit risk. Individual Ratings, which
range in gradations from A through E, represent IBCA'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.
In addition to its ratings of short-term obligations, BankWatch
assigns a rating to each issuer it rates, in gradations of A through E.
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 the bank is domiciled.
<TABLE>
<CAPTION>
DREYFUS BASIC MONEY MARKET FUND, INC.
STATEMENT OF INVESTMENTS FEBRUARY 28, 1995
PRINCIPAL
NEGOTIABLE BANK CERTIFICATES OF DEPOSIT--26.0% AMOUNT VALUE
---------------- ------------
<S> <C> <C>
ABN-AMRO Bank N.V. (Yankee)
6.15%, 4/5/95........................................................... $ 40,000,000 $ 40,000,761
Bank of Tokyo Ltd. (Yankee)
6.75%, 6/5/95........................................................... 20,000,000 20,000,000
Dai-Ichi Kangyo Bank Ltd. (Yankee)
6.17%-6.65%, 5/17/95-6/30/95............................................ 43,000,000 43,047,688
Fuji Bank Ltd. (Yankee)
6.35%, 4/24/95.......................................................... 25,000,000 25,000,000
Industrial Bank of Japan Ltd. (London)
5.28%, 3/1/95........................................................... 15,000,000 15,000,000
Industrial Bank of Japan Ltd. (Yankee)
6.18%-6.56%, 4/3/95-6/2/95.............................................. 58,000,000 58,000,000
Mitsubishi Bank Ltd. (London)
6.56%, 4/19/95.......................................................... 12,000,000 11,971,517
Mitsubishi Bank Ltd. (Yankee)
6.22%-6.40%, 5/23/95-6/15/95............................................ 63,000,000 63,015,777
Norinchukin Bank (Yankee)
6.17%, 5/22/95.......................................................... 15,000,000 15,000,637
Sanwa Bank Ltd. (London)
6.23%, 6/16/95.......................................................... 20,000,000 20,008,421
Sanwa Bank Ltd. (Yankee)
5.77%-6.64%, 4/21/95-6/9/95............................................. 43,000,000 43,013,041
Sumitomo Bank Ltd. (Yankee)
5.23%-6.59%, 3/7/95-6/9/95.............................................. 48,000,000 48,010,296
SwedBank (Yankee)
6.65%, 5/5/95........................................................... 20,000,000 20,000,000
--------------
TOTAL NEGOTIABLE BANK CERTIFICATES OF DEPOSIT
(cost $422,068,138)..................................................... $ 422,068,138
==============
BANKERS' ACCEPTANCES--5.9%
Bank of Tokyo Ltd. (Yankee)
5.92%-6.58%, 3/9/95-6/20/95............................................. $ 52,050,000 $ 51,379,176
Dai-Ichi Kangyo Bank Ltd. (Yankee)
6.03%-6.77%, 4/3/95-5/30/95............................................. 20,000,000 19,814,661
Fuji Bank Ltd. (Yankee)
6.17%, 5/16/95.......................................................... 15,000,000 14,807,467
Mitsubishi Bank Ltd. (Yankee)
6.06%, 3/15/95.......................................................... 4,900,000 4,888,567
Sumitomo Bank Ltd. (Yankee)
5.27%, 3/6/95........................................................... 5,000,000 4,996,431
--------------
TOTAL BANKERS' ACCEPTANCES
(cost $95,886,302)...................................................... $ 95,886,302
==============
COMMERCIAL PAPER--35.1%
American Home Products Corp.
6.07%-6.82%, 3/23/95-6/9/95............................................. $ 67,000,000 $ 66,147,822
DREYFUS BASIC MONEY MARKET FUND, INC.
STATEMENT OF INVESTMENTS (CONTINUED) FEBRUARY 28, 1995
PRINCIPAL
COMMERCIAL PAPER (CONTINUED) AMOUNT VALUE
---------------- -------------
Chrysler Financial Corp.
6.28%, 6/27/95.......................................................... $ 25,000,000 $ 24,496,042
Den Danske Corp. Inc.
6.00%-6.52%, 4/14/95-6/19/95............................................ 45,000,000 44,433,194
Ford Motor Credit Co.
6.12%, 5/30/95.......................................................... 25,000,000 24,623,125
General Electric Capital Corp.
5.11%-6.56%, 3/10/95-4/18/95............................................ 35,000,000 34,794,417
General Electric Capital Services Inc.
5.11%-6.56%, 3/14/95-4/14/95............................................ 90,000,000 89,378,017
General Motors Acceptance Corp.
5.86%-6.44%, 3/10/95-6/5/95............................................. 77,000,000 76,197,125
Generale Bank Inc.
6.49%, 4/20/95.......................................................... 18,500,000 18,336,840
Lehman Brothers Holdings Inc.
5.25%, 3/17/95.......................................................... 20,000,000 19,955,111
Merrill Lynch & Co. Inc.
5.73%, 4/17/95.......................................................... 25,000,000 24,818,201
NationsBank Corp.
6.00%, 4/19/95.......................................................... 25,000,000 24,800,938
NYNEX Corp.
6.28%-6.76%, 4/4/95-5/22/95............................................. 11,990,000 11,888,322
PNC Funding Corp.
5.82%, 4/3/95........................................................... 15,000,000 14,921,900
Sears Roebuck Acceptance Corp.
6.46%-6.70%, 4/6/95-6/12/95............................................. 46,000,000 45,573,640
Seventy Five State Street
6.04%, 3/24/95(a)....................................................... 10,175,000 10,136,191
Spintab AB
6.02%-6.04%, 3/15/95-3/23/95............................................ 20,000,000 19,940,878
Woolwich Building Society
6.68%, 6/12/95.......................................................... 20,000,000 19,628,056
-------------
TOTAL COMMERCIAL PAPER
(cost $570,069,819)..................................................... $ 570,069,819
=============
CORPORATE NOTES--20.7%
Abbey National Treasury Services PLC
6.26%, 4/25/95 (b,c).................................................... $ 15,000,000 $ 15,009,407
Bankers Trust New York Corp.
6.20%, 3/17/95 (b,c).................................................... 25,000,000 24,999,342
Bear Stearns Companies Inc.
6.04%-6.08%, 8/25/95-1/26/96 (c)........................................ 80,000,000 80,000,000
Chemical Banking Corp.
6.31%, 4/27/95 (c)...................................................... 24,000,000 24,006,878
First National Bank of Chicago
6.31%, 6/8/95 (c)....................................................... 25,000,000 25,002,522
Ford Motor Credit Co.
5.11%, 3/2/95........................................................... 3,500,000 3,500,317
DREYFUS BASIC MONEY MARKET FUND, INC.
STATEMENT OF INVESTMENTS (CONTINUED) FEBRUARY 28, 1995
PRINCIPAL
CORPORATE NOTES (CONTINUED) AMOUNT VALUE
---------------- -------------
General Motors Acceptance Corp.
6.22%, 3/17/95.......................................................... $ 3,000,000 $ 3,001,137
Lehman Brothers Holdings Inc.
6.47%-6.75%, 6/5/95-9/18/95 (c)......................................... 55,000,000 55,000,000
Merrill Lynch & Co. Inc.
6.19%, 4/19/95-4/27/95 (c).............................................. 45,000,000 45,000,000
PHH Corp.
6.00%, 3/10/95 (c)...................................................... 60,000,000 60,000,000
-------------
- ---TOTAL CORPORATE NOTES
(cost $335,519,603)..................................................... $ 335,519,603
==============
PROMISSORY NOTES--4.7%
Goldman Sachs Group L.P.
5.19%-6.56%, 3/3/95-6/12/95 (d,e)
(cost $76,000,000)...................................................... $ 76,000,000 $ 76,000,000
==============
SHORT-TERM BANK NOTES--2.8%
FCC National Bank (Delaware)
5.98%, 3/14/95 (c)...................................................... $ 20,000,000 $ 19,999,642
First National Bank of Boston
6.31%, 6/7/95........................................................... 25,000,000 25,000,000
--------------
TOTAL SHORT-TERM BANK NOTES
(cost $44,999,642)...................................................... $ 44,999,642
==============
U.S. GOVERNMENT AGENCIES--3.2%
Federal Farm Credit Banks
Floating Rate Notes
6.25%, 5/10/95 (c)...................................................... $ 10,000,000 $ 10,000,000
Federal Home Loan Banks
Floating Rate Notes
6.58%, 1/31/97 (c)...................................................... 5,000,000 5,000,000
Federal National Mortgage Association
Floating Rate Notes
3.59%-6.67%, 4/16/95-2/14/97 (c)........................................ 34,000,000 34,000,546
Student Loan Marketing Association
Floating Rate Notes
6.06%-6.15%, 3/20/95-8/7/95 (c)......................................... 3,250,000 3,250,644
-------------
TOTAL U.S. GOVERNMENT AGENCIES
(cost $52,251,190)...................................................... $ 52,251,190
==============
TIME DEPOSITS--.1%
First Union National Bank (Nassau)
6.06%, 3/1/95
(cost $2,649,000)....................................................... $ 2,649,000 $ 2,649,000
==============
DREYFUS BASIC MONEY MARKET FUND, INC.
STATEMENT OF INVESTMENTS (CONTINUED) FEBRUARY 28, 1995
PRINCIPAL
REPURCHASE AGREEMENTS--1.4% AMOUNT VALUE
---------------- -------------
Eastbridge Capital Inc., 6.10%
dated 2/28/95, due 3/1/95 in the amount of
$23,003,897 (fully collateralized by $23,505,000
U.S. Treasury Bills due 5/11/95, value
$23,236,103)
(cost $23,000,000)...................................................... $ 23,000,000 $ 23,000,000
=============
TOTAL INVESTMENTS
(cost $1,622,443,694).......................................... 99.9% $1,622,443,694
====== ==============
CASH AND RECEIVABLES (NET)......................................... .1% $ 798,071
====== ==============
NET ASSETS ................................................... 100.0% $1,623,241,765
====== ==============
NOTES TO STATEMENT OF INVESTMENTS:
(a) Backed by irrevocable letter of credit.
(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 February 28,
1995, this security amounted to $15 million, or .9% of net assets.
(c) Variable interest rate - subject to periodic change.
(d) This note was acquired for investment, not with the intent to
distribute or sell.
(e) Securities restricted as to public resale. These securities were
acquired from 6/9/94 to 2/8/95 at a cost of par value. At February 28,
1995, the aggregate value of these securities is $76 million,
representing approximately 4.7% of net assets and are valued at amortized
cost.
See notes to financial statements.
</TABLE>
<TABLE>
<CAPTION>
DREYFUS BASIC MONEY MARKET FUND, INC.
STATEMENT OF ASSETS AND LIABILITIES FEBRUARY 28, 1995
<S> <C> <C>
ASSETS:
Investments in securities, at value_Note 1(a,b)......................... $1,622,443,694
Interest receivable..................................................... 9,537,576
Prepaid expenses........................................................ 99,382
-------------
1,632,080,652
LIABILITIES:
Due to The Dreyfus Corporation.......................................... $ 126,834
Due to Custodian........................................................ 6,351,898
Payable for investment securities purchased............................. 1,808,458
Accrued expenses and other liabilities.................................. 551,697 8,838,887
------------- -------------
NET ASSETS ................................................................ $1,623,241,765
==============
REPRESENTED BY:
Paid-in capital......................................................... $1,623,458,000
Accumulated net realized (loss) on investments.......................... (216,235)
----------------
NET ASSETS at value applicable to 1,623,458,000 shares outstanding
(3 billion shares of $.001 par value Common Stock authorized)........... $1,623,241,765
==============
NET ASSET VALUE, offering and redemption price per share
($1,623,241,765 / 1,623,458,000 shares)................................. $1.00
=====
STATEMENT OF OPERATIONS YEAR ENDED FEBRUARY 28, 1995
INVESTMENT INCOME:
INTEREST INCOME......................................................... $ 79,707,482
EXPENSES:
Management fee_Note 2(a).............................................. $ 8,169,685
Shareholder servicing costs_Note 2(b)................................. 1,681,524
Registration fees..................................................... 211,157
Custodian fees........................................................ 127,032
Professional fees..................................................... 66,697
Prospectus and shareholders' reports.................................. 30,756
Directors' fees and expenses_Note 2(c)................................ 18,778
Miscellaneous......................................................... 70,511
-------------
10,376,140
Less_reduction in management fee due
to undertakings_Note 2(a)......................................... 7,482,518
-------------
TOTAL EXPENSES.................................................. 2,893,622
----------------
INVESTMENT INCOME--NET...................................................... 76,813,860
NET REALIZED (LOSS) ON INVESTMENTS--Note 1(b)............................... (126,050)
----------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS........................ $ 76,687,810
==============
See notes to financial statements.
