File Nos. 33-50390
811-7076
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 [ X ]
Pre-Effective Amendment No. [ ]
Post-Effective Amendment No. 6 [ X ]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [ X ]
Amendment No. 6 [ X ]
(Check appropriate box or boxes.)
DREYFUS-WILSHIRE TARGET FUNDS, 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)
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on November 15, 1995 pursuant to paragraph (b)
----
60 days after filing pursuant to paragraph (a)(i)
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on December 30, 1995 pursuant to paragraph (a)(i)
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75 days after filing pursuant to paragraph (a)(ii)
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on (date) pursuant to paragraph (a)(ii) of Rule 485
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If appropriate, check the following box:
this post-effective amendment designates a new effective date for a
previously filed post-effective amendment.
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Registrant has registered an indefinite number of shares of its common
stock under the Securities Act of 1933 pursuant to Section 24(f) of the
Investment Company Act of 1940. Registrant's Rule 24f-2 Notice for the
fiscal year ended August 31, 1995 was filed on October 25, 1995.
DREYFUS-WILSHIRE TARGET FUNDS, INC.
Cross-Reference Sheet Pursuant to Rule 495(a)
Items in
Part A of
Form N-1A Caption Page
_________ _______ ____
1 Cover Page Cover
2 Synopsis 3
3 Condensed Financial Information 4
4 General Description of Registrant 5, 16
5 Management of the Fund 7
5(a) Management's Discussion of Fund's Performance *
6 Capital Stock and Other Securities 16
7 Purchase of Securities Being Offered 9
8 Redemption or Repurchase 12
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-25
13 Investment Objectives and Policies B-2
14 Management of the Fund B-8
15 Control Persons and Principal B-11
Holders of Securities
16 Investment Advisory and Other B-11
Services
_____________________________________
NOTE: * Omitted since answer is negative or inapplicable.
DREYFUS-WILSHIRE TARGET FUNDS, INC.
Cross-Reference Sheet Pursuant to Rule 495(a) (continued)
Items in
Part B of
Form N-1A Caption Page
_________ _______ _____
17 Brokerage Allocation B-24
18 Capital Stock and Other Securities B-24
19 Purchase, Redemption and Pricing B-16, B-17
of Securities Being Offered B-19
20 Tax Status *
21 Underwriters B-16
22 Calculations of Performance Data B-23
23 Financial Statements B-27
Items in
Part C of
Form N-1A
_________
24 Financial Statements and Exhibits C-1
25 Persons Controlled by or Under C-4
Common Control with Registrant
26 Number of Holders of Securities C-4
27 Indemnification C-4
28 Business and Other Connections of C-4
Investment Adviser
29 Principal Underwriters C-5
30 Location of Accounts and Records C-8
31 Management Services C-8
32 Undertakings C-8
_____________________________________
NOTE: * Omitted since answer is negative or inapplicable.
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PROSPECTUS NOVEMBER 15, 1995
DREYFUS-WILSHIRE TARGET FUNDS, INC.
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DREYFUS-WILSHIRE TARGET FUNDS, INC. (THE "FUND") IS AN OPEN-END
INVESTMENT COMPANY, KNOWN AS A MUTUAL FUND. THE FUND PERMITS YOU TO INVEST IN
FOUR SEPARATE DIVERSIFIED PORTFOLIOS (EACH, A "PORTFOLIO"): LARGE COMPANY
GROWTH PORTFOLIO, LARGE COMPANY VALUE PORTFOLIO, SMALL COMPANY GROWTH
PORTFOLIO, AND SMALL COMPANY VALUE PORTFOLIO. THE GOAL OF EACH PORTFOLIO IS
TO PROVIDE THE INVESTMENT RESULTS OF A PORTFOLIO OF PUBLICLY-TRADED COMMON
STOCKS IN ONE OF FOUR SUB-CATEGORIES OF COMPANIES FROM THE WILSHIRE 5000
INDEX WHICH MEET CERTAIN CRITERIA ESTABLISHED BY THE FUND'S INVESTMENT
ADVISER. SEE "DESCRIPTION OF THE FUND_INVESTMENT APPROACH." NO PORTFOLIO IS
AN INDEX FUND.
WILSHIRE ASSOCIATES INCORPORATED ("WILSHIRE") SERVES AS THE FUND'S
INVESTMENT ADVISER.
THE DREYFUS CORPORATION ("DREYFUS") SERVES AS THE FUND'S
ADMINISTRATOR. PREMIER MUTUAL FUND SERVICES, INC. (THE "DISTRIBUTOR") SERVES
AS THE FUND'S DISTRIBUTOR.
SHAREHOLDERS WHO REDEEM SHARES WITHIN SIX MONTHS OF THE OPENING OF
THEIR ACCOUNT IN ANY PORTFOLIO WILL BE CHARGED A 1% REDEMPTION FEE WHICH WILL
BE DEDUCTED FROM REDEMPTION PROCEEDS. HOWEVER, THE REDEMPTION FEE WILL NOT BE
APPLICABLE TO SHARES HELD IN OMNIBUS ACCOUNTS.
THIS PROSPECTUS SETS FORTH CONCISELY INFORMATION ABOUT THE FUND THAT
YOU SHOULD KNOW BEFORE INVESTING. IT SHOULD BE READ AND RETAINED FOR FUTURE
REFERENCE.
THE STATEMENT OF ADDITIONAL INFORMATION DATED NOVEMBER 15, 1995,
WHICH MAY BE REVISED FROM TIME TO TIME, PROVIDES A FURTHER DISCUSSION OF
CERTAIN AREAS IN THIS PROSPECTUS AND OTHER MATTERS WHICH MAY BE OF INTEREST
TO SOME INVESTORS. IT HAS BEEN FILED WITH THE SECURITIES AND EXCHANGE
COMMISSION AND IS INCORPORATED HEREIN BY REFERENCE. FOR A FREE COPY, WRITE TO
THE FUND AT 144 GLENN CURTISS BOULEVARD, UNIONDALE, NEW YORK 11556-0144, OR
CALL 1-800-645-6561. WHEN TELEPHONING, ASK FOR OPERATOR 144.
MUTUAL FUND SHARES ARE NOT DEPOSITS OR OBLIGATIONS OF, OR GUARANTEED
OR ENDORSED BY, ANY BANK, AND ARE NOT FEDERALLY INSURED BY THE FEDERAL
DEPOSIT INSURANCE CORPORATION, THE FEDERAL RESERVE BOARD, OR ANY OTHER
AGENCY. THE NET ASSET VALUE OF FUNDS OF THIS TYPE WILL FLUCTUATE FROM TIME TO
TIME.
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TABLE OF CONTENTS
Page
Fee Table......................................... 3
Condensed Financial Information................... 4
Description of the Fund........................... 5
Management of the Fund............................ 7
How to Buy Fund Shares............................ 9
Shareholder Services.............................. 10
How to Redeem Fund Shares......................... 12
Shareholder Services Plan......................... 14
Dividends, Distributions and Taxes................ 14
Performance Information........................... 15
General Information .............................. 16
Appendix.......................................... 17
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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE SECURITIES
AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY
IS A CRIMINAL OFFENSE.
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This Page Intentionally Left Blank
<TABLE>
<CAPTION>
FEE TABLE
LARGE LARGE SMALL SMALL
COMPANY COMPANY COMPANY COMPANY
GROWTH VALUE GROWTH VALUE
PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO
<S> <C> <C> <C> <C> <C>
SHAREHOLDER TRANSACTION EXPENSES:
Redemption Fees (as a percentage of amount redeemed,
if applicable).................................. 1.00% 1.00% 1.00% 1.00%
ANNUAL FUND OPERATING EXPENSES:
(as a percentage of average daily net assets)
Management Fees ................................ .10% .10% .10% .10%
Other Expenses.................................. .95% .92% 1.06% .81%
Total Fund Operating Expenses................... 1.05% 1.02% 1.16% .91%
EXAMPLE:
You would pay the following expenses on a $1,000
investment, assuming (1) 5% annual return
and (2) redemption at the end of each time period:
1 YEAR $ 11 $ 10 $ 12 $ 9
3 YEARS $ 33 $ 32 $ 37 $ 29
5 YEARS $ 58 $ 56 $ 64 $ 50
10 YEARS $128 $125 $141 $112
</TABLE>
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THE AMOUNTS LISTED IN THE EXAMPLE SHOULD NOT BE CONSIDERED AS
REPRESENTATIVE OF PAST OR FUTURE EXPENSES AND ACTUAL EXPENSES MAY BE GREATER
OR LESS THAN THOSE INDICATED. MOREOVER, WHILE THE EXAMPLE ASSUMES A 5% ANNUAL
RETURN, EACH PORTFOLIO'S PERFORMANCE WILL VARY AND MAY RESULT IN AN ACTUAL
RETURN GREATER OR LESS THAN 5%.
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The purpose of the foregoing table is to assist you in understanding
the costs and expenses that the Fund and investors will bear, the payment of
which will reduce investors' annual return. The information in the foregoing
table does not reflect any fee waivers or expense reimbursement arrangements
that may be in effect. You can purchase each Portfolio's shares without
charge directly from the Distributor; you may be charged a nominal fee if you
effect transactions in Fund shares through a securities dealer, bank or other
financial institution. See "Management of the Fund" and "Shareholder Services
Plan."
Page 3
CONDENSED FINANCIAL INFORMATION
The information in the following table has been audited by Coopers &
Lybrand L.L.P., the Fund's independent accountants, whose report thereon appears
in the 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 each Portfolio for each year
indicated. This information has been derived from each Portfolio's financial
statements.
<TABLE>
<CAPTION>
LARGE COMPANY LARGE COMPANY
GROWTH PORTFOLIO VALUE PORTFOLIO
------------------------ ----------------------
YEAR ENDED AUGUST 31, YEAR ENDED AUGUST 31,
------------------------- ----------------------
PER SHARE DATA: 1993(1) 1994 1995 1993(1) 1994 1995
------- ----- ---- ------ ------ -----
<S> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of year................ $12.50 $12.74 $13.31 $12.50 $15.18 $13.99
------ ------ ------ ------- ------ ------
INVESTMENT OPERATIONS:
Investment income_net........................... .21 .15 .10 .54 .36 .34
Net realized and unrealized gain (loss) on investments.... .10 .65 3.03 2.30 (.90) 2.19
------ ------ ------ ------- ------ ------
TOTAL FROM INVESTMENT OPERATIONS.................. .31 .80 3.13 2.84 (.54) 2.53
------ ------ ------ ------- ------ ------
DISTRIBUTIONS:
Dividends from investment income-net.............. (.07) (.23) (.10) (.16) (.36) (.40)
Dividends from net realized gain on investments... -_ -_ -_ -_ (.29) (.10)
------ ------ ------ ------- ------ ------
TOTAL DISTRIBUTIONS............................... (.07) (.23) (.10) (.16) (.65) (.50)
------ ------ ------ ------- ------ ------
Net asset value, end of year...................... $12.74 $13.31 $16.34 $15.18 $13.99 $16.02
======= ====== ====== ======= ====== ======
TOTAL INVESTMENT RETURN............................. 2.46%(2) 6.34% 23.67% 22.93%(2) (3.61%) 18.97%
RATIOS/SUPPLEMENTALDATA:
Ratio of expenses to average net assets.......... -_ .68% .84% -_ .58% .81%
Ratio of net investment income to average net assets... 1.66%(2) 1.18% .94% 4.27%(2) 4.02% 3.77%
Decrease reflected in above expense ratios due to undertakings
by Wilshire and Dreyfus........................... 1.14%(2) .71% .21% 1.32%(2) .60% .21%
Portfolio Turnover Rate.......................... 11.92%(2) 21.53% 30.09% 21.75%(2) 47.16% 58.04%
Net Assets, end of year (000's omitted)........... $8,061 $8,424 $21,348 $8,116 $12,158 $22,926
- -----------------
(1)From September 30, 1992 (commencement of operations) to August 31, 1993.
(2)Not annualized.
</TABLE>
Page 4
<TABLE>
<CAPTION>
SMALL COMPANY SMALL COMPANY
GROWTH PORTFOLIO VALUE PORTFOLIO
--------------------- ---------------------
YEAR ENDED AUGUST 31, YEAR ENDED AUGUST 31,
----------------------- ----------------------
PER SHARE DATA: 1993(1) 1994 1995 1993(2) 1994 1995
------- ------ ----- ------- ----- -----
<S> <C> <C> <C> <C> <C> <C>
Net asset value, beginning of year................ $12.50 $16.03 $15.39 $12.50 $14.81 $14.32
------ ------ ------ ------- ------ ------
INVESTMENT OPERATIONS:
Investment income(loss)_net..................... .08 (.04) (.07) .35 .45 .55
Net realized and unrealized gain (loss) on investments... 3.48 .90 3.54 2.10 (.45) 1.06
------ ------ ------ ------- ------ ------
TOTAL FROM INVESTMENT OPERATIONS.................. 3.56 .86 3.47 2.45 -_ 1.61
------ ------ ------ ------- ------ ------
DISTRIBUTIONS:
Dividends from investment income-net.............. (.03) -_ -_ (.14) (.33) (.45)
Dividends in excess of investment income-net...... -_ (.07) -_ -_ -_ -_
Dividends from net realized gain on investments... -_ (1.43) (.31) -_ (.16) (.07)
------ ------ ------ ------- ------ ------
TOTAL DISTRIBUTIONS............................... (.03) (1.50) (.31) (.14) (.49) (.52)
------ ------ ------ ------- ------ ------
Net asset value, end of year...................... $16.03 $15.39 $18.55 $14.81 $14.32 $15.41
====== ====== ====== ====== ====== ======
TOTAL INVESTMENT RETURN............................. 28.50%(3) 5.20% 23.04% 19.72%(3) (0.01%) 11.84%
RATIOS/SUPPLEMENTALDATA:
Ratio of expenses to average net assets .......... -_ .74% .95% -_ .50% .69%
Ratio of net investment income (loss) to average net assets... .53%(3) (.40%) (.54%) 3.65%(3) 3.64% 4.12%
Decrease reflected in above expense ratios due to undertakings
by Wilshire and Dreyfus.......................... 1.40%(3) .73% .21% 1.32%(3) .56% .22%
Portfolio Turnover Rate.......................... 55.26%(3) 46.41% 110.98% 26.87%(3) 48.59% 86.17%
Net Assets, end of year (000's omitted)........... $7,527 $11,188 $21,882 $15,155 $23,438 $25,978
- ---------------
(1)From October 1, 1992 (commencement of operations) to August 31, 1993.
(2)From September 30, 1992 (commencement of operations) to August 31, 1993.
(3)Not annualized.
</TABLE>
Further information about each Portfolio'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
INVESTMENT OBJECTIVE _ The goal of each Portfolio is to provide the
investment results of a portfolio of publicly-traded common stocks in one of
four sub-categories of companies from the Wilshire 5000 Index which meet
certain criteria established by Wilshire as described herein. Each
Portfolio's investment objective cannot be changed without approval by the
holders of a majority (as defined in the Investment Company Act of 1940, as
amended (the "1940 Act")) of such Portfolio's outstanding voting shares.
There can be no assurance that a Portfolio's investment objective will be
achieved.
INVESTMENT APPROACH _ Wilshire identifies from the Wilshire 5000 Index, an
index consisting of all publicly-traded common stocks in the United States,
the stocks of the 2,500 companies with the largest market capitalizations
(ranging currently between $80 billion and $125 million). It then divides
that universe of stocks, first, into those of the 750 companies with the
largest capitalizations (ranging currently between $80 billion and $1
billion), which constitute approximately 90% of the total market value of the
stocks included in the Wilshire 5000 Index, and, second, into those of the
1,750 next largest companies based on capitalization (ranging currently
between $1 billion and $125 million), which constitute approximately 10% of
the total market value of the stocks included in the Wilshire 5000 Index (the
stocks of the remaining 2,500 companies constitute less than 2% of the total
market value of the stocks included in the Wilshire 5000 Index). From these
large and small capitalization universes, Wilshire selects the stocks of
those companies it believes to possess the characteristics of growth stocks
and of value stocks, based on criteria discussed below. In this manner,
Wilshire identifies the four potential universes of companies, the stocks of
which it may purchase for the Portfolios. Wilshire reviews periodically these
selections and updates each potential universe of com-
Page 5
panies. The number of securities eligible for investment by a Portfolio at
any time will vary, but is expected to range between 150 to 550 stocks.
To determine whether a company's stock falls within the growth or
value classification, Wilshire analyzes each company based on fundamental
factors such as price to book value ratios, price to earnings ratios,
earnings growth, dividend payout ratios, return on equity, and the company's
beta (a measure of stock price volatility relative to the market generally).
