File Nos. 33-49014
811-7044
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. 1 [X]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]
Amendment No. 3 [X]
(Check appropriate box or boxes.)
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH 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)
X immediately upon filing pursuant to paragraph (b) of Rule 485
----
on (date) , pursuant to paragraph (b) of Rule 485
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60 days after filing pursuant to paragraph (a) of Rule 485
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on (date) , pursuant to paragraph (a) of Rule 485
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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 December 31, 1993 was filed on February 23, 1994.
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH 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 2
3 Condensed Financial Information 2
4 General Description of Registrant 2
5 Management of the Fund 5
6 Capital Stock and Other Securities 9
7 Purchase of Securities Being Offered 7
8 Redemption or Repurchase 7
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 B-14
13 Investment Objectives and Policies B-2
14 Management of the Fund B-5
15 Control Persons and Principal B-7
Holders of Securities
16 Investment Advisory and Other B-8
Services
_____________________________________
NOTE: * Omitted since answer is negative or inapplicable.
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH 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-13
18 Capital Stock and Other Securities B-14
19 Purchase, Redemption and Pricing B-9, B-10
of Securities Being Offered
20 Tax Status B-11
21 Underwriters B-9
22 Calculations of Performance Data B-14
23 Financial Statements B-16
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
28 Business and Other Connections of C-4
Investment Adviser
29 Principal Underwriters C-30
30 Location of Accounts and Records C-38
31 Management Services C-38
32 Undertakings C-38
_____________________________________
NOTE: * Omitted since answer is negative or inapplicable.
PROSPECTUS FEBRUARY 25, 1994
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND INC.
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC. (THE "FUND")
IS AN OPENEND, DIVERSIFIED, MANAGEMENT INVESTMENT COMPANY, KNOWN
AS A MUTUAL FUND, THAT IS INTENDED TO BE A FUNDING VEHICLE FOR
VARIABLE ANNUITY CONTRACTS AND VARIABLE LIFE INSURANCE POLICIES
TO BE OFFERED BY THE SEPARATE ACCOUNTS OF VARIOUS LIFE INSURANCE
COMPANIES (THE "PARTICIPATING INSURANCE COMPANIES"). THE PRIMARY
GOAL OF THE FUND IS TO PROVIDE CAPITAL GROWTH. CURRENT INCOME IS A
SECONDARY GOAL. THE FUND INVESTS PRINCIPALLY IN COMMON STOCKS, OR
SECURITIES CONVERTIBLE INTO COMMON STOCK, OF COMPANIES WHICH, IN
THE OPINION OF THE FUND'S MANAGEMENT, NOT ONLY MEET TRADITIONAL
INVESTMENT STANDARDS, BUT ALSO SHOW EVIDENCE THAT THEY CONDUCT
THEIR BUSINESS IN A MANNER THAT CONTRIBUTES TO THE ENHANCEMENT OF
THE QUALITY OF LIFE IN AMERICA.
THE DREYFUS CORPORATION ("DREYFUS") SERVES AS THE FUND'S
INVESTMENT ADVISER. TIFFANY CAPITAL ADVISORS, INC.("TIFFANY"),
SERVES AS THE FUND'S SUB-INVESTMENT ADVISER AND PROVIDES DAY-TO-
DAY MANAGEMENT OF THE FUND'S PORTFOLIO.
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THIS PROSPECTUS SETS FORTH CONCISELY INFORMATION ABOUT THE
FUND THAT AN INVESTOR SHOULD KNOW BEFORE INVESTING IN THE FUND
THROUGH CERTAIN VARIABLE ANNUITY CONTRACTS AND VARIABLE LIFE
INSURANCE POLICIES OFFERED BY PARTICIPATING INSURANCE COMPANIES.
IT SHOULD BE READ AND RETAINED FOR FUTURE REFERENCE.
PART B (ALSO KNOWN AS THE STATEMENT OF ADDITIONAL INFORMATION),
DATED FEBRUARY 25, 1994, 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 (516)338-3300.
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THE FUND'S 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. THE FUND'S SHARES INVOLVE
CERTAIN INVESTMENT RISKS, INCLUDING THE POSSIBLE LOSS OF PRINCIPAL.
THE FUND'S SHARE PRICE AND INVESTMENT RETURN FLUCTUATE AND ARE
NOT GUARANTEED.
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TABLE OF CONTENTS
Page Page
Condensed Financial Information.. 2 How to Redeem Fund Shares.......... 7
Description of the Fund.......... 2 Shareholder Services Plan.......... 8
Special Considerations........... 3 Dividends, Distributions and Taxes. 8
Management of the Fund........... 5 Performance Information............ 8
How to Buy Fund Shares........... 7 General Information................ 9
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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.
- --------------------------------------------------------------------
FUND SHARES ARE AVAILABLE EXCLUSIVELY AS A POOLED FUNDING
VEHICLE FOR LIFE INSURANCE COMPANIES WRITING ALL TYPES OF VARIABLE
LIFE INSURANCE POLICIES AND VARIABLE ANNUITY CONTRACTS. THIS
PROSPECTUS SHOULD BE ACCOMPANIED BY THE PROSPECTUS FOR SUCH
POLICIES AND CONTRACTS.
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CONDENSED FINANCIAL INFORMATION
The information in the following table has been audited by Ernst &
Young, independent auditors, whose report thereon appears in the Fund's
Statement of Additional Information. Further financial data and related
notes are included in the Statement of Additional Information, available
upon request.
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 the period October 7, 1993
(commencement of operations) to December 31, 1993. This data has been
derived from information provided in the Fund's financial statements.
PER SHARE DATA:
Net asset value, beginning of period.............. $12.50
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INVESTMENT OPERATIONS:
Investment income__net............................ .04
Net realized and unrealized gain on investments... .88
TOTAL FROM INVESTMENT OPERATIONS.............. .92
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DISTRIBUTIONS;
Dividends from investment income-net.............. (.04)
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Net asset value, end of period.................... $13.38
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TOTAL INVESTMENT RETURN 7.35%*
RATIOS / SUPPLEMENTAL DATA:
Ratio of operating expenses to average net assets. .06%*
Ratio of net investment income to average
net assets.................................... .64%*
Decrease reflected in above expense ratio due to
undertaking by The Dreyfus Corporation........ 6.19%*
Portfolio Turnover Rate........................... __
Net Assets, end of period (000's omitted)......... $1,372
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* Not annualized.
Further information about the Fund's performance is contained in the
Fund's annual report, which may be obtained without charge by writing to
the address or calling the number set forth on the cover page of this
Prospectus.
DESCRIPTION OF THE FUND
GENERAL - The Fund is intended to be a funding vehicle for variable
annuity contracts ("VA contracts") and variable life insurance policies
("VLI policies") to be offered by the separate accounts of Participating
Insurance Companies. Individual VA contract holders and VLI policy
holders are not the "shareholders" of the Fund. Rather, the Participating
Insurance Companies and their separate accounts are the shareholders (the
"shareholders"), although such Participating Insurance Companies will
pass through voting rights to their VA contract holders and VLI policy
holders. The VA contracts and the VLI policies are described in the
separate prospectuses issued by the Participating Insurance Companies
over which the Fund assumes no responsibility. The Fund currently does
not foresee any disadvantages to the holders of VA contracts and VLI
policies arising from the fact that the interests of the holders of such
contracts and policies may differ. Nevertheless, for so long as the Fund is
a funding vehicle for VA contracts and VLI policies, the Fund's Board of
Directors will monitor events in order to identify any material conflicts
which may arise and to determine what action, if any, should be taken in
response thereto. Should any conflict between VA contract holders and VLI
policy holders arise, a separate account may be required to withdraw from
participation in the Fund. Such a withdrawal could have a disruptive effect
on orderly portfolio management to the potential detriment of VA contract
holders and VLI policy holders.
INVESTMENT OBJECTIVES - The Fund's primary goal is to provide capital
growth through equity investment in companies that, in the opinion of the
Fund's management, not only meet traditional investment standards but
which also show evidence that they conduct their business in a manner
that contributes to the enhancement of the quality of life in America.
Current income is secondary to the primary goal. There can be no
assurance that the Fund's investment objectives will be achieved.
(2)
SPECIAL CONSIDERATIONS
TYPES OF COMPANIES SOUGHT FOR INVESTMENT - To assess whether a
company contributes to the enhancement of the quality of life in America,
the Fund considers a company's record in the areas of ( 1 ) protection and
improvement of the environment and the proper use of our natural
resources, (2) occupational health and safety, (3) consumer protection and
product purity, and (4) equal employment opportunity. There are few
generally accepted measures of achievement in these areas. The
development of suitable measurement techniques, therefore, will be
largely within the discretion and judgment of the management of the Fund.
Management does not intend at present to evaluate in depth a company's
activities not directly connected with the conduct of its business (such as
participation in community improvement projects) or the secondary
implications of corporate activities (for example, in examining banks, the
business activities of their borrowers will not be evaluated).
The Fund's special considerations tend to limit the availability of
investment opportunities more than is customary with other investment
companies, including those managed by Dreyfus. Management believes,
however, that there are sufficient investment opportunities among
companies which meet the Fund's special considerations to permit full
investment, if management believes it desirable, in securities which meet
the Fund's investment objective of capital growth through equity
investment.
The Fund's objectives and special considerations above cannot be
changed without approval by the holders of a majority, as defined in the
Investment Company Act of 1940, of the Fund's outstanding voting shares.
THE INVESTMENT SELECTION PROCESS - Potential investment portfolio
selections (based on traditional investment considerations, including an
opinion of the fundamental value of the security and other market factors)
are designated to the Dreyfus research staff. The staff begins a process of
searching publicly available information about the company to determine
its record in the areas of special concern to the Fund. Researchers use
commercially available computer data bases and reviews and evaluations
published or made available by "watchdog" groups whose interests focus
on one or more of the special areas, such as the environment, equal
employment opportunity, product safety or occupational safety and health,
as applicable. Additional data may be obtained, where practical, from
local, state and federal agencies which maintain surveillance in certain
areas of interest to the Fund and which provide this data to the public.
If the initial evaluation reveals no negative pattern in the areas of
special concern to the Fund, a company's securities are eligible for
purchase. The research staff supplements this initial screening by asking
the company to complete a questionnaire designed by the Fund to aid in the
evaluation of the company's conduct in the areas of special concern. The
examination of a company may also include personal interviews with
company officials, inspection of facilities and other techniques that may
be applicable to specific companies or industries.
If it is determined at any stage that purchase or retention of the
portfolio securities is not consistent with the Fund's goal of investing in
companies whose conduct contributes to the enhancement of the quality of
life in America, the security will not be purchased or if already purchased
will be sold as expeditiously as possible, consistent with the best
interests of the Fund.
The Board will review new portfolio acquisitions in light of the Fund's
special concerns at their next regular meeting. While the Board of
Directors will disqualify a company evidencing a pattern of conduct that
is inconsistent with the Fund's special standards, the Board need not
disqualify a company on the basis of incidents that, in the Board's
judgment, do not reflect the company's policies and overall current level
of performance in the areas of special concern to the Fund. The
performance of companies in the areas of special concern are reviewed
regularly to determine their continued eligibility.
MANAGEMENT POLICIES - Depending on market conditions, the Fund
attempts to be fully invested in common stock, or securities convertible
into common stock, which meet both traditional investment standards and
the Fund's investment criteria described under "Types of Companies
Sought for Investment."
During periods in which management believes adverse trends are occurring
in the financial markets or the economy, the Fund may adopt a temporary
defensive posture to preserve shareholders' capital by investing in U.S.
Government securities, and also in corporate bonds, high grade commercial
paper, repurchase agreements,
(3)
time deposits, bank certificates of deposit and bankers' acceptances and
other short-term bank obligations issued in this country as well as those
issued in dollar denominations by the foreign branches of U.S. banks, and
cash or cash equivalents, without limit as to amount, as long as such
investments are made in securities of eligible companies and domestic
banks. When the Fund has adopted a temporary defensive posture, the
entire portfolio can be so invested. During such periods, the Fund may not
achieve its investment objectives.
Repurchase agreements involve the acquisition by the 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. The Fund's custodian will have
custody of, and will hold in a segregated account, securities acquired by
the Fund under a repurchase agreement. Repurchase agreements are
considered by the staff of the Securities and Exchange Commission to be
loans by the Fund. In an attempt to reduce the risk of incurring a loss on a
repurchase agreement, the Fund will enter into repurchase agreements
only with domestic banks with total assets in excess of 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 may invest, and will require that additional securities be
deposited with it if the value of the securities purchased should decrease
below resale price. Dreyfus will monitor on an ongoing basis the value of
the collateral to assure that it always equals or exceeds the repurchase
price. Certain costs may be incurred by the Fund in connection with the
sale of the securities if the seller does not repurchase them in accordance
with the repurchase agreement. In addition, if bankruptcy proceedings are
commenced with respect to the seller of the securities, realization on the
securities by the Fund may be delayed or limited. The Fund will consider
on an ongoing basis the creditworthiness of the institutions with which it
enters into repurchase agreements.
The Fund may not invest more than 10% of the value of its total assets
in repurchase agreements providing for settlement in more than seven
days' notice, and in other securities that are not readily marketable. See
also "Certain Fundamental Policies" below.
Time deposits are non-negotiable deposits maintained in a banking
institution for a specified period of time (in no event longer than seven
days) at a stated interest rate. Time deposits which may be held by the
Fund will not benefit from insurance from the Bank Insurance Fund or the
Savings Association Insurance Fund administered by the Federal Deposit
Insurance Corporation. Certificates of deposit are certificates evidencing
the obligation of a bank to repay funds deposited with it for a specified
period of time.
To earn additional income on its portfolio, the Fund may write (sell)
covered call option contracts on securities it owns to the extent of 20% of
the value of its net assets at the time such option contracts are written.
A call option gives the purchaser of the option the right to buy, and
obligates the writer to sell, the underlying security at the exercise price
at any time during the option period. A covered call option sold by the
Fund, which is a call option on a security owned by the Fund, exposes the
Fund during the term of the option to possible loss of opportunity to
realize appreciation in the market price of the underlying security or to
possible continued holding of a security which might otherwise have been
sold to protect against depreciation in the market price of the security.
A more detailed description of the securities in which the Fund may
invest can be found in the Statement of Additional Information.
The Fund may invest in companies with substantial overseas activities,
but at present management will not examine corporate activities carried
on outside the United States. In response to recent political developments
in South Africa, as well as Nelson Mandela's call to remove all economic
sanctions, on September 28, 1993, the Fund rescinded its previous
restrictions against investments in companies operating in South Africa
or companies owning 10% or more of the voting securities of companies
operating in South Africa. Future investments in companies operating in
South Africa will be made subject to the Fund's other investment criteria.
The Board of Directors will reconsider this matter as circumstances
warrant.
CERTAIN FUNDAMENTAL POLICIES - This paragraph describes fundamental
policies of the Fund which cannot be changed without approval by the
holders of a majority (as defined in the Investment Company Act of 1940)
of the Fund's outstanding voting shares. The Fund may (i) borrow money
but only
(4)
temporarily from banks for extraordinary or emergency purposes in an
amount up to 15% of the value of the Fund's total assets (including the
amount being borrowed) valued at the lesser of cost or market, less
liabilities (not including the amount being borrowed) at the time the
borrowing is made; (ii) pledge any of its assets but only to secure
temporary borrowings for extraordinary or emergency purposes; (iii)
invest up to 5% of the value of its total net assets in the securities of any
one issuer (except securities of the U.S. Government or any
instrumentality thereof); (iv) invest in companies having less than three
years continuous operating history (including that of predecessors) and
equity securities which are not readily marketable but only in an amount
up to 5% of the value of its net assets; and (v) invest up to 25% of the
value of its total assets in any single industry. See "Investment
Objectives and Management Policies - Investment Restrictions" in the
Statement of Additional Information.
INVESTMENT CONSIDERATIONS - The Fund will not seek to realize profits
by anticipating short-term market movements. When market conditions
permit, the Fund generally intends to retain securities for at least the
applicable statutory long-term capital gain period. The annual portfolio
turnover rate indicates the rate of change in the Fund's portfolio; for
instance, a rate of 100% would result if all the securities in the portfolio
at the beginning of an annual period had been replaced by the end of the
period. While the rate of portfolio turnover will not be a limiting factor
when management deems changes appropriate, it is anticipated that, in
view of the Fund's investment objectives, its annual turnover rate
generally should not exceed 75%. When extraordinary market conditions
prevail, a higher turnover rate and increased brokerage expenses may be
expected.
Investment decisions for the Fund are made independently from those of
other investment companies advised by Dreyfus. However, if such other
investment companies are prepared to invest in, or desire to dispose of,
securities of the type which the Fund invests in at the same time as the
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 the
Fund or the price received by the Fund.
MANAGEMENT OF THE FUND
INVESTMENT ADVISER - Dreyfus, located at 200 Park Avenue, New York,
New York 10166, was formed in 1947 and serves as the Fund's investment
adviser. As of January 31, 1994, Dreyfus managed or administered
approximately $79 billion in assets for more than 1.9 million investor
accounts nationwide.
Dreyfus supervises and assists in the overall management of the Fund's
affairs under an investment advisory agreement with the Fund, subject to
the overall authority of the Fund's Directors in accordance with Maryland
law.
Under the Investment Advisory Agreement, the Fund has agreed to pay
Dreyfus an annual fee, payable monthly, as set forth below:
Annual Fee as a Percentage of
Total Assets Average Daily Net Assets
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0 up to $200 million.......................... .65 of 1%
$200 up to $300 million....................... .55 of 1%
In excess of $300 million..................... .375 of 1%
For the period October 7, 1993 (commencement of operations) to December
31, 1993, no advisory fee was paid by the Fund pursuant to an undertaking
by Dreyfus.
SUB-INVESTMENT ADVISER - Tiffany, located at 2300 Computer Avenue,
Suite D-21, Willow Grove, Pennsylvania 19090, a registered investment
adviser, serves as the Fund's Sub-Investment Adviser. Tiffany was
incorporated in 1989 and serves as the sub-investment adviser for one
other registered investment company. As of January 31, 1994, Tiffany
managed or administered approximately $710 million in assets.
Subject to the supervision and approval of Dreyfus, Tiffany provides
investment advisory assistance and the day-to-day management of the
Fund's portfolio, as well as research and statistical information under a
Sub-Investment Advisory Agreement with the Fund, subject to the overall
authority of the Fund's Directors in accordance with Maryland law.
(5)
Under the Sub-Investment Advisory Agreement, the Fund has agreed to
pay Tiffany an annual fee, payable monthly, as set forth below:
Annual Fee as a Percentage of
Total Assets Average Daily Net Assets
- ------------ ------------------------
0 up to $200 million.......................... .10 of 1%
$200 up to $300 million....................... .20 of 1%
In excess of $300 million..................... .375 of 1%
For the period October 7, 1993 (commencement of operations) to December
31, 1993, the Fund paid Tiffany a monthly sub-advisory fee at the
effective annual rate of .10% of the value of the Fund's average daily net
assets.
The aggregate fee paid to Dreyfus and Tiffany is higher than that paid
by most other investment companies.
The Fund's investment officers primarily responsible for management
of the Fund's portfolio are Diane M. Coffey, with respect to the Fund's
areas of special concern, and Curtis O. Townsend, with respect to
selection of portfolio securities. Ms. Coffey has held that position since
the Fund's inception and has been employed by Dreyfus since January 1990.