</TABLE>
<TABLE>
<CAPTION>
DREYFUS BASIC MONEY MARKET FUND, INC.
STATEMENT OF CHANGES IN NET ASSETS
YEAR ENDED FEBRUARY 28,
-----------------------------------
1994 1995
---------------- ----------------
<S> <C> <C>
OPERATIONS:
Investment income_net................................................... $ 34,971,459 $ 76,813,860
Net realized gain (loss) on investments................................. 2,011 (126,050)
---------------- ----------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS.................. 34,973,470 76,687,810
---------------- ----------------
DIVIDENDS TO SHAREHOLDERS FROM;
Investment income_net................................................... (35,108,645) (76,813,860)
---------------- ----------------
CAPITAL STOCK TRANSACTIONS ($1.00 per share):
Net proceeds from shares sold........................................... 1,904,044,188 2,588,359,537
Dividends reinvested.................................................... 32,950,757 71,571,677
Cost of shares redeemed................................................. (1,454,177,330) (2,253,594,949)
---------------- ----------------
INCREASE IN NET ASSETS FROM CAPITAL STOCK TRANSACTIONS................ 482,817,615 406,336,265
---------------- ----------------
TOTAL INCREASE IN NET ASSETS...................................... 482,682,440 406,210,215
NET ASSETS:
Beginning of year....................................................... 734,349,110 1,217,031,550
---------------- ----------------
End of year............................................................. $1,217,031,550 $1,623,241,765
================ ================
See notes to financial statements.
</TABLE>
<TABLE>
<CAPTION>
DREYFUS BASIC MONEY MARKET 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 year indicated. This information
has been derived from the Fund's financial statements.
YEAR ENDED FEBRUARY 28,
---------------------------------
PER SHARE DATA: 1993(1) 1994 1995
-------- -------- --------
<S> <C> <C> <C>
Net asset value, beginning of year.................................... $1.0000 $1.0001 $ .9999
-------- -------- --------
INVESTMENT OPERATIONS:
Investment income--net................................................ .0325 .0333 .0463
Net realized gain (loss) on investments............................... (.0001) -- --
-------- -------- --------
TOTAL FROM INVESTMENT OPERATIONS.................................... .0324 .0333 .0463
-------- -------- --------
DISTRIBUTIONS;
Dividends from investment income--net................................. (.0323) (.0335) (.0463)
-------- -------- --------
Net asset value, end of year.......................................... $1.0001 $ .9999 $ .9999
======== ======== ========
TOTAL INVESTMENT RETURN 3.80%(2) 3.40% 4.73%
RATIOS/SUPPLEMENTAL DATA:
Ratio of expenses to average net assets............................... -- .10% .18%
Ratio of net investment income to average net assets.................. 3.66%(2) 3.33% 4.70%
Decrease reflected in above expense ratios due to undertakings
by the Manager...................................................... .71%(2) .55% 46%
Net Assets, end of year (000's Omitted)............................... $734,349 $1,217,032 $1,623,242
- ---------------------------------
(1) From April 24, 1992 (commencement of operations) to February 28, 1993.
(2) Annualized.
See notes to financial statements.
</TABLE>
DREYFUS BASIC MONEY MARKET FUND, INC.
NOTES TO FINANCIAL STATEMENTS
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:
The Fund is registered under the Investment Company Act of 1940 ("Act")
as a diversified open-end management investment company. Dreyfus Service
Corporation, until August 24, 1994, acted as the exclusive distributor of the
Fund's shares which are sold to the public without a sales charge. Dreyfus
Service Corporation is a wholly-owned subsidiary of The Dreyfus Corporation
("Manager"). Effective August 24, 1994, the Manager became a direct
subsidiary of Mellon Bank, N.A.
On August 24, 1994, Premier Mutual Fund Services, Inc. (the
"Distributor") was engaged as the Fund's distributor. The Distributor,
located at One Exchange Place, Boston, Massachusetts 02109, is a wholly-owned
subsidiary of Institutional Administration Services, Inc., a provider of
mutual fund administation services, the parent company of which is Boston
Institutional Group, Inc.
It is the Fund's policy to maintain a continuous net asset value per
share of $1.00; the Fund has adopted certain investment, portfolio valuation
and dividend and distribution policies to enable it to do so. There is no
assurance, however, that the Fund will be able to maintain a stable net asset
value of $1.00.
(A) PORTFOLIO VALUATION: Investments are valued at amortized cost, which
has been determined by the Fund's Board of Directors to represent the fair
value of the Fund's investments.
(B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Interest
income is recognized on the accrual basis. Cost of investments represents
amortized cost.
The Fund may enter into repurchase agreements with financial
institutions, deemed to be creditworthy by the Manager, subject to the
seller's agreement to repurchase and the Fund's agreement to resell such
securities at a mutually agreed upon price. Securities purchased subject to
repurchase agreements are deposited with the Fund's custodian and, pursuant
to the terms of the repurchase agreement, must have an aggregate market value
greater than or equal to the repurchase price plus accrued interest at all
times. If the value of the underlying securities falls below the value of the
repurchase price plus accrued interest, the Fund will require the seller to
deposit additional collateral by the next business day. If the request for
additional collateral is not met, or the seller defaults on its repurchase
obligation, the Fund maintains the right to sell the underlying securities at
market value and may claim any resulting loss against the seller.
(C) DIVIDENDS TO SHAREHOLDERS: It is the policy of the Fund to declare
dividends daily from investment income-net. Such dividends are paid monthly.
Dividends from net realized capital gain are normally declared and paid
annually, but the Fund may make distributions on a more frequent basis to
comply with the distribution requirements of the Internal Revenue Code. To
the extent that net realized capital gain can be offset by capital loss
carryovers, it is the policy of the Fund not to distribute such gain.
(D) FEDERAL INCOME TAXES: It is the policy of the Fund to continue to
qualify as a regulated investment company, 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.
The Fund has an unused capital loss carryover of approximately $216,000
available for Federal income tax purposes to be applied against future net
securities profits, if any realized subsequent to February 28, 1995. If not
applied, $90,000 of the carryover expires in fiscal 2002 and $126,000 expires
in fiscal 2003.
DREYFUS BASIC MONEY MARKET FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
At February 28, 1995, the cost of investments for Federal income tax
purposes was substantially the same as the cost for financial reporting
purposes (see the Statement of Investments).
NOTE 2--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
(A) Pursuant to a management agreement ("Agreement") with the Manager,
the management fee is computed at the annual rate of .50 of 1% of the average
daily value of the Fund's net assets and is payable monthly. The Agreement
provides for an expense reimbursement from the Manager should the Fund's
aggregate expenses, exclusive of taxes, brokerage, interest on borrowings and
extraordinary expenses, exceed the expense limitation of any state having
jurisdiction over the Fund for any full fiscal year. 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
average value of the Fund's net assets in accordance with California "blue
sky" regulations. However, the Manager had undertaken from March 1, 1994
through October 4, 1994 to waive receipt of the management fee payable to it
by the Fund, and thereafter had undertaken through October 17, 1994 to reduce
the management fee paid by the Fund, to the extent that the Fund's aggregate
expenses (excluding certain expenses as described above) exceeded specified
annual percentages of the Fund's average daily net assets. The Manager has
currently undertaken from October 18, 1994 through March 31, 1995 or until
such time as the net assets of the Fund exceed $2 billion, regardless of
whether they remain at that level, to waive receipt of the management fee
payable to it by the Fund in excess of an annual rate of .10 of 1% of the
Fund's average daily net assets. The reduction in management fee, pursuant to
the undertakings, amounted to $7,482,518 for the year ended February 28,
1995.
In addition, the Manager has undertaken through June 30, 1996, to reduce
the management fee paid by the Fund, to the extent that the Fund's aggregate
annual expenses (excluding certain expenses as described above) exceed an
annual rate of .45 of 1% of the average daily value of the Fund's net assets.
The undertaking may be modified by the Manager from time to time,
provided that the resulting expense reimbursement would not be less than the
amount required pursuant to the Agreement.
(B) Pursuant to the Fund's Shareholder Services Plan, the Fund reimburses
Dreyfus Service Corporation an amount not to exceed an annual rate of .25 of
1% of the value of the Fund's average daily net assets for servicing
shareholder accounts. The services provided may include personal services
relating to shareholder accounts, such as answering shareholder inquiries
regarding the Fund and providing reports and other information, and services
related to the maintenance of shareholder accounts. During the year ended
February 28, 1995, the Fund was charged an aggregate of $1,461,702 pursuant
to the Shareholder Services Plan.
(C) Prior to August 24, 1994, certain officers and directors of the Fund
were "affiliated persons," as defined in the Act, of the Manager and/or
Dreyfus Service Corporation. Each director who is not an "affiliated person"
receives an annual fee of $1,500 and an attendance fee of $250 per meeting.
The Chairman of the Board receives an additional 25% of such compensation.
DREYFUS BASIC MONEY MARKET FUND, INC.
REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
DREYFUS BASIC MONEY MARKET FUND, INC.
We have audited the accompanying statement of assets and liabilities of
Dreyfus BASIC Money Market Fund, Inc., including the statement of
investments, as of February 28, 1995, and the related statement of operations
for the year then ended, the statement of changes in net assets for each of
the two years in the period then ended, and financial highlights for each of
the years indicated therein. These financial statements and financial
highlights are the responsibility of the Fund's management. Our responsibility
is to express an opinion on these financial statements and financial
highlights based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements and
financial highlights are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. Our procedures included confirmation of
securities owned as of February 28, 1995 by correspondence with the custodian.