In general, Wilshire believes that companies with relatively low price to
book ratios, low price to earnings ratios and higher than average dividend
payments in relation to price should be classified as value companies.
Alternatively, companies which have above average earnings or sales growth
and retention of earnings and command higher price to earnings ratios fit the
more classic growth description.
By dividing companies into these four sub-categories, Wilshire
attempts to offer potential investors market exposure to these types of
companies. As described under "Investment Considerations and Risks" below,
you should purchase a Portfolio's shares only as a supplement to an overall
investment program. To provide varying degrees of market exposure to these
types of securities, various combinations of each Portfolio's shares might be
purchased.
MANAGEMENT POLICIES _ The LARGE COMPANY GROWTH PORTFOLIO invests
substantially all of its assets in equity securities of issuers within the
universe of companies identified by Wilshire as large capitalization, growth
companies.
The LARGE COMPANY VALUE PORTFOLIO invests substantially all of its
assets in equity securities of issuers within the universe of companies
identified by Wilshire as large capitalization, value companies.
The SMALL COMPANY GROWTH PORTFOLIO invests substantially all of its
assets in equity securities of issuers within the universe of companies
identified by Wilshire as small capitalization, growth companies.
The SMALL COMPANY VALUE PORTFOLIO invests substantially all of its
assets in equity securities of issuers within the universe of companies
identified by Wilshire as small capitalization, value companies.
Each Portfolio attempts to remain fully invested in equity securities
of companies which comprise its relative universe. When a Portfolio has cash
pending investment or needs to meet potential redemptions, it may invest in
money market instruments consisting of U.S. Government securities,
certificates of deposit, time deposits, bankers' acceptances, short-term
investment grade corporate bonds and other short-term debt instruments, and
repurchase agreements. Under normal circumstances, the Fund anticipates that
not more than 5% of the value of a Portfolio's total assets will be invested
in any one category of such instruments, and that not more than 20% of the
value of a Portfolio's total assets will be invested in all money market
instruments. No Portfolio intends to invest in money market instruments or
any other securities for defensive purposes. See the Statement of Additional
Information for a description of these instruments. Each Portfolio may
purchase stock index futures in anticipation of taking a market position
when, in Wilshire's opinion, available cash balances do not permit an
economically efficient trade in the cash market. Each Portfolio may sell
stock index futures to terminate existing positions it may have as a result
of its purchase of stock index futures. To the extent the Fund, on behalf of
a Portfolio, purchases or sells futures contracts, the Fund currently intends
to use the New York Stock Exchange Composite Index, Value Line Composite
Index or Standard & Poor's 500 Composite Stock Price Index. The performance
of the futures should not be expected to correlate identically with that of
the particular index. In addition, each Portfolio may lend its portfolio
securities. See also "Investment Considerations and Risks" below and
"Investment Objective and Management Policies" in the Statement of Additional
Information.
INVESTMENT CONSIDERATIONS AND RISKS
GENERAL _ Each Portfolio's net asset value is not fixed and should be
expected to fluctuate. You should consider a Portfolio as a supplement to an
overall investment program and should invest only if you are
Page 6
willing to undertake the risks involved. See "Investment Objective and
Policies _ Management Policies" in the Statement of Additional Information
for a further discussion of certain risks.
Equity securities fluctuate in value, often based on factors
unrelated to the value of the issuer of the securities, and such fluctuations
can be pronounced. Changes in the value of a Portfolio's investment
securities will result in changes in the value of such Portfolio's shares and
thus the Portfolio's total return to investors. Moreover, because no
Portfolio will adopt a temporary defensive position in response to market
factors, and thus will remain almost fully invested at all times, the net
asset value of one or more Portfolios could be adversely affected by adverse
changes, real or anticipated, in companies that are generally characterized
in the same manner as the companies the securities of which are held by the
relevant Portfolio. So that, for example, if large capitalization growth
stocks fall out of favor with investors widely, irrespective of fundamentals,
the net asset value of the Large Company Growth Portfolio should be expected
to be adversely affected. Similar risks exist for the other Portfolios.
FOREIGN SECURITIES _ Since the stocks of some foreign issuers are included
in the Wilshire 5000 Index, each Portfolio's investments may include
securities of such foreign issuers which may subject such Portfolio to
additional investment risks with respect to those securities that are
different in some respects from those incurred by a fund which invests only
in securities of domestic issuers. Such risks include future political and
economic developments, the possible imposition of withholding taxes on income
payable on the securities, the possible establishment of exchange controls or
the adoption of other foreign governmental restrictions which might adversely
affect an investment in these securities, and the possible seizure or
nationalization of foreign deposits.
USE OF DERIVATIVES _ Each Portfolio may invest, to a limited extent, in
derivatives ("Derivatives"). These are financial instruments which derive
their performance, at least in part, from the performance of an underlying
asset, index or interest rate. The Derivatives the Portfolios may use include
stock index futures. While Derivatives can be used effectively in furtherance
of a Portfolio's investment objective, under certain market conditions, they
can increase the volatility of the Portfolio's net asset value, can decrease
the liquidity of the Portfolio's investments and make more difficult the
accurate pricing of the Portfolio's investments. See "Appendix _ Investment
Techniques _ Use of Derivatives" below and "Investment Objectives and
Management Policies _ Management Policies _ Derivatives" in the Statement
of Additional Information.
SIMULTANEOUS INVESTMENTS _ Investment decisions for each Portfolio are made
independently from those of other investment companies and accounts advised
by Wilshire. However, if such other investment companies or accounts are
prepared to invest in, or desire to dispose of, securities of the type in
which a Portfolio invests at the same time as such Portfolio, available
investments or opportunities for sales will be allocated equitably to each.
In some cases, this procedure may adversely affect the size of the position
obtained for or disposed of by the Portfolio or the price paid or received by
the Portfolio.
MANAGEMENT OF THE FUND
INVESTMENT ADVISER _ Wilshire, located at 1299 Ocean Avenue, Santa Monica,
California 90401-1085, was formed in 1972 and serves as the Fund's investment
adviser. As of August 31, 1995, Wilshire managed approximately $6 billion in
assets. Under the terms of an Investment Advisory Agreement with the Fund,
Wilshire, subject to the overall authority of the Fund's Board of Directors
in accordance with Maryland law, manages the investment of the assets of each
Portfolio. The Fund's primary portfolio manager is Thomas D. Stevens. He has
held that position since the Fund's inception and has been employed by
Wilshire since October 1, 1980. The Fund's other portfolio managers are
identified in the Statement of Additional Information. Wilshire also
provides research services for the Fund through a professional staff of
portfolio managers and securities analysts.
Page 7
Pursuant to the terms of the Investment Advisory Agreement, the Fund
has agreed to pay Wilshire a monthly fee at the annual rate of .10 of 1% of
the value of each Portfolio's average daily net assets. For the fiscal year
ended August 31, 1995, the Fund paid Wilshire an investment advisory fee at
the effective annual rate of .09 of 1% of the value of the average daily net
assets of the Large Company Growth, Large Company Value and Small Company
Growth Portfolios, and .08 of 1% for the Small Company Value Portfolio.
ADMINISTRATOR _ Dreyfus, located at 200 Park Avenue, New York, New York
10166, serves as the Fund's administrator pursuant to an Administration
Agreement with the Fund. Dreyfus is a wholly-owned subsidiary of Mellon Bank,
N.A., which is a wholly-owned subsidiary of Mellon Bank Corporation
("Mellon"). Under the terms of the Administration Agreement, Dreyfus
generally assists in all aspects of the Fund's operations, other than
providing investment advice, subject to the overall authority of the Fund's
Board of Directors in accordance with Maryland law. Dreyfus was formed in
1947 and, as of September 30, 1995, managed or administered approximately $78
billion in assets for more than 1.8 million accounts nationwide.
Mellon is a publicly owned multibank holding company incorporated
under Pennsylvania law in 1971 and registered under the Federal Bank Holding
Company Act of 1956, as amended. Mellon provides a comprehensive range of
financial products and services in domestic and selected international
markets. Mellon is among the twenty-five largest bank holding companies in
the United States based on total assets. Mellon's principal wholly-owned
subsidiaries are Mellon Bank, N.A., Mellon Bank (DE) National Association,
Mellon Bank (MD), The Boston Company, Inc., AFCO Credit Corporation and a
number of companies known as Mellon Financial Services Corporations. Through
its subsidiaries, Mellon managed more than $203 billion in assets as of June
30, 1995, including approximately $73 billion in proprietary mutual fund
assets. As of June 30, 1995, Mellon, through various subsidiaries, provided
non-investment services, such as custodial or administration services, for
more than $707 billion in assets including approximately $71 billion in
mutual fund assets.
Pursuant to the terms of the Administration Agreement, the Fund has
agreed to pay Dreyfus a monthly fee at the annual rate of .20 of 1% of the
value of each Portfolio's average daily net assets. For the fiscal year ended
August 31, 1995, no administration fee was paid pursuant to an undertaking by
Dreyfus.
CUSTODIAN AND TRANSFER AND DIVIDEND DISBURSING AGENT _ Comerica Bank, a
Michigan banking corporation located at 411 West Lafayette, Detroit, Michigan
48226, is the custodian of the Fund's investments. First Data Investor
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").
DISTRIBUTOR _ The Fund's distributor is Premier Mutual Fund Services, Inc.,
located at One Exchange Place, Boston, Massachusetts 02109. The Distributor's
ultimate parent company is Boston Institutional Group, Inc.
EXPENSES _ From time to time, Wilshire and/or Dreyfus 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 Wilshire and/or Dreyfus at a later
time for any amounts which may be waived, nor will the Fund reimburse
Wilshire and/or Dreyfus for any amounts which may be assumed.
Dreyfus may pay the Distributor for shareholder services from
Dreyfus' own assets, including past profits but not including the
administration fee paid by the Fund. The Distributor may use part or all of
such payments to pay securities dealers or others in respect of these
services.
All expenses incurred in the operation of the Fund are borne by the
Fund, except to the extent specifically assumed by Wilshire and/or Dreyfus.
The expenses borne by the Fund include: organizational costs, taxes,
interest, brokerage fees and commissions, if any, fees of Directors who are
not offi-
Page 8
cers, directors, employees or holders of 5% or more of the outstanding voting
securities of Wilshire or Dreyfus or any of their affiliates, Securities and
Exchange Commission fees, state Blue Sky qualification fees, advisory and
administration fees, charges of custodians, transfer and dividend disbursing
agents' fees, certain insurance premiums, industry association fees, outside
auditing and legal expenses, costs of maintaining the Fund's existence,
costs of independent pricing services, costs attributable to investor services
(including, without limitation, telephone and personnel expenses), costs of
shareholders' reports and meetings, costs of preparing and printing
prospectuses and statements of additional information for regulatory purposes
and for distribution to existing shareholders, and any extraordinary expenses.
Expenses attributable to a particular Portfolio are charged against the assets
of that Portfolio; other expenses of the Fund are allocated between the
Portfolios on the basis determined by the Board of Directors, including, but
not limited to, proportionately in relation to the net assets of each
Portfolio.
HOW TO BUY FUND SHARES
Portfolio shares are sold without a sales charge. You may be charged
a nominal fee if you effect transactions in Portfolio shares through a
securities dealer, bank or other financial institution. Share certificates
are issued only upon your written request. No certificates are issued for
fractional shares. The Fund reserves the right to reject any purchase order.
The minimum initial investment is $2,500, or $1,000 if you are a
client of a securities dealer, bank or other financial institution which has
made an aggregate minimum initial purchase for its customers of $2,500.
Subsequent investments must be at least $100. The initial investment must be
accompanied by the Fund's Account Application. For full-time or part-time
employees of Dreyfus or any of its affiliates or subsidiaries, directors of
Dreyfus, Board members of a fund advised or administered by Dreyfus, and
members of the Fund's Board, or the spouse or minor child of any of the
foregoing, the minimum initial investment is $1,000. For full-time or
part-time employees of Dreyfus or any of its affiliates or subsidiaries who
elect to have a portion of their pay directly deposited into their Fund
account, the minimum initial investment is $50. The Fund reserves the right
to offer a Portfolio's shares without regard to minimum purchase requirements
to employees participating in certain qualified or non-qualified employee
benefit plans or other programs where contributions or account information
can be transmitted in a manner and form acceptable to the Fund. The Fund
reserves the right to vary further the initial and subsequent investment
minimum requirements at any time.
You may purchase a Portfolio's shares by check or wire. Checks should
be made payable to "Dreyfus-Wilshire Target Funds, Inc." or, if for Dreyfus
retirement plan accounts, to "The Dreyfus Trust Company, Custodian." For
subsequent investments, your Fund account number should appear on the check.
Payments which are mailed should be sent to Dreyfus-Wilshire Target Funds,
Inc., P.O. Box 6647, Providence, Rhode Island 02940-6647, together with your
investment slip or, when opening a new account, your Account Application,
indicating the name of the Portfolio being purchased. For Dreyfus retirement
plan accounts, both initial and subsequent investments should be sent to The
Dreyfus Trust Company, Custodian, P.O. Box 6427, Providence, Rhode Island
02940-6427. Neither initial nor subsequent investments should be made by
third party check. Purchase orders may be delivered in person only to a
Dreyfus Financial Center. THESE ORDERS WILL BE FORWARDED TO THE FUND AND WILL
BE PROCESSED ONLY UPON RECEIPT THEREBY. For the location of the nearest
Dreyfus Financial Center, please call one of the telephone numbers listed
under "General Information."
Wire payments may be made if your bank account is in a commercial
bank that is a member of the Federal Reserve System or any other bank having
a correspondent bank in New York City. Immediately available funds may be
transmitted by wire to The Bank of New York, together with the name of the
Fund and the applicable Portfolio's DDA number as follows, for purchase of
shares in your name:
Page 9
DDA#8900117265/Large Company Growth Portfolio; DDA#8900117273/Large Company
Value Portfolio; DDA#8900117281/Small Company Growth Portfolio;
DDA#8900117303/Small Company Value Portfolio. The wire must
include your Fund account number (for new accounts, your Taxpayer
Identification Number ("TIN") should be included instead), account
registration and dealer number, if applicable. If your initial purchase of
Fund shares is by wire, please call 1-800-645-6561 after completing your wire
payment to obtain your Fund account number. Please include your Fund account
number on the Fund's Account Application and promptly mail the Account
Application to the Fund, as no redemptions will be permitted until the
Account Application is received. You may obtain further information about
remitting funds in this manner from your bank. All payments should be made in
U.S. dollars and, to avoid fees and delays, should be drawn only on U.S.
banks. A charge will be imposed if any check used for investment in your
account does not clear. The Fund makes available to certain large
institutions the ability to issue purchase instructions through compatible
computer facilities.
Portfolio shares also may be purchased through Dreyfus-AUTOMATIC
Asset Builder described under "Shareholder Services." This service enables
you to make regularly scheduled investments and may provide you with a
convenient way to invest for long-term financial goals. You should be aware,
however, that periodic investment plans do not guarantee a profit and will
not protect an investor against loss in a declining market.
Subsequent investments also may be made by electronic transfer of
funds from an account maintained in a bank or other domestic financial
institution that is an Automated Clearing House member. You must direct the
institution to transmit immediately available funds through the Automated
Clearing House to The Bank of New York with instructions to credit your Fund
account. The instructions must specify your Fund account registration and
your Fund account number PRECEDED BY THE DIGITS "1111."
Shares of each Portfolio are sold on a continuous basis at the net
asset value per share next determined after an order in proper form is
received by the Transfer Agent. Net asset value per share is determined as of
the close of trading on the floor of the New York Stock Exchange (currently
4:00 p.m., New York time), on each day the New York Stock Exchange is open
for business. For purposes of determining net asset value, futures contracts
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
value of a Portfolio's net assets (i.e., the value of its assets less
liabilities) by the total number of such Portfolio's shares outstanding. Each
Portfolio'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
methods employed in valuing Fund investments, see "Determination of Net Asset
Value" in the Statement of Additional Information.
Federal regulations require that you provide a certified TIN upon
opening or reopening an account. See "Dividends, Distributions and Taxes" and
the Fund's Account Application for further information concerning this
requirement. Failure to furnish a certified TIN to the Fund could subject you
to a $50 penalty imposed by the Internal Revenue Service (the "IRS").