From January 1983 to January 1990, she served as Chief of Staff for New
York City Mayor Edward I. Koch. Mr. Townsend, who has 27 years of
investment experience, has held that position since the Fund's inception
and has been employed by Tiffany since 1989. Prior thereto he served as
Senior Vice President of Marketing of Siebel Capital Management and the
Portfolio Manager of the Philadelphia Municipal Pension Fund. The Fund's
other investment officers are identified under "Management of the Fund"
in the Fund's Statement of Additional Information. Dreyfus also provides
research services for the Fund as well as for other funds advised by
Dreyfus through a professional staff of portfolio managers and security
analysts.
EXPENSES - From time to time, Dreyfus and/or Tiffany may waive receipt
of their fees and/or voluntarily assume certain expenses of the Fund,
which would have the effect of lowering the overall expense ratio of the
Fund and increasing yield to investors at the time such amounts are
waived or assumed, as the case may be. The Fund will not pay Dreyfus or
Tiffany, as applicable, at a later time for any amounts either of them may
waive nor will the Fund reimburse Dreyfus or Tiffany, as applicable, for
any amounts either of them may assume.
Dreyfus may pay Dreyfus Service Corporation for shareholder and
distribution services from its own monies, including past profits but not
including the investment advisory fee paid by the Fund. Dreyfus Service
Corporation may pay part or all of these payments to securities dealers or
others for servicing and distribution.
All expenses incurred in the operation of the Fund are borne by the Fund,
except to the extent specifically assumed by Dreyfus or Tiffany. The
expenses borne by the Fund include: taxes, interest, brokerage fees and
commissions, if any, fees of Directors who are not officers, directors,
employees or holders of 5% or more of the outstanding voting securities of
Dreyfus or Tiffany, 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 corporate existence, costs of independent pricing services,
costs attributable to investor services (including, without limitation,
telephone and personnel expenses), cost of shareholders' reports and
corporate meetings, cost of preparing, printing and distributing
prospectuses and statements of additional information, and any
extraordinary expenses.
Dreyfus and Tiffany have agreed that if in any fiscal year, the aggregate
expenses of the Fund, exclusive of taxes, brokerage, interest and (with the
prior written consent of the necessary state securities commissions)
extraordinary expenses, but including the advisory and sub-advisory fees,
exceed the expense limitation of any state having jurisdiction over the
Fund, the Fund may deduct from the fees to be paid to Dreyfus and Tiffany,
or each will bear, the excess expense. For each fiscal year of the Fund,
Dreyfus and Tiffany will pay or bear such excess on a pro rata basis in
proportion to the relative fees otherwise payable to each pursuant to the
Investment Advisory Agreement and the Sub-Investment Advisory
Agreement, respectively. Such deduction or payment, if any, will be
estimated, reconciled and effected or paid, as the case may be, on a
monthly basis and will be limited
(6)
to the amount of fees otherwise payable to Dreyfus and Tiffany under
each respective agreement.
CUSTODIAN, TRANSFER AND DIVIDEND DISBURSING AGENT - The
Shareholder Services Group, Inc., a subsidiary of First Data Corporation,
P.O. Box 9671, Providence, Rhode Island 02940-9671, is the Fund's
Transfer and Dividend Disbursing Agent (the "Transfer Agent"). The Bank
of New York, 110 Washington Street, New York, New York 10286, is the
Fund's Custodian.
HOW TO BUY FUND SHARES
The Fund's distributor is Dreyfus Service Corporation, a wholly-owned
subsidiary of Dreyfus, located at 200 Park Avenue, New York, New York
10166. The shares it distributes are not deposits or obligations of The
Dreyfus Security Savings Bank, F.S.B., and therefore are not insured by the
Federal Deposit Insurance Corporation.
Separate accounts of the Participating Insurance Companies place
orders based on, among other things, the amount of premium payments to
be invested pursuant to VA contracts and VLI policies. Individuals may not
place orders directly with the Fund. See the prospectus of the separate
account of the Participating Insurance Company for more information on
the purchase of Fund shares. The Fund does not issue share certificates.
Purchase orders from separate accounts which are received by the
Participating Insurance Company by 4:00 p.m. on a given business day will
be effected at the net asset value determined on such business day if the
orders are received by the Fund in proper form and in accordance with
applicable procedures by 4:00 p.m., New York time, on the next business
day and Federal Funds (monies of member banks within the Federal
Reserve System which are held on deposit at a Federal Reserve Bank) in
the net amount of such orders are received by the Fund on such next
business day. It is each Participating Insurance Company's responsibility
to properly transmit purchase orders and Federal Funds in accordance with
applicable requirements.
Fund shares are sold on a continuous basis. 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 that the New
York Stock Exchange is open for business. For purposes of determining net
asset value per share, options will be valued 15 minutes after the close of
trading on the floor of the New York Stock Exchange. Net asset value per
share is computed by dividing the Fund's net assets (i.e., the value of its
assets less liabilities) by the total number of shares outstanding. The
Fund's investments are valued based on market value or, where market
quotations are not readily available, based on fair value as determined in
good faith by the Board of Directors. For further information regarding the
method employed in valuing Fund investments, see "Determination of Net
Asset Value" in the Fund's Statement of Additional Information.
HOW TO REDEEM FUND SHARES
Fund shares may be redeemed at any time by the separate accounts of
the Participating Insurance Companies. Individuals may not place
redemption orders directly with the Fund. Redemption requests from
separate accounts which are received by the Participating Insurance
Company by 4:00 p.m. on a given business day will be effected at the net
asset value determined on such business day if the requests are received
by the Fund in proper form and in accordance with applicable procedures
by 4:00 p.m., New York time, on the next business day. It is each
Participating Insurance Company's responsibility to properly transmit
redemption requests in accordance with applicable requirements. The
value of the shares redeemed may be more or less than their original cost,
depending on the Fund's then-current net asset value. No charges are
imposed by the Fund when shares are redeemed.
The 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.
(7)
SHAREHOLDER SERVICES PLAN
The Fund has adopted a Shareholder Services Plan pursuant to which the
Fund reimburses Dreyfus Service Corporation an amount not to exceed an
annual rate of .25 of 1% of the value of the average daily net assets of the
Fund's shares for certain allocated expenses with respect to servicing
and/or maintaining shareholder accounts.
DIVIDENDS, DISTRIBUTIONS AND TAXES
The Fund will pay dividends from net investment income and will make
distributions from net realized securities gains, if any, once a year, but
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. The Fund will not make
distributions from net realized securities gains unless capital loss
carryovers, if any, have been utilized or have expired. Dividends are
automatically reinvested in additional Fund shares at net asset value
unless payment in cash is elected. All expenses are accrued daily and
deducted before declaration of dividends to investors.
Notice as to the tax status of dividends and distributions will be mailed
to shareholders annually. Dividends from net investment income, together
with distributions of net realized short-term securities gains and gains
from certain market discount bonds, generally are taxable as ordinary
income whether received in cash or reinvested in additional shares.
Distributions from net realized long-term securities gains of the Fund
generally are taxable as long-term capital gains whether received in cash
or reinvested in additional shares. Since the Fund's shareholders are the
Participating Insurance Companies and their separate accounts, no
discussion is included herein as to the Federal income tax consequences to
VA contract holders and VLI policy holders. For information concerning the
Federal income tax consequences to such holders, see the prospectus for
such contract or policy.
Section 817(h) of the Code requires that the investments of a
segregated asset account of an insurance company be "adequately
diversified" as provided therein or in accordance with U.S. Treasury
Regulations in order for the account to serve as the basis for VA contracts
or VLI policies. The Fund intends to comply with applicable requirements
so that the Fund's investments are "adequately diversified" for this
purpose. Section 817(h) and the U.S. Treasury Regulations issued
thereunder provide the manner in which a segregated asset account will
treat investments in a regulated investment company for purposes of the
diversification requirements. If a Fund satisfies certain conditions, a
segregated asset account owning shares of the Fund will be treated as
owning multiple investments consisting of the account's proportionate
share of each of the assets of the Fund. The Fund intends to satisfy these
conditions so that the shares of the Fund owned by a segregated asset
account of a Participating Insurance Company will be treated as multiple
investments.
Management of the Fund believes that the Fund qualified for the fiscal
year ended December 31, 1993 as a "regulated investment company" under
the Code. The Fund intends to continue to so qualify if such qualification
is in the best interest of the Participating Insurance Companies. The Fund
may be subject to a non-deductible 4% excise tax, measured with respect
to certain undistributed amounts of investment income and capital gains.
If, however, the Fund does not qualify as a "regulated investment
company" it will be subject to the general rules governing the Federal
income taxation of corporations under the Code.
Participating Insurance Companies should consult their tax advisers
regarding specific questions as to Federal, state or local taxes.
PERFORMANCE INFORMATION
For purposes of advertising, the performance of the Fund will be
calculated on an average annual total return or total return basis.
Average annual total return is calculated pursuant to a standardized
formula which assumes that an investment in the Fund was purchased
with an initial payment of $1,000 and that the investment was redeemed
at the end of a stated period of time, after giving effect to the
reinvestment of dividends and distributions during the period. The return
is expressed as a percentage rate which, if applied on a compounded
(8)
annual basis, would result in the redeemable value of the investment at
the end of the period. Advertisements of the Fund's performance will
include the Fund's average annual total return for one, five and ten year
periods, or for shorter periods depending upon the length of time during
which the Fund has operated. Computations of average annual total return
for periods of less than one year represent an annualization of the Fund's
actual total return for the applicable period.
Total return is computed on a per share basis and assumes the
reinvestment of dividends and distributions. Total return generally is
expressed as a percentage rate which is calculated by combining the
income and principal changes for a specified period and dividing by the net
asset value per share at the beginning of the period. Advertisements may
include the percentage rate of total return or may include the value of a
hypothetical investment at the end of the period which assumes the
application of the percentage rate of total return.
Performance will vary from time to time and past results are not
necessarily representative of future results. You should remember that
performance is a function of portfolio management in selecting the type
and quality of portfolio securities and is affected by operating expenses.
Performance information of the Fund should not be compared with other
funds that offer their shares directly to the public since the figures
provided do not reflect charges against Participating Insurance
Companies. The effective yield and total return for the Fund should be
distinguished from the rate of return of a corresponding subaccount or
investment division of a separate account of a Participating Insurance
Company, which rate will reflect the deduction of additional charges,
including mortality and expense risk charges, and will therefore be lower.
VA contract holders and VLI policy holders should consult the prospectus
for such contract or policy.
Calculations of the Fund's performance information may reflect
absorbed expenses pursuant to any undertaking that may be in effect. See
"Management of the Fund."
Comparative performance information may be used from time to time in
advertising or marketing the Fund's shares, including data from Lipper
Analytical Services, Inc., Dow Jones Industrial Average, Standard & Poor's
500 Composite Stock Price Index, The VARDSsm Report, IBC/Donoghue's
Money Fund Report, FINANCIAL PLANNING MAGAZINE, MONEY MAGAZINE,
Morningstar, Inc., Bank Rate Monitor, N. Palm Beach, Fla. 33408 or other
industry publications.
GENERAL INFORMATION
The Fund was incorporated under Maryland law on July 20,1992 and
commenced operations on October 7, 1993.
The Fund is authorized to issue 150 million shares of Common Stock,
par value $.001 per share. Each share has one vote, has equal voting,
redemption, dividends and liquidation rights, and, when issued in
accordance with the terms of this offering, is fully-paid and non-
assessable. Shares are freely transferable and are redeemable at net asset
value, at the option of the shareholder.
Unless otherwise required by the Investment Company Act of 1940,
ordinarily it will not be necessary for the Fund to hold annual meetings of
shareholders. As a result, Fund shareholders may not consider each year
the election of Directors or the appointment of auditors. However,
pursuant to the 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 the purpose of removing a Director from
office and the holders of at least 25% of such shares may require the Fund
to hold a special meeting of shareholders for any other purpose. Fund
shareholders may remove a Director by the affirmative vote of a majority
of the 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 holding office at the
time were elected by shareholders.
The Transfer Agent maintains a record of each shareholder's ownership
and will send confirmations and statements of account to each
shareholder.
Owners of policies and contracts issued by Participating Insurance
Companies for which shares of the Fund are an investment vehicle will
receive from the Participating Insurance Companies unaudited semi-
annual financial statements and audited year-end financial statements
certified by the Fund's independent
(9)
auditors. Each report will show the investments owned by the Fund and the
market values thereof as determined by the Board of Directors and will
provide other information about the Fund and its operations.
Shareholder inquiries may be made by writing to the Fund at 144 Glenn
Curtiss Boulevard, Uniondale, New York 11556-0144, or by calling
(516)338-3300.
NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO
MAKE ANY REPRESENTATIONS OTHER THAN THOSE CONTAINED IN THIS
PROSPECTUS AND IN THE FUND'S OFFICIAL SALES LITERATURE IN
CONNECTION WITH THE OFFER OF THE FUND'S SHARES, AND, IF GIVEN OR
MADE, SUCH OTHER INFORMATION OR REPRESENTATIONS MUST NOT BE
RELIED UPON AS HAVING BEEN AUTHORIZED BY THE 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.
(10)
(The Dreyfus Logo)
The Dreyfus
Socially Responsible
Growth Fund, Inc.
PROSPECTUS
Dreyfus Service Corporation, 1994
Distributor pros
______________________________________________________________________________
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.
(STATEMENT OF ADDITIONAL INFORMATION)
PART B
February 25, 1994
______________________________________________________________________________
This Statement of Additional Information, which is not a prospectus,
supplements and should be read in conjunction with the current Prospectus of
The Dreyfus Socially Responsible Growth Fund, Inc. (the "Fund"), dated
February 25, 1994, as it may be revised from time to time. To obtain a copy
of the Fund's Prospectus, please write to the Fund at 144 Glenn Curtiss
Boulevard, Uniondale, New York, 11556-0144 or call the following number: (516)
388-3300.
The Dreyfus Corporation (the "Manager") serves as the Fund's
investment adviser.
Tiffany Capital Advisors, Inc. ("Tiffany") serves as the Fund's sub-
investment adviser. Tiffany provides day-to-day management of the Fund's
portfolio, subject to the supervision of the Manager.
Dreyfus Service Corporation (the "Distributor"), a wholly-owned
subsidiary of the Manager, is the distributor of the Fund's shares.
TABLE OF CONTENTS
Page
Investment Objectives and Management Policies . . . . . B-2
Management of the Fund. . . . . . . . . . . . . . . . . B-5
Investment Advisory Agreements. . . . . . . . . . . . . B-8
Purchase of Fund Shares . . . . . . . . . . . . . . . . B-9
Redemption of Fund shares . . . . . . . . . . . . . . . B-9
Determination of Net Asset Value. . . . . . . . . . . . B-10
Shareholder Services Plan . . . . . . . . . . . . . . . B-10
Dividends, Distributions and Taxes. . . . . . . . . . . B-11
Portfolio Transactions. . . . . . . . . . . . . . . . . B-13
Performance Information . . . . . . . . . . . . . . . . B-14
Information About the Fund. . . . . . . . . . . . . . . B-14
Custodian, Transfer and Dividend Disbursing
Agent, Counsel and Independent Auditors . . . . . . . B-14
Financial Statements. . . . . . . . . . . . . . . . . . B-16
Report of Independent Auditors. . . . . . . . . . . . . B-24
INVESTMENT OBJECTIVES AND MANAGEMENT POLICIES
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Description
of the Fund."
Portfolio Securities. During a period when it becomes desirable to
move the Fund toward a defensive position because of adverse trends in the
financial markets or the economy, the Fund may also invest in securities
issued or guaranteed by the U.S. Government or its agencies or
instrumentalities. These include a variety of U.S. Treasury Securities, which
differ in their interest rates, maturities and times of issuance: Treasury
Bills have initial maturities of one year or less; Treasury Notes have initial
maturities of one to ten years; and Treasury Bonds generally have initial
maturities of greater then ten years. Some obligations issued or guaranteed
by U.S. Government agencies and instrumentalities, such as 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 U.S. 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 instrumentality.
These securities bear fixed, floating or variable rates of interest.
Principal and 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. The Fund will invest in such securities only
when the Fund is satisfied that the credit risk with respect to the issuer is
minimal.
The Board of Directors of the Fund may, to a limited extent,
authorize the purchase of securities of foreign companies which have not been
declared eligible for investment ("ineligible securities") in order to
facilitate the purchase of securities of other foreign companies which are
contributing or will contribute to the enhancement of the quality of life in
America and which have been declared eligible for investment ("eligible
securities"). Certain countries have limited, either permanently or
temporarily, the ability of foreigners to purchase shares of their domestic
companies, to shares which are already owned outside the country or to shares
which may be obtained through the sale of shares of other companies located
in the same country which are owned outside that country. Accordingly, the
Fund may purchase ineligible securities so that these securities may be sold
or redeemed in the country of origin, and the proceeds thus received used for
the purchase of eligible securities.
Otherwise ineligible securities purchased for this limited purpose
would be held in the Fund's portfolio for a maximum of 60 days in order to
enable the Fund to have sufficient time to provide for the transportation of
the securities and their sale or redemption. Most transactions of this type,
however, are expected to be completed in a much shorter period. Furthermore,
such investments are limited, as a fundamental policy, in the aggregate, to
a maximum of 2% of the net assets of the Fund at the time of investment.
Engaging in these transactions will result in additional expense to the Fund
in the form of brokerage commissions incurred in the purchase and sale of the
ineligible security. Finally, the Board of Directors would authorize
investments in ineligible securities only for the purpose of facilitating the
purchase of securities of a specific eligible company.
Writing and Purchasing Options. To earn additional income on its
portfolio, the Fund, to a limited extent, may write covered call options on
securities owned by the Fund ("covered options" or "options") and purchase
call options in order to close option transactions, as described below.
A call option gives the purchaser of the option the right to buy,
and obligates the writer to sell, the underlying security at the exercise
price at any time during the option period, regardless of the market price of
the security. The premium paid to the writer is the consideration for
undertaking the obligations under the option contract. When a covered option
is written by the Fund, the Fund will make arrangements with the Fund's
Custodian, to segregate the underlying securities until the option either is
exercised, expires or the Fund closes out the option as described below. A
covered option sold by the Fund exposes the Fund during the term of the option
to possible loss of opportunity to realize appreciation in the market price
of the underlying security or to possible continued holding of a security
which might otherwise have been sold to protect against depreciation in the
market price of the security. To limit this exposure, the value of the
portfolio securities underlying covered call options written by the Fund will
be limited to an amount not in excess of 20% of the value of the Fund's net
assets at the time such options are written.
The Fund will purchase call options only to close out open
positions. To close out a position, the Fund may make a "closing purchase
transaction," which involves purchasing a call option on the same security
with the same exercise price and expiration date as the option which it has
previously written on a particular security. The Fund will realize a profit
(or loss) from a closing purchase transaction if the amount paid to purchase
a call option is less (or more) than the amount received from the sale
thereof.
Investment Restrictions. The Fund has adopted the following
restrictions and fundamental policies. These restrictions cannot be changed
without approval by the holders of a majority, as defined in the Investment
Company Act of 1940 (the "Act"), of the Fund's outstanding voting shares.