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights
referred to above present fairly, in all material respects, the financial
position of Dreyfus BASIC Money Market Fund, Inc. at February 28, 1995, 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
April 4, 1995
<TABLE>
<CAPTION>
DREYFUS BASIC U.S. GOVERNMENT MONEY MARKET FUND
STATEMENT OF INVESTMENTS FEBRUARY 28, 1995
ANNUALIZED
YIELD ON
DATE OF PRINCIPAL
U.S. TREASURY BILLS--4.2% PURCHASE AMOUNT VALUE
------------ -------------- -------------
<S> <C> <C> <C>
8/10/95..................................................... 6.40% $ 25,000,000 $ 24,302,500
11/16/95.................................................... 6.84 20,000,000 19,074,111
-------------
TOTAL U.S. TREASURY BILLS (cost $43,376,611) ................... $ 43,376,611
=============
U.S. GOVERNMENT AGENCIES-95.0%
Federal Farm Credit Banks, Discount Notes
3/6/95...................................................... 5.09% $ 10,000,000 $ 9,993,111
5/9/95...................................................... 6.01 11,065,000 10,941,146
6/12/95..................................................... 6.24 315,000 309,511
6/19/95..................................................... 6.53 1,000,000 980,597
8/7/95...................................................... 6.38 14,700,000 14,298,764
Federal Farm Credit Banks, Floating Rate Notes
5/26/95..................................................... 6.30(a) 10,000,000 10,000,000
9/30/96..................................................... 6.30(a) 5,000,000 5,000,000
Federal Home Loan Banks, Discount Notes
3/1/95...................................................... 5.95 191,880,000 191,880,000
3/7/95...................................................... 5.98 10,000,000 9,990,133
3/20/95..................................................... 5.19 25,000,000 24,933,368
5/3/95...................................................... 6.39 10,000,000 9,890,450
5/4/95...................................................... 6.40 15,000,000 14,832,800
5/15/95..................................................... 6.41 210,000 207,261
5/22/95..................................................... 6.02 21,440,000 21,150,405
6/19/95..................................................... 6.34 49,265,000 48,334,555
11/24/95.................................................... 7.09 15,000,000 14,260,767
1/25/96..................................................... 6.73 4,000,000 3,767,900
Federal Home Loan Banks, Floating Rate Notes
12/19/96.................................................... 6.50(a) 16,000,000 16,000,000
1/31/97..................................................... 6.42(a) 23,000,000 23,057,639
Federal Home Loan Mortgage Corp., Discount Notes
4/4/95...................................................... 6.25 40,000,000 39,768,611
5/3/95...................................................... 6.22 12,146,000 12,015,916
5/19/95..................................................... 6.04 3,000,000 2,960,829
8/2/95...................................................... 6.37 9,000,000 8,762,455
Federal Home Loan Mortgage Corp., Floating Rate Notes
6/30/98..................................................... 6.53(a) 10,000,000 9,945,518
Federal National Mortgage Association, Discount Notes
5/3/95...................................................... 6.18 18,000,000 17,808,165
5/8/95...................................................... 6.06 10,615,000 10,495,298
5/17/95..................................................... 6.38 18,550,000 18,302,653
DREYFUS BASIC U.S. GOVERNMENT MONEY MARKET FUND
STATEMENT OF INVESTMENTS (CONTINUED) FEBRUARY 28, 1995 ANNUALIZED
YIELD ON
DATE OF PRINCIPAL
U.S. GOVERNMENT AGENCIES (CONTINUED) PURCHASE AMOUNT VALUE
------------ -------------- -------------
Federal National Mortgage Association, Discount Notes (continued):
5/19/95..................................................... 6.41% $ 325,000 $ 320,536
5/31/95..................................................... 6.43 45,000,000 44,286,788
6/12/95..................................................... 6.47 42,990,000 42,215,437
6/15/95..................................................... 6.15 12,100,000 11,885,165
6/16/95..................................................... 6.36 54,700,000 53,692,943
6/19/95..................................................... 6.56 35,000,000 34,318,916
6/20/95..................................................... 6.44 17,000,000 16,671,348
6/22/95..................................................... 6.46 8,000,000 7,842,051
6/23/95..................................................... 6.42 10,000,000 9,802,083
7/11/95..................................................... 6.31 8,955,000 8,753,393
7/17/95..................................................... 6.27 29,300,000 28,614,926
7/26/95..................................................... 6.50 15,000,000 14,614,125
8/8/95...................................................... 6.38 15,000,000 14,588,000
8/31/95..................................................... 6.30 31,790,000 30,804,245
Federal National Mortgage Association, Floating Rate Notes
1/26/96..................................................... 6.26(a) 17,000,000 17,010,169
2/14/97..................................................... 6.67(a) 10,000,000 10,000,000
2/18/97..................................................... 6.48(a) 31,000,000 31,028,749
Student Loan Marketing Association, Floating Rate Notes
3/20/95..................................................... 6.03(a) 2,200,000 2,200,389
8/7/95...................................................... 6.07(a) 2,200,000 2,200,414
3/20/96..................................................... 6.09(a) 1,000,000 1,000,475
12/20/96.................................................... 6.04(a) 25,000,000 25,000,000
1/23/97..................................................... 5.98(a) 13,905,000 13,954,407
1/27/98..................................................... 6.58(a) 20,000,000 19,795,377
-------------
TOTAL U.S. GOVERNMENT AGENCIES (cost $990,487,788).............. $ 990,487,788
=============
TOTAL INVESTMENTS (cost $1,033,864,399).............. 99.2% $1,033,864,399
====== ==============
CASH AND RECEIVABLES (NET)........................... .8% $ 7,857,656
====== ==============
NET ASSETS........................................... 100.0% $1,041,722,055
====== ==============
NOTE TO STATEMENT OF INVESTMENTS;
(a) Variable interest rate-subject to periodic change.
See notes to financial statements.
</TABLE>
<TABLE>
<CAPTION>
DREYFUS BASIC U.S. GOVERNMENT MONEY MARKET FUND
STATEMENT OF ASSETS AND LIABILITIES FEBRUARY 28, 1995
<S> <C> <C>
ASSETS:
Investments in securities, at value_Note 1(a)........................... $1,033,864,399
Cash.................................................................... 7,654,865
Interest receivable..................................................... 1,098,167
Prepaid expenses........................................................ 327,400
----------------
1,042,944,831
LIABILITIES:
Due to The Dreyfus Corporation.......................................... $ 75,036
Payable for shares of Beneficial Interest redeemed...................... 865,379
Accrued expenses and other liabilities.................................. 282,361 1,222,776
---------- ----------------
NET ASSETS ................................................................ $1,041,722,055
==============
REPRESENTED BY:
Paid-in capital......................................................... $1,041,822,696
Accumulated net realized (loss) on investments.......................... (100,641)
----------------
NET ASSETS at value applicable to 1,041,822,696 shares outstanding
(unlimited number of $.001 par value shares of Beneficial Interest authorized) $1,041,722,055
==============
NET ASSET VALUE, offering and redemption price per share
($1,041,722,055 / 1,041,822,696 shares)................................. $1.00
=====
See notes to financial statements.
</TABLE>
<TABLE>
<CAPTION>
DREYFUS BASIC U.S. GOVERNMENT MONEY MARKET FUND
STATEMENT OF OPERATIONS YEAR ENDED FEBRUARY 28, 1995
<S> <C> <C>
INVESTMENT INCOME:
INTEREST INCOME......................................................... $21,228,240
EXPENSES:
Management fee_Note 2(a).............................................. $2,035,026
Shareholder servicing costs_Note 2(b)................................. 179,900
Registration fees..................................................... 129,497
Custodian fees........................................................ 50,860
Professional fees..................................................... 29,926
Trustees' fees and expenses_Note 2(c)................................. 18,245
Prospectus and shareholders' reports.................................. 9,200
Miscellaneous......................................................... 19,714
------------
2,472,368
Less_reduction in management fee due to
undertakings_Note 2(a)............................................ 1,789,390
------------
TOTAL EXPENSES.................................................. 682,978
-------------
INVESTMENT INCOME--NET...................................................... 20,545,262
NET REALIZED (LOSS) ON INVESTMENTS--Note 1(b)............................... (96,907)
-------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS........................ $20,448,355
=============
See notes to financial statements.
</TABLE>
<TABLE>
<CAPTION>
DREYFUS BASIC U.S. GOVERNMENT MONEY MARKET FUND
STATEMENT OF CHANGES IN NET ASSETS
YEAR ENDED FEBRUARY 28,
-----------------------------------
1994 1995
---------------- ----------------
<S> <C> <C>
OPERATIONS:
Investment income_net................................................... $ 6,646,915 $ 20,545,262
Net realized (loss) on investments...................................... (3,118) (96,907)
---------------- ----------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS.................. 6,643,797 20,448,355
---------------- ----------------
DIVIDENDS TO SHAREHOLDERS FROM;
Investment income_net................................................... (6,667,922) (20,545,262)
---------------- ----------------
BENEFICIAL INTEREST TRANSACTIONS ($1.00 per share):
Net proceeds from shares sold........................................... 443,808,311 1,427,941,614
Dividends reinvested.................................................... 6,396,795 18,991,741
Cost of shares redeemed................................................. (301,186,102) (670,805,165)
---------------- ----------------
INCREASE IN NET ASSETS FROM BENEFICIAL INTEREST TRANSACTIONS.......... 149,019,004 776,128,190
---------------- ----------------
TOTAL INCREASE IN NET ASSETS...................................... 148,994,879 776,031,283
NET ASSETS:
Beginning of year....................................................... 116,695,893 265,690,772
---------------- ----------------
End of year............................................................. $ 265,690,772 $1,041,722,055
================ ================
See notes to financial statements.
</TABLE>
<TABLE>
<CAPTION>
DREYFUS BASIC U.S. GOVERNMENT MONEY MARKET FUND
FINANCIAL HIGHLIGHTS
Contained below is per share operating performance data for a share of
Beneficial Interest outstanding, total investment return, ratios to average
net assets and other supplemental data for each year indicated. This
information has been derived from the Fund's financial statements.
YEAR ENDED FEBRUARY 28,
-----------------------------------
PER SHARE DATA: 1993(1) 1994 1995
-------- -------- --------
<S> <C> <C> <C>
Net asset value, beginning of year.................................... $1.0000 $1.0002 $1.0000
-------- -------- --------
INVESTMENT OPERATIONS:
Investment income--net................................................ .0315 .0324 .0457
Net realized (loss) on investments.................................... -- (.0001) (.0001)
-------- -------- --------
TOTAL FROM INVESTMENT OPERATIONS.................................... .0315 .0323 .0456
-------- -------- --------
DISTRIBUTIONS;
Dividends from investment income--net................................. (.0313) (.0325) (.0457)
-------- -------- --------
Net asset value, end of year.......................................... $1.0002 $1.0000 $ .9999
======== ======== ========
TOTAL INVESTMENT RETURN 3.69%(2) 3.30% 4.67%
RATIOS/SUPPLEMENTAL DATA:
Ratio of expenses to average net assets............................... -- .02% .17%
Ratio of net investment income to average net assets.................. 3.58%(2) 3.24% 5.05%
Decrease reflected in above expense ratios due to
undertakings by the Manager......................................... .75%(2) .64% .44%
Net Assets, end of year (000's Omitted)............................... $116,696 $265,691 $1,041,722
- --------------------------
(1) From April 24, 1992 (commencement of operations) to February 28, 1993.
(2) Annualized.
See notes to financial statements.
</TABLE>
DREYFUS BASIC U.S. GOVERNMENT MONEY MARKET FUND
NOTES TO FINANCIAL STATEMENTS
NOTE 1--SIGNIFICANT ACCOUNTING POLICIES:
The Fund is registered under the Investment Company Act of 1940 ("Act")
as a diversified open-end management investment company. Dreyfus Service
Corporation, until August 24, 1994, acted as the exclusive distributor of the
Fund's shares, which are sold to the public without a sales charge. Dreyfus
Service Corporation is a wholly-owned subsidiary of The Dreyfus Corporation
("Manager"). Effective August 24, 1994, the Manager became a direct
subsidiary of Mellon Bank, N.A.
On August 24, 1994, Premier Mutual Fund Services, Inc. (the
"Distributor") was engaged as the Fund's distributor. The Distributor,
located at One Exchange Place, Boston, Massachusetts 02109, is a wholly-owned
subsidiary of Institutional Administration Services, Inc., a provider of
mutual fund administration services, the parent company of which is Boston
Institutional Group, Inc.
It is the Fund's policy to maintain a continuous net asset value per
share of $1.00; the Fund has adopted certain investment, portfolio valuation
and dividend and distribution policies to enable it to do so. There is no
assurance, however, that the Fund will be able to maintain a stable net asset
value of $1.00.
(A) PORTFOLIO VALUATION: Investments are valued at amortized cost, which
has been determined by the Fund's Board of Trustees to represent the fair
value of the Fund's investments.
(B) SECURITIES TRANSACTIONS AND INVESTMENT INCOME: Securities
transactions are recorded on a trade date basis. Realized gain and loss from
securities transactions are recorded on the identified cost basis. Interest
income is recognized on the accrual basis. Cost of investments represents
amortized cost.
(C) DIVIDENDS TO SHAREHOLDERS: It is the policy of the Fund to declare
dividends daily from investment income-net. Such dividends are paid monthly.
Dividends from net realized capital gain, if any, are normally declared and
paid annually, but the Fund may make distributions on a more frequent basis
to comply with the distribution requirements of the Internal Revenue Code. To
the extent that net realized capital gain can be offset by capital loss
carryovers, it is the policy of the Fund not to distribute such gain.
(D) FEDERAL INCOME TAXES: It is the policy of the Fund to continue to
qualify as a regulated investment company, 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.
The Fund has an unused capital loss carryover of approximately $58,000
available for Federal income tax purposes to be applied against future net
securities profits, if any, realized subsequent to February 28, 1995. The
carryover does not include net realized securities losses from November 1,
1994 through February 28, 1995, which are treated, for Federal income tax
purposes, as arising in fiscal 1996. If not applied, $199 of the carryover
expires in fiscal 2001, $2,269 of the carryover expires in fiscal 2002 and
$55,532 of the carryover expires in fiscal 2003.
At February 28, 1995, the cost of investments for Federal income tax
purposes was substantially the same as the cost for financial reporting
purposes (see the Statement of Investments).