SHAREHOLDER SERVICES
FUND EXCHANGES _ You may purchase, in exchange for shares of a Portfolio,
shares of one of the other Portfolios offered by the Fund or shares of
certain other funds distributed by the Distributor, to the extent such shares
are offered for sale in your state of residence. These funds have different
investment objectives which may be of interest to you. If you desire to use
this service, please call 1-800-645-6561 to determine if it is available and
whether any conditions are imposed on its use.
To request an exchange, you must give exchange instructions to the
Transfer Agent in writing. Before any exchange into a fund offered by
another prospectus, you must obtain and should review a copy of the current
prospectus of the fund into which the exchange is being made. Prospectuses
may be
Page 10
obtained by calling 1-800-645-6561. Except in the case of personal
retirement plans, the shares being exchanged must have a current value of at
least $500; furthermore, when establishing a new account by exchange, the
shares being exchanged must have a value of at least the minimum initial
investment required for the Portfolio or fund into which the exchange is
being made. The ability to issue exchange instructions by telephone is given
to all Fund shareholders automatically, unless you check the applicable "No"
box on the Account Application, indicating that you specifically refuse this
Privilege. The Telephone Exchange Privilege may be established for an
existing account by written request, signed by all shareholders on the
account, or by a separate signed Shareholder Services Form, also available by
calling 1-800-645-6561. If you have established the Telephone Exchange
Privilege, you may telephone exchange instructions by calling 1-800-221-4060
or, if you are calling from overseas, call 1-401-455-3306. See "How to Redeem
Fund Shares _ Procedures." Upon an exchange into a new account, the following
shareholder services and privileges, as applicable and where available, will
be automatically carried over to the Portfolio or fund into which the
exchange is made: Telephone Exchange Privilege, Wire Redemption Privilege,
Telephone Redemption Privilege, and the dividend and capital gain
distribution option selected by the investor.
A 1% redemption fee will be charged upon an exchange of Portfolio
shares where the exchange occurs within the initial six-month period
following the opening of your account in that Portfolio. See "How to Redeem
Fund Shares." Otherwise, shares will be exchanged at their next determined
net asset value; however, a sales load may be charged with respect to
exchanges into funds sold with a sales load. If you are exchanging into a
fund that charges a sales load, you may qualify for share prices which do not
include the sales load or which reflect a reduced sales load, if the
Portfolio shares you are exchanging were: acquired by a previous exchange
from shares purchased with a sales load or acquired through reinvestment of
dividends or distributions paid with respect to such shares. To qualify, at
the time of your exchange you must notify the Transfer Agent. Any such
qualification is subject to confirmation of your holdings through a check of
appropriate records. See "Shareholder Services" in the Statement of
Additional Information. No fees currently are charged shareholders directly
in connection with exchanges, although the Fund reserves the right, upon not
less than 60 days' written notice, to charge shareholders a nominal fee in
accordance with rules promulgated by the Securities and Exchange Commission.
The Fund reserves the right to reject any exchange request in whole or in
part. The availability of Fund Exchanges may be modified or terminated at
any time upon notice to shareholders.
The exchange of shares of one Portfolio or fund for shares of another
is treated for Federal income tax purposes as a sale of the shares given in
exchange by the shareholder and, therefore, an exchanging shareholder may
realize a taxable gain or loss.
DREYFUS-AUTOMATIC ASSET BUILDERRegistration Mark _ Dreyfus-AUTOMATIC Asset
Builder permits you to purchase Portfolio shares (minimum of $100 and
maximum of $150,000 per transaction) at regular intervals selected by you.
Portfolio shares are purchased by transferring funds from the bank account
designated by you. At your option, the bank account designated by you will be
debited in the specified amount, and Portfolio shares will be purchased, once
a month, on either the first or fifteenth day, or twice a month, on both
days. Only an account maintained at a domestic financial institution which is
an Automated Clearing House member may be so designated. To establish a
Dreyfus-AUTOMATIC Asset Builder account, you must file an authorization form
with the Transfer Agent. You may obtain the necessary authorization form by
calling 1-800-645-6561. You may cancel your participation in this Privilege
or change the amount of purchase at any time by mailing written notification
to Dreyfus-Wilshire Target Funds, Inc., P.O. Box 9671, Providence, Rhode
Island 02940-9671, or, if for Dreyfus retirement plan accounts, to The
Dreyfus Trust Company, Custodian, P.O. Box 6427, Providence, Rhode Island
02940-6427, and the notification will be effective three business days
following receipt. The Fund may modify or terminate this Privilege at any
time or charge a service fee. No such fee currently is contemplated.
Page 11
RETIREMENT PLANS _ The Fund offers a variety of pension and profit-sharing
plans, including Keogh Plans, IRAs, SEP-IRAs and IRA "Rollover Accounts,"
401(k) Salary Reduction Plans and 403(b)(7) Plans. Plan support services also
are available. You can obtain details on the various plans by calling the
following numbers toll free: for Keogh Plans, please call 1-800-358-5566; for
IRAs and IRA "Rollover Accounts," please call 1-800-645-6561; for SEP-IRAs,
401(k) Salary Reduction Plans and 403(b)(7) Plans, please call 1-800-322-7880.
HOW TO REDEEM FUND SHARES
GENERAL _ You may request redemption of your shares at any time. Redemption
requests should be transmitted in accordance with the procedures described
below. When a request is received in proper form, the Fund will redeem the
shares at the next determined net asset value.
You will be charged a 1% redemption fee upon any redemption of
Portfolio shares (including redemptions through use of the Fund Exchanges
service) where the redemption or exchange occurs within the initial six-month
period following the opening of your account in that Portfolio. The
redemption fee will be deducted from redemption proceeds and retained by the
Fund. No redemption fee will be charged upon the redemption of shares
purchased through omnibus accounts, nor will the redemption fee be charged
upon the redemption of a Portfolio's shares to pay fees imposed for various
Fund services. This redemption fee may be waived, modified or discontinued
at any time or from time to time. In addition, securities dealers, banks and
other financial institutions may charge a nominal fee for effecting
redemptions of a Portfolio's shares. Any certificates representing a
Portfolio's shares being redeemed must be submitted with the redemption
request. The value of the shares redeemed may be more or less than their
original cost, depending upon the Portfolio's then-current net asset value.
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. HOWEVER, IF YOU HAVE PURCHASED A PORTFOLIO'S SHARES BY CHECK OR
THROUGH DREYFUS-AUTOMATIC ASSET BUILDER AND SUBSEQUENTLY SUBMIT A WRITTEN
REDEMPTION REQUEST TO THE TRANSFER AGENT, THE REDEMPTION PROCEEDS WILL BE
TRANSMITTED TO YOU PROMPTLY UPON BANK CLEARANCE OF YOUR PURCHASE CHECK OR
DREYFUS-AUTOMATIC ASSET BUILDER ORDER, WHICH MAY TAKE UP TO EIGHT BUSINESS
DAYS OR MORE. IN ADDITION, THE FUND WILL REJECT REQUESTS TO REDEEM SHARES BY
WIRE OR TELEPHONE FOR A PERIOD OF EIGHT BUSINESS DAYS AFTER RECEIPT BY THE
TRANSFER AGENT OF THE PURCHASE CHECK OR THE DREYFUS-AUTOMATIC ASSET BUILDER
ORDER AGAINST WHICH SUCH REDEMPTION IS REQUESTED. THESE PROCEDURES WILL NOT
APPLY IF YOUR SHARES WERE PURCHASED BY WIRE PAYMENT, OR IF YOU OTHERWISE HAVE
A SUFFICIENT COLLECTED BALANCE IN YOUR ACCOUNT TO COVER THE REDEMPTION
REQUEST. PRIOR TO THE TIME ANY REDEMPTION IS EFFECTIVE, DIVIDENDS ON SUCH
SHARES WILL ACCRUE AND BE PAYABLE, AND YOU WILL BE ENTITLED TO EXERCISE ALL
OTHER RIGHTS OF BENEFICIAL OWNERSHIP. Fund shares will not be redeemed until
the Transfer Agent has received your Account Application.
The Fund reserves the right to redeem your account at its option upon
not less than 45 days' written notice if your account's net asset value is
$500 or less and remains so during the notice period.
PROCEDURES _ You may redeem shares by using the regular redemption procedure
through the Transfer Agent, or, if you have checked the appropriate box and
supplied the necessary information on the Account Application or have filed a
Shareholder Services Form with the Transfer Agent, through the Wire
Redemption Privilege or the Telephone Redemption Privilege. The Fund makes
available to certain large institutions the ability to issue redemption
instructions through compatible computer facilities. The Fund reserves the
right to refuse any request made by wire or telephone, including requests
made shortly after a change of address, and may limit the amount involved or
the number of such requests. The Fund may modi-
Page 12
fy or terminate any redemption privilege at any time or charge a service fee
upon notice to shareholders. No such fee currently is contemplated.
You may redeem shares by telephone if you have checked the
appropriate box on the Fund's Account Application or have filed a Shareholder
Services Form with the Transfer Agent. If you select a telephone redemption
privilege or telephone exchange privilege (which is granted automatically
unless you refuse it), you authorize the Transfer Agent to act on telephone
instructions from any person representing himself or herself to be you and
reasonably believed by the Transfer Agent to be genuine. The Fund will
require the Transfer Agent to employ reasonable procedures, such as requiring
a form of personal identification, to confirm that instructions are genuine
and, if it does not follow such procedures, the Fund or the Transfer Agent
may be liable for any losses due to unauthorized or fraudulent instructions.
Neither the Fund nor the Transfer Agent will be liable for following
telephone instructions reasonably believed to be genuine.
During times of drastic economic or market conditions, you may
experience difficulty in contacting the Transfer Agent by telephone to
request a redemption or exchange of a Portfolio's shares. In such cases, you
should consider using the other redemption procedures described herein. Use
of these other redemption procedures may result in your redemption request
being processed at a later time than it would have been if telephone
redemption had been used. During the delay, such Portfolio's net asset value
may fluctuate.
REGULAR REDEMPTION _ Under the regular redemption procedure, you may redeem
your shares by written request mailed to Dreyfus-Wilshire Target Funds, Inc.,
P.O. Box 6647, Providence, Rhode Island 02940-6647, or, if for Dreyfus
retirement plan accounts, to The Dreyfus Trust Company, Custodian, P.O. Box
6427, Providence, Rhode Island 02940-6427. Redemption requests may be
delivered in person only to a Dreyfus Financial Center. THESE REQUESTS WILL
BE FORWARDED TO THE FUND AND WILL BE PROCESSED ONLY UPON RECEIPT THEREBY. For
the location of the nearest Dreyfus Financial Center, please call one of the
telephone numbers listed under "General Information." Redemption requests
must be signed by each shareholder, including each owner of a joint account,
and each signature must be guaranteed. The Transfer Agent has adopted
standards and procedures pursuant to which signature-guarantees in proper
form generally will be accepted from domestic banks, brokers, dealers, credit
unions, national securities exchanges, registered securities associations,
clearing agencies and savings associations, as well as from participants in
the New York Stock Exchange Medallion Signature Program, the Securities
Transfer Agents Medallion Program ("STAMP"), and the Stock Exchanges
Medallion Program. If you have any questions with respect to
signature-guarantees, please call one of the telephone numbers listed under
"General Information."
Redemption proceeds of at least $1,000 will be wired to any member
bank of the Federal Reserve System in accordance with a written
signature-guaranteed request.
WIRE REDEMPTION PRIVILEGE _ You may request by wire or telephone that
redemption proceeds (minimum $1,000) be wired to your account at a bank which
is a member of the Federal Reserve System, or a correspondent bank if your
bank is not a member. You also may direct that redemption proceeds be paid by
check (maximum $150,000 per day) made out to the owners of record and mailed
to your address. Redemption proceeds of less than $1,000 will be paid
automatically by check. Holders of jointly registered Fund or bank accounts
may have redemption proceeds of only up to $250,000 wired within any 30-day
period. You may telephone redemption requests by calling 1-800-221-4060 or,
if you are calling from overseas, call 1-401-455-3306. The Statement of
Additional Information sets forth instructions for transmitting redemption
requests by wire. Shares held under Keogh Plans, IRAs or other retirement
plans, and shares for which certificates have been issued, are not eligible
for this Privilege.
TELEPHONE REDEMPTION PRIVILEGE _ You may request by telephone that
redemption proceeds (maximum $150,000 per day) be paid by check and mailed to
your address. You may telephone redemption
Page 13
instructions by calling 1-800-221-4060 or, if you are calling from overseas,
call 1-401-455-3306. Shares held under Keogh Plans, IRAs or other retirement
plans, and shares for which certificates have been issued, are not eligible
for this Privilege.
SHAREHOLDER SERVICES PLAN
The Fund has adopted a Shareholder Services Plan pursuant to which
the Fund reimburses Dreyfus Service Corporation, a wholly-owned subsidiary of
Dreyfus, an amount not to exceed an annual rate of .25 of 1% of the value of
the average daily net assets of each Portfolio for certain allocated expenses
of providing personal services and/or maintaining shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such as answering shareholder inquiries regarding the Fund and
providing reports and other information, and services related to the
maintenance of shareholder accounts.
DIVIDENDS, DISTRIBUTIONS AND TAXES
Each Portfolio ordinarily declares and pays dividends from its net
investment income and distributes net realized securities gains, if any, once
a year, but it 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. If applicable, the 1%
redemption fee, described under "How to Redeem Fund Shares," will be charged
upon certain redemptions of a Portfolio's shares received through the
automatic reinvestment of dividends or distributions. You may choose whether
to receive dividends and distributions in cash or to reinvest in additional
shares at net asset value. All expenses are accrued daily and deducted before
declaration of dividends to investors.
Dividends paid by a Portfolio derived from net investment income and
distributions from net realized short-term securities gains of the Portfolio
will be taxable to U.S. shareholders as ordinary income whether received in
cash or reinvested in additional shares. Depending upon the composition of a
Portfolio's income, all or a portion of the dividends derived from net
investment income may qualify for the dividends received deduction allowable
to certain U.S. corporations. Distributions from net realized long-term
securities gains of a Portfolio will be taxable to U.S. shareholders as
long-term capital gains for Federal income tax purposes, regardless of how
long shareholders have held their Portfolio shares and whether such
distributions are received in cash or reinvested in shares. The Code provides
that the net capital gain of an individual generally will not be subject to
Federal income tax at a rate in excess of 28%. Dividends and distributions
may be subject to state and local taxes.
Dividends from net investment income and distributions from net
realized short-term securities gains paid by a Portfolio to a foreign
investor generally are subject to U.S. nonresident withholding taxes at the
rate of 30%, unless the foreign investor claims the benefit of a lower rate
specified in a tax treaty. Distributions from net realized long-term
securities gains paid by a Portfolio to a foreign investor as well as the
proceeds of any redemptions from a foreign investor's account, regardless of
the extent to which gain or loss may be realized, generally will not be
subject to any U.S. withholding tax. However, such distributions and
redemption proceeds may be subject to backup withholding, as described below,
unless the foreign investor certifies his non-U.S. residency status.
Notice as to the tax status of your dividends and distributions will
be mailed to you annually. You also will receive periodic summaries of your
account which will include information as to dividends and distributions from
securities gains, if any, paid during the year.
Page 14
Federal regulations generally require the Fund to withhold ("backup
withholding") and remit to the U.S. Treasury 31% of dividends, distributions
from net realized securities gains and the proceeds of any redemption,
regardless of the extent to which gain or loss may be realized, paid to a
shareholder if such shareholder fails to certify either that the TIN
furnished in connection with opening an account is correct or that such
shareholder has not received notice from the IRS of being subject to backup
withholding as a result of a failure to properly report taxable dividend or
interest income on a Federal income tax return. Furthermore, the IRS may
notify the Fund to institute backup withholding if the IRS determines a
shareholder's TIN is incorrect or if a shareholder has failed to properly
report taxable dividend and interest income on a Federal income tax return.
A TIN is either the Social Security number or employer identification
number of the record owner of the account. Any tax withheld as a result of
backup withholding does not constitute an additional tax imposed on the
record owner of the account, and may be claimed as a credit on the record
owner's Federal income tax return.
Management of the Fund believes that each Portfolio has qualified for
the fiscal year ended August 31, 1995 as a "regulated investment company"
under the Code. Each Portfolio intends to continue to so qualify if such
qualification is in the best interests of its shareholders. Such
qualification relieves a Portfolio of any liability for Federal income tax to
the extent its earnings are distributed in accordance with applicable
provisions of the Code. In addition, each Portfolio is subject to a non-deduct
ible 4% excise tax, measured with respect to certain undistributed amounts of
taxable investment income and capital gains.
You should consult your tax adviser regarding specific questions as
to Federal, state or local taxes.