1. The Fund's special considerations described under "Special
Considerations" in the Fund's Prospectus will not be changed or supplemented.
2. The Fund may not purchase the securities of any issuer if such
purchase would cause more than 5% of the value of its total assets to be
invested in securities of such issuer (except securities of the United States
Government or any instrumentality thereof).
3. The Fund may not purchase the securities of any issuer if such
purchase would cause the Fund to hold more than 10% of the outstanding voting
securities of such issuer.
4. The Fund may not purchase securities of any company having less
than three years' continuous operating history (including that of any
predecessors) and equity securities which are not readily marketable, if such
purchase would cause the value of the Fund's investments in all such
securities to exceed 5% of the value of its net assets. See also Investment
Restriction No. 10.
5. The Fund may not purchase securities of closed-end investment
companies except in connection with a merger or consolidation of portfolio
companies. The Fund shall not purchase or retain securities issued by open-end
investment companies other than itself.
6. The Fund may not purchase or retain the securities of any
issuer if officers or directors of the Fund or of its investment adviser, who
own beneficially more than 1/2 of 1% of the securities of such issuer together
own beneficially more than 5% of the securities of such issuer.
7. The Fund may not purchase, hold or deal in commodities or
commodity contracts, in oil, gas, or other mineral exploration or development
programs, or in real estate but this shall not prohibit the Fund from
investing, consistent with Investment Restriction 10 below, in securities of
companies engaged in oil, gas or mineral investments or activities. This
limitation shall not prevent the Fund from investing in securities issued by
a real estate investment trust, provided that such trust is not permitted to
invest in real estate or in interests other than mortgages or other security
interests.
8. The Fund may not borrow money except as a temporary matter for
extraordinary or emergency purposes, and then not in excess of 15% of its
total assets taken at the lesser of cost or market (including the amount being
borrowed), less liabilities other than such temporary borrowings; or mortgage,
pledge, or hypothecate any of its assets, except to secure such temporary
borrowings. While borrowings exceed 5% of the value of the Fund's total
assets, the Fund will not make any additional investments.
9. The Fund may not make loans other than by the purchase,
consistent with Investment Restriction 10 below, of bonds, debentures or other
debt securities of the types commonly offered privately and purchased by
financial institutions. The purchase of a portion of an issue of publicly
distributed debt obligations shall not constitute the making of loans.
10. The Fund may not act as an underwriter of securities of other
issuers. The Fund may, however, purchase securities which are subject to
legal or contractual restriction on resale, if not more than 5% of the value
of the Fund's net assets would be invested in such securities. In purchasing
securities which could not be sold by the Fund without registration under the
Securities Act of 1933, the Fund will endeavor to obtain the right to
registration at the expense of the issuer. There will generally be a lapse
of time between the decision by the Fund to sell any such security and the
registration of the security permitting sale. During any such period, the
security will be subject to usual market fluctuations. The Board of Directors
will in good faith determine the value of restricted securities held in the
Fund's portfolio.
11. The Fund may not purchase from or sell to any of its officers
or directors, or firms of which any of them are members, any securities (other
than capital stock of the Fund), but such persons or firms may act as brokers
for the Fund for customary commissions.
12. The Fund may not invest in the securities of a company for the
purpose of exercising management or control, but the Fund will vote the
securities it owns in its portfolio as a shareholder in accordance with its
views.
13. The Fund may not purchase securities on margin, but the Fund
may obtain such short-term credit as may be necessary for the clearance of
purchases and sales of securities.
14. The Fund may not sell any security short or engage in the
purchase and sale of put, call, straddle, or spread options or combinations
thereof, or in writing such options, except that the Fund may write and sell
covered call option contracts on securities owned by the Fund up to, but not
in excess of, 20% of the market value of its net assets at the time such
option contracts are written. The Fund may also purchase call options for the
purpose of terminating its outstanding obligations with respect to securities
upon which covered call option contracts have been written. In connection with
the writing of covered call options, the Fund may pledge assets to an extent
not greater than 20% of the market value of its total net assets at the time
such options are written.
15. The Fund may not concentrate its investments in any particular
industry or industries, except that the Fund may invest up to 25% of the value
of its total assets in a single industry.
16. The Fund may not purchase warrants in excess of 2% of the value
of its net assets. Such warrants shall be valued at the lower of cost or
market, except that warrants acquired by the Fund in units or attached to
securities shall be deemed to be without value, for purposes of this
restriction only.
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 that restriction.
In addition, the Fund has adopted the following policies as non-
fundamental policies. The Fund intends (i) to comply with the diversification
requirements prescribed in regulations under Section 817(h) of the Internal
Revenue Code of 1986, as amended (the "Code"), and (ii) to comply in all
material respects with insurance laws and regulations applicable to
investments of separate accounts of Participating Insurance Companies.
MANAGEMENT OF THE FUND
Directors and officers of the Fund are shown below, together with
information as to their principal business occupation during at least the last
five years. Each Director who is deemed to be an "interested person" of the
Fund, as defined in the Act, is indicated by an asterisk.
Directors and Officers of the Fund
CLIFFORD L. ALEXANDER, JR., Director. President of Alexander & Associates,
Inc., a management consulting firm. From 1977 to 1981, Mr. Alexander
served as Secretary of the Army and Chairman of the Board of the Panama
Canal Company and from 1975 to 1977, he was a member of the Washington,
D.C. law firm of Vernes, Liipfert, Bernhard, McPherson and Alexander.
He is a director of American Home Products Corporation, The Dun &
Bradstreet Corporation, Equitable Resources, Inc., a producer and
distributor of natural gas and crude petroleum, MCI Communications
Corporation and Mutual of America Life Insurance Company. He is also a
director of Dreyfus Appreciation Fund and The Dreyfus Third Century Fund,
Inc. and a Director or trustee of investment companies in the General and
Premier Families of Funds. His address is 400 C Street N.E., Washington,
D.C. 20002.
LUCY WILSON BENSON, Director. President of Benson and Associates, consultants
to business and government. Mrs. Benson is a director of Communications
Satellite Corporation, General Re Corporation, The Grumman Corporation
and Logistics Management Institute. She is also a Trustee of the Alfred
P. Sloan Foundation, Vice Chairman of the Board of Trustees of Lafayette
College, Vice Chairman of the Citizens Network for Foreign Affairs, and
a member of the Council on Foreign Relations. Mrs. Benson served as a
consultant to the U.S. Department of State and to SRI International from
1980 to 1981. From 1977 to 1980, she was Under Secretary of State for
Security Assistance, Science and Technology. Mrs. Benson is also a
director or trustee of Dreyfus Asset Allocation Fund, Inc., Dreyfus
California Municipal Income, Inc., The Dreyfus Fund Incorporated, The
Dreyfus 401(k) Fund, Dreyfus Institutional Short-Term Treasury Fund,
Dreyfus Liquid Assets, Inc., Dreyfus Municipal Income, Inc., Dreyfus New
York Municipal Income, Inc., Dreyfus Short-Intermediate Government Fund,
Dreyfus Short-Intermediate Municipal Bond Fund, Dreyfus Short-Term Income
Fund, Inc., The Dreyfus Third Century Fund, Inc., and Dreyfus Worldwide
Dollar Money Market Fund, Inc. Her address is 46 Sunset Avenue, Amherst,
Massachusetts 01002.
PETER C. GOLDMARK, JR., Director. Since July 1988, President of The
Rockefeller Foundation, an organization which promotes research and
educational activities. He is also a trustee of The Rockefeller
Foundation and Knight-Ridder Corp. From 1985 to 1988, Mr. Goldmark was
Senior Vice President of Times Mirror Company and from 1977 to 1985 he
was Executive Director of The Port Authority of New York and New Jersey.
He is also a director of The Dreyfus Third Century Fund, Inc. His
address is 1133 Avenue of the Americas, New York, New York 10036.
JOSIE CRUZ NATORI, Director. Since 1977, President of The Natori Company, a
fashion design and manufacturing company. She is a director of the
Committee of 200, the International Women's Forum, the Philippine
American Foundation and Calyx & Corolla. Mrs. Natori is also a trustee
of Manhattanville College. She is also a director of The Dreyfus Third
Century Fund, Inc. Her address is 40 East 34th Street, New York, New
York 10016.
*HOWARD STEIN, Chairman of the Board and Investment Officer. Chairman of the
Board and Chief Executive Officer of the Manager; Chairman of the Board
of the Distributor and an officer, director, general partner or trustee
of other investment companies advised and administered by the Manager.
His address is 200 Park Avenue, New York, New York 10166.
The Fund does not pay remuneration to its officers and Directors other
than fees and expenses to Directors who are not officers, directors, employees
or holders of 5% or more of the outstanding voting securities of the Manager
or Tiffany. Such fees and expenses totalled $2,310 for the period from
October 7, 1993 (commencement of operations) to December 31, 1993. The fees
paid to the Directors of the Fund are higher than those paid by most
investment companies and are paid for what the Board deems to be its
additional responsibilities, as described under "Special Considerations-The
Investment Selection Process" in the Fund's Prospectus.
Officers of the Fund Not Listed Above
DIANE M. COFFEY, Vice President and Investment Officer. Assistant to the
Chaiman of the Board of the Manager and Vice President of the Distributor
since January 1990, and Director of Corporate Communications of the
Manager since July 1991. From January 1983 to January 1990, Ms. Coffey
served as Chief of Staff for New York City Mayor Edward I. Koch.
DANIEL C. MACLEAN, Vice President. Vice President and General Counsel of the
Manager, Secretary of the Distributor and an officer of other investment
companies advised or administered by the Manager.
JEFFREY N. NACHMAN, Vice President - Financial and Treasurer, Vice President-
Mutual Fund Accounting of the Manager and an officer of other investment
companies advised or administered by the Manager.
MARK N. JACOBS, Secretary. Secretary and Deputy General Counsel of the Manager
and an officer of other investment companies advised or administered by
the Manager.
JEAN FARLEY, Controller. Senior Accounting Manager in the Fund
Accounting Department of the Manager and an officer of other investment
companies advised or administered by the Manager.
ROBERT I. FRENKEL, Assistant Secretary. Senior Assistant General Counsel of
the Manager and an officer of other investment companies advised or
administered by the Manager.
CHRISTINE PAVALOS, Assistant Secretary. Assistant Secretary of the Manager,
the Distributor and other investment companies advised or administered
by the Manager.
The address of each officer of the Fund is 200 Park Avenue, New
York, New York 10166.
Directors and officers of the Fund, as a group, owned less than 1%
of the Fund's shares of common stock outstanding on February 11, 1994.
The following persons are known by the Fund to own of record 5% or
more of the Fund's outstanding voting securities on February 11, 1994:
Nationwide Variable Account II, P.O. Box 182029, Columbus, Ohio 43218--69.6%;
Transamerica Occidental Life Insurance Company, 1150 South Olive Street, Los
Angeles, California 90015--20.9%; The Dreyfus Corporation, 200 Park Avenue,
New York, New York 10166-5.1%. A shareholder that owns, directly or
indirectly, 25% or more of the Fund's voting securities may be deemed to be
a "control person" (as defined in the Act) of the Fund.
INVESTMENT ADVISORY AGREEMENTS
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Management of
the Fund."
Investment Advisory Agreement. The Manager provides investment
advisory services pursuant to the Investment Advisory Agreement (the
"Agreement") dated July 29, 1992, between the Manager and the Fund which is
subject to annual approval by (i) the Board of Directors of the Fund or (ii)
vote of a majority (as defined in the Act) of the outstanding voting
securities of the Fund, provided that in either event the continuance also is
approved by a majority of the Board of Directors 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. The
Board of Directors, including a majority of the Directors who are not
"interested persons", approved the Agreement at a meeting held on July 29,
1992. The Agreement is terminable without penalty, on 60 days' notice, by the
Board of Directors of the Fund or by vote of the holders of a majority of the
Fund's shares, or, upon not less than 90 days' notice, by the Manager. The
Agreement will terminate automatically in the event of its assignment (as
defined in the Act).
As compensation for the Manager's services to the Fund, under the
Agreement the Fund has agreed to pay the Manager a fee, computed monthly, at
an annual rate as set forth in the Fund's Prospectus. All fees and expenses
are accrued daily and deducted before declaration of dividends to
shareholders. For the period October 7, 1993 (commencement of operations)
through December 31, 1993, no investment advisory fee was paid by the Fund
pursuant to undertakings by the Manager.
The following persons are also officers and/or Directors of the
Manager: Julian M. Smerling, Vice Chairman of the Board of Directors; Joseph
S. DiMartino, President, Chief Operating Officer and a Director; Alan M.
Eisner, Vice President and Chief Financial Officer; David W. Burke, Vice
President and Chief Administrative Officer; Robert F. Dubuss, Vice President;
Elie M. Genadry, Vice President - Institutional Sales; Peter A. Santoriello,
Vice President; Robert H. Schmidt, Vice President; Kirk Stumpp, Vice
President-New Product Development; Philip L. Toia, Vice President - Fixed
Income Research; Katherine C. Wickham, Assistant Vice President-Human
Resources; Maurice Bendrihem, Controller; and Mandell L. Berman, Alvin E.
Friedman, Lawrence M. Greene, Abigail Q. McCarthy and David B. Truman,
directors.
Sub-Investment Advisory Agreement. Tiffany provides sub-investment
advisory services pursuant to a Sub-Investment Advisory Agreement dated July
29, 1992 between the Fund and Tiffany. The Sub-Investment Advisory Agreement
is subject to annual approval by (i) the Board of Directors of the Fund or
(ii) vote of a majority (as defined in the Act) of the Fund's outstanding
voting securities, provided that in either event the continuance also is
approved by a majority of the Directors who are not "interested persons" (as
defined in the Act) of the Fund or Tiffany, by vote cast in person at a
meeting called for the purpose of voting on such approval. The Board of
Directors, including a majority of the Directors who are not "interested
persons" of any party to the Sub-Investment Advisory Agreement, most recently
approved the Sub-Investment Advisory Agreement at a meeting held on July 29,
1992. The Sub-Investment Advisory Agreement is terminable without penalty,
on 60 days' notice, by the Board of Directors of the Fund or by vote of the
holders of a majority of the Fund's shares, or, upon not less than 90 days'
notice, by Tiffany. The Sub-Investment Advisory Agreement will terminate
automatically in the event of its assignment (as defined in the Act).
As compensation for Tiffany's services to the Fund, under the
Agreement the Fund has agreed to pay Tiffany a fee, computed monthly, at an
annual rate as set forth in the Fund's Prospectus. All fees and expenses are
accrued daily and deducted before declaration of dividends to shareholders.
For the period October 7, 1993 (commencement of operations) through December
31, 1993, the sub-investment advisory fee payable to Tiffany was $132.
The following persons are officers and/or Directors of Tiffany:
Curtis O. Townsend, Chairman of the Board, Director and President; James A.
Favia, Vice Chairman of the Board and Director; Mary Frohlich, Director, Vice
President, Secretary and Treasurer; and Pamela C. Townsend, Director.
Tiffany provides day-to-day management of the Fund's portfolio of
investments in accordance with the stated policies of the Fund, subject to the
supervision of the Manager and the approval of the Fund's Board of Directors.
The Manager and Tiffany provide the Fund with Investment Officers who are
authorized by the Directors to execute purchases and sales of securities. The
Fund's Investment Officers are Diane M. Coffey, Thomas A. Frank, James P.
Ruskin, James Stanley, Howard Stein and Curtis O. Townsend. The Manager also
maintains a research department with a professional staff of portfolio
managers and securities analysts who provide research services for the Fund
as well as for other funds advised by the Manager. All purchases and sales
are reported for the Directors' review at the meeting subsequent to such
transactions.
PURCHASE OF FUND SHARES
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "How to Buy
Fund Shares."
The Distributor. The Distributor serves as the 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.
REDEMPTION OF FUND SHARES
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "How to Redeem
Fund Shares."
Redemption Commitment. The Fund has committed itself to pay in cash
for all redemption requests by any shareholder of record, limited in amount
during any 90-day period to the lesser of $250,000 or 1% of the value of the
Fund's net assets at the beginning of such period. Such commitment is
irrevocable without the prior approval of the Securities and Exchange
Commission. In the case of requests for redemption in excess of such amount,
the Board of Directors reserves the right to make payments in whole or in part
in securities or other assets of the Fund in case of an emergency or any time
a cash distribution would impair the liquidity of the Fund to the detriment
of the existing shareholders. In this event, the securities would be valued
in the same manner as the portfolio of the Fund. If the recipient sold such
securities, brokerage charges would be incurred.
Suspension of Redemption. The right of redemption 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 markets the Fund normally utilizes is restricted, or when
an emergency exists as determined by the Securities and Exchange Commission
so that disposal of the Fund's investments or determination of its net asset
value is not reasonably practicable, or (c) for such other periods as the
Securities and Exchange Commission by order may permit to protect the Fund's
shareholders.
DETERMINATION OF NET ASSET VALUE
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "How to Buy
Fund Shares."
Valuation of Portfolio Securities. Portfolio securities, including
warrants and covered call options written, are valued at the last sales price
on the securities exchange on which the securities primarily are traded or at
the last sales price on the national securities market. Securities not listed
on an exchange or national securities market, or securities in which there
were no transactions, are valued at the average of the most recently reported
bid and asked prices. Market quotations of foreign securities in foreign
currencies are translated into U.S. dollars at the prevailing rates of
exchange. Any securities or other assets for which market quotations are not
readily available are valued at fair value as determined in good faith by the
Board of Directors. The Board of Directors will review the method of valuation
on a regular basis. In making their good faith valuation, the Board will
generally take the following into consideration: restricted securities which
are, or are convertible into, securities of the same class of securities for
which a public market exists usually will be valued at market value less the
same percentage discount at which purchased. This discount will be revised
periodically by the Board of Directors if they believe that it no longer
reflects the value of the restricted securities. Restricted securities not
of the same class as securities for which a public market exists will usually
be valued initially at cost. Any subsequent adjustments from cost will be
based upon considerations deemed relevant by the Board of Directors. Expenses
and fees, including the advisory fees, are accrued daily and taken into
account for the purpose of determining the net asset value of Fund shares.
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.
SHAREHOLDER SERVICES PLAN
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Shareholder
Services Plan."
The Fund has adopted a Shareholder Services Plan (the "Plan")
pursuant to which the Fund reimburses the Distributor for certain allocated
expenses with respect to servicing and/or maintaining 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
Directors for their review. In addition, the Plan provides that material
amendments of the Plan must be approved by the Board of Directors, and by the
Directors 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 Directors 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 Directors who are not "interested persons" and have no direct or
indirect financial interest in the operation of the Plan.
DIVIDENDS, DISTRIBUTIONS AND TAXES
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Dividends,
Distributions and Taxes."
The Fund intends to qualify as a "regulated investment company"
under Subchapter M of the Code. The Fund intends to continue to so qualify
if such qualification is in the best interests of its shareholders.