NOTE 2--MANAGEMENT FEE AND OTHER TRANSACTIONS WITH AFFILIATES:
(A) Pursuant to a management agreement ("Agreement") with the Manager,
the management fee is computed at the annual rate of .50 of 1% of the average
daily value of the Fund's net assets and is payable monthly. The Agreement
provides for an expense reimbursement from the Manager should the Fund's
aggregate expenses, exclusive of taxes, brokerage, interest on borrowings and
extraordinary
DREYFUS BASIC U.S. GOVERNMENT MONEY MARKET FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
expenses, exceed the expense limitation of any state having jurisdiction over
the Fund for any full fiscal year. 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
average value of the Fund's net assets in accordance with California "blue sky
" regulations. However, the Manager had undertaken from March 1, 1994 through
October 4, 1994, to waive receipt of the management fee payable to it by the
Fund and thereafter, had undertaken through October 17, 1994, to reduce the
management fee paid by the Fund, to the extent that the Fund's aggregate
expenses (excluding certain expenses as described above) exceeded specified
annual percentages of the Fund's average daily net assets. The Manager has
currently undertaken from October 18, 1994 through March 31, 1995, to waive
receipt of the management fee payable to it by the Fund in excess of an
annual rate of .10 of 1% of the Fund's average daily net assets. The
reduction in management fee, pursuant to the undertakings, amounted to
$1,789,390 for the year ended February 28, 1995.
In addition, the Manager has undertaken through June 30, 1996 to reduce
the management fee paid by the Fund, to the extent that the Fund's aggregate
annual expenses (excluding certain expenses as described above) exceed an
annual rate of .45 of 1% of the average daily value of the Fund's net assets.
The undertakings may be modified by the Manager from time to time,
provided that the resulting expense reimbursement would not be less than the
amount required pursuant to the Agreement.
(B) Pursuant to the Fund's Shareholder Services Plan, the Fund reimburses
Dreyfus Service Corporation an amount not to exceed an annual rate of .25 of
1% of the value of the Fund's average daily net assets for servicing
shareholder accounts. The services provided may include personal services
relating to shareholder accounts, such as answering shareholder inquiries
regarding the Fund and providing reports and other information, and services
related to the maintenance of shareholder accounts. During the year ended
February 28, 1995, the Fund was charged an aggregate of $174,959 pursuant to
the Shareholder Services Plan.
(C) Prior to August 24, 1994, certain officers and trustees of the Fund
were "affiliated persons," as defined in the Act, of the Manager and/or
Dreyfus Service Corporation. Each trustee who is not an "affiliated person"
receives an annual fee of $1,500 and an attendance fee of $250 per meeting.
The Chairman of the Board receives an additional 25% of such compensation.
DREYFUS BASIC U.S. GOVERNMENT MONEY MARKET FUND
REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF TRUSTEES
DREYFUS BASIC U.S. GOVERNMENT MONEY MARKET FUND
We have audited the accompanying statement of assets and liabilities of
Dreyfus BASIC U.S. Government Money Market Fund, including the statement of
investments, as of February 28, 1995, and the related statement of operations
for the year then ended, the statements of changes in net assets for each of
the two years in the period then ended, and financial highlights for each of
the years indicated therein. These financial statements and financial
highlights are the responsibility of the Fund's management. Our
responsibility is to express an opinion on these financial statements and
financial highlights based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements and
financial highlights are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. Our procedures included confirmation of
securities owned as of February 28, 1995 by correspondence with the custodian.
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights
referred to above present fairly, in all material respects, the financial
position of Dreyfus BASIC U.S. Government Money Market Fund at February 28,
1995, 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 signature logo)
New York, New York
April 3, 1995
DREYFUS BASIC MONEY MARKET FUND, INC.
PART C. OTHER INFORMATION
_________________________
Item 24. Financial Statements and Exhibits. - List
_______ _________________________________________
(a) Financial Statements:
Included in Part A of the Registration Statement
Condensed Financial Information for the period from April 24,
1992 (commencement of operations) to February 28, 1993 and for
the two fiscal years ended February 28, 1995.
Included in Part B of the Registration Statement:
Statement of Investments--February 28, 1995.
Statement of Assets and Liabilities--February 28, 1995.
Statement of Operations--year ended February 28, 1995.
Statement of Changes in Net Assets--for each of the years
ended February 28, 1994 and 1995.
Notes to Financial Statements.
Report of Ernst & Young LLP, Independent Auditors, dated
April 4, 1995.
All Schedules and financial information, for which provision is made in the
applicable accounting regulations of the Securities and Exchange Commission,
are either omitted because they are not required under the related
instructions, they are inapplicable, or the required information is presented
in the financial statements or notes thereto which are included in Part B of
the Registration Statement.
Item 24. Financial Statements and Exhibits. - List (continued)
_______ _____________________________________________________
(b) Exhibits:
(1) Articles of Incorporation and Articles of Amendment are incorporated
by reference to Exhibit (1) of Pre-Effective Amendment No. 1 to the
Registration Statement on Form N-1A, filed on May 4, 1992, and
Exhibit (1)(b) of Post-Effective Amendment No. 5 to the Registration
Statement on Form N-1A, filed on May 20, 1994.
(2) Fund's By-Laws, as amended, are incorporated by reference to Exhibit
(2) of Post-Effective Amendment No. 5 to the Registration Statement
filed on May 20, 1994.
(4) Fund's Specimen Share certificate - Incorporated by reference
to Exhibit (4) of Pre-Effective Amendment No. 1 to the Fund's
Registration Statement on Form N-1A, filed on May 4, 1992.
(5) Management Agreement.
(6)(a) Distribution Agreement.
(6)(b) Forms of Service Agreement are incorporated by reference to Exhibit
(6)(b) of Post-Effective Amendment No. 5 to the Registration
Statement filed on May 20, 1994.
(8)(a) Fund's Custody Agreement is incorporated by reference to Exhibit
(8)(a) of Post-Effective Amendment No. 5 to the Registration
Statement filed on May 20, 1994.
(9) Shareholder Services Plan.
(10) Opinion and consent of Registrant's counsel is incorporated by
reference to Exhibit (10) of Pre-Effective Amendment No. 1 to the
Registration Statement on Form N-1A, filed on May 4, 1992.
(11) Consent of Ernst & Young LLP, Independent Auditors.
(16) Schedule of Computation of Performance Data is incorporated by
reference to Exhibit (16) of Post-Effective Amendment No. 5 to the
Registration Statement filed on May 20, 1994.
Item 24. Financial Statements and Exhibits. - List (continued)
_______ _____________________________________________________
Other Exhibits
______________
(a) Powers of Attorney.
(b) Certificate of Secretary.
Item 25. Persons Controlled by or under Common Control with Registrant.
_______ ______________________________________________________________
Not Applicable
Item 26. Number of Holders of Securities.
_______ ________________________________
(1) (2)
Number of Record
Title of Class Holders as of June 7, 1995
______________ _____________________________
Common Stock 19,697
(Par Value $.001)
Item 27. Indemnification
_______ _______________
Reference is made to Article SEVENTH of the Articles of Incorporation
and Articles of Amendment for the Fund filed as Exhibit 1 to the
Fund's Registration Statement filed under the Securities Act of 1933
on May 4, 1992, and to Pre-Effective Amendment No. 1 thereto filed
on May 4, 1992, respectively, and to Section 2-418 of the Maryland
General Corporation Law. The application of these provisions is
limited by Article 10 of the By-Laws of the Fund, which were filed
as Exhibit 2 to the Fund's Post-Effective Amendment No. 5 filed on
May 20, 1994, and by the following undertaking set forth in the rules
promulgated by the Securities and Exchange Commission.
Item 27. Indemnification (continued)
_______ _______________
Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, 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 director, officer
or controlling person of the Registrant in the successful defense
of any action, suit or proceeding) is asserted by such director,
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 Distribution Agreement attached as
Exhibit (6) hereto.
Item 28. 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 a registered broker-dealer 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
Management, Inc., another wholly-owned subsidiary, provides
investment management services to various pension plans,
institutions and individuals.
Item 28. Business and Other Connections of Investment Adviser (continued)
________ ________________________________________________________________
Officers and Directors of Investment Adviser
____________________________________________
Name and Position
with Dreyfus Other Businesses
_________________ ________________
MANDELL L. BERMAN Real estate consultant and private investor
Director 29100 Northwestern Highway, Suite 370
Southfield, Michigan 48034;
Past Chairman of the Board of Trustees of
Skillman Foundation.
Member of The Board of Vintners Intl.
FRANK V. CAHOUET Chairman of the Board, President and
Director Chief Executive Officer:
Mellon Bank Corporation
One Mellon Bank Center
Pittsburgh, Pennsylvania 15258;
Mellon Bank, N.A.
One Mellon Bank Center
Pittsburgh, Pennsylvania 15258
Director:
Avery Dennison Corporation
150 North Orange Grove Boulevard
Pasadena, California 91103;
Saint-Gobain Corporation
750 East Swedesford Road
Valley Forge, Pennsylvania 19482;
Teledyne, Inc.
1901 Avenue of the Stars
Los Angeles, California 90067
ALVIN E. FRIEDMAN Senior Adviser to Dillon, Read & Co. Inc.
Director 535 Madison Avenue
New York, New York 10022;
Director and member of the Executive
Committee of Avnet, Inc.**
LAWRENCE M. GREENE Director:
Director Dreyfus America Fund
JULIAN M. SMERLING None
Director
DAVID B. TRUMAN Educational consultant;
Director Past President of the Russell Sage Foundation
230 Park Avenue
New York, New York 10017;
Past President of Mount Holyoke College
South Hadley, Massachusetts 01075;
DAVID B. TRUMAN Former Director:
(cont'd) Student Loan Marketing Association
1055 Thomas Jefferson Street, N.W.
Washington, D.C. 20006;
Former Trustee:
College Retirement Equities Fund
730 Third Avenue
New York, New York 10017
HOWARD STEIN Chairman of the Board:
Chairman of the Board and Dreyfus Acquisition Corporation*;
Chief Executive Officer The Dreyfus Consumer Credit Corporation*;
Dreyfus Management, Inc.*;
Dreyfus Service Corporation*;
Chairman of the Board and Chief Executive
Officer:
Major Trading Corporation*;
Director:
Avnet, Inc.**;
Dreyfus America Fund++++;
The Dreyfus Fund International
Limited+++++;
World Balanced Fund+++;
Dreyfus Partnership Management,
Inc.*;
Dreyfus Personal Management, Inc.*;
Dreyfus Precious Metals, Inc.*;
Dreyfus Service Organization, Inc.*;
Seven Six Seven Agency, Inc.*;
Trustee:
Corporate Property Investors
New York, New York;
W. KEITH SMITH Chairman and Chief Executive Officer:
Vice Chairman of the Board The Boston Company
One Boston Place
Boston, Massachusetts 02108
Vice Chairman of the Board:
Mellon Bank Corporation
One Mellon Bank Center
Pittsburgh, Pennsylvania 15258;
Mellon Bank, N.A.
One Mellon Bank Center
Pittsburgh, Pennsylvania 15258
Director:
Dentsply International, Inc.
570 West College Avenue
York, Pennsylvania 17405
ROBERT E. RILEY Director:
President, Chief Dreyfus Service Corporation
Operating Officer,
and a Director
STEPHEN E. CANTER
Vice Chairman and
Chief Investment Officer
LAWRENCE S. KASH Chairman, President and Chief
Vice Chairman-Distribution Executive Officer:
and a Director The Boston Company Advisors, Inc.
53 State Street
Exchange Place
Boston, Massachusetts 02109
Executive Vice President and Director:
Dreyfus Service Organization, Inc.*;
Director:
The Dreyfus Consumer Credit Corporation*;
The Dreyfus Trust Company++'
Dreyfus Service Corporation*;
President:
The Boston Company
One Boston Place
Boston, Massachusetts 02108;
Laurel Capital Advisors
One Mellon Bank Center
Pittsburgh, Pennsylvania 15258;
Boston Group Holdings, Inc.
Executive Vice President
Mellon Bank, N.A.
One Mellon Bank Center
Pittsburgh, Pennsylvania 15258;
Boston Safe Deposit & Trust
One Boston Place
Boston, Massachusetts 02108
PHILIP L. TOIA Chairman of the Board and Trust Investment
Vice Chairman-Operations Officer:
and Administration The Dreyfus Trust Company+++;
Chairman of the Board and Chief Executive
Officer:
Major Trading Corporation*;
Director:
The Dreyfus Security Savings Bank F.S.B.+;
Dreyfus Service Corporation*;
Seven Six Seven Agency, Inc.*;
President and Director:
Dreyfus Acquisition Corporation*;
The Dreyfus Consumer Credit Corporation*;
Dreyfus-Lincoln, Inc.*;
Dreyfus Management, Inc.*;
Dreyfus Personal Management, Inc.*;
Dreyfus Partnership Management, Inc.+;
Dreyfus Service Organization*;
The Truepenny Corporation*;
Formerly, Senior Vice President:
The Chase Manhattan Bank, N.A. and
The Chase Manhattan Capital Markets
Corporation
One Chase Manhattan Plaza
New York, New York 10081
PAUL H. SNYDER Director:
Vice President-Finance Pennsylvania Economy League
and Chief Financial Philadelphia, Pennsylvania;
Officer Children's Crisis Treatment Center
Philadelphia, Pennsylvania;
Dreyfus Service Corporation*
Director and Vice President:
Financial Executives Institute,
Philadelphia Chapter
Philadelphia, Pennsylvania
BARBARA E. CASEY President:
Vice President- Dreyfus Retirement Services Division;
Dreyfus Retirement Executive Vice President:
Services Boston Safe Deposit & Trust Co.