PERFORMANCE INFORMATION
For purposes of advertising, performance is calculated on the bases
of average annual total return and/or total return.
Average annual total return is calculated pursuant to a standardized
formula which assumes that an investment in the Portfolio 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 annual basis, would result
in the redeemable value of the investment at the end of the period.
Advertisements of each Portfolio's performance will include such Portfolio'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 Portfolio
has operated.
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, such as that described above, may not provide a
basis for comparison with other investments or other investment companies
using a different method of calculating performance.
Comparative performance information may be used from time to time in
advertising or marketing the Fund's shares, including data from the Wilshire
5000 Index, Lipper Analytical Services, Inc.,
Page 15
Standard & Poor's 500 Composite Stock Price Index, the Dow Jones Industrial
Average, Morningstar, Inc. and other industry publications.
GENERAL INFORMATION
The Fund was incorporated under Maryland law on July 30, 1992, and
commenced operations on September 30, 1992. The Fund is authorized to issue
400 million shares of Common Stock (with 100 million allocated to each
Portfolio), par value $.001 per share. Each share has one vote.
Unless otherwise required by the 1940 Act, ordinarily it will not be
necessary for the Fund to hold annual meetings of shareholders. As a result,
Fund shareholders may not consider each year the election of 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 or 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 then holding office have been
elected by shareholders.
The Fund is a "series fund," which is a mutual fund divided into
separate portfolios. Each Portfolio is treated as a separate entity for
certain matters under the1940 Act and for other purposes, and a shareholder
of one Portfolio is not deemed to be a shareholder of any other Portfolio. As
described below, for certain matters Fund shareholders vote together as a
group; as to others they vote separately by Portfolio.
To date, the Board of Directors has authorized the creation of four
series of shares. All consideration received by the Fund for shares of one of
the Portfolios and all assets in which such consideration is invested will
belong to that Portfolio (subject only to the rights of creditors of the
Fund) and will be subject to the liabilities related thereto. The income
attributable to, and the expenses of, one Portfolio are treated separately
from those of the other Portfolios. The Fund has the ability to create, from
time to time, new portfolios without shareholder approval.
The Transfer Agent maintains a record of your ownership and sends
confirmations and statements of account.
Shareholder inquiries may be made by writing to the Fund at 144 Glenn
Curtiss Boulevard, Uniondale, New York 11556-0144, or by calling toll free
1-800-645-6561. In New York City, call 1-718-895-1206; outside of the U.S.
and Canada, call 516-794-5452.
Page 16
APPENDIX
INVESTMENT TECHNIQUES
BORROWING MONEY _ Each Portfolio is permitted to borrow money only for
temporary or emergency (not leveraging) purposes, in an amount up to 15% of
the value of its total assets (including the amount borrowed) valued at the
lesser of cost or market, less liabilities (not including the amount
borrowed) at the time the borrowing is made. While borrowings exceed 5% of a
Portfolio's total assets, the Portfolio will not make any additional
investments.
USE OF DERIVATIVES _ Although no Portfolio will be a commodity pool,
Derivatives subject a Portfolio to the rules of the Commodity Futures Trading
Commission which limit the extent to which a Portfolio can invest in certain
Derivatives. Each Portfolio may invest in stock index futures contracts for
hedging purposes without limit. However, no Portfolio may invest in such
contracts for other purposes if the sum of the amount of initial margin
deposits and premiums paid for unexpired commodity options, other than for
bona fide hedging purposes, exceed 5% of the liquidation value of the
Portfolio's assets, after taking into account unrealized profits and
unrealized losses on such contracts it has entered into; provided, however,
that in the case of an option that is in-the-money at the time of purchase,
the in-the-money amount may be excluded in calculating the 5% limitation.
LENDING PORTFOLIO SECURITIES _ Each Portfolio may lend securities from its
portfolio to brokers, dealers and other financial institutions needing to
borrow securities to complete certain transactions. In connection with such
loans, the Portfolio continues to be entitled to payments in amounts equal to
the interest, dividends or other distributions payable on the loaned
securities. Loans of portfolio securities afford the Portfolio an opportunity
to earn interest on the amount of the loan and at the same time to earn
income on the loaned securities' collateral. Loans of portfolio securities
may not exceed 331/3% of the value of the Portfolio's total assets. In
connection with such loans, the Portfolio will receive collateral consisting
of cash, U.S. Government securities or irrevocable letters of credit which
will be maintained at all times in an amount equal to at least 100% of the
current market value of the loaned securities. Such loans are terminable by
the Fund at any time upon specified notice. A Portfolio might experience risk
of loss if the institution with which it has engaged in a portfolio loan trans
action breaches its agreement with the Portfolio.
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
PORTFOLIOS' 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.
Page 17
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Page 19
DREYFUS
Dreyfus-Wilshire
Target Funds, Inc.
Prospectus
(LION LOGO)
Copy Rights 1995, Dreyfus Service Corporation
WILSp5111595
Registration Mark
DREYFUS-WILSHIRE TARGET FUNDS, INC.
PART B
(STATEMENT OF ADDITIONAL INFORMATION)
NOVEMBER 15, 1995
This Statement of Additional Information, which is not a
prospectus, supplements and should be read in conjunction with the current
Prospectus of Dreyfus-Wilshire Target Funds, Inc. (the "Fund"), dated November
15, 1995, 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 numbers:
Call Toll Free 1-800-645-6561
In New York City--Call 1-718-895-1206
Outside the U.S. and Canada--Call 516-794-5452
Wilshire Associates Incorporated ("Wilshire") serves as the Fund's
investment adviser.
The Dreyfus Corporation ("Dreyfus") serves as the Fund's
administrator.
Premier Mutual Fund Services, Inc. (the "Distributor") is the
distributor of the Fund's shares.
TABLE OF CONTENTS
Page
Investment Objective and Management Policies . . . . . . B-2
Management of the Fund . . . . . . . . . . . . . . . . . B-8
Investment Advisory and Administration Agreements. . . . B-11
Shareholder Services Plan. . . . . . . . . . . . . . . . B-16
Purchase of Fund Shares. . . . . . . . . . . . . . . . . B-16
Redemption of Fund Shares. . . . . . . . . . . . . . . . B-17
Shareholder Services . . . . . . . . . . . . . . . . . . B-19
Determination of Net Asset Value . . . . . . . . . . . . B-21
Dividends, Distributions and Taxes . . . . . . . . . . . B-21
Performance Information. . . . . . . . . . . . . . . . . B-23
Portfolio Transactions . . . . . . . . . . . . . . . . . B-24
Information About the Fund . . . . . . . . . . . . . . . B-25
Custodian, Transfer and Dividend Disbursing Agent,
Counsel and Independent Accountants. . . . . . . . . . B-25
Appendix . . . . . . . . . . . . . . . . . . . . . . . . B-26
Financial Statements . . . . . . . . . . . . . . . . . . B-27
Report of Independent Accountants. . . . . . . . . . . . B-50
INVESTMENT OBJECTIVE 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."
Other Portfolio Securities
U.S. Government Securities--Each Portfolio may purchase securities issued
or guaranteed by the U.S. Government or its agencies or instrumentalities,
which include U.S. Treasury securities that differ in their interest rates,
maturities and times of issuance. Some obligations issued or guaranteed by
U.S. Government agencies and instrumentalities, for example, Government
National Mortgage Association pass-through certificates, are supported by
the full faith and credit of the U.S. Treasury; others, such as those of
the Federal Home Loan Banks, by the right of the issuer to borrow from the
Treasury; others, such as those issued by the Federal National Mortgage
Association, by discretionary authority of the U.S. Government to purchase
certain obligations of the agency or instrumentality; and others, such as
those issued by the Student Loan Marketing Association, only by the credit
of the agency or instrumentality. These securities bear fixed, floating or
variable rates of interest. 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.
Zero Coupon Securities--Each Portfolio may invest in zero coupon U.S.
Treasury securities, which are Treasury Notes and Bonds that have been
stripped of their unmatured interest coupons, the coupons themselves and
receipts or certificates representing interests in such stripped debt
obligations and coupons. Each Portfolio also may invest in zero coupon
securities issued by corporations and financial institutions which
constitute a proportionate ownership of the issuer's pool of underlying
U.S. Treasury securities. A zero coupon security pays no interest to its
holder during its life and is sold at a discount to its face value at
maturity. The amount of the discount fluctuates with the market price of
the security. The market prices of zero coupon securities generally are
more volatile than the market prices of securities that pay interest
periodically and are likely to respond to a greater degree to changes in
interest rates than non-zero coupon securities having similar maturities
and credit qualities.
Bank Obligations--Each Portfolio may purchase certificates of deposit, time
deposits, bankers' acceptances and other short-term obligations issued by
domestic banks, foreign subsidiaries of domestic banks, foreign branches of
domestic banks, and domestic and foreign branches of foreign banks,
domestic savings and loan associations and other banking institutions.
With respect to such securities issued by foreign branches of domestic
banks, foreign subsidiaries of domestic banks, and domestic and foreign
branches of foreign banks, the Portfolio may be subject to additional
investment risks that are different in some respects from those incurred by
a fund which invests only in debt obligations of U.S. domestic issuers.
Such risks include possible future political and economic developments, the
possible imposition of foreign withholding taxes on interest income payable
on the securities, the possible establishment of exchange controls or the
adoption of other foreign governmental restrictions which might adversely
affect the payment of principal and interest on these securities and the
possible seizure or nationalization of foreign deposits.
Certificates of deposit are negotiable certificates evidencing the
obligation of a bank to repay funds deposited with it for a specified
period of time.
Time deposits are non-negotiable deposits maintained in a banking
institution for a specified period of time at a stated interest rate. Each
Portfolio will invest in time deposits of domestic banks that have total
assets in excess of one billion dollars. Time deposits which may be held
by the Portfolios will not benefit from insurance from the Bank Insurance
Fund or the Savings Association Insurance Fund administered by the Federal
Deposit Insurance Corporation.
Bankers' acceptances are credit instruments evidencing the
obligation of a bank to pay a draft drawn on it by a customer. These
instruments reflect the obligation both of the bank and of the drawer to pay
the face amount of the instrument upon maturity. The other short-term
obligations may include uninsured, direct obligations bearing fixed, floating
or variable interest rates.
Repurchase Agreements--In a repurchase agreement, the Portfolio buys, and
the seller agrees to repurchase a security at a mutually agreed upon time
and price (usually within seven days). The repurchase agreement thereby
determines the yield during the purchaser's holding period, while the
seller's obligation to repurchase is secured by the value of the underlying
security. Repurchase agreements could involve risks in the event of a
default or insolvency of the other party to the agreement, including
possible delays or restrictions upon the Portfolio's ability to dispose of
the underlying securities. The Fund's custodian or sub-custodian will have
custody of, and will hold in a segregated account, securities acquired by a
Portfolio under a repurchase agreement. Repurchase agreements are
considered by the staff of the Securities and Exchange Commission to be
loans by the Portfolio entering into them. In an attempt to reduce the
risk of incurring a loss on a repurchase agreement, the Portfolios 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 such Portfolio may invest, and will require
that additional securities be deposited with it if the value of the
securities purchased should decrease below resale price.
Commercial Paper and Other Short-Term Corporate Obligations--Commercial
paper consists of short-term, unsecured promissory notes issued to finance
short-term credit needs. The commercial paper purchased by the Portfolios
will consist only of direct obligations which, at the time of their
purchase, are (a) rated not lower than Prime-1 by Moody's Investors
Service, Inc., A-1 by Standard & Poor's Ratings Group, F-1 by Fitch
Investors Service, L.P. or Duff-1 by Duff & Phelps Credit Rating Co.,
(b) issued by companies having an outstanding unsecured debt issue
currently rated not lower than Aa3 by Moody's Investors Service, Inc. or
AA- by Standard & Poor's Ratings Group, Fitch Investors Service, L.P. or
Duff & Phelps Credit Rating Co., or (c) if unrated, determined by Wilshire
to be of comparable quality to those rated obligations which may be
purchased by such Portfolio. These instruments include variable amount
master demand notes, which are obligations that permit the Portfolio to
invest fluctuating amounts at varying rates of interest pursuant to direct
arrangements between the Portfolio, as lender, and the borrower. These
notes permit daily changes in the amounts borrowed. Because these
obligations are direct lending arrangements between the lender and
borrower, it is not contemplated that such instruments generally will be
traded, and there generally is no established secondary market for these
obligations, although they are redeemable at face value, plus accrued
interest, at any time. Accordingly, where these obligations are not
secured by letters of credit or other credit support arrangements, the
Portfolio's right to redeem is dependent on the ability of the borrower to
pay principal and interest on demand. In connection with floating and
variable rate demand obligations, Wilshire will consider, on an ongoing
basis, earning power, cash flow and other liquidity ratios of the borrower,
and the borrower's ability to pay principal and interest on demand. Such
obligations frequently are not rated by credit rating agencies, and a
Portfolio may invest in them only if at the time of an investment the
borrower meets the criteria set forth above for other commercial paper
issuers.
Management Policies
Derivatives. A portfolio may invest in Derivatives (as defined in
the Fund's Prospectus) for a variety of reasons, including to hedge certain
market risks, to provide a substitute for purchasing or selling particular
securities or to increase potential income gain. Derivatives may Provide a
cheaper, quicker or more specifically focused way for the portfolio to
invest than "traditional" securities would.
Derivatives can be volatile and involve various types and degrees
of risk, depending upon the characteristics of the particular Derivative and
the portfolio as a whole. Derivatives permit a Fund to increase, decrease
or change the level of risk to which its portfolio is exposed in much the
same way as the Portfolio can increase, decrease or change the risk of its
portfolio by making investments in specific securities.
In addition, Derivatives may entail investment exposures that are
greater than their cost would suggest, meaning that a small investment in
Derivatives could have a large potential impact on a Portfolio's
performance.
If a Portfolio invests in Derivatives at inappropriate times or
judges market conditions incorrectly, such investments may lower the
Portfolio's return or result in a loss. A Portfolio also could experience
losses if its Derivatives were poorly correlated with its other investments,
or if the Portfolio was unable to liquidate its position because of an illiquid
secondary market. The market for many Derivatives is, or suddenly can
become, illiquid. Changes in liquidity may result in significant, rapid
and unpredictable changes in the prices for Derivatives.
When required by the Securities and Exchange Commission, the
Portfolio will set aside permissible liquid assets in a segregated account to
cover its obligations relating to its purchase of Derivatives. To maintain
this required cover, a Portfolio may have to sell portfolio securities at
disadvantageous prices or times since it may not be possible to liquidate a
Derivative position at a reasonable price. Derivatives may be purchased on
established exchanges or through privately negotiated transactions referred
to as over-the-counter Derivatives. Exchange-traded Derivatives generally
are guaranteed by the clearing agency which is the issuer or counterparty
to such Derivatives. This guarantee usually is supported by a daily
payment system (i.e., margin requirements) operated by the clearing agency
in order to reduce overall credit risk. As a result, unless the clearing
agency defaults, there is relatively little counterparty credit risk
associated with Derivatives purchased on an exchange. By contrast, no
clearing agency guarantees over-the-counter Derivatives. Therefore, each
party to an over-the-counter Derivative bears the risk that the
counterparty will default. Accordingly, Wilshire will consider the
creditworthiness of counterparties to over-the-counter Derivatives in the
same manner as it would review the credit quality of a security to be
purchased by a Fund. Over-the-counter Derivatives are less liquid than
exchange-traded Derivatives since the other party to the transaction may be
the only investor with sufficient understanding of the Derivative to be
interested in bidding for it.
Futures Transactions--In General. A Portfolio may enter into
futures contracts in U.S. domestic markets, such as the Chicago Board of Trade
and the International Monetary Market of the Chicago Mercantile Exchange.
Engaging in these transactions involves risk of loss to a
Portfolio which could adversely affect the value of such Portfolio's net assets.
Although each Portfolio intends to purchase or sell futures contracts only
if there is an active market for such contracts, no assurance can be given
that a liquid market will exist for any particular contract at any
particular time. Many futures exchanges and boards of trade limit the
amount of fluctuation permitted in futures contract prices during a single
trading day. Once the daily limit has been reached in a particular
contract, no trades may be made that day at a price beyond that limit or
trading may be suspended for specified periods during the trading day.
Futures contract prices could move to the limit for several consecutive
trading days with little or no trading, thereby preventing prompt
liquidation of futures positions and potentially subjecting the Portfolio
to substantial losses.
Successful use of futures by a Portfolio also is subject to the
ability of Wilshire to predict correctly movements in the direction of the
relevant market and, to the extent the transaction is entered into for
hedging purposes, to ascertain the appropriate correlation between the
transaction being hedged and the price movements of the futures contract.