Qualification as a "regulated investment company" relieves the Fund of any
liability for Federal income taxes to the extent its net investment income and
net realized capital gains are distributed in accordance with applicable
provisions of the Code. Among the requirements for such qualification is that
less than 30% of the Fund's income be derived from gains from the sale or
other disposition of securities held for less than three months, the Fund must
pay out to its shareholders at least 90% of its net income (consisting of net
investment income and net short-term capital gain) and must meet certain asset
diversification and other requirements. Accordingly, the Fund may be
restricted in selling of securities held for less than three months, and in
the utilization of certain of the investment techniques described in the
Prospectus. The Code, however, allows the Fund to net certain offsetting
positions, making it easier for the Fund to satisfy the 30% test. The term
"regulated investment company" does not imply the supervision of management
or investment practices or policies by any government agency.
Section 817(h) of the Code requires that the investments of a
segregated asset account of an insurance company be "adequately diversified"
as provided therein or in accordance with U.S. Treasury Regulations in order
for the account to serve as the basis for VA contracts or VLI policies. The
Fund intends to comply with applicable requirements so that the Fund's
investments are "adequately diversified" for this purpose. Section 817(h) and
the U.S. Treasury Regulations issued thereunder provide the manner in which
a segregated asset account will treat investments in a regulated investment
company for purposes of the diversification requirements. If a Fund satisfies
certain conditions, a segregated asset account owning shares of the Fund will
be treated as owning multiple investments consisting of the account's
proportionate share of each of the assets of the Fund. The Fund intends to
satisfy these conditions so that the shares of the Fund owned by a segregated
asset account of a Participating Insurance Company will be treated as multiple
investments. If, however, the Fund is not "adequately diversified" within the
meaning of Section 817(h) of the Code, the VA contracts and VLI policies
supported by the Fund would not be treated as annuity or life insurance
contracts, as the case may be, for any period (or subsequent period) during
which the Fund is not "adequately diversified".
Management of the Fund believes that the Fund qualified for the
fiscal year ended December 31, 1993 as a "regulated investment company" under
the Code. The Fund intends to continue to so qualify if such qualification
is in the best interest of the Participating Insurance Companies. The Fund
may be subject to a non-deductible 4% excise tax, measured with respect to
certain undistributed amounts of investment income and capital gains. If,
however, the Fund does not qualify as a "regulated investment company" it will
be subject to the general rules governing the federal income taxation of
corporations under the Code.
Ordinarily, gains and losses realized from portfolio transactions
will be treated as capital gains and losses. However, all or a portion of the
gain or loss realized for the disposition of foreign currency, non-U.S. dollar
denominated debt instruments, and certain financial futures and options, may
be treated as ordinary income or loss under Section 988 of the Code. In
addition, all or a portion of the gain realized from the disposition of
certain market discount bonds will be treated as ordinary income under Section
1276. Finally, all or a portion of the gain realized from engaging in
"conversion transactions" may be treated as ordinary income under Section
1258. "Conversion transactions" are defined to include certain forward,
futures, option and straddle transactions, transactions marketed or sold to
produce capital gains, or transactions described in Treasury regulations to
be issued in the future.
Under Section 1256 of the Code, gain or loss realized by the Fund
from certain financial futures and options transactions (other than those
taxed under Section 988 of the Code) will be treated as 60% long term capital
gain or loss and 40% short term capital gain or loss. Gain or loss will arise
upon the exercise or lapse of such futures and options as well as from closing
transactions. In addition, any such futures or options remaining unexercised
at the end of the Fund's taxable year will be treated as sold for their then
fair market value, resulting in additional gain or loss to the Fund
characterized in the manner described above.
Offsetting positions held by the Fund involving financial futures
and options may constitute "straddles." Straddles are defined to include
"offsetting positions" in actively traded personal property. The tax
treatment of straddles is governed by Sections 1092 and 1258 of the Code,
which, in certain circumstances, overrides or modifies the provisions of
Sections 988 and 1256. As such, all or a portion of any short or long-term
capital gain from certain "Straddle" and/or conversion transactions may be
recharacterized to ordinary income.
If the Fund were treated as entering into straddles by reason of its
futures or options transactions, such straddles could be characterized as
"mixed straddles" if the futures or options transactions comprising such
straddles were governed by Section 1256 of the Code. The Fund may make one
or more elections with respect to "mixed straddles." Depending upon which
elections made, if any, the results to the Fund may differ. If no election
is made, to the extent the straddle rules apply to positions established by
the Fund, losses realized by the Fund will be deferred to the extent of
unrealized gain in any offsetting positions. Moreover, as a result of the
straddle and conversion transaction rules, short term capital loss on straddle
positions may be recharacterized as long term capital loss, and long term
capital gain may be recharacterized as short term capital gain or ordinary
income.
Investment by the Fund in securities issued at a discount or
providing for deferred interest or for payment of interest in the form of
additional obligations could, under special tax rules, affect the amount,
timing and character of distributions to shareholders by causing the Fund to
recognize income prior to the receipt of cash payments. For example, the Fund
could be required to recognize annually a portion of the discount (or deemed
discount) at which such securities were issued and to distribute an amount
equal to such income in order to maintain its qualification as a regulated
investment company. In such case, the Fund may have to dispose of securities
which it might otherwise have continued to hold in order to generate cash to
satisfy these distribution requirements.
Since shareholders of the Fund will be the separate accounts of
Participating Insurance Companies, no discussion is included herein as to the
Federal income tax consequences at the level of the holders of the VA
contracts or VLI policies. For information concerning the Federal income tax
consequences to such holders, see the prospectuses for such VA contracts or
VLI policies.
PORTFOLIO TRANSACTIONS
The Manager assumes general supervision over placing orders on
behalf of the Fund for the purchase or sale of portfolio securities.
Allocation of brokerage transactions, including their frequency, is made in
the best judgment of the Manager and in a manner deemed fair and reasonable
to shareholders, rather than by any formula. The primary consideration in all
portfolio securities transactions is prompt execution of orders at the most
favorable net price. When this primary consideration is met to the
satisfaction of the Manager, brokers may also be selected because of their
ability to handle special executions such as are involved in large block
trades or broad distributions. Large block trades may, in certain cases,
result from two or more funds advised or administered by the Manager being
engaged simultaneously in the purchase or sale of the same security. Subject
to the primary consideration, particular brokers selected may also include
those who supplement the Manager's and Tiffany's research facilities with
statistical data, investment information, economic facts and opinions; sales
of Fund shares by a broker may be taken into consideration. Information so
received is in addition to and not in lieu of services required to be
performed by the Manager and Tiffany and their fees are not reduced as a
consequence of the receipt of such supplemental information. Such information
may be useful to the Manager in serving both the Fund and other funds which
it advises and to Tiffany in serving both the Fund and the other accounts it
manages, and, conversely, supplemental information obtained by the placement
of business of other clients may be useful to the Manager and Tiffany in
carrying out their obligations to the Fund. The overall reasonableness of
brokerage commissions paid is evaluated by the Manager based upon its
knowledge of available information as to the general level of commissions paid
by other institutional investors for comparable services. When transactions
are executed in the over-the-counter market, the Fund will deal with the
primary market makers unless a more favorable price or execution is otherwise
obtainable. Although it is not possible to place a dollar value on the
research services received from brokers who effect transactions in portfolio
securities, it is the opinion of the Manager that these services should not
reduce the overall expenses of its research department.
For its portfolio securities transactions for the period October 7,
1993 (commencement of operations) to December 31, 1993 the Fund paid total
brokerage commissions of $3,188, none of which was paid to the Distributor.
There were no spreads or concessions on principal transactions for the period.
PERFORMANCE INFORMATION
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Performance
Information."
The Fund's average annual total return for the period October 7,
1993 (commencement of operations) to December 31, 1993 was 35.06%. Average
annual total return of the Fund is calculated by determining the ending
redeemable value of an investment purchased with a hypothetical $1,000 payment
made at the beginning of the period (assuming the reinvestment of dividends
and distributions), dividing by the amount of the initial investment, taking
the "n"th root of the quotient (where "n" is the number of years in the
period) and subtracting 1 from the result.
The Fund's total return for the period October 7, 1993 (commencement
of operations) to December 31, 1993 was 7.35%. Total return is calculated by
subtracting the amount of the Fund's net asset value per share at the
beginning of a stated period from the net asset value per share at the end of
the period (after giving effect to the reinvestment of dividends and
distributions during the period), and dividing the result by the net asset
value per share at the beginning of the period.
From time to time, advertising material for the Fund may refer to
Morningstar ratings and related analyses supporting such ratings.
INFORMATION ABOUT THE FUND
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "General
Information."
Each share has one vote and, when issued and paid for in accordance
with the terms of the offering, is fully paid and non-assessable. Shares of
stock are of one class and have equal rights as to voting, redemption,
dividends, and in liquidation. Shares have no preemptive, subscription or
conversion rights and are freely transferable.
The Fund currently permits investors to invest in only one portfolio
of securities. The Fund expects that it may in the future, create one or more
additional portfolios of securities, each with a different investment
objective.
The Fund sends annual and semi-annual financial statements to all
its shareholders.
CUSTODIAN, TRANSFER AND DIVIDEND DISBURSING AGENT,
COUNSEL AND INDEPENDENT AUDITORS
The Bank of New York, 110 Washington Street, New York, New York
10286, is the 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 Fund's transfer and dividend disbursing agent. Neither The
Bank of New York nor The Shareholder Services Group, Inc. has any part in
determining the investment policies of the Fund or which securities are to be
purchased or sold by the Fund.
Fulbright & Jaworski L.L.P., 666 Fifth Avenue, New York, New York
10103, as counsel for the Fund, has rendered its opinion as to certain legal
matters in connection with the shares of capital stock being sold pursuant to
the Fund's Prospectus to which this Statement of Additional Information
relates.
Ernst & Young, independent auditors, 787 Seventh Avenue, New York,
New York 10019 have been selected as auditors of the Fund.
<TABLE>
<CAPTION>
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.
STATEMENT OF INVESTMENTS DECEMBER 31, 1993
COMMON STOCKS__60.1% SHARES VALUE
---------- ----------
<S>
<C> <C>
Banking-1.7% BankAmerica........................ 300 $ 13,912
Wachovia........................... 300 $ 10,050
----------
23,962
----------
Banks-New York City-2.4% Bank Of New York................... 200 11,400
Citicorp(a)........................ 600 22,050
----------
33,450
----------
Basic Industries-.7% Sigma-Aldrich...................... 200 9,600
----------
Biotechnology-.6% Genetic Therapy(a)................. 500 8,125
----------
Capital Equipment-1.1% EMC(a)............................. 900 14,850
----------
Computer Services-2.0% General Motors Cl. E............... 200 5,850
QuickResponse Services(a).......... 400 8,800
SPS Transaction Services(a)........ 200 12,050
----------
26,700
----------
Computer Software/Services-5.2% FTP Software(a).................... 100 2,650
Informix(a)........................ 600 12,750
JetForm(a)......................... 1,000 9,500
Microsoft(a)....................... 400 32,250
Oracle Systems(a).................. 500 14,375
----------
71,525
----------
Computers-1.1% COMPAQ Computer(a)................. 200 14,800
----------
Construction/Housing-.9% Jacobs Engineering Group(a)........ 500 11,937
----------
Consumer Cyclical-1.1% Penney (J.C.)...................... 300 15,712
----------
Consumer Goods & Services-.7% Coca-Cola.......................... 200 8,925
----------
Consumer Growth Staples-1.0% NIKE Cl. B......................... 300 13,912
----------
Drugs-3.0% Elan A.D.S.(a)..................... 400 16,950
Merck & Co......................... 700 24,063
----------
41,013
----------
Electrical Components-3.0% Adaptec(a)......................... 300 11,925
Molex.............................. 300 10,650
Motorola........................... 200 18,475
----------
41,050
----------
Electronics-2.5% Read-Rite(a)....................... 1,300 19,500
Seagate Technology(a).............. 600 14,250
----------
33,750
----------
Entertainment-.7% Iwerks Entertainment(a)............ 100 2,675
Macromedia(a)...................... 400 6,700
----------
9,375
----------
</TABLE>
<TABLE>
<CAPTION>
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.
STATEMENT OF INVESTMENTS (CONTINUED) DECEMBER 31, 1993
COMMON STOCKS (CONTINUED) SHARES VALUE
---------- ----------
<S> <C> <C>
Fast Foods-1.1% Boston Chicken(a).................. 300 $ 10,800
Pollo Tropical(a).................. 200 3,900
----------
14,700
----------
Financial-1.4% Banc One........................... 300 11,737
Morgan (J.P.)...................... 100 6,938
----------
18,675
----------
Gold Mining-.4% American Barrick Resource.......... 200 5,700
----------
Health Care-5.3% Biomet(a).......................... 1,000 10,250
Health Care & Retirement(a)........ 600 13,350
Healthcare COMPARE(a).............. 1,100 27,087
Johnson & Johnson.................. 500 22,375
----------
73,062
----------
Homebuilding-1.7% Lennar............................. 700 23,888
----------
Hospital Management-1.5% Charter Medical(a)................. 300 7,763
Columbia Healthcare................ 400 13,300
----------
21,063
----------
Household Appliances-1.1% Duracraft(a)....................... 300 7,425
Singer N.V......................... 200 7,475
----------
14,900
----------
Insurance-.6% AFLAC.............................. 300 8,550
----------
Insurance-Life-2.0% Bankers Life Holding............... 400 8,600
First Colony....................... 300 7,613
Life USA Holding(a)................ 600 11,325
----------
27,538
----------
Insurance-Property & Casualty-.6% Phoenix Re......................... 300 8,175
----------
Machine Tools-.8% Ingersoll-Rand..................... 300 11,475
----------
Machinery-Industrial/Specialty--1.4% Elsag Bailey Process Auto N.V.(a).. 400 8,700
Quickturn Design Systems(a)........ 400 5,000
Submicron Systems.................. 1,000 5,687
----------
19,387
----------
Metals-Misc.-.3% Allegheny Ludlum................... 200 4,775
----------
Natural Gas-.5% Associated Natural Gas............. 200 6,325
----------
Oil & Gas Exploration-.7% Anadarko Petroleum................. 200 9,075
----------
Publishing-Books-.6% Scholastic(a)...................... 200 8,700
----------
Railroads-1.0% Illinois Central................... 400 14,350
----------
Real Estate-Investment Trust-.4% Chelsea GCA Realty................. 200 5,425
----------
</TABLE>
<TABLE>
<CAPTION>
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.
STATEMENT OF INVESTMENTS (CONTINUED) DECEMBER 31, 1993
COMMON STOCKS (CONTINUED) SHARES VALUE
---------- ----------
<S> <C> <C>
Retail-Apparel-1.0% Urban Outfitters(a)................ 500 $ 13,375
----------
Retail Trade/Specialty-1.3% Duty Free International............ 500 9,938
PETsMART(a)........................ 300 8,175
----------
18,113
----------
Retail Trade-Misc.-2.3% Consolidated Stores(a)............. 800 15,900
Dollar General..................... 500 15,000
----------
30,900
----------
Technology-2.7% Intel.............................. 600 37,200
----------
Telecommunications-1.0% Nationwide Cellular Service(a)..... 1,000 13,250
----------
Utilities-Telephone-2.7% Pacific Telesis Group.............. 300 16,200
Southwestern Bell.................. 500 20,750
----------
36,950
----------
TOTAL COMMON STOCKS
(cost $795,120)................. $ 824,237
==========
</TABLE>
<TABLE>
<CAPTION>
SHORT-TERM INVESTMENTS-57.4% PRINCIPAL
AMOUNT
----------
<S> <C> <C>
U.S.Treasury Bills: 3.10%, 1/6/94...................... $ 20,000 $ 19,992
3.15%, 1/20/94..................... 52,000 51,918
3.24%, 1/27/94..................... 25,000 24,945
3.25%, 2/3/94...................... 50,000 49,861
3.32%, 2/10/94..................... 186,000 185,377
3.14%, 2/17/94..................... 79,000 78,694
3.12%, 2/24/94..................... 97,000 96,546
3.12%, 3/3/94...................... 37,000 36,811
3.09%, 3/10/94..................... 135,000 134,231
3.06%, 3/17/94..................... 110,000 109,301
----------
TOTAL SHORT-TERM INVESTMENTS
(cost $787,676) $ 787,676
==========
TOTAL INVESTMENTS (cost $1,582,796).................................... 117.5% $1,611,913
====== ==========
LIABILITIES, LESS CASH AND RECEIVABLES................................. (17.5%) $ (240,215)
====== ==========
NET ASSETS............................................................. 100.0% $1,371,698
====== ==========
NOTE TO STATEMENT OF INVESTMENTS;
(a) Non-income producing.
See notes to financial statements.
</TABLE>
<TABLE>
<CAPTION>
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.
STATEMENT OF ASSETS AND LIABILITIES DECEMBER 31, 1993
ASSETS:
<S> <C> <C>
Investments in securities, at value
(cost $1,582,796)-see statement........................................ $1,611,913
Cash....................................................................... 95,989
Dividends receivable....................................................... 404
Prepaid expenses-Note 1(e)................................................. 43,700
Due from The Dreyfus Corporation........................................... 33,692
----------
1,785,698
LIABILITIES:
Payable for investment securities purchased................................ $ 336,263
Payable for Common Stock redeemed.......................................... 15
Accrued expenses and other liabilities..................................... 77,722 414,000
---------- ----------
NET ASSETS..................................................................... $1,371,698
==========
REPRESENTED BY:
Paid-in capital............................................................ $1,342,910
Accumulated distributions in excess of investment income-net............... (346)
Accumulated undistributed net realized gain on investments................. 17
Accumulated net unrealized appreciation on investments-Note 3.............. 29,117
----------
NET ASSETS at value applicable to 102,503 shares outstanding
(150 million shares of $.001 par value Common Stock authorized)............ $1,371,698
==========
NET ASSET VALUE, offering and redemption price per share
($1,371,698 / 102,503 shares).............................................. $13.38
======
STATEMENT OF OPERATIONS
FROM OCTOBER 7, 1993 (COMMENCEMENT OF OPERATIONS) TO DECEMBER 31, 1993
INVESTMENT INCOME:
INCOME:
Cash dividends......................................................... $ 3,484
Interest............................................................... 404
----------
TOTAL INCOME....................................................... $ 3,888
EXPENSES:
Investment advisory fee-Note 2(a)...................................... 858
Sub-investment advisory fee-Note 2(a).................................. 132
Auditing fees.......................................................... 15,000
Shareholders' reports.................................................. 8,000
Legal fees............................................................. 4,000
Directors' fees and expenses-Note 2(c)................................. 2,310
Organization expenses-Note 1(e)........................................ 2,300
Custodian fees......................................................... 765
Registration fees...................................................... 427
Shareholder servicing costs-Note 2(b).................................. 313
Miscellaneous.......................................................... 907
----------
35,012
Less-expense reimbursement from The Dreyfus Corporation due to
undertaking-Note 2(a).............................................. 34,682
----------
TOTAL EXPENSES................................................. 330
----------
INVESTMENT INCOME-NET.......................................... 3,558
REALIZED AND UNREALIZED GAIN ON INVESTMENTS:
Net realized gain on investments-Note 3.................................... $ 17
Net unrealized appreciation on investments................................. 29,117
----------
NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS........................ 29,134
----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS........................... $ 32,692
==========
See notes to financial statements.
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.