One Boston Place
Boston, Massachusetts 02108;
DIANE M. COFFEY None
Vice President-
Corporate Communications
ELIE M. GENADRY President:
Vice President- Institutional Services Division of Dreyfus
Institutional Sales Service Corporation*;
Broker-Dealer Division of Dreyfus Service
Corporation*;
Group Retirement Plans Division of Dreyfus
Service Corporation;
Executive Vice President:
Dreyfus Service Corporation*;
Dreyfus Service Organization, Inc.*;
Vice President:
The Dreyfus Trust Company++;
HENRY D. GOTTMANN Executive Vice President:
Vice President-Retail Dreyfus Service Corporation*;
Sales and Service Vice President:
Dreyfus Precious Metals*;
DANIEL C. MACLEAN Director, Vice President and Secretary:
Vice President and General Dreyfus Precious Metals, Inc.*;
Counsel Director and Vice President:
The Dreyfus Consumer Credit Corporation*;
Director and Secretary:
Dreyfus Partnership Management, Inc.*;
Major Trading Corporation*;
The Truepenny Corporation+;
Director:
The Dreyfus Trust Company++;
Secretary:
Seven Six Seven Agency, Inc.*;
JEFFREY N. NACHMAN None
Vice President-Mutual Fund
Accounting
WILLIAM F. GLAVIN, JR. Senior Vice President:
Vice President-Corporate The Boston Company Advisors, Inc.
Development 53 State Street
Exchange Place
Boston, Massachusetts 02109
KATHERINE C. WICKHAM Formerly, Assistant Commissioner:
Vice President- Department of Parks and Recreation of the
Human Resources City of New York
830 Fifth Avenue
New York, New York 10022
MARK N. JACOBS Vice President, Secretary and Director:
Vice President-Fund Lion Management, Inc.*;
Legal and Compliance, Secretary:
and Secretary The Dreyfus Consumer Credit Corporation*;
Dreyfus Management, Inc.*;
Assistant Secretary:
Dreyfus Service Organization, Inc.*;
Major Trading Corporation*;
The Truepenny Corporation*
ANDREW S. WASSER Vice President:
Vice President-Information Mellon Bank Corporation
Services One Mellon Bank Center
Pittsburgh, Pennsylvania 15258
MAURICE BENDRIHEM Treasurer:
Controller Dreyfus Partnership Management, Inc.*;
Dreyfus Service Organization, Inc.*;
Seven Six Seven Agency, Inc.*;
The Truepenny Corporation*;
Controller:
Dreyfus Acquisition Corporation*;
The Dreyfus Trust Company++;
The Dreyfus Consumer Credit Corporation*;
Assistant Treasurer:
Dreyfus Precious Metals*
Formerly, Vice President-Financial Planning,
Administration and Tax:
Showtime/The Movie Channel, Inc.
1633 Broadway
New York, New York 10019
ELVIRA OSLAPAS Assistant Secretary:
Assistant Secretary Dreyfus Service Corporation;
Dreyfus Management, Inc.;
Dreyfus Acquisition Corporation, Inc.;
The Truepenny Corporation;
______________________________________
* The address of the business so indicated is 200 Park Avenue, New
York, New York 10166.
** The address of the business so indicated is 80 Cutter Mill Road,
Great Neck, New York 11021.
*** The address of the business so indicated is 45 Broadway, New York,
New York 10006.
**** The address of the business so indicated is Five Triad Center, Salt
Lake City, Utah 84180.
+ The address of the business so indicated is Atrium Building, 80 Route
4 East, Paramus, New Jersey 07652.
++ 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 One Rockefeller Plaza,
New York, New York 10020.
++++ The address of the business so indicated is 2 Boulevard Royal,
Luxembourg.
+++++ The address of the business so indicated is Nassau, Bahama Islands.
Item 29. Principal Underwriters
________ ______________________
(a) Other investment companies for which Registrant's principal
underwriter (exclusive distributor) acts as principal underwriter or
exclusive distributor:
1) Comstock Partners Strategy Fund, Inc.
2) Dreyfus A Bonds Plus, Inc.
3) Dreyfus Appreciation Fund, Inc.
4) Dreyfus Asset Allocation Fund, Inc.
5) Dreyfus Balanced Fund, Inc.
6) Dreyfus BASIC Money Market Fund, Inc.
7) Dreyfus BASIC Municipal Fund, Inc.
8) Dreyfus BASIC U.S. Government Money Market Fund
9) Dreyfus California Intermediate Municipal Bond Fund
10) Dreyfus California Tax Exempt Bond Fund, Inc.
11) Dreyfus California Tax Exempt Money Market Fund
12) Dreyfus Capital Value Fund, Inc.
13) Dreyfus Cash Management
14) Dreyfus Cash Management Plus, Inc.
15) Dreyfus Connecticut Intermediate Municipal Bond Fund
16) Dreyfus Connecticut Municipal Money Market Fund, Inc.
17) The Dreyfus Convertible Securities Fund, Inc.
18) Dreyfus Edison Electric Index Fund, Inc.
19) Dreyfus Florida Intermediate Municipal Bond Fund
20) Dreyfus Florida Municipal Money Market Fund
21) Dreyfus Focus Funds, Inc.
22) The Dreyfus Fund Incorporated
23) Dreyfus Global Bond Fund, Inc.
24) Dreyfus Global Growth, L.P. (A Strategic Fund)
25) Dreyfus Global Investing, Inc.
26) Dreyfus GNMA Fund, Inc.
27) Dreyfus Government Cash Management
28) Dreyfus Growth and Income Fund, Inc.
29) Dreyfus Growth Opportunity Fund, Inc.
30) Dreyfus Institutional Money Market Fund
31) Dreyfus Institutional Short Term Treasury Fund
32) Dreyfus Insured Municipal Bond Fund, Inc.
33) Dreyfus Intermediate Municipal Bond Fund, Inc.
34) Dreyfus International Equity Fund, Inc.
35) Dreyfus Investors GNMA Fund
36) The Dreyfus/Laurel Funds, Inc.
37) The Dreyfus/Laurel Funds Trust
38) The Dreyfus/Laurel Tax-Free Municipal Funds
39) The Dreyfus/Laurel Investment Series
40) The Dreyfus Leverage Fund, Inc.
41) Dreyfus Life and Annuity Index Fund, Inc.
42) Dreyfus Liquid Assets, Inc.
43) Dreyfus Massachusetts Intermediate Municipal Bond Fund
44) Dreyfus Massachusetts Municipal Money Market Fund
45) Dreyfus Massachusetts Tax Exempt Bond Fund
46) Dreyfus Michigan Municipal Money Market Fund, Inc.
47) Dreyfus Money Market Instruments, Inc.
48) Dreyfus Municipal Bond Fund, Inc.
49) Dreyfus Municipal Cash Management Plus
50) Dreyfus Municipal Money Market Fund, Inc.
51) Dreyfus New Jersey Intermediate Municipal Bond Fund
52) Dreyfus New Jersey Municipal Bond Fund, Inc.
53) Dreyfus New Jersey Municipal Money Market Fund, Inc.
54) Dreyfus New Leaders Fund, Inc.
55) Dreyfus New York Insured Tax Exempt Bond Fund
56) Dreyfus New York Municipal Cash Management
57) Dreyfus New York Tax Exempt Bond Fund, Inc.
58) Dreyfus New York Tax Exempt Intermediate Bond Fund
59) Dreyfus New York Tax Exempt Money Market Fund
60) Dreyfus Ohio Municipal Money Market Fund, Inc.
61) Dreyfus 100% U.S. Treasury Intermediate Term Fund
62) Dreyfus 100% U.S. Treasury Long Term Fund
63) Dreyfus 100% U.S. Treasury Money Market Fund
64) Dreyfus 100% U.S. Treasury Short Term Fund
65) Dreyfus Pennsylvania Intermediate Municipal Bond Fund
66) Dreyfus Pennsylvania Municipal Money Market Fund
67) Dreyfus Short-Intermediate Government Fund
68) Dreyfus Short-Intermediate Municipal Bond Fund
69) Dreyfus Short-Term Income Fund, Inc.
70) The Dreyfus Socially Responsible Growth Fund, Inc.
71) Dreyfus Strategic Growth, L.P.
72) Dreyfus Strategic Income
73) Dreyfus Strategic Investing
74) Dreyfus Tax Exempt Cash Management
75) Dreyfus Treasury Cash Management
76) Dreyfus Treasury Prime Cash Management
77) Dreyfus Variable Investment Fund
78) Dreyfus-Wilshire Target Funds, Inc.
79) Dreyfus Worldwide Dollar Money Market Fund, Inc.
80) General California Municipal Bond Fund, Inc.
81) General California Municipal Money Market Fund
82) General Government Securities Money Market Fund, Inc.
83) General Money Market Fund, Inc.
84) General Municipal Bond Fund, Inc.
85) General Municipal Money Market Fund, Inc.
86) General New York Municipal Bond Fund, Inc.
87) General New York Municipal Money Market Fund
88) Pacifica Funds Trust -
Pacific American Money Market Portfolio
Pacific American U.S. Treasury Portfolio
89) Peoples Index Fund, Inc.
90) Peoples S&P MidCap Index Fund, Inc.
91) Premier Insured Municipal Bond Fund
92) Premier California Municipal Bond Fund
93) Premier GNMA Fund
94) Premier Growth Fund, Inc.
95) Premier Municipal Bond Fund
96) Premier New York Municipal Bond Fund
97) Premier State Municipal Bond Fund
(b)
Positions and
Name and principal Positions and offices with offices with
business address the Distributor Registrant
__________________ ___________________________ _____________
Marie E. Connolly+ Director, President, Chief President and
Operating Officer and Compliance Treasurer
Officer
Joseph F. Tower, III+ Senior Vice President, Treasurer Assistant
and Chief Financial Officer Treasurer
John E. Pelletier+ Senior Vice President, General Vice President
Counsel, Secretary and Clerk and Secretary
Frederick C. Dey++ Senior Vice President Vice President
and Assistant
Treasurer
Eric B. Fischman++ Vice President and Associate Vice President
General Counsel and Assistant
Secretary
Lynn H. Johnson+ Vice President None
Ruth D. Leibert++ Assistant Vice President Assistant
Secretary
Paul D. Furcinito++ Assistant Vice President Assistant
Secretary
Paul Prescott+ Assistant Vice President None
Leslie M. Gaynor+ Assistant Treasurer None
Mary Nelson+ Assistant Treasurer None
John J. Pyburn++ Assistant Treasurer Assistant
Treasurer
Jean M. O'Leary+ Assistant Secretary and None
Assistant Clerk
John W. Gomez+ Director None
William J. Nutt+ Director None
________________________________
+ Principal business address is One Exchange Place, Boston, Massachusetts
02109.
++ Principal business address is 200 Park Avenue, New York, New York 10166.
Item 30. Location of Accounts and Records
________________________________
1. The Shareholder Services Group, Inc.,
a subsidiary of First Data Corporation
P.O. Box 9671
Providence, Rhode Island 02940-9671
2. The Bank of New York
90 Washington Street
New York, New York 10286
3. The Dreyfus Corporation
200 Park Avenue
New York, New York 10166
Item 31. Management Services
_______ ___________________
Not Applicable
Item 32. Undertakings
________ ____________
(1) To call a meeting of shareholders for the purpose of voting upon
the question of removal of a director or directors when
requested in writing to do so by the holders of at least 10% of
the Registrant's outstanding shares of common stock and in
connection with such meeting to comply with the provisions of
Section 16(c) of the Investment Company Act of 1940 relating to
shareholder communications.
(2) To furnish each person to whom a prospectus is delivered with a
copy of the Fund's latest Annual Report to Shareholders, upon
request and without charge.
SIGNATURES
---------------
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant 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 9th day of June, 1995.