For example, if a Portfolio uses futures to hedge against the possibility
of a decline in the market value of securities held in its portfolio and
the prices of such securities instead increase, the Portfolio will lose
part or all of the benefit of the increased value of securities which it
has hedged because it will have offsetting losses in its futures positions.
Furthermore, if in such circumstances the Portfolio has insufficient cash,
it may have to sell securities to meet daily variation margin requirements.
A Portfolio may have to sell such securities at a time when it may be
disadvantageous to do so.
Pursuant to regulations and/or published positions of the
Securities and Exchange Commission, a Portfolio may be required to segregate
cash or high quality money market instruments in connection with its commodities
transactions in an amount generally equal to the value of the underlying
commodity. The segregation of such assets will have the effect of limiting
a Portfolio's ability otherwise to invest those assets.
Specific Futures Transactions. A Portfolio may purchase and sell
stock index futures contracts. A stock index future obligates a Portfolio
to pay or receive an amount of cash equal to a fixed dollar amount
specified in the futures contract multiplied by the difference between the
settlement price of the contract on the contract's last trading day and the
value of the index based on the stock prices of the securities that
comprise it at the opening of trading in such securities on the next
business day.
Future Developments. A Portfolio may take advantage of
opportunities in the area of futures contracts and any other Derivatives which
are not presently contemplated for use by the Portfolio or which are not
currently available but which may be developed, to the extent such opportunities
are both consistent with the Portfolio's investment objective and legally
permissible for the portfolio. Before entering into such transactions or
making any such investment, the Portfolio will provide appropriate
disclosure in its Prospectus or Statement of Additional Information.
Lending Portfolio Securities. In connection with its securities
lending transactions, a Portfolio may return to the borrower or a third
party which is unaffiliated with the Fund, and which is acting as a
"placing broker," a part of the interest earned from the investment of
collateral received for securities loaned.
The Securities and Exchange Commission currently requires that the
following conditions must be met whenever portfolio securities are loaned:
(1) the Portfolio must receive at least 100% cash collateral from the
borrower; (2) the borrower must increase such collateral whenever the
market value of the securities rises above the level of such collateral;
(3) the Portfolio must be able to terminate the loan at any time; (4) the
Portfolio must receive reasonable interest on the loan, as well as any
dividends, interest or other distributions payable on the loaned
securities, and any increase in market value; (5) the Portfolio may pay
only reasonable custodian fees in connection with the loan; and (6) while
voting rights on the loaned securities may pass to the borrower, the Fund's
Board of Directors must terminate the loan and regain the right to vote the
securities if a material event adversely affecting the investment occurs.
These conditions may be subject to future modification.
Investment Restrictions. Each Portfolio has adopted investment
restrictions numbered 1 through 9 as fundamental policies, which cannot be
changed, as to a Portfolio, without approval by the holders of a majority
(as defined in the Investment Company Act of 1940, as amended (the "1940
Act")) of such Portfolio's outstanding voting shares. Investment
restrictions numbered 10 through 15 are not fundamental policies and may be
changed by vote of a majority of the Directors at any time. No Portfolio
may:
1. Invest in commodities, except that the Portfolio may
purchase and sell options, forward contracts, futures contracts, including
those relating to indices, and options on futures contracts or indices.
2. Purchase, hold or deal in real estate, or oil, gas or
other mineral leases or exploration or development programs, but the Portfolio
may purchase and sell securities that are secured by real estate or issued
by companies that invest or deal in real estate.
3. Borrow money, except for temporary or emergency (not
leveraging) purposes in an amount up to 15% of the value of the Portfolio's
total assets (including the amount borrowed) based on the lesser of cost or
market, less liabilities (not including the amount borrowed) at the time
the borrowing is made. While borrowings exceed 5% of the value of the
Portfolio's total assets, the Portfolio will not make any additional
investments. For purposes of this investment restriction, the entry into
options, forward contracts, futures contracts, including those relating to
indices, and options on futures contracts or indices shall not constitute
borrowing.
4. Make loans to others, except through the purchase of
debt obligations and the entry into repurchase agreements. However, the
Portfolio may lend its portfolio securities in an amount not to exceed 33-
1/3% of the value of its total assets. Any loans of portfolio securities
will be made according to guidelines established by the Securities and
Exchange Commission and the Fund's Board of Directors.
5. Act as an underwriter of securities of other issuers,
except to the extent the Portfolio may be deemed an underwriter under the
Securities Act of 1933, as amended, by virtue of disposing of portfolio
securities.
6. Invest more than 25% of its assets in the securities
of issuers in any single industry, provided there shall be no limitation on the
purchase of obligations issued or guaranteed by the U.S. Government, its
agencies or instrumentalities.
7. Invest more than 5% of its assets in the obligations
of any single issuer, except that up to 25% of the value of the Portfolio's
total assets may be invested, and securities issued or guaranteed by the U.S.
Government, or its agencies or instrumentalities may be purchased, without
regard to any such limitation.
8. Hold more than 10% of the outstanding voting securities of any
single issuer. This Investment Restriction applies only with respect to 75%
of the Portfolio's total assets.
9. Issue any senior security (as such term is defined in
Section 18(f) of the 1940 Act), except to the extent the activities permitted
in Investment Restriction Nos. 1, 3, 11 and 12 may be deemed to give rise to a
senior security.
10. Invest in the securities of a company for the purpose
of exercising management or control, but the Portfolio will vote the
securities it owns in its portfolio as a shareholder in accordance with its
views.
11. Pledge, mortgage or hypothecate its assets, except to
the extent necessary to secure permitted borrowings and to the extent related
to the deposit of assets in escrow in connection with writing covered put and
call options and the purchase of securities on a when-issued or forward
commitment basis and collateral and initial or variation margin
arrangements with respect to options, forward contracts, futures contracts,
including those relating to indices, and options on futures contracts or
indices.
12. Purchase, sell or write puts, calls or combinations
thereof, except as may be described in the Fund's Prospectus and this Statement
of Additional Information.
13. Purchase securities of any company having less than
three years' continuous operations (including operations of any predecessors)
if such purchase would cause the value of the Portfolio's investments in all
such companies to exceed 5% of the value of its total assets.
14. Enter into repurchase agreements providing for settlement in
more than seven days after notice or purchase securities which are illiquid,
if, in the aggregate, more than 15% of the value of the Portfolio's
net assets would be so invested.
15. Purchase securities of other investment companies,
except to the extent permitted under the 1940 Act or those received as
part of a merger or consolidation.
If a percentage restriction is adhered to at the time of
investment, a later change in percentage resulting from a change in values or
assets will not constitute a violation of such restriction.
The Fund may make commitments more restrictive than the
restrictions listed above so as to permit the sale of a Portfolio's shares in
certain states. In this regard, and while not a fundamental policy, the Fund
has undertaken that no Portfolio may invest in real estate limited
partnerships. Should the Fund determine that a commitment is no longer in
the best interest of the Portfolio and its shareholders, the Fund reserves
the right to revoke the commitment by terminating the sale of such
Portfolio's shares in the state involved.
MANAGEMENT OF THE FUND
Directors and officers of the Fund, together with information as
to their principal business occupations during at least the last five years,
are shown below. Each Director who is deemed to be an "interested person"
of the Fund, as defined in the 1940 Act, is indicated by an asterisk.
Directors of the Fund
*JOSEPH S. DiMARTINO, Chairman of the Board. Since January 1995, Chairman
of the Board of various funds in the Dreyfus Family of Funds. For
more than five years prior thereto, he was President, a director
and, until August 1994, Chief Operating Officer of Dreyfus and
Executive Vice President and a director of Dreyfus Service
Corporation, a wholly-owned subsidiary of Dreyfus and, until
August 1994, the Fund's distributor. From August 24, 1994 to
December 31, 1994, he was a director of Mellon Bank Corporation.
Mr. DiMartino is a trustee of Bucknell University; Chairman of the
Board of Directors of Noel Group, Inc.; and a director of the
Muscular Dystrophy Association, HealthPlan Services Corporation,
Belding Hemingway Company, Inc., Curtis Industries, Inc., Simmons
Outdoor Corporation, and Staffing Resources, Inc. He is 52 years
old and his address is 200 Park Avenue, New York, New York 10166.
*DAVID P. FELDMAN, Director. Corporate Vice President-Investment Management of
AT&T. He is also a trustee of Corporate Property Investors, a
real estate investment company. He is 56 years old and
his address is One Oak Way, Berkeley Heights, New Jersey 07922.
JACK R. MEYER, Director. President and Chief Executive Officer of Harvard
Management Company, an investment management company, since
September 1990. For more than five years prior thereto, he was
Treasurer and Chief Investment Officer of The Rockefeller
Foundation. He is 50 years old and his address is 600 Atlantic
Avenue, Boston, Massachusetts 02210.
JOHN SZARKOWSKI, Director. Director Emeritus of Photography at The Museum
of Modern Art. Consultant in Photography. He is 70 years old and
his address is Bristol Road Box 221, East Chatham, New York 12060.
ANNE WEXLER, Director. Chairman of the Wexler Group, consultants
specializing in government relations and public affairs. She is
also a director of Alumax, Comcast Corporation and The New England
Electric System, Nova Corporation, and a member of the Board of
the Carter Center of Emory University, the Council of Foreign
Relations, the National Park Foundation, Visiting Committee of the
John F. Kennedy School of Government at Harvard University and
the Board of Visitors of the University of Maryland School of
Public Affairs. She is 65 years old and her address is c/o The
Wexler Group, 1317 F Street, N.W., Suite 600, Washington, D.C.
20004.
For so long as the Fund's plan described in the section captioned
"Shareholder Services Plan" remains in effect, the Directors of the Fund
who are not "interested persons" of the Fund, as defined in the 1940 Act,
will be selected and nominated by the Directors who are not "interested
persons" of the Fund.
The Fund typically pays its Directors an annual retainer and a per
meeting fee and reimburses them for their expenses. The Chairman of the
Board receives an additional 25% of such compensation. Emeritus Board
members are entitled to receive an annual retainer and a per meeting fee of
one-half the amount paid to them as Board members. The aggregate amount of
compensation paid to each Director by the Fund for the fiscal year ended
August 31, 1995, and by all other funds in the Dreyfus Family of Funds for
which such person is a Board member (the number of which is set forth in
parenthesis next to each Board member's total compensation) for the year
ended December 31, 1994, were as follows:
<TABLE>
<CAPTION>
(5)
(3) Total Compensation
(2) Pension or (4) From Fund and
(1) Aggregate Retirement Benefits Estimated Annual From Fund Complex
Name of Board Compensation from Accrued as Part of Benefits Upon Paid to Board
Member Fund* Fund's Expenses Retirement Member
- ------------ ----------------- ------------------- ---------------- ----------------
<S> <C> <C> <C> <C>
Joseph S. DiMartino $3,630 none none $445,000** (93)
David P. Feldman $4,000 none none $ 85,631 (27)
Jack R. Meyer $4,500 none none $ 21,875 (4)
John Szarkowski $4,500 none none $ 21,875 (4)
Anne Wexler $4,500 none none $ 26,329 (16)
____________________________
* Amount does not include reimbursed expenses for attending Board
meetings, which amounted to $598 for all Directors as a group.
** Estimated amount for the year ending December 31, 1995.
</TABLE>
Officers of the Fund
MARIE E. CONNOLLY, President and Treasurer. President and Chief Operating
Officer and a Director of the Distributor and an officer of other
investment companies advised or administered by Dreyfus. From
December 1991 to July 1994, she was President and Chief Compliance
Officer of Funds Distributor, Inc., the ultimate parent company of
which is Boston Institutional Group, Inc. Prior to December 1991,
she served as Vice President and Controller, and later as Senior
Vice President, of The Boston Company Advisors, Inc. She is 38
years old.
JOHN E. PELLETIER, Vice President and Secretary. Senior Vice President,
General Counsel, Secretary and Clerk of the Distributor and an
officer of other investment companies advised or administered by
Dreyfus. From February 1992 to July 1994, he served as Counsel for
The Boston Company Advisors, Inc. From August 1990 to February 1992,
he was employed as an associate at Ropes & Gray. He is 31 years old.
ERIC B. FISCHMAN, Vice President and Assistant Secretary. Associate
General Counsel of the Distributor and an officer of other
investment companies advised or administered by Dreyfus. From
September 1992 to August 1994, he was an attorney with the Board of
Governors of the Federal Reserve System. He is 31 years old.
ELIZABETH BACHMAN, Vice President and Assistant Secretary. Vice President
and Counsel of the Distributor and an officer of other investment
companies advised or administered by Dreyfus. She is 26 years
old.
JOSEPH F. TOWER, III, Assistant Treasurer. Senior Vice President,
Treasurer and Chief Financial Officer of the Distributor and an
officer of other investment companies advised or administered by
Dreyfus. From July 1988 to August 1994, he was employed by The
Boston Company, Inc. where he held various management positions in
the Corporate Finance and Treasury areas. He is 33 years old.
JOHN J. PYBURN, Assistant Treasurer. Assistant Treasurer of the
Distributor and an officer of other investment companies advised
or administered by Dreyfus. From 1984 to July 1994, he was Assistant
Vice President in the Mutual Fund Accounting Department of Dreyfus.
He is 60 years old.
MARGARET PARDO, Assistant Secretary. Legal Assistant with the Distributor
and an officer of other investment companies advised or administered
by Dreyfus. From June 1992 to April 1995, she was a Medical
Coordiantion Officer at ORBIS International. Prior to June 1992,
she worked as Program Coordiantor at Physicians World Communications
Group. She is 27 years old.
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 October 18, 1995.
The following persons are known by the Fund to own of record 5% or
more of a Portfolio's voting securities outstanding on October 18, 1995:
Large Company Growth Portfolio: Charles Schwab & Company, 101
Montgomery Street, San Francisco, California 94104--42.1%; Cincinnati Bell
Collectively Bargained Retirees Health Care Trust, 201 East 4th Street,
Cincinnati, Ohio 45202--26.2%; National Bank of Commerce, 1927 1st Avenue
North, Birmingham, Alabama 35203--9.5%; and Donaldson Lufkin and Jenerette
Securities, P.O. Box 2052, Jersey City, New Jersey 07303--6.6%.
Large Company Value Portfolio: Cincinnati Bell Collectively
Bargained Retirees Health Care Trust, 201 East 4th Street, Cincinnati, Ohio
45202--53.4%; Charles Schwab & Company, 101 Montgomery Street, San Francisco,
California 94104--23.6%; and National Bank of Commerce, 1927 1st Avenue
North, Birmingham, Alabama 35203--8.2%.
Small Company Growth Portfolio: Charles Schwab & Company, 101
Montgomery Street, San Francisco, California 94104--35.1%; National Bank of
Commerce, 1927 1st Avenue North, Birmingham, Alabama 35203--10.1%; and
Cincinnati Bell Collectively Bargained Retirees Health Care Trust, 201 East
4th Street, Cincinnati, Ohio 45202--9.3%.
Small Company Value Portfolio: Charles Schwab & Company, 101
Montgomery Street, San Francisco, California 94104--29.7%; Cincinnati Bell
Collectively Bargained Retirees Health Care Trust, 201 East 4th Street,
Cincinnati, Ohio 45202--18%; Dreyfus Trust Company, as trustee for FDC
Incentive Savings Plan, 144 Glenn Curtiss Boulevard, Uniondale, New York
11556--16%; Dreyfus Trust Company, as trustee for Medline Industries, Inc.
401(k) Profit Sharing Plan, 144 Glenn Curtiss Boulevard, Uniondale, New
York 11556--7.7%; and National Bank of Commerce, 1927 1st Avenue North,
Birmingham, Alabama 35203--6.6%.
A shareholder that owns, directly or indirectly, 25% or more of a
Portfolio's voting securities may be deemed to be a "control person" (as
defined in the 1940 Act) of such Portfolio.
INVESTMENT ADVISORY AND ADMINISTRATION 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. Wilshire provides investment
advisory services to each Portfolio pursuant to the Investment Advisory
Agreement (the "Advisory Agreement") dated August 12, 1992 (as revised
September 17, 1992), with the Fund. As to each Portfolio, the Advisory
Agreement is subject to annual approval by (i) the Fund's Board of Directors
or (ii) vote of a majority (as defined in the 1940 Act) of the outstanding
voting securities of such Portfolio, 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 1940 Act) of the Fund or Wilshire, by
vote cast in person at a meeting called for the purpose of voting on such
approval. As to each Portfolio, the Advisory Agreement is terminable without
penalty, on 60 days' notice, by the Fund's Board of Directors or by vote of
the holders of a majority of such Portfolio's shares, or, on not less than 90
days' notice, by Wilshire. The Advisory Agreement will terminate
automatically, as to the relevant Portfolio, in the event of its assignment
(as defined in the 1940 Act).