STATEMENT OF CHANGES IN NET ASSETS
FROM OCTOBER 7, 1993 (COMMENCEMENT OF OPERATIONS) TO DECEMBER 31, 1993
OPERATIONS:
Investment income-net...................................................... $ 3,558
Net realized gain on investments........................................... 17
Net unrealized appreciation on investments for the period.................. 29,117
----------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS................... 32,692
----------
DIVIDENDS TO SHAREHOLDERS FROM;
Investment income-net...................................................... (3,904)
----------
CAPITAL STOCK TRANSACTIONS:
Net proceeds from shares sold.............................................. 1,471,438
Dividends reinvested....................................................... 3,904
Cost of shares redeemed.................................................... (232,432)
----------
INCREASE IN NET ASSETS FROM CAPITAL STOCK TRANSACTIONS................. 1,242,910
----------
TOTAL INCREASE IN NET ASSETS....................................... 1,271,698
NET ASSETS:
Beginning of period-Note 1............................................. 100,000
----------
End of period (including distributions in excess of investment
income-net of ($346)).................................................. $1,371,698
==========
SHARES
----------
CAPITAL SHARE TRANSACTIONS:
Shares sold................................................................ 112,080
Shares issued for dividends reinvested..................................... 292
Shares redeemed............................................................ (17,869)
----------
NET INCREASE IN SHARES OUTSTANDING..................................... 94,503
==========
See notes to financial statements.
</TABLE>
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.
FINANCIAL HIGHLIGHTS
Reference is made to page 2 of the Fund's Prospectus dated February 25, 1994.
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.
NOTES TO FINANCIAL STATEMENTS
NOTE 1-SIGNIFICANT ACCOUNTING POLICIES:
The Dreyfus Socially Responsible Growth Fund, Inc. (the "Fund") was
incorporated on July 20, 1992, and had no operations until October 7, 1993
(when operations commenced) other than matters relating to its
organization and registration as a diversified open-end management
investment company under the Investment Company Act of 1940 ("Act")
and the Securities Act of 1933 and the sale and issuance of 8,000 shares
of Common Stock ("Initial Shares") to The Dreyfus Corporation
("Dreyfus"). The Fund is intended to be a funding vehicle for variable
annuity contracts and variable life insurance policies to be offered by the
separate accounts of life insurance companies. Dreyfus serves as the
Fund's investment adviser. Tiffany Capital Advisors, Inc. ("Tiffany")
serves as the Fund's
sub-investment adviser. Dreyfus Service Corporation ("Distributor"), a
wholly-owned subsidiary of Dreyfus, acts as the exclusive distributor of
the Fund's shares, which are sold without a sales charge. As of December
31, 1993, Dreyfus held 8,023 shares.
(A) PORTFOLIO VALUATION: Investments in securities are valued at the
last sales price on the securities exchange on which such securities are
primarily traded or at the last sales price on the national securities
market. Securities not listed on an exchange or the national securities
market, or securities for which there were no transactions, are valued at
the average of the most recent bid and asked prices. Bid price is used
when no asked price is available. Short-term investments are carried at
amortized cost, which approximates value.
(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.
Dividend income is recognized on the ex-dividend date and interest
income, including, where applicable, amortization of discount on
investments, is recognized on the accrual basis.
(C) DIVIDENDS TO SHAREHOLDERS: Dividends are recorded on the ex-
dividend date. Dividends from investment income-net and 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. This may result in
distributions that are in excess of investment income-net on a fiscal year
basis. To the extent that net realized capital gain can be offset by capital
loss carryovers, if any, it is the policy of the Fund not to distribute such
gain.
(D) FEDERAL INCOME TAXES: It is the policy of the Fund to qualify as a
regulated investment company, if such qualification is in the best
interests of its shareholders, by complying with the provisions available
to certain investment companies, as defined in applicable sections of the
Internal Revenue Code, and to make distributions of taxable income
sufficient to relieve it from all, or substantially all, Federal income
taxes.
(E) OTHER: Organization expenses paid by the Fund are included in
prepaid expenses and are being amortized to operations from October 7,
1993, the date operations commenced, over the period during which it is
expected that a benefit will be realized, not to exceed five years. At
December 31, 1993, the unamortized balance of such expenses amounted
to $43,700. In the event that any of the Initial Shares are redeemed during
the amortization period, the redemption proceeds will be reduced by any
unamortized organization expenses in the same proportion as the number
of such shares being redeemed bears to the number of such shares
outstanding at the time of such redemption.
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
NOTE 2-INVESTMENT ADVISORY FEE, SUB-INVESTMENT ADVISORY FEE AND
OTHER TRANSACTIONS WITH AFFILIATES:
(A) Fees payable by the Fund pursuant to the provisions of an
Investment Advisory Agreement with Dreyfus and a Sub-Investment
Advisory Agreement with Tiffany (together "Agreements") are payable
monthly and computed on the average daily value of the Fund's net assets
at the following annual rates:
TOTAL NET ASSETS DREYFUS TIFFANY
---------------- --------- ---------
The first $200 million................. .65 of 1% .10 of 1%
$200 up to $300 million................ .55 of 1% .20 of 1%
In excess of $300 million.............. .375 of 1% .375 of 1%
The Agreements further provide that if in any full year the aggregate
expenses of the Fund, excluding taxes, brokerage, interest on borrowings
and extraordinary expenses, exceed the expense limitation of any state
having jurisdiction over the Fund, the Fund may deduct from the fees to be
paid to Dreyfus and Tiffany, or Dreyfus and Tiffany will bear, such excess,
up to the amount of their respective fees, on a pro rata basis in proportion
to the relative fees otherwise payable to each pursuant to the
Agreements. However, Dreyfus has undertaken from October 7, 1993
through June 30, 1994 or until such time as the net assets of the Fund
exceed $25 million, regardless of whether they remain at that level, to
waive receipt of the investment advisory fee payable to it by the Fund. In
addition, from October 7, 1993 through December 31, 1993, Dreyfus
voluntarily assumed other expenses of the Fund, to the extent that these
expenses exceeded specified annual percentages of the Fund's average
daily net assets. The expense reimbursement, pursuant to the undertaking
amounted to $34,682 for the period ended December 31, 1993.
The undertaking may be modified by Dreyfus from time to time,
provided that the resulting expense reimbursement would not be less than
the amount required pursuant to the Agreements.
(B) Pursuant to the Fund's Shareholder Services Plan, the Fund
reimburses 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 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
period ended December 31, 1993, no amounts were charged to the Fund
pursuant to the Shareholder Services Plan.
(C) Certain officers and directors of the Fund are "affiliated persons,"
as defined in the Act, of the Investment Adviser and/or the Distributor.
Each director who is not an "affiliated person" receives an annual fee of
$2,500.
(D) On December 5, 1993, Dreyfus entered into an Agreement and Plan of
Merger providing for the merger of Dreyfus with a subsidiary of Mellon
Bank Corporation ("Mellon").
Following the merger, it is planned that Dreyfus will be a direct
subsidiary of Mellon Bank, N.A. Closing of this merger is subject to a
number of contingencies, including the receipt of certain regulatory
approvals and the approvals of the stockholders of the Manager and of
Dreyfus and of Mellon. The merger is expected to occur in mid-1994, but
could occur significantly later.
Because the merger will constitute an "assignment" of the Fund's
Investment Advisory Agreement with Dreyfus under the Investment
Company Act of 1940, and thus a termination of such Agreement, Dreyfus
will seek prior approval from the Fund's Board and shareholders.
NOTE 3-SECURITIES TRANSACTIONS:
The aggregate amount of purchases of investment securities amounted
to $795,155, other than short-term securities during the period ended
December 31, 1993.
At December 31, 1993, accumulated net unrealized appreciation on
investments was $29,117, consisting of $38,495 gross unrealized
appreciation and $9,378 gross unrealized depreciation.
At December 31, 1993, 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).
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.
REPORT OF ERNST & YOUNG, INDEPENDENT AUDITORS
SHAREHOLDERS AND BOARD OF DIRECTORS
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.
We have audited the accompanying statement of assets and liabilities
of The Dreyfus Socially Responsible Growth Fund, Inc., including the
statement of investments, as of December 31, 1993, and the related
statements of operations and changes in net assets and financial
highlights for the period from October 7, 1993 (commencement of
operations) to December 31, 1993. 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 audit.
We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements and
financial highlights are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements. Our procedures included
confirmation of securities owned as of December 31, 1993 by
correspondence with the custodian and brokers. 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 audit provides 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 The Dreyfus Socially Responsible Growth Fund, Inc. at
December 31, 1993, and the results of its operations, the changes in its
net assets and the financial highlights for the period from October 7,
1993 to December 31, 1993, in conformity with generally accepted
accounting principles.
Ernst and Young
New York, New York
January 28, 1994
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH 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 October
7, 1993 (commencement of operations) to December 31, 1993.
Included in Part B of the Registration Statement:
Statement of Investments-- December 31, 1993.
Statement of Assets and Liabilities-- December 31,
1993.
Statement of Operations--From October 7, 1993
(commencement of operations) to December 31, 1993.
Statement of Changes in Net Assets--From October 7,
1993 (commencement of operations) to December 31, 1993.
Notes to Financial Statements.
Report of Ernst & Young, Independent Auditors, dated
January 28, 1994.
Schedules No. I through VII and other financial statement 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) Registrant's Articles of Incorporation and Articles of
Incorporation, as amended are incorporated by reference to
Exhibit (1) of the Registration Statement on Form N-1A, filed on
July 21, 1992, and Exhibit (1) of Pre-Effective Amendment No. 1
to the Registration Statement on Form N-1A, filed on October 7,
1992.
(2) Registrant's By-Laws are incorporated by reference to Exhibit (2)
of Pre-Effective Amendment No. 1 to the Registration Statement on
Form N-1A, filed on October 7, 1992.
(5)(a) Investment Advisory Agreement is incorporated by reference to
Exhibit (5)(a) of Pre-Effective Amendment No. 1 to the
Registration Statement on Form N-1A, filed on October 7, 1992.
(5)(b) Sub-Investment Advisory Agreement is incorporated by reference to
Exhibit (5)(b) of Pre-Effective Amendment No. 1 to the
Registration Statement on Form N-1A, filed on October 7, 1992.
(6) Distribution Agreement is incorporated by reference to Exhibit
(6) of Pre-Effective Amendment No. 1 to the Registration
Statement on Form N-1A, filed on October 7, 1992.
(8)(a) Custody Agreement is incorporated by reference to Exhibit 8(a) of
Pre-Effective Amendment No. 1 to the Registration Statement on
Form N-1A, filed on October 7, 1992.
(8)(b) Sub-Custodian Agreement is incorporated by reference to Exhibit
8(b) of Pre-Effective Amendment No. 2 to the Registration
Statement on Form N-1A, filed on February 24, 1993.
(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 October 7, 1992.
(11) Consent of Independent Auditors.
(16) Schedules of Computation of Performance Data.
Item 24. Financial Statements and Exhibits. - List (continued)
_______ _____________________________________________________
Other Exhibits
______________
Powers of Attorney for Jean Farley and Jeffrey N. Nachman.
Powers of Attorney of the other Directors and officers are incorporated by
reference to Pre-Effective Amendment No. 2 to the Registration Statement on
Form N-1A, filed on February 24, 1993.
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 February 11, 1994
______________ _____________________________
Common Stock
(Par value $.001) 5
Item 27. Indemnification
_______ _______________
The Statement as to the general effect of any contract,
arrangements or statute under which a director, officer, underwriter or
affiliated person of the Registrant is insured or indemnified in any manner
against any liability which may be incurred in such capacity, other than
insurance provided by any director, officer, affiliated person or
underwriter for their own protection, is incorporated by reference to Item
27 of Pre-Effective Amendment No. 2 to the Registration Statement on Form
N-1A, filed on February 24, 1993.
Reference is also made to the Distribution Agreement attached as
Exhibit (6) of Pre-Effective Amendment No. 2 to the Registration
Statement on Form N-1A, filed on February 24, 1993.
Item 28 (a) Business and Other Connections of Investment Adviser.
_______ ____________________________________________________
The Dreyfus Corporation ("Dreyfus") and subsidiary companies
comprise a financial service organization whose business
consists primarily of providing investment management
services as the investment adviser, manager and distributor
for sponsored investment companies registered under the
Investment Company Act of 1940 and as an investment adviser
to institutional and individual accounts. Dreyfus also
serves as sub-investment adviser to and/or administrator of
other investment companies. Dreyfus Service Corporation, a
wholly-owned subsidiary of Dreyfus, serves primarily as
distributor of shares of investment companies sponsored by
Dreyfus and of other investment companies for which Dreyfus
acts as investment adviser, sub-investment adviser or
administrator. Dreyfus Management, Inc., another wholly-
owned subsidiary, provides investment management services
to various pension plans, institutions and individuals.
Item 28(a) 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.
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.**
ABIGAIL Q. McCARTHY Author, lecturer, columnist and educational
Director consultant
2126 Connecticut Avenue
Washington, D.C. 20008
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;
Former Director:
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, President and
Investment
Chairman of the Board and Officer:
Chief Executive Officer Dreyfus Capital Growth Fund (A Premier
Fund)++;
Chairman of the Board and Investment Officer:
The Dreyfus Fund Incorporated++;
Dreyfus New Leaders Fund, Inc.++;
The Dreyfus Socially Responsible Growth
Fund, Inc. ++;
The Dreyfus Third Century Fund, Inc.++;
Chairman of the Board:
Dreyfus Acquisition Corporation*;
Dreyfus America Fund++++;
HOWARD STEIN The Dreyfus Consumer Credit
(cont'd) Corporation*;
Dreyfus Land Development Corporation*;
Dreyfus Management, Inc.*;
Dreyfus Service Corporation*;
Chairman of the Board and Chief Executive
Officer:
Major Trading Corporation*;
President, Managing General Partner and
Investment Officer:
Dreyfus Global Growth, L.P. (A Strategic
Fund)++;
Dreyfus Strategic Growth, L.P. ++;
Director, President and Investment Officer:
Dreyfus Appreciation Fund, Inc.++;
Dreyfus Asset Allocation Fund, Inc.++;
Dreyfus Capital Value Fund (A Premier
Fund)++;
Dreyfus Focus Funds, Inc.++;
Dreyfus Global Investing++;
Dreyfus Growth Opportunity Fund, Inc.++;
Premier Growth Fund, Inc.++;
Dreyfus Growth Allocation Fund, Inc.++
Director and Investment Officer:
Dreyfus Growth and Income Fund, Inc.++;
President:
Dreyfus Consumer Life Insurance
Company*;
Director:
Avnet, Inc.**;
Comstock Partners Strategy Fund,
Inc.***;
Dreyfus A Bonds Plus, Inc.++;
Dreyfus BASIC Money Market Fund, Inc.++;
The Dreyfus Fund International
Limited++++++;
Dreyfus Insured Municipal Bond Fund,
Inc.++;
Dreyfus Liquid Assets, Inc.++;
Dreyfus Money Market Instruments,
Inc.++;
Dreyfus Municipal Bond Fund, Inc.++;
Dreyfus Municipal Money Market Fund,
Inc.++;
Dreyfus New Jersey Municipal Bond Fund,
Inc.++;
Dreyfus Partnership Management,
Inc.*;
Dreyfus Personal Management, Inc.*;
Dreyfus Precious Metals, Inc.*;
Dreyfus Realty Advisors, Inc.+++;
Dreyfus Service Organization, Inc.*;
Dreyfus Strategic Governments Income,
Inc.++;
The Dreyfus Trust Company++;
General Government Securities Money
Market Fund, Inc.++;
General Money Market Fund, Inc.++;
General Municipal Money Market Fund,
Inc.++;
FN Network Tax Free Money Market Fund,
Inc.++;
HOWARD STEIN Seven Six Seven Agency, Inc.*;
(cont'd) World Balanced Fund++++;
Trustee and Investment Officer:
Dreyfus Short-Intermediate Government
Fund++;
Dreyfus Strategic Investing++;
Dreyfus Variable Investment Fund++;
Trustee:
Corporate Property Investors
New York, New York;
Dreyfus BASIC U.S. Government Money
Market Fund++;
Dreyfus California Tax Exempt Money
Market Fund++;
Dreyfus Institutional Money Market
Fund++;
Dreyfus Institutional Short Term
Treasury Fund++;
Dreyfus Investors GNMA Fund++;
Dreyfus 100% U.S. Treasury Intermediate
Term Fund++;
Dreyfus 100% U.S. Treasury Long Term
Fund++;
Dreyfus 100% U.S. Treasury Money Market
Fund++;
Dreyfus 100% U.S. Treasury Short Term
Fund++;
Dreyfus Strategic Income++
JULIAN M. SMERLING Director and Executive Vice President:
Vice Chairman of the Dreyfus Service Corporation*;
Board of Directors Director and Vice President:
Dreyfus Consumer Life Insurance
Company*;
Dreyfus Service Organization, Inc.*;
Vice Chairman and Director:
The Dreyfus Trust Company++;
The Dreyfus Trust Company (N.J.)++;
Director:
The Dreyfus Consumer Credit
Corporation*;
Dreyfus Partnership Management, Inc.*;
Seven Six Seven Agency, Inc.*
JOSEPH S. DiMARTINO Director and Chairman of the Board:
President, Chief Operating The Dreyfus Trust Company++;
Officer and Director Director, President and Investment Officer:
Dreyfus Cash Management Plus, Inc.++;
Dreyfus International Equity Fund,
Inc.++;
Dreyfus Liquid Assets, Inc.++;
Dreyfus Money Market Instruments,
Inc.++;
Dreyfus Worldwide Dollar Money Market
Fund, Inc.++;
General Government Securities Money
Market Fund, Inc.++;
General Money Market Fund, Inc.++;
Director and President:
Dreyfus Acquisition Corporation*;
The Dreyfus Consumer Credit
Corporation*;
Dreyfus Edison Electric Index Fund,
Inc.++;
JOSEPH S. DiMARTINO Dreyfus Life and Annuity Index Fund,
(cont'd) Inc.++;
Dreyfus Partnership Management, Inc.*;
The Dreyfus Trust Company (N.J.)++;
Dreyfus-Wilshire Target Funds, Inc.++;
First Prairie Tax Exempt Bond Fund,
Inc. ++;
Peoples Index Fund, Inc.++;
Peoples S&P MidCap Index Fund, Inc.++;
Trustee, President and Investment Officer:
Dreyfus Cash Management++;
Dreyfus Government Cash Management++;
Dreyfus Institutional Money Market
Fund++;
Dreyfus Short-Intermediate Government
Fund++;
Dreyfus Treasury Cash Management++;
Dreyfus Treasury Prime Cash
Management++;
Dreyfus Variable Investment Fund++;
Premier GNMA Fund++;
Trustee and President:
First Prairie Cash Management++;
First Prairie Diversified Asset Fund++;
First Prairie Money Market Fund++;
First Prairie Municipal Money Market
Fund++;
First Prairie U.S. Government Income
Fund++;
First Prairie U.S. Treasury Securities
Cash Management++;
Trustee, Vice President and Investment
Officer:
Dreyfus Institutional Short Term
Treasury Fund++;
Trustee and Investment Officer:
Premier GNMA Fund++;
Director and Executive Vice President:
Dreyfus Service Corporation*;
Director, Vice President and Investment
Officer:
Dreyfus Balanced Fund, Inc.++;
Director and Vice President:
Dreyfus Service Organization, Inc.*;
General Municipal Bond Fund, Inc.++;
General Municipal Money Market Fund,
Inc.++;
Director and Investment Officer:
Dreyfus A Bonds Plus, Inc.++;
Dreyfus Appreciation Fund, Inc.++;
Dreyfus Short-Term Income Fund, Inc.++;
Premier Growth Fund, Inc.++;
Director and Corporate Member:
Muscular Dystrophy Association
810 Seventh Avenue
New York, New York 10019;
JOSEPH S. DiMARTINO Director:
(cont'd) Dreyfus Management, Inc.*;
Dreyfus Personal Management, Inc.*;
Noel Group, Inc.