DREYFUS BASIC MONEY MARKET FUND, INC.
BY: /s/Marie E. Connolly*
___________________________________________
MARIE E. CONNOLLY, PRESIDENT
Pursuant to the requirements of the Securities Act of 1933, this
Amendment to the Registration Statement has been signed below by the following
persons in the capacities and on the dates indicated.
Signatures Title Date
__________________________ _______________________________ _________
/s/Marie E. Connolly* President and Treasurer 06/09/95
______________________________ (Principal Executive Officer,
Marie E. Connolly Financial and Accounting Officer)
/s/David W. Burke* Director 06/09/95
______________________________
David W. Burke
/s/Joseph S. DiMartino* Director 06/09/95
______________________________
Joseph S. DiMartino
/s/Diane Dunst* Director 06/09/95
______________________________
Diane Dunst
/s/Rosalind Gersten Jacobs* Director 06/09/95
______________________________
Rosalind Gersten Jacobs
/s/Jay I. Meltzer* Director 06/09/95
______________________________
Jay I. Meltzer
/s/Daniel Rose* Director 06/09/95
______________________________
Daniel Rose
/s/Warren B. Rudman* Director 06/09/95
______________________________
Warren B. Rudman
/s/Sander Vanocur* Director 06/09/95
______________________________
Sander Vanocur
*BY: ______________________
Eric B. Fischman,
Attorney-in-Fact
Dreyfus BASIC Money Market Fund, Inc.
EXHIBIT INDEX
Exhibit No.
24(b)(5) Management Agreement
24(b)(6)(a) Distribution Agreement
24(b)(9) Shareholder Services Plan
24(b)(11) Consent of Ernst & Young LLP
Other Powers of Attorney
Certificate of Secretary
MANAGEMENT AGREEMENT
DREYFUS BASIC MONEY MARKET FUND, INC.
August 24, 1994
The Dreyfus Corporation
200 Park Avenue
New York, New York 10166
Dear Sirs:
The above-named investment company (the "Fund")
herewith confirms its agreement with you as follows:
The Fund desires to employ its capital by investing
and reinvesting the same in investments of the type and in
accordance with the limitations specified in its charter
documents and in its Prospectus and Statement of Additional
Information as from time to time in effect, copies of which have
been or will be submitted to you, and in such manner and to such
extent as from time to time may be approved by the Fund's Board.
The Fund desires to employ you to act as its investment adviser.
In this connection it is understood that from time to
time you will employ or associate with yourself such person or
persons as you may believe to be particularly fitted to assist
you in the performance of this Agreement. Such person or
persons may be officers or employees who are employed by both
you and the Fund. The compensation of such person or persons
shall be paid by you and no obligation may be incurred on the
Fund's behalf in any such respect.
Subject to the supervision and approval of the Fund's
Board, you will provide investment management of the Fund's
portfolio in accordance with the Fund's investment objectives
and policies as stated in its Prospectus and Statement of
Additional Information as from time to time in effect. In
connection therewith, you will obtain and provide investment
research and will supervise the Fund's investments and conduct a
continuous program of investment, evaluation and, if
appropriate, sale and reinvestment of the Fund's assets. You
will furnish to the Fund such statistical information, with
respect to the investments which the Fund may hold or
contemplate purchasing, as the Fund may reasonably request. The
Fund wishes to be informed of important developments materially
affecting its portfolio and shall expect you, on your own
initiative, to furnish to the Fund from time to time such
information as you may believe appropriate for this purpose.
In addition, you will supply office facilities (which
may be in your own offices), data processing services, clerical,
accounting and bookkeeping services, internal auditing and legal
services, internal executive and administrative services, and
stationery and office supplies; prepare reports to the Fund's
stockholders, tax returns, reports to and filings with the
Securities and Exchange Commission and state Blue Sky
authorities; calculate the net asset value of the Fund's shares;
and generally assist in all aspects of the Fund's operations.
You shall have the right, at your expense, to engage other
entities to assist you in performing some or all of the
obligations set forth in this paragraph, provided each such
entity enters into an agreement with you in form and substance
reasonably satisfactory to the Fund. You agree to be liable for
the acts or omissions of each such entity to the same extent as
if you had acted or failed to act under the circumstances.
You shall exercise your best judgment in rendering the
services to be provided to the Fund hereunder and the Fund
agrees as an inducement to your undertaking the same that you
shall not be liable hereunder for any error of judgment or
mistake of law or for any loss suffered by the Fund, provided
that nothing herein shall be deemed to protect or purport to
protect you against any liability to the Fund or to its security
holders to which you would otherwise be subject by reason of
willful misfeasance, bad faith or gross negligence in the
performance of your duties hereunder, or by reason of your
reckless disregard of your obligations and duties hereunder.
In consideration of services rendered pursuant to this
Agreement, the Fund will pay you on the first business day of
each month a fee at the annual rate of .50 of 1% of the value of
the Fund's average daily net assets. Net asset value shall be
computed on such days and at such time or times as described in
the Fund's then-current Prospectus and Statement of Additional
Information. Upon any termination of this Agreement before the
end of any month, the fee for such part of a month shall be pro-
rated according to the proportion which such period bears to the
full monthly period and shall be payable upon the date of
termination of this Agreement.
For the purpose of determining fees payable to you,
the value of the Fund's net assets shall be computed in the
manner specified in the Fund's charter documents for the
computation of the value of the Fund's net assets.
You will bear all expenses in connection with the
performance of your services under this Agreement. All other
expenses to be incurred in the operation of the Fund will be
borne by the Fund, except to the extent specifically assumed by
you. The expenses to be borne by the Fund include, without
limitation, the following: organizational costs, taxes,
interest, loan commitment fees, interest and distributions paid
on securities sold short, brokerage fees and commissions, if
any, fees of Board members who are not your officers, directors
or employees or holders of 5% or more of your outstanding voting
securities, Securities and Exchange Commission fees and state
Blue Sky qualification fees, advisory fees, charges of
custodians, transfer and dividend disbursing agents' fees,
certain insurance premiums, industry association fees, outside
auditing and legal expenses, costs of independent pricing
services, costs of maintaining the Fund's existence, costs
attributable to investor services (including, without
limitation, telephone and personnel expenses), costs of
preparing and printing prospectuses and statements of additional
information for regulatory purposes and for distribution to
existing stockholders, costs of stockholders' reports and
meetings, and any extraordinary expenses.
If in any fiscal year the aggregate expenses of the
Fund (including fees pursuant to this Agreement, but excluding
interest, taxes, brokerage and, with the prior written consent
of the necessary state securities commissions, extraordinary
expenses) exceed the expense limitation of any state having
jurisdiction over the Fund, the Fund may deduct from the fees to
be paid hereunder, or you will bear, such excess expense to the
extent required by state law. Your obligation pursuant hereto
will be limited to the amount of your fees hereunder. Such
deduction or payment, if any, will be estimated daily, and
reconciled and effected or paid, as the case may be, on a
monthly basis.
The Fund understands that you now act, and that from
time to time hereafter you may act, as investment adviser to one
or more other investment companies and fiduciary or other
managed accounts, and the Fund has no objection to your so
acting, provided that when the purchase or sale of securities of
the same issuer is suitable for the investment objectives of two
or more companies or accounts managed by you which have
available funds for investment, the available securities will be
allocated in a manner believed by you to be equitable to each
company or account. It is recognized that in some cases this
procedure may adversely affect the price paid or received by the
Fund or the size of the position obtainable for or disposed of
by the Fund.
In addition, it is understood that the persons
employed by you to assist in the performance of your duties
hereunder will not devote their full time to such service and
nothing contained herein shall be deemed to limit or restrict
your right or the right of any of your affiliates to engage in
and devote time and attention to other businesses or to render
services of whatever kind or nature.
You shall not be liable for any error of judgment or
mistake of law or for any loss suffered by the Fund in
connection with the matters to which this Agreement relates,
except for a loss resulting from willful misfeasance, bad faith
or gross negligence on your part in the performance of your
duties or from reckless disregard by you of your obligations and
duties under this Agreement. Any person, even though also your
officer, director, partner, employee or agent, who may be or
become an officer, Board member, employee or agent of the Fund,
shall be deemed, when rendering services to the Fund or acting
on any business of the Fund, to be rendering such services to or
acting solely for the Fund and not as your officer, director,
partner, employee or agent or one under your control or
direction even though paid by you.
This Agreement shall continue until April 20, 1995,
and thereafter shall continue automatically for successive
annual periods ending on April 20th of each year, 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 Fund's outstanding
voting securities, provided that in either event its continuance
also is approved by a majority of the Fund's 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 Agree-
ment is terminable without penalty, on 60 days' notice, by the
Fund's Board or by vote of holders of a majority of the Fund's
shares or, upon not less than 90 days' notice, by you. This
Agreement also will terminate automatically in the event of its
assignment (as defined in said Act).
The Fund recognizes that from time to time your
directors, officers and employees may serve as directors,
trustees, partners, officers and employees of other
corporations, business trusts, 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
investment advisory or other agreements with such other
entities. If you cease to act as the Fund's investment adviser,
the Fund agrees that, at your request, 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.
If the foregoing is in accordance with your
understanding, will you kindly so indicate by signing and
returning to us the enclosed copy hereof.
Very truly yours,
DREYFUS BASIC MONEY MARKET
FUND, INC.
By:___________________________
Accepted:
THE DREYFUS CORPORATION
By:_______________________________
DISTRIBUTION AGREEMENT
DREYFUS BASIC MONEY MARKET FUND, INC.
144 Glenn Curtiss Boulevard
Uniondale, New York 11556-0144
August 24, 1994
Premier Mutual Fund Services, Inc.
One Exchange Place
Tenth Floor
Boston, Massachusetts 02109
Dear Sirs:
This is to confirm that, in consideration of the agree-
ments hereinafter contained, the above-named investment company
(the "Fund") has agreed that you shall be, for the period of
this agreement, the distributor of (a) shares of each Series of
the Fund set forth on Exhibit A hereto, as such Exhibit may be
revised from time to time (each, a "Series") or (b) if no Series
are set forth on such Exhibit, shares of the Fund. For purposes
of this agreement the term "Shares" shall mean the authorized
shares of the relevant Series, if any, and otherwise shall mean
the Fund's authorized shares.
1. Services as Distributor
1.1 You will act as agent for the distribution of
Shares covered by, and in accordance with, the registration
statement and prospectus then in effect under the Securities Act
of 1933, as amended, and will transmit promptly any orders
received by you for purchase or redemption of Shares to the
Transfer and Dividend Disbursing Agent for the Fund of which the
Fund has notified you in writing.
1.2 You agree to use your best efforts to solicit
orders for the sale of Shares. It is contemplated that you will
enter into sales or servicing agreements with securities
dealers, financial institutions and other industry
professionals, such as investment advisers, accountants and
estate planning firms, and in so doing you will act only on your
own behalf as principal.
1.3 You shall act as distributor of Shares in
compliance with all applicable laws, rules and regulations,
including, without limitation, all rules and regulations made or
adopted pursuant to the Investment Company Act of 1940, as
amended, by the Securities and Exchange Commission or any
securities association registered under the Securities Exchange
Act of 1934, as amended.
1.4 Whenever in their judgment such action is
warranted by market, economic or political conditions, or by
abnormal circumstances of any kind, the Fund's officers may
decline to accept any orders for, or make any sales of, any
Shares until such time as they deem it advisable to accept such
orders and to make such sales and the Fund shall advise you
promptly of such determination.
1.5 The Fund agrees to pay all costs and expenses in
connection with the registration of Shares under the Securities
Act of 1933, as amended, and all expenses in connection with
maintaining facilities for the issue and transfer of Shares and
for supplying information, prices and other data to be furnished
by the Fund hereunder, and all expenses in connection with the
preparation and printing of the Fund's prospectuses and
statements of additional information for regulatory purposes and
for distribution to shareholders; provided however, that nothing
contained herein shall be deemed to require the Fund to pay any
of the costs of advertising the sale of Shares.
1.6 The Fund agrees to execute any and all documents
and to furnish any and all information and otherwise to take all
actions which may be reasonably necessary in the discretion of
the Fund's officers in connection with the qualification of
Shares for sale in such states as you may designate to the Fund
and the Fund may approve, and the Fund agrees to pay all
expenses which may be incurred in connection with such
qualification. You shall pay all expenses connected with your
own qualification as a dealer under state or Federal laws and,
except as otherwise specifically provided in this agreement, all
other expenses incurred by you in connection with the sale of
Shares as contemplated in this agreement.