The following persons are officers and directors of Wilshire:
Dennis A. Tito, President and Chief Executive Officer; Gilbert Hammer, Senior
Vice President; Robert J. Raab, Jr., Senior Vice President; Thomas D. Stevens,
Senior Vice President; Stephen L. Nesbitt, Senior Vice President; Rosalind
M. Hewsenian, Vice President; Robert C. Kuberek, Vice President; Howard M.
Yata, Vice President; Cecilia I. Loo, Vice President; Alan L. Manning, Vice
President, General Counsel and Secretary; and San Slawson, Vice President
and Treasurer.
Wilshire provides day-to-day management of each Portfolio's
investments in accordance with the stated policies of the Portfolio,
subject to the approval of the Fund's Board of Directors. Wilshire and
Dreyfus provide the Fund with portfolio managers who are authorized by the
Board of Directors to execute purchases and sales of securities. The
Fund's Portfolio Managers are Stuart Matsuda and Thomas D. Stevens.
Wilshire and Dreyfus each maintain a research department with a
professional staff of Portfolio Managers and securities analysts who
provide research services for the Fund. All purchases and sales are
reported for the Board's review at the meeting subsequent to such
transactions.
As compensation for Wilshire's services, the Fund has agreed to
pay Wilshire a monthly advisory fee at the annual rate of .10 of 1% of the
value of each Portfolio's average daily net assets. All fees and expenses
are accrued daily and deducted before declaration of dividends to
investors. For the period September 30, 1992 (commencement of operations
for all Portfolios except Small Company Growth Portfolio which commenced
operations on October 1, 1992) through August 31, 1993, and for the fiscal
years ended August 31, 1994 and 1995, the advisory fees for each Portfolio
payable to Wilshire were as follows:
Fee Paid For Period
Ended August 31, 1993
Advisory Reduction Net
Portfolio Fee Payable in Fee Fee Paid
Large Company Growth Portfolio $7,486 $7,486 -0-
Large Company Value Portfolio $5,979 $5,979 -0-
Small Company Growth Portfolio $6,308 $6,308 -0-
Small Company Value Portfolio $6,886 $6,886 -0-
Fee Paid For Fiscal Year
Ended August 31, 1994
Advisory Reduction Net
Portfolio Fee Payable in Fee Fee Paid
Large Company Growth Portfolio $ 8,137 $ 8,137 -0-
Large Company Value Portfolio $11,133 $11,133 -0-
Small Company Growth Portfolio $ 8,397 $ 8,397 -0-
Small Company Value Portfolio $20,919 $20,919 -0-
Fee Paid For Fiscal Year
Ended August 31, 1995
Advisory Reduction Net
Portfolio Fee Payable in Fee Fee Paid
Large Company Growth Portfolio $14,834 $ 1,672 $13,162
Large Company Value Portfolio $15,835 $ 2,071 $13,764
Small Company Growth Portfolio $15,630 $ 2,195 $13,435
Small Company Value Portfolio $25,210 $ 4,145 $21,065
Administration Agreement. Pursuant to the Administration
Agreement (the "Administration Agreement") dated August 24, 1994 with the
Fund, Dreyfus furnishes the Fund clerical help and accounting, data processing,
bookkeeping, internal auditing and legal services and certain other
services required by the Fund, prepares reports to each Portfolio's
shareholders, tax returns, reports to and filings with the Securities and
Exchange Commission and state Blue Sky authorities, and generally assists
in all aspects of the Fund's operations, other than providing investment
advice. Dreyfus bears all expenses in connection with the performance of
its services.
As to each Portfolio, the Administration Agreement is subject to
annual approval by (i) the Fund's Board of Directors or (ii) vote of a
majority (as defined in the 1940 Act) of such Portfolio'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 1940 Act) of the Fund or Dreyfus, by vote cast in person
at a meeting called for the purpose of voting on such approval. As to each
Portfolio, the Administration Agreement is terminable without penalty, on
60 days' notice, by the Fund's Board of Directors or by vote of the holders
of a majority of such Portfolio's shares, or, on not less than 90 days'
notice by Dreyfus. The Administration Agreement will terminate
automatically, as to the relevant Portfolio, in the event of its assignment
(as defined in the 1940 Act).
The following persons are officers and/or directors of Dreyfus:
Howard Stein, Chairman of the Board and Chief Executive Officer; W. Keith
Smith, Vice Chairman of the Board; Christopher M. Condron, President, Chief
Operating Officer and a director; Stephen E. Canter, Vice Chairman, Chief
Investment Officer and a director; Lawrence S. Kash, Vice Chairman-
Distribution and a director; Philip L. Toia, Vice Chairman-Operations and
Administration and a director; Barbara E. Casey, Vice President-Dreyfus
Retirement Services; Diane M. Coffey, Vice President-Corporate
Communications; Elie M. Genadry, Vice President-Institutional Sales;
William F. Glavin, Jr., Vice President-Corporate Development; Henry D.
Gottmann, Vice President-Retail Sales and Service; Mark N. Jacobs, Vice
President-Legal and Secretary; Daniel C. Maclean, Vice President and
General Counsel; Jeffrey N. Nachman, Vice President-Mutual Fund Accounting;
Andrew S. Wasser, Vice President-Information Services; Katherine C.
Wickham, Vice President-Human Resources; Maurice Bendrihem, Controller;
Elvira Oslapas, Assistant Secretary; and Mandell L. Berman, Frank V.
Cahouet, Alvin E. Friedman, Lawrence M. Greene, Julian M. Smerling and
David B. Truman, directors.
As compensation for Dreyfus' services, the Fund has agreed to pay
Dreyfus a monthly administration fee at the annual rate of .20 of 1% of the
value of each Portfolio's average daily net assets. For the period
September 30, 1992 (commencement of operations for all Portfolios except
Small Company Growth Portfolio which commenced operations on October 1,
1992) through August 31, 1993, and for the fiscal years ended August 31,
1994 and 1995, the administration fees payable to Dreyfus for each
Portfolio were as follows:
Fee Paid For Period
Ended August 31, 1993
Administration Reduction Net
Portfolio Fee Payable in Fee Fee Paid
Large Company Growth Portfolio $14,972 $14,972 -0-
Large Company Value Portfolio $11,958 $11,958 -0-
Small Company Growth Portfolio $12,617 $12,617 -0-
Small Company Value Portfolio $13,772 $13,772 -0-
Fee Paid For Fiscal Year
Ended August 31, 1994
Administration Reduction Net
Portfolio Fee Payable in Fee Fee Paid
Large Company Growth Portfolio $16,275 $16,275 -0-
Large Company Value Portfolio $22,267 $22,267 -0-
Small Company Growth Portfolio $16,793 $16,793 -0-
Small Company Value Portfolio $41,838 $41,838 -0-
Fee Paid For Fiscal Year
Ended August 31, 1995
Administration Reduction Net
Portfolio Fee Payable in Fee Fee Paid
Large Company Growth Portfolio $29,667 $29,667 -0-
Large Company Value Portfolio $31,669 $31,669 -0-
Small Company Growth Portfolio $31,260 $31,260 -0-
Small Company Value Portfolio $50,421 $50,421 -0-
Expenses and Expense Information. All expenses incurred in the
operation of the Fund are borne by the Fund, except to the extent
specifically assumed by Wilshire or Dreyfus. The expenses borne by the
Fund include: organizational costs, 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
Wilshire or Dreyfus or any of their affiliates, Securities and Exchange
Commission fees, state Blue Sky qualification fees, advisory and
administration fees, charges of custodians, transfer and dividend
disbursing agents' fees, certain insurance premiums, industry association
fees, outside auditing and legal expenses, costs of maintaining the Fund's
existence, costs of independent pricing services, costs attributable to
investor services (including, without limitation, telephone and personnel
expenses), costs of shareholders' reports and meetings, costs of preparing
and printing prospectuses and statements of additional information for
regulatory purposes and for distribution to existing shareholders, and any
extraordinary expenses. Expenses attributable to a particular Portfolio
are charged against the assets of that Portfolio; other expenses of the
Fund are allocated between the Portfolio on the basis determined by the
Board of Directors, including, but not limited to, proportionately in
relation to the net assets of each Portfolio.
As to each Portfolio, Wilshire and Dreyfus have agreed that if in
any fiscal year the aggregate expenses of the Portfolio, exclusive of taxes,
brokerage, interest on borrowings and (with the prior written consent of
the necessary state securities commissions) extraordinary expenses, but
including the advisory and administration fees, exceed the expense
limitation of any state having jurisdiction over the Fund, the Fund may
deduct from the payments to be made to each of Wilshire and Dreyfus, or
Dreyfus will bear, such excess expense in proportion to their investment
advisory fee and administration fee to the extent required by state law.
Such deduction or payment, if any, will be estimated daily, and reconciled
and effected or paid, as the case may be, on a monthly basis.
The aggregate of the fees payable to Wilshire and Dreyfus is not
subject to reduction as the value of a Portfolio's net assets increases.
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 Dreyfus Service Corporation, a
wholly-owned subsidiary of Dreyfus, for certain allocated expenses of
providing personal services and/or maintaining shareholder accounts. The
services provided may include personal services relating to shareholder
accounts, such an answering shareholder inquiries regarding the Fund and
providing reports and other information, and services related to the
maintenance of shareholder accounts.
A quarterly report of the amounts expended under the Plan, and the
purposes for which such expenditures were incurred, must be made to the
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.
For the fiscal year ended August 31, 1995, the following amounts
were charged to each Portfolio under the Plan:
Large Company Growth Portfolio -- $34,200
Large Company Value Portfolio -- $39,503
Small Company Growth Portfolio -- $38,741
Small Company Value Portfolio -- $62,831
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.
Transactions Through Securities Dealers. Fund shares may be
purchased and redeemed through securities dealers which may charge a nominal
transaction fee for such services. Some dealers will place the Fund's
shares in an account with their firm. Dealers also may require that the
customer invest more than the $1,000 minimum investment; the customer not
take physical delivery of share certificates; the customer not request
redemption checks to be issued in the customer's name; fractional shares
not be purchased; or other conditions.
There is no sales or service charge by the Fund or the Distributor,
although investment dealers, banks and other institutions may make
reasonable charges to investors for their services. The services provided
and the applicable fees are established by each dealer or other institution
acting independently of the Fund. The Fund has been given to understand
that these fees may be charged for customer services including, but not
limited to, same-day investment of client funds; same-day access to client
funds; advice to customers about the status of their accounts, yield
currently being paid or income earned to date; provision of periodic
account statements showing security and money market positions; other
services available from the dealer, bank or other institution; and
assistance with inquiries related to their investment. Any such fees will
be deducted from the investor's account monthly and on smaller accounts
could constitute a substantial portion of the distribution. Small,
inactive, long-term accounts involving monthly service charges may not be
in the best interest of investors. Investors should be aware that they may
purchase shares of the Fund directly from the Fund without imposition of
any maintenance or service charges, other than those already described
herein. In some states, banks or other financial institutions effecting
transactions in Fund shares may be required to register as dealers pursuant
to state law.
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."
Wire Redemption Privilege. By using this Privilege, the investor
authorizes The Shareholder Services Group, Inc. (the "Transfer Agent") to
act on wire or telephone redemption instructions from any person
representing himself or herself to be the investor, and reasonably believed
by the Transfer Agent to be genuine. Ordinarily, the Fund will initiate
payment for shares redeemed pursuant to this Privilege on the next business
day after receipt if the Transfer Agent receives the redemption request in
proper form. Redemption proceeds ($1,000 minimum) will be transferred by
Federal Reserve wire only to the commercial bank account specified by the
investor on the Account Application or Shareholder Services Form, or to a
correspondent bank if the investor's bank is not a member of the Federal
Reserve System. Fees ordinarily are imposed by such bank and usually are
borne by the investor. Immediate notification by the correspondent bank to
the investor's bank is necessary to avoid a delay in crediting the funds to
the investor's bank account.
Investors with access to telegraphic equipment may wire redemption
requests to the Transfer Agent by employing the following transmittal code
which may be used for domestic or overseas transmissions:
Transfer Agent's
Transmittal Code Answer Back Sign
144295 144295 TSSG PREP
Investors who do not have direct access to telegraphic equipment may
have the wire transmitted by contacting a TRT Cables operator at 1-800-654-
7171, toll free. Investors should advise the operator that the above
transmittal code must be used and should also inform the operator of the
Transfer Agent's answer back sign.
To change the commercial bank or account designated to receive wire
redemption proceeds, a written request must be sent to the Transfer Agent.
This request must be signed by each shareholder, with each signature
guaranteed as described below under "Stock Certificates; Signatures."
Stock Certificates; Signatures. Any certificates representing Fund
shares to be redeemed must be submitted with the redemption request.
Written redemption requests must be signed by each shareholder, including
each holder of a joint account, and each signature must be guaranteed.
Signatures on endorsed certificates submitted for redemption also must be
guaranteed. The Transfer Agent has adopted standards and procedures
pursuant to which signature-guarantees in proper form generally will be
accepted from domestic banks, brokers, dealers, credit unions, national
securities exchanges, registered securities associations, clearing agencies
and savings associations, as well as from participants in the New York
Stock Exchange Medallion Signature Program, the Securities Transfer Agents
Medallion Program ("STAMP") and the Stock Exchanges Medallion Program.
Guarantees must be signed by an authorized signatory of the guarantor and
"Signature-Guaranteed" must appear with the signature. The Transfer Agent
may request additional documentation from corporations, executors,
administrators, trustees or guardians, and may accept other suitable
verification arrangements from foreign investors, such as consular
verification. For more information with respect to signature-guarantees,
please call one of the telephone numbers listed on the cover.
Redemption Commitment. The Fund has committed itself to pay in cash
all redemption requests by any shareholder of record, limited in amount
during any 90-day period to the lesser of $250,000 or 1% of the value of
the Portfolio'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 in case of an emergency or
any time a cash distribution would impair the liquidity of the Fund to the
detriment of the existing shareholders. In such event, the securities
would be readily marketable, to the extent available, and would be valued
in the same manner as the Portfolio's investment securities are valued. If
the recipient sold such securities, brokerage charges would be incurred.
Suspension of Redemptions. 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 ordinarily utilizes is
restricted, or when an emergency exists as determined by the Securities and
Exchange Commission so that disposal of the Fund's investments or
determination of its net asset value is not reasonably practicable, or (c)
for such other periods as the Securities and Exchange Commission by order
may permit to protect the Fund's shareholders.
SHAREHOLDER SERVICES
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Shareholder
Services."
Fund Exchanges. A 1% redemption fee will be charged upon an exchange
of shares where the exchange occurs within the initial six-month period
following the opening of the account from which the exchange is made.
Shares of other Portfolios or funds purchased by exchange will be purchased
on the basis of relative net asset value per share as follows:
A. Exchanges for shares of funds that are offered without a sales
load will be made without a sales load.
B. Shares of funds purchased without a sales load may be exchanged
for shares of other funds sold with a sales load, and the
applicable sales load will be deducted.
C. Shares of funds purchased with a sales load may be exchanged
without a sales load for shares of other funds sold without a
sales load.
D. Shares of funds purchased with a sales load, shares of funds
acquired by a previous exchange from shares purchased with a
sales load, and additional shares acquired through reinvestment
of dividends or distributions of any such funds (collectively
referred to herein as "Purchased Shares") may be exchanged for
shares of other funds sold with a sales load (referred to herein
as "Offered Shares"), provided that, if the sales load
applicable to the Offered Shares exceeds the maximum sales load
that could have been imposed in connection with the Purchased
Shares (at the time the Purchased Shares were acquired), without
giving effect to any reduced loads, the difference will be
deducted.
To accomplish an exchange under item D above, shareholders must notify
the Transfer Agent of their prior ownership of fund shares and their
account number.
To request an exchange, the investor must give exchange instructions
to the Transfer Agent in writing or by telephone. The ability to issue
exchange instructions by telephone is given to all Fund shareholders
automatically, unless the investor checks the applicable "No" box on the
Account Application, indicating that the investor specifically refuses this
privilege. By using the Telephone Exchange Privilege, the investor
authorizes the Transfer Agent to act on telephonic instructions from any
person representing himself or herself to be the investor and reasonably
believed by the Transfer Agent to be genuine. Telephone exchanges may be
subject to limitations as to the amount involved or the number of telephone
exchanges permitted. Shares issued in certificate form are not eligible
for telephone exchange.