667 Madison Avenue
New York, New York 10021;
Trustee:
Bucknell University
Lewisburg, Pennsylvania 17837;
President and Investment Officer:
Dreyfus BASIC Money Market Fund, Inc.++;
Dreyfus BASIC U.S. Government Money
Market Fund++;
Vice President:
Dreyfus Consumer Life Insurance
Company*;
Investment Officer:
The Dreyfus Fund Incorporated++;
Dreyfus Investors GNMA Fund++;
Dreyfus 100% U.S. Treasury Intermediate
Term Fund++;
Dreyfus 100% U.S. Treasury Long Term
Fund++;
Dreyfus 100% U.S. Treasury Money Market
Fund++;
Dreyfus 100% U.S. Treasury Short Term
Fund++;
President, Chief Operating Officer and
Director:
Major Trading Corporation*
LAWRENCE M. GREENE Chairman of the Board:
Legal Consultant and The Dreyfus Security Savings
Director Bank, F.S.B.+;
Director and Executive Vice President:
Dreyfus Service Corporation*;
Director and Vice President:
Dreyfus Acquisition Corporation*;
Dreyfus Consumer Life Insurance
Company*;
Dreyfus Service Organization, Inc.*;
Director:
Dreyfus America Fund++++;
Dreyfus BASIC Municipal Money Market
Fund, Inc.++;
Dreyfus California Tax Exempt Bond Fund,
Inc.++;
Dreyfus Capital Value Fund (A Premier
Fund)++;
Dreyfus Connecticut Municipal Money
Market Fund, Inc.++;
Dreyfus GNMA Fund, Inc.++;
Dreyfus Intermediate Municipal Bond
Fund, Inc.++;
Dreyfus-Lincoln, Inc.*;
Dreyfus Management, Inc.*;
Dreyfus Michigan Municipal Money Market
Fund, Inc.++;
Dreyfus New Jersey Municipal Money
Market Fund, Inc.++;
LAWRENCE M. GREENE Dreyfus New Leaders Fund, Inc.++;
(cont'd) Dreyfus New York Tax Exempt Bond Fund,
Inc.++;
Dreyfus Ohio Municipal Money Market
Fund, Inc.++;
Dreyfus Precious Metals, Inc.*;
Dreyfus Thrift & Commerce+++;
The Dreyfus Trust Company (N.J.)++;
Seven Six Seven Agency, Inc.*;
Vice President:
Dreyfus Growth Opportunity Fund, Inc.++;
Trustee:
Dreyfus Massachusetts Municipal Money
Market Fund++;
Dreyfus Massachusetts Tax Exempt Bond
Fund++;
Dreyfus New York Tax Exempt Intermediate
Bond Fund++;
Dreyfus New York Tax Exempt Money Market
Fund++;
Dreyfus Pennsylvania Municipal Money
Market Fund++;
Investment Officer:
The Dreyfus Fund Incorporated++
ROBERT F. DUBUSS Director and Treasurer:
Vice President Major Trading Corporation*;
Director and Vice President:
The Dreyfus Consumer Credit
Corporation*;
The Truepenny Corporation*;
Vice President:
Dreyfus Consumer Life Insurance
Company*;
Treasurer:
Dreyfus Management, Inc.*;
Dreyfus Precious Metals, Inc.*;
Dreyfus Service Corporation*;
Assistant Treasurer:
The Dreyfus Fund Incorporated++;
Director:
The Dreyfus Trust Company++;
The Dreyfus Trust Company (N.J.)++;
Dreyfus Thrift & Commerce****
ALAN M. EISNER Director and President:
Vice President and Chief The Truepenny Corporation*;
Financial Officer Vice President and Chief Financial Officer:
Dreyfus Acquisition Corporation*;
Dreyfus Consumer Life Insurance
Company*;
Treasurer:
Dreyfus Realty Advisors, Inc.+++;
Treasurer, Financial Officer and Director:
The Dreyfus Trust Company++;
The Dreyfus Trust Company (N.J.)++;
Director:
Dreyfus Thrift & Commerce****;
Vice President and Director:
The Dreyfus Consumer Credit Corporation*
DAVID W. BURKE Vice President and Director:
Vice President and Chief The Dreyfus Trust Company++;
Administrative Officer Formerly, President:
CBS News, a division of CBS, Inc.
524 West 57th Street
New York, New York 10019
Director:
Dreyfus Asset Allocation Fund, Inc.++;
Dreyfus BASIC Money Market Fund, Inc.++;
Dreyfus BASIC Municipal Money Market
Fund, Inc.++;
Dreyfus California Municipal
Income, Inc.++;
Dreyfus California Tax Exempt Bond
Fund, Inc.++;
Dreyfus Capital Value Fund (A Premier
Fund)++;
Dreyfus Connecticut Municipal Money
Market Fund, Inc.++;
The Dreyfus Fund Incorporated++;
Dreyfus Growth Allocation Fund, Inc.++;
Dreyfus Insured Municipal Bond
Fund, Inc.++;
Dreyfus Intermediate Municipal Bond
Fund, Inc.++;
Dreyfus Liquid Assets, Inc.++;
Dreyfus Michigan Municipal Money Market
Fund, Inc.++;
Dreyfus Municipal Bond Fund, Inc.++;
Dreyfus Municipal Income, Inc.++;
Dreyfus Municipal Money Market
Fund, Inc.++;
Dreyfus New Jersey Municipal Money
Market Fund, Inc.++;
Dreyfus New Leaders Fund, Inc.++;
Dreyfus New York Municipal Income,
Inc.++;
Dreyfus New York Tax Exempt Bond
Fund, Inc.++;
Dreyfus Ohio Municipal Money Market
Fund, Inc.++;
Dreyfus Short-Term Income Fund, Inc.++;
Dreyfus Strategic Governments Income,
Inc.++;
Dreyfus Strategic Municipals, Inc.++;
Dreyfus Strategic Municipal Bond
Fund, Inc.++;
Dreyfus Worldwide Dollar Money Market
Fund, Inc.++;
Trustee:
Dreyfus BASIC U.S. Government Money
Market Fund++;
Dreyfus California Intermediate
Municipal Bond Fund++;
Dreyfus California Tax Exempt Money
Market Fund++;
Dreyfus Connecticut Intermediate
Municipal Bond Fund++;
DAVID W. BURKE Dreyfus Institutional Short Term
(cont'd) Treasury Fund++;
Dreyfus Massachusetts Intermediate
Municipal Bond Fund++;
Dreyfus Massachusetts Municipal Money
Market Fund++;
Dreyfus Massachusetts Tax Exempt
Bond Fund++;
Dreyfus New Jersey Intermediate
Municipal Bond Fund++;
Dreyfus New York Tax Exempt Intermediate
Bond Fund++;
Dreyfus Pennsylvania Intermediate
Municipal Bond Fund++;
Dreyfus Pennsylvania Municipal Money
Market Fund++;
Dreyfus Short-Intermediate Government
Fund++
Dreyfus Strategic Income++;
Dreyfus Strategic Investing++;
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.*;
Senior Vice President:
Dreyfus Cash Management++;
Dreyfus Cash Management Plus, Inc.++;
Dreyfus Edison Electric Index Fund,
Inc.++;
Dreyfus Government Cash Management++;
Dreyfus Institutional Short Term
Treasury Fund++;
Dreyfus Life and Annuity Index Fund,
Inc.++;
Dreyfus Municipal Cash Management
Plus++;
Dreyfus New York Municipal Cash
Management++;
Dreyfus Tax Exempt Cash Management++;
Dreyfus Treasury Cash Management++;
Dreyfus Treasury Prime Cash
Management++;
Dreyfus-Wilshire Target Funds, Inc.++;
Peoples Index Fund, Inc.++;
Peoples S&P MidCap Index Fund, Inc.++;
Vice President:
The Dreyfus Trust Company++;
Premier Insured Municipal Bond Fund++;
Premier California Municipal Bond
Fund++;
Premier Municipal Bond Fund++;
Premier New York Municipal Bond Fund++;
Vice President-Sales:
The Dreyfus Trust Company (N.J.)++;
ELIE M. GENADRY Treasurer:
(cont'd) Pacific American Fund+++++
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*;
The Dreyfus Trust Company (N.J.)++;
Director and Secretary:
Dreyfus Partnership Management, Inc.*;
Major Trading Corporation*;
The Truepenny Corporation+;
Director:
Dreyfus America Fund++++;
Dreyfus Consumer Life Insurance
Company*;
The Dreyfus Trust Company++;
Vice President:
Dreyfus Appreciation Fund, Inc.++;
Dreyfus BASIC Municipal Money Market
Fund, Inc.++;
Dreyfus California Tax Exempt Bond Fund,
Inc.++;
Dreyfus California Tax Exempt Money
Market Fund++;
Dreyfus Capital Value Fund (A Premier
Fund)++;
Dreyfus Cash Management++;
Dreyfus Cash Management Plus, Inc.++;
Dreyfus Connecticut Municipal Money
Market Fund, Inc.++;
Dreyfus Edison Electric Index Fund,
Inc.++;
Dreyfus Florida Intermediate Municipal
Bond Fund++;
Dreyfus Focus Funds, Inc.++;
Dreyfus GNMA Fund, Inc.++;
Dreyfus Government Cash Management++;
Dreyfus Growth and Income Fund, Inc.++;
Dreyfus Growth Opportunity Fund, Inc.++;
Dreyfus Institutional Short Term
Treasury Fund++;
Dreyfus Insured Municipal Bond Fund,
Inc.++;
Dreyfus Intermediate Municipal Bond
Fund, Inc.++;
Dreyfus Investors GNMA Fund++;
Dreyfus Life and Annuity Index Fund,
Inc.++;
Dreyfus Massachusetts Municipal Money
Market Fund++;
Dreyfus Massachusetts Tax Exempt Bond
Fund++;
Dreyfus Michigan Municipal Money Market
Fund, Inc.++;
Dreyfus Municipal Cash Management
Plus++;
Dreyfus New Jersey Municipal Money
Market Fund, Inc.++;
Dreyfus New Leaders Fund, Inc.++;
DANIEL C. MACLEAN Dreyfus New York Insured Tax Exempt Bond
(cont'd) Fund++;
Dreyfus New York Municipal Cash
Management++;
Dreyfus New York Tax Exempt Bond Fund,
Inc.++;
Dreyfus New York Tax Exempt Intermediate
Bond Fund++;
Dreyfus New York Tax Exempt Money Market
Fund++;
Dreyfus Ohio Municipal Money Market
Fund, Inc.++;
Dreyfus Pennsylvania Municipal Money
Market Fund++;
Dreyfus Short-Intermediate Government
Fund++;
Dreyfus Short-Intermediate Municipal
Bond Fund++;
The Dreyfus Socially Responsible Growth
Fund, Inc.++;
Dreyfus Tax Exempt Cash Management++;
The Dreyfus Third Century Fund, Inc.++;
Dreyfus Treasury Cash Management++;
Dreyfus Treasury Prime Cash
Management++;
Dreyfus-Wilshire Target Funds, Inc.++;
First Prairie Cash Management++;
First Prairie Diversified Asset Fund++;
First Prairie Money Market Fund++;
First Prairie Municipal Money Market
Fund++;
First Prairie Tax Exempt Bond Fund,
Inc. ++;
First Prairie U.S. Government Income
Fund++;
First Prairie U.S. Treasury Securities
Cash Management++;
FN Network Tax Free Money Market Fund,
Inc.++;
General California Municipal Money
Market Fund++;
General Government Securities Money
Market Fund, Inc.++;
General Money Market Fund, Inc.++;
General Municipal Bond Fund, Inc.++;
General Municipal Money Market Fund,
Inc.++;
General New York Municipal Bond Fund,
Inc.++;
General New York Municipal Money Market
Fund++;
Peoples Index Fund, Inc.++;
Peoples S&P MidCap Index Fund, Inc.++;
Premier Insured Municipal Bond Fund++;
Premier California Municipal Bond
Fund++;
Premier GNMA Fund++;
Premier Growth Fund, Inc.++;
Premier Municipal Bond Fund++;
DANIEL C. MACLEAN Premier New York Municipal Bond Fund++;
(cont'd) Premier State Municipal Bond Fund++;
Secretary:
Dreyfus A Bonds Plus, Inc.++;
Dreyfus Acquisition Corporation*;
Dreyfus Asset Allocation Fund, Inc.++;
Dreyfus Balanced Fund, Inc.++;
Dreyfus BASIC Money Market Fund, Inc.++;
Dreyfus BASIC U.S. Government Money
Market Fund++;
Dreyfus California Intermediate
Municipal Bond Fund++;
Dreyfus California Municipal Income,
Inc.++;
Dreyfus Capital Growth Fund (A Premier
Fund)++;
Dreyfus Connecticut Intermediate
Municipal Bond Fund++;
Dreyfus Florida Municipal Money Market
Fund++;
The Dreyfus Fund Incorporated++;
Dreyfus Global Growth, L.P. (A Strategic
Fund)++;
Dreyfus Global Investing++;
Dreyfus Growth Allocation Fund, Inc.++;
Dreyfus Institutional Money Market
Fund++;
Dreyfus International Equity Fund,
Inc.++;
Dreyfus Massachusetts Intermediate
Municipal Bond Fund++;
Dreyfus Money Market Instruments,
Inc.++;
Dreyfus Municipal Bond Fund, Inc.++;
Dreyfus Municipal Income, Inc.++;
Dreyfus Municipal Money Market Fund,
Inc.++;
Dreyfus New Jersey Intermediate
Municipal Bond Fund++;
Dreyfus New Jersey Municipal Bond Fund,
Inc.++;
Dreyfus New York Municipal Income,
Inc.++;
Dreyfus 100% U.S. Treasury Intermediate
Term Fund++;
Dreyfus 100% U.S. Treasury Long Term
Fund++;
Dreyfus 100% U.S. Treasury Money Market
Fund++;
Dreyfus 100% U.S. Treasury Short Term
Fund++;
Dreyfus Pennsylvania Intermediate
Municipal Bond Fund++;
Dreyfus Service Corporation*;
Dreyfus Service Organization, Inc.*;
Dreyfus Short-Term Income Fund, Inc.++;
Dreyfus Strategic Governments Income,
Inc.++;
Dreyfus Strategic Growth, L.P.++;
Dreyfus Strategic Income++;
Dreyfus Strategic Investing++;
DANIEL C. MACLEAN Dreyfus Strategic Municipal Bond Fund,
(cont'd) Inc.++;
Dreyfus Strategic Municipals, Inc.++;
Dreyfus Variable Investment Fund++;
Dreyfus Worldwide Dollar Money Market
Fund, Inc.++;
General California Municipal Bond Fund,
Inc.++;
Seven Six Seven Agency, Inc.*;
Director and Assistant Secretary:
The Dreyfus Fund International
Limited++++++
JEFFREY N. NACHMAN Vice President-Financial:
Vice President - Mutual Dreyfus A Bonds Plus, Inc.++;
Fund Accounting Dreyfus Appreciation Fund, Inc.++;
Dreyfus California Municipal Income,
Inc.++;
Dreyfus California Tax Exempt Bond Fund,
Inc.++;
Dreyfus California Tax Exempt Money
Market Fund++;
Dreyfus Capital Growth Fund (A Premier
Fund)++;
Dreyfus Capital Value Fund (A Premier
Fund)++;
Dreyfus Cash Management++;
Dreyfus Cash Management Plus, Inc.++;
Dreyfus Connecticut Municipal Money
Market Fund, Inc.++;
The Dreyfus Fund Incorporated++;
Dreyfus Global Growth, L.P. (A Strategic
Fund)++;
Dreyfus GNMA Fund, Inc.++;
Dreyfus Government Cash Management++;
Dreyfus Growth Opportunity Fund, Inc.++;
Dreyfus Institutional Money Market
Fund++;
Dreyfus Insured Municipal Bond Fund,
Inc.++;
Dreyfus Intermediate Municipal Bond
Fund, Inc.++;
Dreyfus Investors GNMA Fund++;
Dreyfus Life and Annuity Index Fund,
Inc.++;
Dreyfus Liquid Assets, Inc.++;
Dreyfus Massachusetts Municipal Money
Market Fund++;
Dreyfus Massachusetts Tax Exempt Bond
Fund++;
Dreyfus Michigan Municipal Money Market
Fund, Inc.++;
Dreyfus Money Market Instruments,
Inc.++;
Dreyfus Municipal Bond Fund, Inc.++;
Dreyfus Municipal Cash Management
Plus++;
Dreyfus Municipal Income, Inc.++;
Dreyfus Municipal Money Market Fund,
Inc.++;
JEFFREY N. NACHMAN Dreyfus New Jersey Municipal Bond Fund,
(cont'd) Inc.++;
Dreyfus New Jersey Municipal Money
Market Fund, Inc.++;
Dreyfus New Leaders Fund, Inc.++;
Dreyfus New York Insured Tax Exempt Bond
Fund++;
Dreyfus New York Municipal Income,
Inc.++;
Dreyfus New York Tax Exempt Bond Fund,
Inc.++;
Dreyfus New York Tax Exempt Intermediate
Bond Fund++;
Dreyfus New York Tax Exempt Money Market
Fund++;
Dreyfus Ohio Municipal Money Market
Fund, Inc.++;
Dreyfus 100% U.S. Treasury Intermediate
Term Fund++;
Dreyfus 100% U.S. Treasury Long Term
Fund++;
Dreyfus 100% U.S. Treasury Money Market
Fund++;
Dreyfus 100% U.S. Treasury Short Term
Fund++;
Dreyfus Pennsylvania Municipal Money
Market Fund++;
Dreyfus Short-Intermediate Government
Fund++;
Dreyfus Short-Intermediate Municipal
Bond Fund++;
Dreyfus Strategic Governments Income,
Inc.++;
Dreyfus Strategic Growth, L.P.++;
Dreyfus Strategic Income++;
Dreyfus Strategic Investing++;
Dreyfus Strategic Municipal Bond Fund,
Inc.++;
Dreyfus Strategic Municipals, Inc.++;
Dreyfus Tax Exempt Cash Management++;
The Dreyfus Third Century Fund, Inc.++;
Dreyfus Treasury Cash Management++;
Dreyfus Treasury Prime Cash
Management++;
Dreyfus Variable Investment Fund++;
Dreyfus Worldwide Dollar Money Market
Fund, Inc.++;
First Prairie Diversified Asset Fund++;
First Prairie Money Market Fund++;
First Prairie Municipal Money Market
Fund++;
First Prairie Tax Exempt Bond Fund,
Inc.++;
FN Network Tax Free Money Market Fund,
Inc.++;
General California Municipal Bond Fund,
Inc.++;
General California Municipal Money
Market Fund++;
JEFFREY N. NACHMAN General Government Securities Money
(cont'd) Market Fund, Inc.++;
General Money Market Fund, Inc.++;
General Municipal Bond Fund, Inc.++;
General Municipal Money Market Fund,
Inc.++;
General New York Municipal Bond Fund,
Inc.++;
General New York Municipal Money Market
Fund++;
Peoples Index Fund, Inc.++;
Premier California Municipal Bond
Fund++;
Premier GNMA Fund++;
Premier Municipal Bond Fund++;
Premier New York Municipal Bond Fund++;
Premier State Municipal Bond Fund++;
Vice President and Treasurer:
Dreyfus Asset Allocation Fund, Inc.++;
Dreyfus Balanced Fund, Inc.++;
Dreyfus BASIC Money Market Fund, Inc.++;
Dreyfus BASIC Municipal Money Market
Fund, Inc.++;
Dreyfus BASIC U.S. Government Money
Market Fund++;
Dreyfus California Intermediate
Municipal Bond Fund++;
Dreyfus Connecticut Intermediate
Municipal Bond Fund++;
Dreyfus Edison Electric Index Fund,
Inc.++;
Dreyfus Florida Intermediate Municipal
Bond Fund++;
Dreyfus Florida Municipal Money Market
Fund++;
Dreyfus Focus Funds, Inc.++;
Dreyfus Global Investing++;
Dreyfus Growth Allocation Fund,
Inc.++;
Dreyfus Growth and Income Fund, Inc.++;