1.7 The Fund shall furnish you from time to time, for
use in connection with the sale of Shares, such information with
respect to the Fund or any relevant Series and the Shares as you
may reasonably request, all of which shall be signed by one or
more of the Fund's duly authorized officers; and the Fund
warrants that the statements contained in any such information,
when so signed by the Fund's officers, shall be true and
correct. The Fund also shall furnish you upon request with:
(a) semi-annual reports and annual audited reports of the Fund's
books and accounts made by independent public accountants
regularly retained by the Fund, (b) quarterly earnings
statements prepared by the Fund, (c) a monthly itemized list of
the securities in the Fund's or, if applicable, each Series'
portfolio, (d) monthly balance sheets as soon as practicable
after the end of each month, and (e) from time to time such
additional information regarding the Fund's financial condition
as you may reasonably request.
1.8 The Fund represents to you that all registration
statements and prospectuses filed by the Fund with the Securi-
ties and Exchange Commission under the Securities Act of 1933,
as amended, and under the Investment Company Act of 1940, as
amended, with respect to the Shares have been carefully prepared
in conformity with the requirements of said Acts and rules and
regulations of the Securities and Exchange Commission there-
under. As used in this agreement the terms "registration state-
ment" and "prospectus" shall mean any registration statement and
prospectus, including the statement of additional information
incorporated by reference therein, filed with the Securities and
Exchange Commission and any amendments and supplements thereto
which at any time shall have been filed with said Commission.
The Fund represents and warrants to you that any registration
statement and prospectus, when such registration statement
becomes effective, will contain all statements required to be
stated therein in conformity with said Acts and the rules and
regulations of said Commission; that all statements of fact
contained in any such registration statement and prospectus will
be true and correct when such registration statement becomes
effective; and that neither any registration statement nor any
prospectus when such registration statement becomes effective
will include an untrue statement of a material fact or omit to
state a material fact required to be stated therein or necessary
to make the statements therein not misleading. The Fund may but
shall not be obligated to propose from time to time such amend-
ment or amendments to any registration statement and such
supplement or supplements to any prospectus as, in the light of
future developments, may, in the opinion of the Fund's counsel,
be necessary or advisable. If the Fund shall not propose such
amendment or amendments and/or supplement or supplements within
fifteen days after receipt by the Fund of a written request from
you to do so, you may, at your option, terminate this agreement
or decline to make offers of the Fund's securities until such
amendments are made. The Fund shall not file any amendment to
any registration statement or supplement to any prospectus
without giving you reasonable notice thereof in advance;
provided, however, that nothing contained in this agreement
shall in any way limit the Fund's right to file at any time such
amendments to any registration statement and/or supplements to
any prospectus, of whatever character, as the Fund may deem
advisable, such right being in all respects absolute and
unconditional.
1.9 The Fund authorizes you to use any prospectus in
the form furnished to you from time to time, in connection with
the sale of Shares. The Fund agrees to indemnify, defend and
hold you, your several officers and directors, and any person
who controls you within the meaning of Section 15 of the Securi-
ties Act of 1933, as amended, free and harmless from and against
any and all claims, demands, liabilities and expenses (including
the cost of investigating or defending such claims, demands or
liabilities and any counsel fees incurred in connection there-
with) which you, your officers and directors, or any such con-
trolling person, may incur under the Securities Act of 1933, as
amended, or under common law or otherwise, arising out of or
based upon any untrue statement, or alleged untrue statement, of
a material fact contained in any registration statement or any
prospectus or arising out of or based upon any omission, or
alleged omission, to state a material fact required to be stated
in either any registration statement or any prospectus or
necessary to make the statements in either thereof not
misleading; provided, however, that the Fund's agreement to
indemnify you, your officers or directors, and any such control-
ling person shall not be deemed to cover any claims, demands,
liabilities or expenses arising out of any untrue statement or
alleged untrue statement or omission or alleged omission made in
any registration statement or prospectus in reliance upon and in
conformity with written information furnished to the Fund by you
specifically for use in the preparation thereof. The Fund's
agreement to indemnify you, your officers and directors, and any
such controlling person, as aforesaid, is expressly conditioned
upon the Fund's being notified of any action brought against
you, your officers or directors, or any such controlling person,
such notification to be given by letter or by telegram addressed
to the Fund at its address set forth above within ten days after
the summons or other first legal process shall have been served.
The failure so to notify the Fund of any such action shall not
relieve the Fund from any liability which the Fund may have to
the person against whom such action is brought by reason of any
such untrue, or alleged untrue, statement or omission, or
alleged omission, otherwise than on account of the Fund's
indemnity agreement contained in this paragraph 1.9. The Fund
will be entitled to assume the defense of any suit brought to
enforce any such claim, demand or liability, but, in such case,
such defense shall be conducted by counsel of good standing
chosen by the Fund and approved by you. In the event the Fund
elects to assume the defense of any such suit and retain counsel
of good standing approved by you, the defendant or defendants in
such suit shall bear the fees and expenses of any additional
counsel retained by any of them; but in case the Fund does not
elect to assume the defense of any such suit, or in case you do
not approve of counsel chosen by the Fund, the Fund will
reimburse you, your officers and directors, or the controlling
person or persons named as defendant or defendants in such suit,
for the fees and expenses of any counsel retained by you or
them. The Fund's indemnification agreement contained in this
paragraph 1.9 and the Fund's representations and warranties in
this agreement shall remain operative and in full force and
effect regardless of any investigation made by or on behalf of
you, your officers and directors, or any controlling person, and
shall survive the delivery of any Shares. This agreement of
indemnity will inure exclusively to your benefit, to the benefit
of your several officers and directors, and their respective
estates, and to the benefit of any controlling persons and their
successors. The Fund agrees promptly to notify you of the
commencement of any litigation or proceedings against the Fund
or any of its officers or Board members in connection with the
issue and sale of Shares.
1.10 You agree to indemnify, defend and hold the Fund,
its several officers and Board members, and any person who con-
trols the Fund within the meaning of Section 15 of the Securi-
ties Act of 1933, as amended, free and harmless from and against
any and all claims, demands, liabilities and expenses (including
the cost of investigating or defending such claims, demands or
liabilities and any counsel fees incurred in connection there-
with) which the Fund, its officers or Board members, or any such
controlling person, may incur under the Securities Act of 1933,
as amended, or under common law or otherwise, but only to the
extent that such liability or expense incurred by the Fund, its
officers or Board members, or such controlling person resulting
from such claims or demands, shall arise out of or be based upon
any untrue, or alleged untrue, statement of a material fact
contained in information furnished in writing by you to the Fund
specifically for use in the Fund's registration statement and
used in the answers to any of the items of the registration
statement or in the corresponding statements made in the pro-
spectus, or shall arise out of or be based upon any omission, or
alleged omission, to state a material fact in connection with
such information furnished in writing by you to the Fund and
required to be stated in such answers or necessary to make such
information not misleading. Your agreement to indemnify the
Fund, its officers and Board members, and any such controlling
person, as aforesaid, is expressly conditioned upon your being
notified of any action brought against the Fund, its officers or
Board members, or any such controlling person, such notification
to be given by letter or telegram addressed to you at your
address set forth above within ten days after the summons or
other first legal process shall have been served. You shall
have the right to control the defense of such action, with
counsel of your own choosing, satisfactory to the Fund, if such
action is based solely upon such alleged misstatement or
omission on your part, and in any other event the Fund, its
officers or Board members, or such controlling person shall each
have the right to participate in the defense or preparation of
the defense of any such action. The failure so to notify you of
any such action shall not relieve you from any liability which
you may have to the Fund, its officers or Board members, or to
such controlling person by reason of any such untrue, or alleged
untrue, statement or omission, or alleged omission, otherwise
than on account of your indemnity agreement contained in this
paragraph 1.10. This agreement of indemnity will inure
exclusively to the Fund's benefit, to the benefit of the Fund's
officers and Board members, and their respective estates, and to
the benefit of any controlling persons and their successors.
You agree promptly to notify the Fund of the commencement of any
litigation or proceedings against you or any of your officers or
directors in connection with the issue and sale of Shares.
1.11 No Shares shall be offered by either you or the
Fund under any of the provisions of this agreement and no orders
for the purchase or sale of such Shares hereunder shall be
accepted by the Fund if and so long as the effectiveness of the
registration statement then in effect or any necessary amend-
ments thereto shall be suspended under any of the provisions of
the Securities Act of 1933, as amended, or if and so long as a
current prospectus as required by Section 10 of said Act, as
amended, is not on file with the Securities and Exchange
Commission; provided, however, that nothing contained in this
paragraph 1.11 shall in any way restrict or have an application
to or bearing upon the Fund's obligation to repurchase any
Shares from any shareholder in accordance with the provisions of
the Fund's prospectus or charter documents.
1.12 The Fund agrees to advise you immediately in
writing:
(a) of any request by the Securities and Exchange
Commission for amendments to the registration statement
or prospectus then in effect or for additional
information;
(b) in the event of the issuance by the Securities
and Exchange Commission of any stop order suspending
the effectiveness of the registration statement or pro-
spectus then in effect or the initiation of any
proceeding for that purpose;
(c) of the happening of any event which makes
untrue any statement of a material fact made in the
registration statement or prospectus then in effect or
which requires the making of a change in such registra-
tion statement or prospectus in order to make the
statements therein not misleading; and
(d) of all actions of the Securities and
Exchange Commission with respect to any amendments to
any registration statement or prospectus which may from
time to time be filed with the Securities and Exchange
Commission.
2. Offering Price
Shares of any class of the Fund offered for sale by you
shall be offered for sale at a price per share (the "offering
price") approximately equal to (a) their net asset value
(determined in the manner set forth in the Fund's charter
documents) plus (b) a sales charge, if any and except to those
persons set forth in the then-current prospectus, which shall be
the percentage of the offering price of such Shares as set forth
in the Fund's then-current prospectus. The offering price, if
not an exact multiple of one cent, shall be adjusted to the
nearest cent. In addition, Shares of any class of the Fund
offered for sale by you may be subject to a contingent deferred
sales charge as set forth in the Fund's then-current prospectus.
You shall be entitled to receive any sales charge or contingent
deferred sales charge in respect of the Shares. Any payments to
dealers shall be governed by a separate agreement between you
and such dealer and the Fund's then-current prospectus.
3. Term
This agreement shall continue until the date (the
"Reapproval Date") set forth on Exhibit A hereto (and, if the
Fund has Series, a separate Reapproval Date shall be specified
on Exhibit A for each Series), and thereafter shall continue
automatically for successive annual periods ending on the day
(the "Reapproval Day") of each year set forth on Exhibit A
hereto, provided such continuance is specifically approved at
least annually by (i) the Fund's Board or (ii) vote of a
majority (as defined in the Investment Company Act of 1940) of
the Shares of the Fund or the relevant Series, as the case may
be, provided that in either event its continuance also is
approved by a majority of the Board members who are not
"interested persons" (as defined in said Act) of any party to
this agreement, by vote cast in person at a meeting called for
the purpose of voting on such approval. This agreement is
terminable without penalty, on 60 days' notice, by vote of
holders of a majority of the Fund's or, as to any relevant
Series, such Series' outstanding voting securities or by the
Fund's Board as to the Fund or the relevant Series, as the case
may be. This agreement is terminable by you, upon 270 days'
notice, effective on or after the fifth anniversary of the date
hereof. This agreement also will terminate automatically, as to
the Fund or relevant Series, as the case may be, in the event of
its assignment (as defined in said Act).
4. Exclusivity
So long as you act as the distributor of Shares, you
shall not perform any services for any entity other than
investment companies advised or administered by The Dreyfus
Corporation. The Fund acknowledges that the persons employed by
you to assist in the performance of your duties under this
agreement may not devote their full time to such service and
nothing contained in this agreement shall be deemed to limit or
restrict your or any of your affiliates right to engage in and
devote time and attention to other businesses or to render
services of whatever kind or nature.
Please confirm that the foregoing is in accordance with
your understanding and indicate your acceptance hereof by
signing below, whereupon it shall become a binding agreement
between us.
Very truly yours,
DREYFUS BASIC MONEY MARKET
FUND, INC.
By:
Accepted:
PREMIER MUTUAL FUND SERVICES, INC.
By:________________________
EXHIBIT A
Reapproval Date Reapproval Day
April 20, 1996 April 20th
DREYFUS BASIC MONEY MARKET FUND, INC.