To establish a personal retirement plan by exchange, shares of the
Portfolio or fund being exchanged must have a value of at least the minimum
initial investment required for the Portfolio or fund into which the
exchange is being made. For Dreyfus-sponsored Keogh Plans, IRAs and IRAs
set up under a Simplified Employee Pension Plan ("SEP-IRAs") with only one
participant, the minimum initial investment is $750. To exchange shares
held in corporate plans, 403(b)(7) Plans and SEP-IRAs with more than one
participant, the minimum initial investment is $100 if the plan has at
least $2,500 invested among the funds in the Dreyfus Family of the Funds.
To exchange shares held in personal retirement plans, the shares exchanged
must have a current value of at least $100.
The Fund Exchanges service is available to shareholders resident in
any state in which shares of the Portfolio or fund being acquired may
legally be sold. Shares may be exchanged only between accounts having
identical names and other identifying designations.
The Fund reserves the right to reject any exchange request in whole or
in part. The Fund Exchanges service may be modified or terminated at any
time upon notice to shareholders.
Corporate Pension/Profit-Sharing and Personal Retirement Plans. The
Fund makes available to corporations a variety of prototype pension and
profit-sharing plans including a 401(k) Salary Reduction Plan. In
addition, the Fund makes available Keogh Plans, IRAs, including SEP-IRAs
and IRA "Rollover Accounts," and 403(b)(7) Plans. Plan support services
also are available. Investors can obtain details on the various plans by
calling the following numbers toll free: for Keogh Plans, please call 1-
800-358-5566; for IRAs and IRA "Rollover Accounts," please call 1-800-645-
6561; for SEP-IRAs, 401(k) Salary Reduction Plans and 403(b)(7) Plans,
please call 1-800-322-7880.
Investors who wish to purchase a Portfolio's shares in conjunction
with a Keogh Plan, a 403(b)(7) Plan or an IRA, including an SEP-IRA, may
request from the Distributor forms for adoption of such plans.
The entity acting as custodian for Keogh Plans, 403(b)(7) Plans or
IRAs may charge a fee, payment of which could require the liquidation of
shares. All fees charged are described in the appropriate form.
Shares may be purchased in connection with these plans only by direct
remittance to the entity acting as custodian. Purchases for these plans
may not be made in advance of receipt of funds.
The minimum initial investment for corporate plans, Salary Reduction
Plans, 403(b)(7) Plans and SEP-IRAs with more than one participant, is
$2,500 with no minimum or subsequent purchases. The minimum initial
investment for Dreyfus-sponsored Keogh Plans, IRAs, SEP-IRAs and 403(b)(7)
Plans with only one participant, is normally $750, with no minimum on
subsequent purchases. Individuals who open an IRA may also open a non-
working spousal IRA with a minimum investment of $250.
The investor should read the prototype retirement plan and the
appropriate form of custodial agreement for further details on eligibility,
service fees and tax implications, and should consult a tax adviser.
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. Each Portfolio's investment
securities are valued at the last sale price on the securities exchange or
national securities market on which such securities primarily are traded.
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 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. Any securities or other assets for which recent
market quotations are not readily available are valued at fair value as
determined in good faith by the Board of Directors. Expenses and fees,
including the advisory and administration fees, are accrued daily and taken
into account for the purpose of determining the net asset value of each
Portfolio's 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.
DIVIDENDS, DISTRIBUTION 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."
Management of the Fund believes that each Portfolio qualified for the
fiscal year ended August 31, 1995 as a "regulated investment company" under
the Internal Revenue Code of 1986, as amended (the "Code"). Each Portfolio
intends to continue to so qualify as long as such qualification is in the
best interests of its shareholders. Qualification as a regulated
investment company relieves the Portfolio from any liability for Federal
income taxes to the extent its earnings are distributed in accordance with
the applicable provisions of the Code. The term "regulated investment
company" does not imply the supervision of management or investment
practices or policies by any government agency.
Depending on the composition of a Portfolio's income, all or a portion
of the dividends paid by such Portfolio from net investment income may
qualify for the dividends received deduction allowable to certain U.S.
corporate shareholders ("dividends received deduction"). In general,
dividend income of a Portfolio distributed to qualifying corporate
shareholders will be eligible for the dividends received deduction only to
the extent that (i) such Portfolio's income consists of dividends paid by
U.S. corporations and (ii) the Portfolio would have been entitled to the
dividends received deduction with respect to such dividend income if the
Portfolio were not a regulated investment company. The dividends received
deduction for qualifying corporate shareholders may be further reduced if
the shares of the Portfolio held by them with respect to which dividends
are received are treated as debt-financed or deemed to have been held for
less than 46 days. In addition, the Code provides other limitations with
respect to the ability of a qualifying corporate shareholder to claim the
dividends received deduction in connection with holding a Portfolio's
shares.
Any dividend or distribution paid shortly after an investor's purchase
may have the effect of reducing the aggregate net asset value of his shares
below the cost of his investment. Such a dividend or distribution would be
a return on investment in an economic sense, although taxable as stated in
the Fund's Prospectus. In addition, the Code provides that if a
shareholder holds shares of the Fund for six months or less and has
received a capital gain distribution with respect to such shares, any loss
incurred on the sale of such shares will be treated as a long-term capital
loss to the extent of the capital gain distribution received.
If a shareholder holds shares of a Portfolio while holding an
offsetting short position in a regulated futures contract or an option in
such regulated futures contract, recently proposed Internal Revenue Service
regulations require any losses on the disposition of Portfolio shares to be
deferred to the extent of any unrealized appreciation in the short
position. In addition, these regulations limit a shareholder's ability to
claim the corporate dividends received deduction if such short positions
are held against Fund shares.
Ordinarily, gains and losses realized from portfolio transactions will
be treated as capital gain or loss. 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 a Portfolio
from certain financial futures transactions 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 as well as from
closing transactions. In addition, any such futures remaining unexercised
at the end of the Portfolio's taxable year will be treated as sold for
their then fair market value, resulting in additional gain or loss to such
Portfolio characterized in the manner described above.
Offsetting positions held by a Portfolio involving financial futures
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 Section
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 a Portfolio were treated as entering into straddles by reason of
its futures transactions, such straddles could be characterized as "mixed
straddles" if the futures transactions comprising such straddles were
governed by Section 1256 of the Code. The Portfolio may make one or more
elections with respect to "mixed straddles." Depending upon which election
is made, if any, the results to the Portfolio may differ. If no election
is made, to the extent the straddle rules apply to positions established by
the Portfolio, losses realized by such Portfolio will be deferred to the
extent of unrealized gain in any offsetting positions. Moreover, as a
result of the straddle and the 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 a Portfolio in securities issued or acquired 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
such Portfolio to recognize income prior to the receipt of cash payments.
For example, the Portfolio could be required to accrue a portion of the
discount (or deemed discount) at which the securities were issued each year
and to distribute such income in order to maintain its qualification as a
regulated investment company. In such case, such Portfolio may have to
dispose of securities which it might otherwise have continued to hold in
order to generate cash to satisfy these distribution requirements.
PERFORMANCE INFORMATION
The following information supplements and should be read in
conjunction with the section in the Fund's Prospectus entitled "Performance
Information."
The Large Company Growth Portfolio's average annual total return for
the 1 and 2.921 year periods ended August 31, 1995 was 23.67% and 10.75%,
respectively. The Large Company Value Portfolio's average annual total
return for the 1 and 2.921 year periods ended August 31, 1995 was 18.97%
and 12.48%, respectively. The Small Company Growth Portfolio's average
annual total return for the 1 and 2.918 year periods ended August 31, 1995
was 23.04% and 19.03%, respectively. The Small Company Value Portfolio's
average annual total return for the 1 and 2.921 year periods ended August
31, 1995 was 11.84% and 10.51%, respectively. Average annual total return
is calculated by determining the ending redeemable value of an investment
purchased at net asset value per share 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 total return for the period September 30, 1992(1) (commencement of
operations) to August 31, 1995 for each Portfolio was as follows:
Large Company Growth Portfolio -- 34.74%
Large Company Value Portfolio -- 40.98%
Small Company Growth Portfolio -- 66.33%
Small Company Value Portfolio -- 33.88%
Total return is calculated by subtracting the amount of the Portfolio'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.
_____________________
(1) Small Company Growth Portfolio commenced operations on October 1, 1992.
From time to time advertising materials for the Fund may refer to
Morningstar ratings and related analysis supporting such ratings.
PORTFOLIO TRANSACTIONS
Wilshire supervises the placement of orders on behalf of each
Portfolio for the purchase or sale of portfolio securities. Allocation of
brokerage transactions, including their frequency, is made in the best
judgment of Wilshire and in a manner deemed fair and reasonable to
shareholders. The primary consideration is prompt execution of orders at
the most favorable net price. Subject to this consideration, the brokers
selected may include those that supplement Wilshire's research facilities
with statistical data, investment information, economic facts and opinions.
Information so received is in addition to and not in lieu of services
required to be performed by Wilshire and/or Dreyfus and their fees are not
reduced as a consequence of the receipt of such supplemental information.
Such information may be useful to Wilshire in serving both the Fund and
other clients which it advises and, conversely, supplemental information
obtained by the placement of business of other clients may be useful to
Wilshire in carrying out its obligations to the Fund. Brokers also are
selected because of their ability to handle special executions such as are
involved in large block trades or broad distributions, provided the primary
consideration is met. Large block trades, in certain cases, may result
from two or more clients Wilshire might advise being engaged simultaneously
in the purchase or sale of the same security. 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 otherwise
is obtainable.
Portfolio turnover may vary from year to year, as well as within a
year. Under normal market conditions, each Portfolio's turnover rate
generally will not exceed 60%. High turnover rates are likely to result in
comparatively greater brokerage expenses. The overall reasonableness of
brokerage commissions paid is evaluated by the Adviser based upon its
knowledge of available information as to the general level of commissions
paid by other institutional investors for comparable services.
For its portfolio securities transactions for the period September 30,
1992 (commencement of operations for all Portfolios except Small Company
Growth Portfolio which commenced operations on October 1, 1992) through
August 31, 1993 and for the fiscal years ended August 31, 1994 and 1995,
the Fund paid total brokerage commissions as follows:
<TABLE>
<CAPTION>
Period Ended Year Ended Year Ended
Portfolio August 31, 1993 August 31, 1994 August 31, 1995
<S> <C> <C> <C>
Large Company Growth Portfolio $ 8,191 $ 2,199 $13,487
Large Company Value Portfolio $ 9,779 $10,349 $23,243
Small Company Growth Portfolio $21,107 $12,919 $42,766
Small Company Value Portfolio $17,687 $37,422 $61,819
</TABLE>
No brokerage commissions were paid to the Distributor. There were no
spreads or concessions on principal transactions for any such period.
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 of a Portfolio has one vote and, when issued and paid for
in accordance with the terms of the offering, is fully paid and non-
assessable. A Portfolio's shares have equal rights as to dividends and in
liquidation. Shares have no preemptive, subscription or conversion rights
and are freely transferable.
Rule 18f-2 under the 1940 Act provides that any matter required to be
submitted under the provisions of the 1940 Act or applicable state law or
otherwise to the holders of the outstanding voting securities of an
investment company, such as the Fund, will not be deemed to have been
effectively acted upon unless approved by the holders of a majority of the
outstanding shares of each Portfolio affect by such matter. Rule 18f-2
further provides that a Portfolio shall be deemed to be affected by a
matter unless it is clear that the interests of each Portfolio in the
matter are identical or that the matter does not affect any interest of
such Portfolio. However, the Rule exempts the selection of independent
accountants and the election of Directors from the separate voting
requirements of the Rule.
The Fund will send annual and semi-annual financial statements to all
its shareholders.
CUSTODIAN, TRANSFER AND DIVIDEND DISBURSING AGENT, COUNSEL
AND INDEPENDENT ACCOUNTANTS
Comerica Bank, a Michigan banking corporation, 100 Renaissance Center,
Detroit, Michigan 48243, acts as custodian of the Fund's investments. 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 Comerica Bank 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.
Stroock & Stroock & Lavan, 7 Hanover Square, New York, New York 10004-
2696, as counsel for the Fund, has rendered its opinion as to certain legal
matters regarding the due authorization and valid issuance of the shares of
common stock being sold pursuant to the Fund's Prospectus.
Coopers & Lybrand L.L.P., 1301 Avenue of the Americas, New York, New
York 10019, independent accountants, have been selected as auditors of the Fund.
APPENDIX
Description of the highest commercial paper rating assigned by
Standard & Poor's Ratings Group, a division of The McGraw-Hill Companies,
Inc. ("S&P"), Moody's Investors Service, Inc. ("Moody's"), Fitch Investors
Service, L.P. ("Fitch") and Duff & Phelps Credit Rating Co. ("Duff").
The rating A is the highest rating and is assigned by S&P to issues
that are regarded as having the greatest capacity for timely payment.
Issues in this category are delineated with the number 1, 2 or 3 to
indicate the relative degree of safety. Paper rated A-1 indicates that the
degree of safety regarding timely payment is either overwhelming or very
strong. Those issues determined to possess overwhelming safety
characteristics are denoted with a plus (+) sign designation.
The rating Prime-1 (P-1) is the highest commercial paper rating
assigned by Moody's. Issuers of P-1 paper must have a superior capacity
for repayment of short-term promissory obligations, and ordinarily will be
evidenced by leading market positions in well established industries, high
rates of return on funds employed, conservative capitalization structures
with moderate reliance on debt and ample asset protection, broad margins in
earnings coverage of fixed financial charges and high internal cash
generation, and well established access to a range of financial markets and
assured sources of alternate liquidity.
The rating Fitch-1 (Highest Grade) is the highest commercial paper
rating assigned by Fitch. Paper rated Fitch-1 is regarded as having the
strongest degree of assurance for timely payment.
The rating Duff-1 is the highest commercial paper rating assigned by
Duff. Paper rated Duff-1 is regarded as having very high certainty of
timely payment with excellent liquidity factors which are supported by
ample asset protection. Risk factors are minor.