Dreyfus Institutional Short Term
Treasury Fund++;
Dreyfus International Equity Fund,
Inc.++;
Dreyfus Massachusetts Intermediate
Municipal Bond Fund++;
Dreyfus New Jersey Intermediate
Municipal Bond Fund++;
Dreyfus New York Municipal Cash
Management++;
Dreyfus Pennsylvania Intermediate
Municipal Bond Fund++;
Dreyfus Short-Term Income Fund, Inc.++;
The Dreyfus Socially Responsible Growth
Fund, Inc.++;
Dreyfus-Wilshire Target Funds, Inc.++;
First Prairie Cash Management++;
First Prairie U.S. Government Income
Fund++;
JEFFREY N. NACHMAN First Prairie U.S. Treasury Securities
(cont'd) Cash Management++;
Peoples S&P MidCap Index Fund, Inc.++;
Premier Growth Fund, Inc.++;
Premier Insured Municipal Bond Fund++;
Assistant Treasurer:
Pacific American Fund+++++
PETER A. SANTORIELLO Director, President and Investment
Vice President Officer:
Dreyfus Balanced Fund, Inc.++;
Director and President:
Dreyfus Management, Inc.*;
Vice President:
Dreyfus Personal Management, Inc.*
ROBERT H. SCHMIDT President and Director:
Vice President Dreyfus Service Corporation*;
Seven Six Seven Agency, Inc.*;
Formerly, Chairman and Chief Executive
Officer:
Levine, Huntley, Schmidt & Beaver
250 Park Avenue
New York, New York 10017
KIRK V. STUMPP Senior Vice President and
Vice President - Director of Marketing:
New Product Development Dreyfus Service Corporation*
PHILIP L. TOIA Chairman of the Board and Vice President:
Vice President and Dreyfus Thrift & Commerce****;
Director of Fixed- Director:
Income Research The Dreyfus Security Savings Bank
F.S.B.+;
Senior Loan Officer and Director:
The Dreyfus Trust Company++;
Vice President:
The Dreyfus Consumer Credit
Corporation*;
President and Director:
Dreyfus Personal Management, Inc.*;
Director:
Dreyfus Realty Advisors, Inc.+++;
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
KATHERINE C. WICKHAM Vice President:
Assistant Vice President - Dreyfus Consumer Life Insurance
Human Resources Company++;
Formerly, Assistant Commissioner:
Department of Parks and Recreation of
the City of New York
830 Fifth Avenue
New York, New York 10022
JOHN J. PYBURN Treasurer and Assistant Secretary:
Assistant Vice President The Dreyfus Fund International
Limited++++++;
Treasurer:
Dreyfus A Bonds Plus, Inc.++;
Dreyfus Appreciation Fund, Inc.++;
Dreyfus California Municipal Income,
Inc.++;
Dreyfus California Tax Exempt Bond Fund,
Inc.++;
Dreyfus California Tax Exempt Money
Market Fund++;
Dreyfus Capital Growth Fund (A Premier
Fund)++;
Dreyfus Capital Value Fund (A Premier
Fund)++;
Dreyfus Cash Management++;
Dreyfus Cash Management Plus, Inc.++;
Dreyfus Connecticut Municipal Money
Market Fund, Inc.++;
The Dreyfus Fund Incorporated++;
Dreyfus Global Growth, L.P. (A Strategic
Fund)++;
Dreyfus GNMA Fund, Inc.++;
Dreyfus Government Cash Management++;
Dreyfus Growth Opportunity Fund, Inc.++;
Dreyfus Institutional Money Market
Fund++;
Dreyfus Insured Municipal Bond Fund,
Inc.++;
Dreyfus Intermediate Municipal Bond
Fund, Inc.++;
Dreyfus Investors GNMA Fund++;
Dreyfus Life and Annuity Index Fund,
Inc.++;
Dreyfus Liquid Assets, Inc.++;
Dreyfus Massachusetts Municipal Money
Market Fund++;
Dreyfus Massachusetts Tax Exempt Bond
Fund++;
Dreyfus Michigan Municipal Money Market
Fund, Inc.++;
Dreyfus Money Market Instruments,
Inc.++;
Dreyfus Municipal Bond Fund, Inc.++;
Dreyfus Municipal Cash Management
Plus++;
Dreyfus Municipal Income, Inc.++;
Dreyfus Municipal Money Market Fund,
Inc.++;
Dreyfus New Jersey Municipal Bond Fund,
Inc.++;
Dreyfus New Jersey Municipal Money
Market Fund, Inc.++;
Dreyfus New Leaders Fund, Inc.++;
Dreyfus New York Insured Tax Exempt Bond
Fund++;
Dreyfus New York Municipal Income,
Inc.++;
Dreyfus New York Tax Exempt Bond Fund,
Inc.++;
JOHN J. PYBURN Dreyfus New York Tax Exempt Intermediate
(cont'd) Bond Fund++;
Dreyfus New York Tax Exempt Money Market
Fund++;
Dreyfus Ohio Municipal Money Market
Fund, Inc.++;
Dreyfus 100% U.S. Treasury Intermediate
Term Fund++;
Dreyfus 100% U.S. Treasury Long Term
Fund++;
Dreyfus 100% U.S. Treasury Money Market
Fund++;
Dreyfus 100% U.S. Treasury Short Term
Fund++;
Dreyfus Pennsylvania Municipal Money
Market Fund++;
Dreyfus Short-Intermediate Government
Fund++;
Dreyfus Short-Intermediate Municipal
Bond Fund++;
Dreyfus Strategic Governments Income,
Inc.++;
Dreyfus Strategic Growth, L.P.++;
Dreyfus Strategic Income++;
Dreyfus Strategic Investing++;
Dreyfus Strategic Municipal Bond Fund,
Inc.++;
Dreyfus Strategic Municipals, Inc.++;
Dreyfus Tax Exempt Cash Management++;
The Dreyfus Third Century Fund, Inc.++;
Dreyfus Treasury Cash Management++;
Dreyfus Treasury Prime Cash
Management++;
Dreyfus Variable Investment Fund++;
Dreyfus Worldwide Dollar Money Market
Fund, Inc.++;
First Prairie Diversified Asset Fund++;
First Prairie Money Market Fund++;
First Prairie Municipal Money Market
Fund++;
First Prairie Tax Exempt Bond Fund,
Inc. ++;
FN Network Tax Free Money Market Fund,
Inc.++;
General California Municipal Bond Fund,
Inc.++;
General California Municipal Money
Market Fund++;
General Government Securities Money
Market Fund, Inc.++;
General Money Market Fund, Inc.++;
General Municipal Bond Fund, Inc.++;
General Municipal Money Market Fund,
Inc.++;
General New York Municipal Bond Fund,
Inc.++;
General New York Municipal Money Market
Fund++;
Peoples Index Fund, Inc.++;
JOHN J. PYBURN Premier California Municipal Bond
(cont'd) Fund++;
Premier GNMA Fund++;
Premier Municipal Bond Fund++;
Premier New York Municipal Bond Fund++;
Premier State Municipal Bond Fund++
MAURICE BENDRIHEM Treasurer:
Controller Dreyfus Consumer Life Insurance
Company*;
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 Trust Company (N.J.)++;
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
MARK N. JACOBS Vice President:
Secretary and Deputy Dreyfus A Bonds Plus, Inc.++;
General Counsel Dreyfus Asset Allocation Fund, Inc.++;
Dreyfus Balanced Fund, Inc.++;
Dreyfus BASIC Money Market Fund, Inc.++;
Dreyfus BASIC U.S. Government Money
Market Fund++;
Dreyfus California Intermediate
Municipal Bond Fund++;
Dreyfus Capital Growth Fund (A Premier
Fund)++;
Dreyfus Connecticut Intermediate
Municipal Bond Fund++;
Dreyfus Edison Electric Index Fund,
Inc.++;
Dreyfus Florida Municipal Money Market
Fund++;
Dreyfus Focus Funds, Inc.++;
The Dreyfus Fund Incorporated++;
Dreyfus Global Growth, L.P. (A Strategic
Fund)++;
Dreyfus Global Investing++;
Dreyfus Growth Allocation Fund,
Inc.++;
Dreyfus Institutional Money Market
Fund++;
Dreyfus International Equity Fund,
Inc.++;
Dreyfus Life and Annuity Index Fund,
Inc.++;
Dreyfus Liquid Assets, Inc.++;
Dreyfus Massachusetts Intermediate
Municipal Bond Fund++;
Dreyfus Money Market Instruments,
Inc.++;
Dreyfus Municipal Bond Fund, Inc.++;
MARK N. JACOBS Dreyfus Municipal Money Market Fund,
(cont'd) Inc.++;
Dreyfus New Jersey Intermediate
Municipal Bond Fund++;
Dreyfus New Jersey Municipal Bond Fund,
Inc.++;
Dreyfus 100% U.S. Treasury Intermediate
Term Fund++;
Dreyfus 100% U.S. Treasury Long Term
Fund++;
Dreyfus 100% U.S. Treasury Money Market
Fund++;
Dreyfus 100% U.S. Treasury Short Term
Fund++;
Dreyfus Pennsylvania Intermediate
Municipal Bond Fund++;
Dreyfus Short-Term Income Fund, Inc.++;
Dreyfus Strategic Growth, L.P.++;
Dreyfus Strategic Income++;
Dreyfus Strategic Investing++;
Dreyfus Strategic Municipal Bond Fund,
Inc.++;
Dreyfus Strategic Municipals, Inc.++;
Dreyfus Variable Investment Fund++;
Dreyfus-Wilshire Target Funds, Inc.++;
Dreyfus Worldwide Dollar Money Market
Fund, Inc.++;
General California Municipal Bond Fund,
Inc.++;
Peoples Index Fund, Inc.++;
Peoples S&P MidCap Index Fund, Inc.++;
Director:
World Balanced Fund++++;
Secretary:
Dreyfus Appreciation Fund, Inc.++;
Dreyfus BASIC Municipal Money Market
Fund, Inc.++;
Dreyfus California Tax Exempt Bond Fund,
Inc.++;
Dreyfus California Tax Exempt Money
Market Fund++;
Dreyfus Capital Value Fund (A Premier
Fund)++;
Dreyfus Cash Management++;
Dreyfus Cash Management Plus, Inc.++;
Dreyfus Connecticut Municipal Money
Market Fund, Inc.++;
The Dreyfus Consumer Credit
Corporation*;
Dreyfus Consumer Life Insurance
Company*;
Dreyfus Florida Intermediate Municipal
Bond Fund++;
Dreyfus GNMA Fund, Inc.++;
Dreyfus Government Cash Management++;
Dreyfus Growth and Income Fund, Inc.++;
Dreyfus Growth Opportunity Fund, Inc.++;
Dreyfus Institutional Short Term
Treasury Fund++;
MARK N. JACOBS Dreyfus Insured Municipal Bond Fund,
(cont'd) Inc.++;
Dreyfus Intermediate Municipal Bond
Fund, Inc.++;
Dreyfus Investors GNMA Fund++;
Dreyfus Management, Inc.*;
Dreyfus Massachusetts Municipal Money
Market Fund++;
Dreyfus Massachusetts Tax Exempt Bond
Fund++;
Dreyfus Michigan Municipal Money Market
Fund, Inc.++;
Dreyfus Municipal Cash Management
Plus++;
Dreyfus New Jersey Municipal Money
Market Fund, Inc.++;
Dreyfus New Leaders Fund, Inc.++;
Dreyfus New York Insured Tax Exempt Bond
Fund++;
Dreyfus New York Municipal Cash
Management++;
Dreyfus New York Tax Exempt Bond Fund,
Inc.++;
Dreyfus New York Tax Exempt Intermediate
Bond Fund++;
Dreyfus New York Tax Exempt Money Market
Fund++;
Dreyfus Ohio Municipal Money Market
Fund, Inc.++;
Dreyfus Pennsylvania Municipal Money
Market Fund++;
Dreyfus Short-Intermediate Government
Fund++;
Dreyfus Short-Intermediate Municipal
Bond Fund++;
The Dreyfus Socially Responsible Growth
Fund, Inc.++;
Dreyfus Tax Exempt Cash Management++;
The Dreyfus Third Century Fund, Inc.++;
Dreyfus Treasury Cash Management++;
Dreyfus Treasury Prime Cash
Management++;
First Prairie Cash Management++;
First Prairie Diversified Asset Fund++;
First Prairie Money Market Fund++;
First Prairie Municipal Money Market
Fund++;
First Prairie Tax Exempt Bond Fund,
Inc. ++;
First Prairie U.S. Government Income
Fund++;
First Prairie U.S. Treasury Securities
Cash Management++;
FN Network Tax Free Money Market Fund,
Inc.++;
General California Municipal Money
Market Fund++;
MARK N. JACOBS General Government Securities Money
(cont'd) Market Fund, Inc.++;
General Money Market Fund, Inc.++;
General Municipal Bond Fund, Inc.++;
General Municipal Money Market Fund,
Inc.++;
General New York Municipal Bond Fund,
Inc.++;
General New York Municipal Money Market
Fund++;
Pacific American Fund+++++;
Premier Insured Municipal Bond Fund++;
Premier California Municipal Bond
Fund++;
Premier GNMA Fund++;
Premier Growth Fund, Inc.++;
Premier Municipal Bond Fund++;
Premier New York Municipal Bond Fund++;
Premier State Municipal Bond Fund++;
Assistant Secretary:
Dreyfus Service Organization, Inc.*;
Major Trading Corporation*;
The Truepenny Corporation*
CHRISTINE PAVALOS Assistant Secretary:
Assistant Secretary Dreyfus A Bonds Plus, Inc.++;
Dreyfus Acquisition Corporation*;
Dreyfus Appreciation Fund, Inc.++;
Dreyfus Asset Allocation Fund, Inc.++;
Dreyfus Balanced Fund, Inc.++;
Dreyfus BASIC Money Market Fund, Inc.++;
Dreyfus BASIC Municipal Money Market
Fund, Inc.++;
Dreyfus BASIC U.S. Government Money
Market Fund++;
Dreyfus California Intermediate
Municipal Bond Fund++;
Dreyfus California Municipal Income,
Inc.++;
Dreyfus California Tax Exempt Bond Fund,
Inc.++;
Dreyfus California Tax Exempt Money
Market Fund++;
Dreyfus Capital Growth Fund (A Premier
Fund)++;
Dreyfus Capital Value Fund, (A Premier
Fund)++;
Dreyfus Cash Management++;
Dreyfus Cash Management Plus, Inc.++;
Dreyfus Connecticut Intermediate
Municipal Bond Fund++;
Dreyfus Connecticut Municipal Money
Market Fund, Inc.++;
Dreyfus Edison Electric Index Fund,
Inc.++;
CHRISTINE PAVALOS Dreyfus Florida Intermediate Municipal
(cont'd) Bond Fund++;
Dreyfus Florida Municipal Money Market
Fund++;
Dreyfus Focus Funds, Inc.++;
The Dreyfus Fund Incorporated++;
Dreyfus Global Growth, L.P. (A Strategic
Fund)++;
Dreyfus Global Investing++;
Dreyfus GNMA Fund, Inc.++;
Dreyfus Government Cash Management++;
Dreyfus Growth Allocation Fund,
Inc.++;
Dreyfus Growth and Income, Inc.++;
Dreyfus Growth Opportunity Fund, Inc.++;
Dreyfus Institutional Money Market
Fund++;
Dreyfus Institutional Short Term
Treasury Fund++;
Dreyfus Insured Municipal Bond Fund,
Inc.++;
Dreyfus Intermediate Municipal Bond
Fund, Inc.++;
Dreyfus International Equity Fund,
Inc.++;
Dreyfus Investors GNMA Fund++;
Dreyfus Life and Annuity Index Fund,
Inc.++;
Dreyfus Liquid Assets, Inc.++;
Dreyfus Management, Inc.*;
Dreyfus Massachusetts Intermediate
Municipal Bond Fund++;
Dreyfus Massachusetts Municipal Money
Market Fund++;
Dreyfus Massachusetts Tax Exempt Bond
Fund++;
Dreyfus Michigan Municipal Money Market
Fund, Inc.++;
Dreyfus Money Market Instruments,
Inc.++;
Dreyfus Municipal Bond Fund, Inc.++;
Dreyfus Municipal Cash Management
Plus++;
Dreyfus Municipal Income, Inc.++;
Dreyfus Municipal Money Market Fund,
Inc.++;
Dreyfus New Jersey Intermediate
Municipal Bond Fund++;
Dreyfus New Jersey Municipal Bond Fund,
Inc.++;
Dreyfus New Jersey Municipal Money
Market Fund, Inc.++;
Dreyfus New Leaders Fund, Inc.++;
Dreyfus New York Insured Tax Exempt Bond
Fund++;
Dreyfus New York Municipal Cash
Management++;
Dreyfus New York Municipal Income,
Inc.++;
Dreyfus New York Tax Exempt Bond Fund,
Inc.++;
Dreyfus New York Tax Exempt Intermediate
Bond Fund++;
CHRISTINE PAVALOS Dreyfus New York Tax Exempt Money Market
(cont'd) Fund++;
Dreyfus Ohio Municipal Money Market
Fund, Inc.++;
Dreyfus 100% U.S. Treasury Intermediate
Term Fund++;
Dreyfus 100% U.S. Treasury Long Term
Fund++;
Dreyfus 100% U.S. Treasury Money Market
Fund++;
Dreyfus 100% U.S. Treasury Short Term
Fund++;
Dreyfus Pennsylvania Intermediate
Municipal Bond Fund++;
Dreyfus Pennsylvania Municipal Money
Market Fund++;
Dreyfus Service Corporation*;
Dreyfus Short-Intermediate Government
Fund++;
Dreyfus Short-Intermediate Municipal
Bond Fund++;
Dreyfus Short-Term Income Fund, Inc.++;
The Dreyfus Socially Responsible Growth
Fund, Inc.++;
Dreyfus Strategic Governments Income,
Inc.++;
Dreyfus Strategic Growth, L.P.++;
Dreyfus Strategic Income++;
Dreyfus Strategic Investing++;
Dreyfus Strategic Municipal Bond Fund,
Inc.++;
Dreyfus Strategic Municipals, Inc.++;
Dreyfus Tax Exempt Cash Management++;
The Dreyfus Third Century Fund, Inc.++;
Dreyfus Treasury Cash Management++;
Dreyfus Treasury Prime Cash
Management++;
Dreyfus Variable Investment Fund++;
Dreyfus-Wilshire Target Funds, Inc.++;
Dreyfus Worldwide Dollar Money Market
Fund, Inc.++;
First Prairie Cash Management++;
First Prairie Diversified Asset Fund++;
First Prairie Money Market Fund++;
First Prairie Tax Exempt Bond Fund,
Inc. ++;
First Prairie Municipal Money Market
Fund++;
First Prairie U.S. Government Income
Fund++;
First Prairie U.S. Treasury Securities
Cash Management++;
FN Network Tax Free Money Market Fund,
Inc.++;
General California Municipal Bond Fund,
Inc.++;
General California Municipal Money
Market Fund++;
CHRISTINE PAVALOS General Government Securities Money
(cont'd) Market Fund, Inc.++;
General Money Market Fund, Inc.++;
General Municipal Bond Fund, Inc.++;
General Municipal Money Market Fund,
Inc.++;
General New York Municipal Bond Fund,
Inc.++;
General New York Municipal Money Market
Fund++;
Peoples Index Fund, Inc.++;
Peoples S&P MidCap Index Fund, Inc.++;
Premier Insured Municipal Bond Fund++;
Premier California Municipal Bond
Fund++;
Premier GNMA Fund++;
Premier Growth Fund, Inc.++;
Premier Municipal Bond Fund++;
Premier New York Municipal Bond Fund++;
Premier State Municipal Bond Fund++;
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 800 West Sixth Street,
Suite 1000, Los Angeles, California 90017.