SHAREHOLDER SERVICES PLAN
Introduction: It has been proposed that the above-captioned
investment company (the "Fund") adopt a Shareholder Services Plan (the
"Plan") under which the Fund would reimburse the Fund's distributor,
Dreyfus Service Corporation (the "Distributor"), for certain allocated
expenses of providing personal service and/or maintaining shareholder
accounts. The Plan is not to be adopted pursuant to Rule 12b-1 under the
Investment Company Act of 1940, as amended (the "Act"), and the fee under
the Plan is intended to be a "service fee" as defined in Article III,
Section 26 (a "Service Fee"), of the NASD Rules of Fair Practice (the
"NASD Rules").
The Fund's Board, in considering whether the Fund should
implement a written plan, has requested and evaluated such information as
it deemed necessary to an informed determination as to whether a written
plan should be implemented and has considered such pertinent factors as it
deemed necessary to form the basis for a decision to use Fund assets for
such purposes.
In voting to approve the implementation of such a plan, the
Board has concluded, in the exercise of its reasonable business judgment
and in light of applicable fiduciary duties, that there is a reasonable
likelihood that the plan set forth below will benefit the Fund and its
shareholders.
The Plan: The material aspects of this Plan are as follows:
1. The Fund shall reimburse the Distributor an amount not to
exceed an annual rate of .25 of 1% of the value of the Fund's average
daily net assets attributable to each class of the Fund's shares, for its
allocated expenses of providing personal service to shareholders of the
respective class and/or maintaining shareholder accounts; provided that,
at no time, shall the amount paid to the Distributor under this Plan,
together with amounts otherwise paid by the Fund as a Service Fee under
the NASD Rules, exceed the maximum amount then payable under the NASD
Rules as a Service Fee. The amount of such reimbursement shall be based
on an expense allocation methodology prepared by the Distributor annually
and approved by the Fund's Board or on any other basis from time to time
deemed reasonable by the Fund's Board.
2. For the purposes of determining the fees payable under this
Plan, the value of the net assets attributable to each class of Fund
shares shall be computed in the manner specified in the Fund's Articles of
Incorporation for the computation of the value of the Fund's net assets
attributable to such a class.
3. The Board shall be provided, at least quarterly, with a
written report of all amounts expended pursuant to this Plan. The report
shall state the purpose for which the amounts were expended.
4. This Plan will become effective immediately upon approval
by a majority of the Board members, including a majority of the Board
members who are not "interested persons" (as defined in the Act) of the
Fund and have no direct or indirect financial interest in the operation of
this Plan or in any agreements entered into in connection with this Plan,
pursuant to a vote cast in person at a meeting called for the purpose of
voting on the approval of this Plan.
5. This Plan shall continue until June 18, 1996, unless
earlier terminated in accordance with its terms, and thereafter shall
continue automatically for successive annual periods, provided such
continuance is approved at least annually in the manner provided in
paragraph 4 hereof.
6. This Plan may be amended at any time by the Board, provided
that any material amendments of the terms of this Plan shall become
effective only upon approval as provided in paragraph 4 hereof.
7. This Plan is terminable without penalty at any time by vote
of a majority of the Board members who are not "interested persons" (as
defined in the Act) of the Fund and have no direct or indirect financial
interest in the operation of this Plan or in any agreements entered into
in connection with this Plan.
Dated: February 8, 1995
CONSENT OF INDEPENDENT AUDITORS
We consent to the reference to our firm under the captions "Condensed
Financial Information" and "Custodian, Transfer and Dividend Disbursing
Agent, Counsel and Independent Auditors" and to the use of our report
dated April 3, 1995, in this Registration Statement (Form N-1A 33-46490)
of Dreyfus BASIC Money Market Fund, Inc.
ERNST & YOUNG LLP
New York, New York
June 19, 1995
Other Exhibit
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Frederick C. Dey, Eric
B. Fischman, Ruth D. Leibert and John E. Pelletier and each of them, with
full power to act without the other, his or her true and lawful attorney-
in-fact and agent, with full power of substitution and resubstitution, for
him or her and in his or her name, place and stead, in any and all
capacities (until revoked in writing) to sign any and all amendments to the
Registration Statement of Dreyfus BASIC Money Market Fund, Inc. (including
post-effective amendments and amendments thereto), and to file the same,
with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said attorneys-
in-fact and agents, and each of them, full power and authority to do and
perform each and every act and thing ratifying and confirming all that said
attorneys-in-fact and agents or any of them, or their or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
/s/Marie E. Connolly
Marie E. Connolly, President and Treasurer
Dated: August 29, 1994
Other Exhibit
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Frederick C. Dey, Eric
B. Fischman, Ruth D. Leibert and John E. Pelletier and each of them, with
full power to act without the other, his or her true and lawful attorney-
in-fact and agent, with full power of substitution and resubstitution, for
him or her and in his or her name, place and stead, in any and all
capacities (until revoked in writing) to sign any and all amendments to the
Registration Statement of Dreyfus BASIC Money Market Fund, Inc. (including
post-effective amendments and amendments thereto), and to file the same,
with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said attorneys-
in-fact and agents, and each of them, full power and authority to do and
perform each and every act and thing ratifying and confirming all that said
attorneys-in-fact and agents or any of them, or their or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
/s/Joseph S. DiMartino
Joseph S. DiMartino, Trustee
Dated: February 9, 1995
Other Exhibit
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Frederick C. Dey, Eric
B. Fischman, Ruth D. Leibert and John E. Pelletier and each of them, with
full power to act without the other, his or her true and lawful attorney-
in-fact and agent, with full power of substitution and resubstitution, for
him or her and in his or her name, place and stead, in any and all
capacities (until revoked in writing) to sign any and all amendments to the
Registration Statement of Dreyfus BASIC Money Market Fund, Inc. (including
post-effective amendments and amendments thereto), and to file the same,
with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said attorneys-
in-fact and agents, and each of them, full power and authority to do and
perform each and every act and thing ratifying and confirming all that said
attorneys-in-fact and agents or any of them, or their or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
/s/David W. Burke
David W. Burke, Trustee
Dated: August 29, 1994
Other Exhibit
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Frederick C. Dey, Eric
B. Fischman, Ruth D. Leibert and John E. Pelletier and each of them, with
full power to act without the other, his or her true and lawful attorney-
in-fact and agent, with full power of substitution and resubstitution, for
him or her and in his or her name, place and stead, in any and all
capacities (until revoked in writing) to sign any and all amendments to the
Registration Statement of Dreyfus BASIC Money Market Fund, Inc. (including
post-effective amendments and amendments thereto), and to file the same,
with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said attorneys-
in-fact and agents, and each of them, full power and authority to do and
perform each and every act and thing ratifying and confirming all that said
attorneys-in-fact and agents or any of them, or their or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
/s/Diane Dunst
Diane Dunst, Trustee
Dated: August 29, 1994
Other Exhibit
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Frederick C. Dey, Eric
B. Fischman, Ruth D. Leibert and John E. Pelletier and each of them, with
full power to act without the other, his or her true and lawful attorney-
in-fact and agent, with full power of substitution and resubstitution, for
him or her and in his or her name, place and stead, in any and all
capacities (until revoked in writing) to sign any and all amendments to the
Registration Statement of Dreyfus BASIC Money Market Fund, Inc. (including
post-effective amendments and amendments thereto), and to file the same,
with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said attorneys-
in-fact and agents, and each of them, full power and authority to do and
perform each and every act and thing ratifying and confirming all that said
attorneys-in-fact and agents or any of them, or their or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
/s/Rosalind Gersten Jacobs
Rosalind Gersten Jacobs, Trustee
Dated: August 29, 1994
Other Exhibit
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Frederick C. Dey, Eric
B. Fischman, Ruth D. Leibert and John E. Pelletier and each of them, with
full power to act without the other, his or her true and lawful attorney-
in-fact and agent, with full power of substitution and resubstitution, for
him or her and in his or her name, place and stead, in any and all
capacities (until revoked in writing) to sign any and all amendments to the
Registration Statement of Dreyfus BASIC Money Market Fund, Inc. (including
post-effective amendments and amendments thereto), and to file the same,
with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said attorneys-
in-fact and agents, and each of them, full power and authority to do and
perform each and every act and thing ratifying and confirming all that said
attorneys-in-fact and agents or any of them, or their or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
/s/Jay I. Meltzer
Jay I. Meltzer, Trustee
Dated: August 29, 1994
Other Exhibit
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Frederick C. Dey, Eric
B. Fischman, Ruth D. Leibert and John E. Pelletier and each of them, with
full power to act without the other, his or her true and lawful attorney-
in-fact and agent, with full power of substitution and resubstitution, for
him or her and in his or her name, place and stead, in any and all
capacities (until revoked in writing) to sign any and all amendments to the
Registration Statement of Dreyfus BASIC Money Market Fund, Inc. (including
post-effective amendments and amendments thereto), and to file the same,
with all exhibits thereto, and other documents in connection therewith,
with the Securities and Exchange Commission, granting unto said attorneys-
in-fact and agents, and each of them, full power and authority to do and
perform each and every act and thing ratifying and confirming all that said
attorneys-in-fact and agents or any of them, or their or his or her
substitute or substitutes, may lawfully do or cause to be done by virtue
hereof.
/s/Daniel Rose
Daniel Rose, Trustee
Dated: August 29, 1994
Other Exhibit
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Frederick C. Dey, Eric
B. Fischman, Ruth D. Leibert and John E. Pelletier and each of them, with
full power to act without the other, his or her true and lawful attorney-in-
fact and agent, with full power of substitution and resubstitution, for him
or her and in his or her name, place and stead, in any and all capacities
(until revoked in writing) to sign any and all amendments to the Registration
Statement of Dreyfus BASIC Money Market Fund, Inc. (including post-effective
amendments and amendments thereto), and to file the same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorneys-in-fact and agents, and
each of them, full power and authority to do and perform each and every act
and thing ratifying and confirming all that said attorneys-in-fact and agents
or any of them, or their or his or her substitute or substitutes, may
lawfully do or cause to be done by virtue hereof.
/s/Warren B. Rudman
Warren B. Rudman, Trustee
Dated: August 29, 1994
Other Exhibit
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Frederick C. Dey, Eric
B. Fischman, Ruth D. Leibert and John E. Pelletier and each of them, with
full power to act without the other, his or her true and lawful attorney-in-
fact and agent, with full power of substitution and resubstitution, for him
or her and in his or her name, place and stead, in any and all capacities
(until revoked in writing) to sign any and all amendments to the Registration
Statement of Dreyfus BASIC Money Market Fund, Inc. (including post-effective
amendments and amendments thereto), and to file the same, with all exhibits
thereto, and other documents in connection therewith, with the Securities and
Exchange Commission, granting unto said attorneys-in-fact and agents, and
each of them, full power and authority to do and perform each and every act
and thing ratifying and confirming all that said attorneys-in-fact and agents
or any of them, or their or his or her substitute or substitutes, may
lawfully do or cause to be done by virtue hereof.
/s/Sander Vanocur
Sander Vanocur, Trustee
Dated: August 29, 1994
OTHER EXHIBIT
Dreyfus BASIC Money Market Fund
Certificate of Assistant Secretary
The undersigned, Ruth D. Leibert,. Assistant Secretary of
Dreyfus BASIC U.S. Government Money Market Fund (the "Fund"), hereby
certifies that set forth below is a copy of the resolution adopted by the
Fund's Board of Trustees authorizing the signing by Frederick C. Dey, Eric
B. Fischman, Ruth D. Leibert and John Pelleteir on behalf of the proper
officers of the Fund pursuant to a power of attorney.
RESOLVED, that the Registration Statement and any and all
amendments and supplements thereto, may be signed by any
one of Frederick C. Dey, Eric B. Fischman, Ruth D. Leibert
and John Pelletier as the attorney-in-fact for the proper
offices of the Funds, with full power of substitution and
resubstitution; and that the appointment of each of such
persons as such attorney-in-fact, and each of them, shall
have full power and authority to do and perform each and
every act and thing requisite and necessary to be done in
connection with such Registration Statement and any and all
amendments and supplements thereto, as fully to all intents
and purposes as the officer, for whom he or she is acting
as attorney-in-fact, might or could do in person.
IN WITNESS WHEREOF, I have hereunto signed my name and affixed the Seal of
the Fund on January 30, 1995.
/s/Ruth D. Leibert
Ruth D. Leibert
Assistant Secretary