++++++ The address of the business so indicated is Nassau, Bahama Islands.
Item 28(b). Business and Other Connections of Sub-Investment Adviser.
Tiffany Capital Advisors, Inc. ("Tiffany"), a privately held
corporation with its principal place of business at 2300 Computer Avenue,
Suite D-21, Willow Grove, Pennsylvania 19090, is a registered investment
adviser under the Investment Advisers Act of 1940. The business of Tiffany
consists primarily of providing investment counselling services to
institutional investors.
Officers and Directors of Sub-Investment Adviser
Name and Position with Tiffany Other Businesses
CURTIS O. TOWNSEND None
Chairman of the Board,
Director and President
JAMES A. FAVIA Member:
Vice Chairman of the Tiffany's Investment Advisory
Board and Director Panel
Philadelphia, PA
Investment Committee of
Catholic Charities of Rockville
Centre, Rockville Centre, NY
Director:
TJ Systems Incorporated
Hauppague, NY
MARY FROHLICH Secretary:
Director, Vice President, Sloate, Weisman & Murray
Secretary and Treasurer 10 E. 53rd Street
New York, NY 10022
PAMELA C. TOWNSEND None
Director
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 Money Market 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 Growth, L.P. (A Strategic Fund)
24) Dreyfus Global Investing, Inc.
25) Dreyfus GNMA Fund, Inc.
26) Dreyfus Government Cash Management
27) Dreyfus Growth and Income Fund, Inc.
28) Dreyfus Growth Opportunity Fund, Inc.
29) Dreyfus Institutional Money Market Fund
30) Dreyfus Institutional Short Term Treasury Fund
31) Dreyfus Insured Municipal Bond Fund, Inc.
32) Dreyfus Intermediate Municipal Bond Fund, Inc.
33) Dreyfus International Equity Fund, Inc.
34) Dreyfus Investors GNMA Fund
35) The Dreyfus Leverage Fund, Inc.
36) Dreyfus Life and Annuity Index Fund, Inc.
37) Dreyfus Liquid Assets, Inc.
38) Dreyfus Massachusetts Intermediate Municipal Bond Fund
39) Dreyfus Massachusetts Municipal Money Market Fund
40) Dreyfus Massachusetts Tax Exempt Bond Fund
41) Dreyfus Michigan Municipal Money Market Fund, Inc.
42) Dreyfus Money Market Instruments, Inc.
43) Dreyfus Municipal Bond Fund, Inc.
44) Dreyfus Municipal Cash Management Plus
45) Dreyfus Municipal Money Market Fund, Inc.
46) Dreyfus New Jersey Intermediate Municipal Bond Fund
47) Dreyfus New Jersey Municipal Bond Fund, Inc.
48) Dreyfus New Jersey Municipal Money Market Fund, Inc.
49) Dreyfus New Leaders Fund, Inc.
50) Dreyfus New York Insured Tax Exempt Bond Fund
51) Dreyfus New York Municipal Cash Management
52) Dreyfus New York Tax Exempt Bond Fund, Inc.
53) Dreyfus New York Tax Exempt Intermediate Bond Fund
54) Dreyfus New York Tax Exempt Money Market Fund
55) Dreyfus Ohio Municipal Money Market Fund, Inc.
56) Dreyfus 100% U.S. Treasury Intermediate Term Fund
57) Dreyfus 100% U.S. Treasury Long Term Fund
58) Dreyfus 100% U.S. Treasury Money Market Fund
59) Dreyfus 100% U.S. Treasury Short Term Fund
60) Dreyfus Pennsylvania Intermediate Municipal Bond Fund
61) Dreyfus Pennsylvania Municipal Money Market Fund
62) Dreyfus Short-Intermediate Government Fund
63) Dreyfus Short-Intermediate Municipal Bond Fund
64) Dreyfus Short-Term Income Fund, Inc.
65) Dreyfus Strategic Growth, L.P.
66) Dreyfus Strategic Income
67) Dreyfus Strategic Investing
68) Dreyfus Tax Exempt Cash Management
69) The Dreyfus Third Century Fund, Inc.
70) Dreyfus Treasury Cash Management
71) Dreyfus Treasury Prime Cash Management
72) Dreyfus Variable Investment Fund
73) Dreyfus-Wilshire Target Funds, Inc.
74) Dreyfus Worldwide Dollar Money Market Fund, Inc.
75) First Prairie Cash Management
76) First Prairie Diversified Asset Fund
77) First Prairie Money Market Fund
78) First Prairie Municipal Money Market Fund
79) First Prairie Tax Exempt Bond Fund, Inc.
80) First Prairie U.S. Government Income Fund
81) First Prairie U.S. Treasury Securities Cash Management
82) FN Network Tax Free Money Market Fund, Inc.
83) General California Municipal Bond Fund, Inc.
84) General California Municipal Money Market Fund
85) General Government Securities Money Market Fund, Inc.
86) General Money Market Fund, Inc.
87) General Municipal Bond Fund, Inc.
88) General Municipal Money Market Fund, Inc.
89) General New York Municipal Bond Fund, Inc.
90) General New York Municipal Money Market Fund
91) Pacific American Fund
92) Peoples Index Fund, Inc.
93) Peoples S&P MidCap Index Fund, Inc.
94) Premier Insured Municipal Bond Fund
95) Premier California Municipal Bond Fund
96) Premier GNMA Fund
97) Premier Growth Fund, Inc.
98) Premier Municipal Bond Fund
99) Premier New York Municipal Bond Fund
100) Premier State Municipal Bond Fund
(b)
Positions and
Name and principal Positions and offices with offices with
business address Dreyfus Service Corporation Registrant
__________________ ___________________________ _____________
Howard Stein* Chairman of the Board Chairman of
the Board &
Investment
Officer
Robert H. Schmidt* President and Director None
Joseph S. DiMartino* Executive Vice President and Director None
Lawrence M. Greene* Executive Vice President and Director None
Julian M. Smerling* Executive Vice President and Director None
Elie M. Genadry* Executive Vice President None
Hank Gottmann* Executive Vice President None
Donald A. Nanfeldt* Executive Vice President None
Kevin Flood* Senior Vice President None
Roy Gross* Senior Vice President None
Irene Papadoulis** Senior Vice President None
Kirk Stumpp* Senior Vice President None
and Director of Marketing
Diane M. Coffey* Vice President Vice President
& Investment
Officer
Walter T. Harris* Vice President None
William Harvey* Vice President None
Adwick Pinnock** Vice President None
George Pirrone* Vice President/Trading None
Karen Rubin Waldmann* Vice President None
Peter D. Schwab* Vice President/New Products None
Michael Anderson* Assistant Vice President None
Carolyn Sobering* Assistant Vice President-Trading None
Daniel C. Maclean* Secretary Vice
President
Robert F. Dubuss* Treasurer None
Maurice Bendrihem* Controller None
Michael J. Dolitsky* Assistant Controller None
Susan Verbil Goldgraben* Assistant Treasurer None
Christine Pavalos* Assistant Secretary Assistant
Secretary
Broker-Dealer Division of Dreyfus Service Corporation
=====================================================
Positions and offices with Positions and
Name and principal Broker-Dealer Division of offices with
business address Dreyfus Service Corporation Registrant
__________________ ___________________________ _____________
Elie M. Genadry* President None
Craig E. Smith* Executive Vice President None
Peter Moeller* Vice President and Sales Manager None
Kristina Williams
Pomano Beach, FL Vice President-Administration None
Edward Donley
Latham, NY Regional Vice President None
Glenn Farinacci* Regional Vice President None
Peter S. Ferrentino
San Francisco, CA Regional Vice President None
William Frey
Hoffman Estates, IL Regional Vice President None
Suzanne Haley
Tampa, FL Regional Vice President None
Philip Jochem
Warrington, PA Regional Vice President None
Fred Lanier
Atlanta, GA Regional Vice President None
Beth Presson
Colchester, VT Regional Vice President None
Joseph Reaves
New Orleans, LA Regional Vice President None
Christian Renninger
Germantown, MD Regional Vice President None
Kurt Wiessner
Minneapolis, MN Regional Vice President None
Mary Rogers** Assistant Vice President None
Institutional Services Division of Dreyfus Service Corporation
==============================================================
Positions and offices with Positions and
Name and principal Institutional Services Division offices with
business address of Dreyfus Service Corporation Registrant
__________________ _______________________________ _____________
Elie M. Genadry* President None
Donald A. Nanfeldt* Executive Vice President None
Charles Cardona** Senior Vice President None
Stacy Alexander* Vice President None
Eric Almquist* Vice President None
James E. Baskin+++++++ Vice President None
Kenneth Bernstein
Boca Raton, FL Vice President-Institutional Sales None
Stephen Burke* Vice President None
Laurel A. Diedrick
Burrows*** Vice President None
Daniel L. Clawson++++ Vice President None
Michael Caraboolad
Gates Mills, OH Vice President-Institutional Sales None
Laura Caudillo++ Vice President-Institutional Sales None
Steven Faticone***** Vice-President-Institutional Sales None
William E. Findley**** Vice President None
Mary Genet***** Vice President None
Melinda Miller Gordon* Vice President None
Christina Haydt++ Vice President-Institutional Sales None
Carol Anne Kelty* Vice President-Institutional Sales None
Gwenn Kessler***** Vice President-Institutional Sales None
Nancy Knee++++ Vice President-Institutional Sales None
Bradford Lange* Vice President-Institutional Sales None
Kathleen McIntyre
Lewis++ Vice President None
Eva Machek***** Vice President-Institutional Sales None
Mary McCabe*** Vice President-Institutional Sales None
James McNamara***** Vice President-Institutional Sales None
James Neiland* Vice President None
Susan M. O'Connor* Vice President-Institutional
Seminars None
Andrew Pearson+++ Vice President-Institutional Sales None
Jean Heitzman Penny***** Vice President-Institutional Sales None
Dwight Pierce+ Vice President None
Lorianne Pinto* Vice President-Institutional Sales None
Douglas Rentschler
Grosse Point Park, MI Vice President-Institutional Sales None
Leah Ryan**** Vice President-Institutional Sales None
Emil Samman* Vice President-Institutional
Marketing None
Edward Sands* Vice President-Institutional
Administration None
William Schalda* Vice President None
Sue Ann Seefeld++++ Vice President-Institutional Sales None
Elizabeth Biordi Vice President-Institutional
Wieland* Administration None
Jeanne Butler* Assistant Vice President-
Institutional Operations None
Roberta Hall***** Assistant Vice President-
Institutional Servicing None
Tracy Hopkins** Assistant Vice President-
Institutional Operations None
Lois Paterson* Assistant Vice President-
Institutional Operations None
Karen Markovic
Shpall++++++ Assistant Vice President None
Patrick Synan** Assistant Vice President-
Institutional Support None
Emilie Tongalson** Assistant Vice President-
Institutional Servicing None
Carolyn Warren++ Assistant Vice President-
Institutional Servicing None
Tonda Watson**** Assistant Vice President-
Institutional Sales None
Group Retirement Plans Division of Dreyfus Service Corporation
==============================================================
Positions and offices with Positions and
Name and principal Group Retirement Plans Division offices with
business address of Dreyfus Service Corporation Registrant
__________________ _______________________________ _____________
Elie M. Genadry* President None
Robert W. Stone* Executive Vice President None
Paul Allen* Executive Vice President-
National Sales None
Leonard Larrabee* Vice President and Senior Counsel None
George Anastasakos* Vice President None
Bart Ballinger++ Vice President-Sales None
Paula Cleary* Vice President-Marketing None
Ellen S. Dinas* Vice President-Marketing/Communications None
Wendy Holcomb++ Vice President-Sales None
William Gallagher* Vice President-Sales None
Brent Glading* Vice President-Sales None
Gerald Goz* Vice President-Sales None
Jeffrey Lejune
Dallas, TX Vice President-Sales None
Samuel Mancino** Vice President-Installation None
Joanna Morris* Vice President-Sales None
Joseph Pickert++ Vice President-Sales None
Alison Saunders** Vice President-Enrollment None
Scott Zeleznik* Vice President-Sales None
Alana Zion* Vice President-Sales None
Jeffrey Blake* Assistant Vice President-Sales None
_____________________________________________________
* The address of the offices so indicated is 200 Park Avenue, New
York, New York 10166
** The address of the offices so indicated is 144 Glenn Curtiss
Boulevard, Uniondale, New York 11556-0144.
*** The address of the offices so indicated is 580 California
Street, San Francisco, California 94104.
**** The address of the offices so indicated is 3384 Peachtree Road,
Suite 100, Atlanta, Georgia 30326-1106.
***** The address of the offices so indicated is 190 South LaSalle
Street, Suite 2850, Chicago, Illinois 60603.
+ The address of the offices so indicated is P.O. Box 1657, Duxbury,
Massachusetts 02331.
++ The address of the offices so indicated is 800 West Sixth Street,
Suite 1000, Los Angeles, California 90017.
+++ The address of the offices so indicated is 11 Berwick Lane,
Edgewood, Rhode Island 02905.
++++ The address of the offices so indicated is 1700 Lincoln Street,
Suite 3940, Denver, Colorado 80203.
+++++ The address of the offices so indicated is 6767 Forest Hill
Avenue, Richmond, Virginia 23225.
++++++ The address of the offices so indicated is 2117 Diamond Street,
San Diego, California 92109.
+++++++ The address of the offices so indicated is P.O. Box 757,
Holliston, Massachusetts 01746.
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
110 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 Registrant'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 24th day of February, 1994.
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.
BY: /s/Howard Stein*
__________________________________________
Howard Stein, PRESIDENT
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, 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/Howard Stein* President (Principal Executive 2/24/94
______________________________ Officer) and Director
Howard Stein
/s/Jeffrey N. Nachman* Vice President and Treasurer 2/24/94
_____________________________ (Principal Financial Officer)
Jeffrey N. Nachman
/s/Jean Farley* Controller (Principal 2/24/94
______________________________ Accounting Officer)
Jean Farley
/s/Clifford L. Alexander, Jr.* Director 2/24/94
______________________________
Clifford L. Alexander, Jr.
/s/Lucy W. Benson* Director 2/24/94
_____________________________
Lucy W. Benson
/s/Peter C. Goldmark, Jr.* Director 2/24/94
_____________________________
Peter C. Goldmark, Jr.
/s/Josie C. Natori* Director 2/24/94
_____________________________
Josie C. Natori
*BY: /s/Robert I. Frenkel
__________________________
Robert I. Frenkel,
Attorney-in-Fact
EXHIBIT INDEX
ITEM EXHIBIT PAGE
(9) Shareholder Services Plan
(11) Consent of Ernst & Young, Independent Auditors.
(16) Schedule of Computation of Performance Data.
Other Exhibit:
Powers of Attorney
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH 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 shareholder services 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 service to shareholders of the respective class
and/or maintaining shareholder accounts, to the extent that the cost
thereof is to be borne by the Fund as provided in the Investment Advisory
Agreement; 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 for a period of one year from its
effective date, unless earlier terminated in accordance with its terms, and
thereafter shall continue automatically for successive annual periods,
provided such continuance is approved at least annually 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: July 28, 1993
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
January 28, 1994 in this Registration Statement (Form N-1A No. 33-49014)
of The Dreyfus Socially Responsible Growth Fund, Inc.
ERNST & YOUNG
New York, New York
February 22, 1994
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.
AVERAGE ANNUAL TOTAL RETURN COMPUTATION
Average annual total return computation from inception through 12/31/93
based upon the following formula:
n
P( 1 + T ) = ERV
where: P = a hypothetical initial payment of $1,000
T = average annual total return
n = number of years
ERV = ending redeemable value as of 12/31/93 of a $1,000
hypothetical investment made on 10/7/93 (inception)
0.236
1000( 1 + T ) = 1,073.52
T = 35.06%
==========
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.
TOTAL RETURN COMPUTATION
Total return computation from inception through 12/31/93
based upon the following formula:
[ C + ( C x B ) ] - A
---------------------
T = A
where: A = NAV at beginning of period
B = Additional shares purchased through dividend reinvestment
C = NAV at end of period
T = Total return
T = [ 13.38 + ( 13.38 x 0.0029 ) ] - 12.50
--------------------------------------------
12.50
T = 7.35%
========
Other Exhibit
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Steven F. Newman, Mark
N. Jacobs and Robert I. Frenkel, and each of them, with full power to act
without the other, her true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for her and in her name,
place and stead, in any and all capacities (until revoked in writing) to
sign any and all amendments to the Registration Statement (including post-
effective amendments and amendments thereto) of The Dreyfus Socially
Responsible Growth Fund, Inc., 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 her substitute or substitutes, may
lawfully do or cause to be done by virtue hereof.
/s/ Jean Farley
_____________________________ February 16, 1994
Jean Farley, Controller
Other Exhibit
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints Steven F. Newman, Mark
N. Jacobs and Robert I. Frenkel, and each of them, with full power to act
without the other, his true and lawful attorney-in-fact and agent, with
full power of substitution and resubstitution, for him and in his name,
place and stead, in any and all capacities (until revoked in writing) to
sign any and all amendments to the Registration Statement (including post-
effective amendments and amendments thereto) of The Dreyfus Socially
Responsible Growth Fund, Inc., 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 substitute or substitutes, may
lawfully do or cause to be done by virtue hereof.
/s/ Jeffrey N. Nachman
_____________________________ February 16, 1994
Jeffrey N. Nachman, Vice
President and Treasurer