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF INVESTMENTS AUGUST 31, 1995
LARGE COMPANY GROWTH PORTFOLIO
SHARES COMMON STOCKS-99.5% VALUE
_______ _______
ADVERTISING-.3%
900 Interpublic Group Cos. $ 34,988
500 Omnicom Group 31,375
______
66,363
______
AEROSPACE & DEFENSE-2.1%
4,300 Boeing 274,125
600 Northrop Grumman 36,525
1,600 Raytheon 129,400
______
440,050
______
AUTO PARTS-.6%
1,800 (a) AutoZone 48,375
1,600 Genuine Parts 63,000
900 Pep Boys-Manny, Moe & Jack 24,750
______
136,125
______
BANKING-.9%
1,800 MBNA 63,900
4,100 Norwest 123,512
______
187,412
______
BASIC INDUSTRIES-.9%
7,215 Archer-Daniels-Midland 119,949
1,100 Fluor 64,350
______
184,299
______
BEVERAGES-7.9%
3,300 Anheuser-Busch 188,513
16,200 Coca-Cola 1,040,850
10,100 PepsiCo 457,025
______
1,686,388
______
BUILDING MATERIALS-.4%
1,100 Nucor 53,900
1,100 Sherwin-Williams 39,463
______
93,363
______
CHEMICALS-.7%
800 Great Lakes Chemical 52,900
500 Loctite 24,000
800 Lubrizol 24,800
600 Millipore 20,925
600 Sigma-Aldrich 28,800
______
151,425
______
COMMERCIAL SERVICES-.7%
2,250 (a) CUC International 76,781
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
COMMERCIAL SERVICES (CONTINUED)
800 Ecolab $21,900
1,200 Service Corp International 42,000
______
140,681
______
COMPUTER SOFTWARE & SERVICES-9.4%
800 (a) ADC Telecommunications 31,000
800 Adobe Systems 40,800
600 Autodesk 27,675
1,800 Automatic Data Processing 117,000
600 (a) BMC Software 25,575
900 (a) Cabletron Systems 47,587
2,000 Computer Associates International 139,000
800 (a) Computer Sciences 48,200
500 (a) Dell Computer 38,500
600 (a) Electronic Arts 22,800
400 HBO & Co. 22,000
500 Linear Technology 40,500
400 (a) Maxim Integrated Products 30,500
2,600 Micron Technology 199,875
7,400 (a) Microsoft 684,500
4,900 (a) Novell 88,200
5,600 (a) Oracle 224,700
700 (a) Parametric Technology 38,675
500 Paychex 20,500
900 (a) Seagate Technology 39,825
1,200 (a) Sun Microsystems 69,450
______
1,996,862
______
COSMETICS & TOILETRIES-1.9%
900 Avon Products 63,563
1,800 Colgate-Palmolive 122,400
5,500 Gillette 229,625
______
415,588
______
DRUGS & PHARMACEUTICALS-11.5%
10,100 Abbott Laboratories........ 391,375
800 Allergan 24,300
3,400 (a). Amgen 162,775
600 Cardinal Health 32,100
600 (a) Forest Labs 26,850
1,400 IVAX 35,875
8,300 Johnson & Johnson 572,700
15,800 Merck & Co................. 788,025
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF INVESTMENTS (CONTINUED) AUGUST 31, 1995
LARGE COMPANY GROWTH PORTFOLIO (CONTINUED)
SHARES COMMON STOCKS (CONTINUED) VALUE
____ ______-
DRUGS & PHARMACEUTICALS (CONTINUED)
1,500 Mylan Laboratories $34,312
1,700 Rhone-Poulenc Rorer 75,225
4,600 Schering-Plough 214,475
2,200 . Upjohn 93,225
______
2,451,237
______
ELECTRONICS-16.8%
500 (a). Altera 31,313
1,600 Duracell 71,400
3,000 Emerson Electric 214,125
21,700 General Electric. 1,277,588
600 Grainger (W.W.) 35,700
6,500 Hewlett-Packard 520,000
415 Hubbell, Cl. B 24,329
10,600 Intel 650,575
1,200 . Loral 65,700
7,500 Motorola 560,625
500 . Perkin-Elmer 17,062
900 Premier Industrial 21,600
1,200 Sensormatic Electronics 25,200
600 (a) Vishay Intertechnology 24,300
894 (a). Xilinx 38,330
______
3,577,847
______
ENTERTAINMENT-.8%
3,700 Carnival Cruise Lines, Cl. A 80,475
1,300 (a) Circus Circus Enterprises 42,575
1,300 (a) Harrah's Entertainment 41,438
400 (a) King World Productions 15,200
______
179,688
______
ENVIRONMENTAL-.3%
975 (a) Thermo Instrument Systems 24,984
2,300 Wheelabrator Technologies 35,938
______
60,922
______
FINANCE & FINANCIAL SERVICES-2.3%
550 ADVANTA, Cl. A 22,756
1,300 Block (H & R) 50,700
1,100 Equifax 42,762
800 ... Fifth Third Bancorp 45,000
1,000 . Franklin Resources 55,000
900 ... Green Tree Financial 52,425
600 Kansas City Southern Industries 26,400
1,366 Mercury Finance 31,247
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
FINANCE & FINANCIAL SERVICES (CONTINUED)
700 Northern Trust $31,500
1,200 . Schwab (Chas) 55,800
1,100 State Street Boston 40,563
1,100 Synovus Financial 28,050
______
482,203
______
FOOD DISTRIBUTORS-.3%
2,400 Sysco 69,000
______
FOODS-4.4%
3,100 .. Campbell Soup 141,825
3,100 . ConAgra 117,413
2,000 .. General Mills 103,250
3,300 Heinz (H.J.) 139,837
1,100 Hershey Foods 65,863
900 Hormel (Geo A) 21,600
2,800 Kellogg 189,000
1,050 Pioneer Hi-Bred International 45,150
1,600 Quaker Oats 55,600
1,400 Wrigley, (WM) Jr. 63,175
______
942,713
______
HEALTH CARE-1.5%
5,700 Columbia/HCA Healthcare 267,900
700 (a)... Foundation Health 24,238
700 Manor Care 22,663
______
314,801
______
HOUSEHOLD APPLIANCES-.2%
900 Whirlpool 49,050
______
HOUSEHOLD PRODUCTS-3.7%
800 Clayton Homes 18,900
2,000 Newell 50,000
800 .. Premark International 41,900
8,800 Procter & Gamble 610,500
2,000 Rubbermaid 59,500
______
780,800
______
INSURANCE-4.6%
1,325 .. AFLAC 54,159
6,075 American International Group 489,797
800 .. GEICO 54,600
1,100 . General Re 163,487
800 MGIC Investment 44,800
800 . Progressive Corp, Ohio 35,500
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF INVESTMENTS (CONTINUED) AUGUST 31, 1995
LARGE COMPANY GROWTH PORTFOLIO (CONTINUED)
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
INSURANCE (CONTINUED)
400 . SunAmerica $23,900
900 .. Torchmark 36,000
300 . Transatlantic Holdings 21,000
2,000 U.S. HealthCare 64,000
______
987,243
______
LEISURE TIME-.1%
2,100 International Game Technology 29,925
______
MACHINERY-.2%
1,125 Thermo Electron 48,516
______
MANUFACTURING-1.1%
1,100 (a) American Power Conversion 18,425
900 . Hillenbrand Industries 26,662
1,400 Illinois Tool Works 85,750
600 . Leggett & Platt 29,025
1,500 Pall 32,813
600 (a) Solectron 21,300
1,200 . Worthington Industries 24,000
______
237,975
______
MEDICAL SUPPLIES-1.3%
800 Becton, Dickinson 45,100
1,300 (a).. Biomet 20,963
1,500 Medtronic 141,562
600 (a). St. Jude Medical 35,775
700 Stryker 29,225
______
272,625
______
OFFICE & BUSINESS EQUIPMENT-.4%
1,900 Pitney Bowes 77,187
______
OIL & GAS-.2%
2,000 . Enron Oil & Gas 46,500
______
PACKAGING-.5%
900 Bemis 26,100
1,100 (a).. Crown Cork & Seal 49,500
1,100 . Sonoco Products 29,562
______
105,162
______
PRINTING & PUBLISHING-1.0%
1,000 American Greetings, Cl. A 30,750
1,700 Gannett 90,950
1,600 (a) Marvel Entertainment Group 23,000
1,400 Readers Digest Association, Cl. A 64,750
______
209,450
______
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
RADIO & TV BROADCASTING-1.3%
2,000 Capital Cities/ABC $230,000
1,100 Scripps (E.W.), Cl. A 36,987
______
266,987
______
RESTAURANTS-1.6%
725 (a) Brinker International 12,144
600 Cracker Barrel Old Country 12,225
8,800 McDonald's 321,200
______
345,569
______
RETAIL-8.4%
3,100 Albertson's 98,813
1,200 Circuit City Stores 41,400
900 Dayton Hudson 65,812
725 Dollar General 19,031
1,800 Gap 57,825
5,766 Home Depot 229,919
4,600 Limited 85,100
3,100 .. May Department Stores 131,363
1,000 . Nordstrom 41,250
2,000 (a) Office Depot 62,250
3,600 (a). Toys `R' Us 93,600
500 (a) Viking Office Products 18,000
29,400 Wal-Mart Stores 723,975
3,200 Walgreen 78,400
900 Winn-Dixie Stores 53,550
______
1,800,288
______
TECHNOLOGY-7.1%
20,200 AT&T... 1,141,300
1,100 (a). Applied Materials 114,400
1,200 (a). Atmel 37,950
3,400 (a).. cisco Systems 223,125
______
1,516,775
______
TELECOMMUNICATIONS-.5%
500 (a).. Andrew 29,125
1,100 (a). Tellabs 51,425
249 (a)... U.S. Robotics 34,922
______
115,472
______
TEXTILES-1.1%
800 . Cintas 30,200
900 NIKE, Cl. B 83,363
1,100 ... Reebok International 39,050
1,500 Shaw Industries 22,500
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF INVESTMENTS (CONTINUED) AUGUST 31, 1995
LARGE COMPANY GROWTH PORTFOLIO (CONTINUED)
LARGE COMPANY VALUE PORTFOLIO
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
TEXTILES (CONTINUED)
800 .. Unifi $20,200
800 ... V.F. 43,800
______
239,113
______
TIRE & RUBBER GOODS-.1%
1,100 Cooper Tire & Rubber 28,600
______
TOBACCO-.3%
2,500 UST 68,125
______
TOYS-.6%
1,000 . Hasbro 32,375
2,900 . Mattel 84,100
______
116,475
______
TRANSPORTATION-.1%
500 ... Illinois Central 19,188
______
UTILITIES-TELEPHONE-1.4%
700 Century Telephone Enterprises 19,512
2,818 (a) Citizens Utility, Cl. A 30,998
1,100 ... Frontier 30,663
9,000 . MCI Communications 216,562
______
297,735
______
TOTAL COMMON STOCKS
(cost $17,491,165). $21,235,727
============
PRINCIPAL
AMOUNT SHORT-TERM INVESTMENTS-.6%
____
U.S. TREASURY BILLS:
65,000 5.84%, 11/2/1995... $64,407
65,000 6.15%, 11/16/1995.. 64,272
______
TOTAL SHORT-TERM INVESTMENTS
(cost $128,662) $128,679
========
TOTAL INVESTMENTS
(cost $17,619,827).. 100.1% $21,364,406
====== ===========
LIABILITIES, LESS CASH
AND RECEIVABLES. (.1%) $(15,959)
======= ==========
NET ASSETS 100.0% $21,348,447
======= ===========
SHARES COMMON STOCKS-99.2% VALUE
____ _______
AEROSPACE & DEFENSE-1.0%
1,700 ... General Dynamics $89,463
2,200 Textron 150,700
______
240,163
______
AUTOMOTIVE-6.0%
9,500 ... Chrysler 511,812
26,500 Ford Motor. 811,562
900 . PACCAR 44,550
______
1,367,924
______
BANKING-24.6%
3,200 Ahmanson (HF) & Co. 76,000
5,200 ... American General 183,300
1,600 AmSouth Bancorp 59,800
10,300 Banc One... 346,338
1,350 . Bancorp Hawaii 45,225
2,907 . Bank of Boston 127,908
5,000 ... Bank of New York 217,500
9,800 BankAmerica 553,700
2,100 ... Bankers Trust NY 144,637
2,600 .. Barnett Banks 148,525
3,400 ... Boatmen's Bancshares 125,800
4,700 Chase Manhattan 270,250
6,300 ... Chemical Banking 366,975
3,100 ... Comerica 110,438
3,600 .. First Bank System 164,250
2,400 .. First Chicago 152,100
2,300 . First Fidelity Bancorp 150,362
1,800 .. First of America Bank 79,650
1,400 . First Security 44,100
1,000 First Tennessee National 53,000
4,500 First Union 225,562
900 ... First Virginia Banks 37,012
2,000 Firstar 74,250
1,000 .. Integra Financial 56,125
6,228 KeyCorp 193,068
1,600 . Mercantile Bancorp 72,400
1,800 ... Meridian Bancorp 72,225
400 .. Michigan National 43,025
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF INVESTMENTS (CONTINUED) AUGUST 31, 1995
LARGE COMPANY VALUE PORTFOLIO (CONTINUED)
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
BANKING (CONTINUED)
1,400 .. Midlantic $ 72,100
4,900 .. Morgan (J.P.) 357,087
4,200 NBD Bancorp 150,150
3,900 .. National City 116,025
1,250 . Old Kent Financial 47,656
6,000 PNC Bank 157,500
1,600 .. Regions Financial 64,400
1,400 .. Republic New York 78,750
1,900 . Signet Banking 49,637
2,400 . SouthTrust 62,100
900 .. Star Banc 47,700
1,600 .. UJB Financial 55,400
4,500 Wachovia 178,875
______
5,630,905
______
BEVERAGES-.3%
1,900 Brown-Forman, Cl. B 70,300
______
BROKERAGE-1.6%
3,025 .. Bear Stearns Cos. 62,390
1,400 Edwards (AG) 34,125
4,500 .. Merrill Lynch 259,313
______
355,828
______
CHEMICALS-.4%
2,700 .. Ethyl 29,363
1,600 .. Witco 53,200
______
82,563
______
ELECTRONICS-.1%
1,100 National Service Industries 31,900
______
ENERGY-12.9%
1,600 Ashland Oil 52,400
32,400 Exxon.. 2,227,500
200 FINA, Cl. A 9,250
1,200 .. Pennzoil 52,800
6,700 . Texaco 433,825
8,513 . USX-Marathon Group 175,581
______
2,951,356
______
FINANCE-4.5%
1,100 .. Crestar Financial 62,012
2,000 First Interstate Bancorp 191,000
3,600 .. Fleet Financial Group 133,200
3,500 Great Western Financial 81,813
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
FINANCE (CONTINUED)
7,100 NationsBank $435,763
1,800 Transamerica 122,400
______
1,026,188
______
FOREST & PAPER PRODUCTS-1.3%
1,000 Federal Paper Board 39,625
5,400 Weyerhaeuser 248,400
______
288,025
______
HOLDING COMPANIES-1.4%
600 Harsco 33,600
7,140 RJR Nabisco 203,490
1,500 Temple-Inland 77,625
______
314,715
______
INSURANCE-3.9%
2,900 . Aetna Life & Casualty 197,925
2,700 Aon 105,300
1,900 CIGNA 183,825
1,200 Jefferson-Pilot 75,450
2,600 Lincoln National 111,800
1,600 . SAFECO 103,400
2,100 . St. Paul Cos. 113,925
______
891,625
______
MACHINE TOOLS-.2%
1,200 Snap-On 49,200
______
MANUFACTURING-.4%
1,100 . Johnson Controls 66,962
700 .. Timken 31,588
______
98,550
______
MINING & MINERALS-.3%
2,400 Cyprus Amax Minerals 67,200
______
OFFICE & BUSINESS EQUIPMENT-.3%
1,000 Harris 57,625
______
PUBLISHING-.6%
2,500 .. New York Times, Cl. A 62,188
2,800 Times Mirror, Cl. A 85,750
______
147,938
______
RAILROADS-1.5%
5,300 Union Pacific 347,150
______
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF INVESTMENTS (CONTINUED) AUGUST 31, 1995
LARGE COMPANY VALUE PORTFOLIO (CONTINUED)
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
RETAIL-3.0%
2,700 Melville $90,113
6,100 Penney (J.C.) 276,025
10,000 Sears, Roebuck. 323,750
______
689,888
______
TELECOMMUNICATIONS-11.6%
13,000 BellSouth.. 893,750
25,000 GTE 915,625
10,900 Pacific Telesis Group.. 309,288
12,200 U S West 530,700
______
2,649,363
______
TOBACCO-.9%
5,100 American Brands 214,200
______
TRANSPORTATION-.2%
2,200 Ryder System 53,350
______
UTILITIES-21.6%
3,400 . Allegheny Power System 82,875
4,800 American Electric Power 163,800
3,700 Baltimore Gas & Electric 97,125
2,400 CMS Energy 59,100
4,000 . Carolina Power & Light 122,500
3,400 Centerior Energy 36,550
6,100 Consolidated Edison 172,325
2,900 DPL 64,525
1,800 DQE 42,975
1,800 . Delmarva Power & Light 39,150
3,900 .. Detroit Edison 119,437
4,400 Dominion Resources 158,950
5,300 . Duke Power 215,312
5,900 . Entergy 141,600
4,800 FPL Group 186,600
2,600 Florida Progress 78,975
3,400 Houston Industries 144,075
900 IPALCO Enterprises 31,162
2,100 Illinova 52,762
1,400 Kansas City Power & Light 31,325
3,100 Long Island Lighting 52,700
1,200 Montana Power 26,400
1,500 NIPSCO Industries 49,125
1,800 New England Electric System 63,000
1,800 New York State Electric & Gas 43,425
3,700 Niagara Mohawk Power 44,400
3,100 Northeast Utilities 70,912
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
UTILITIES (CONTINUED)
1,700 .. Northern States Power $72,462
4,000 Ohio Edison 86,500
1,200 Oklahoma Gas & Electric 42,450
5,800 . PECO Energy 154,425
4,000 PP & L Resources 87,500
11,100 Pacific Gas & Electric. 319,125
7,800 . PacifiCorp 141,375
2,400 .. Pinnacle West Capital 59,700
3,100 . Potomac Electric Power 66,263
1,700 Public Service Co. of Colorado 55,038
6,400 Public Service Enterprise Group 176,000
1,900 Puget Sound P&L 41,088
2,700 .. SCANA 62,775
11,900 SCEcorp. 197,838
2,900 San Diego Gas & Electric 63,075
17,200 Southern. 363,350
5,900 .. Texas Utilities 205,025
5,500 . Unincom 154,688
2,600 Union Electric 92,625
1,800 Western Resources 54,450
2,700 . Wisconsin Energy 72,563
______
4,959,400
______
UTILITIES-NATURAL GAS DISTRIBUTORS-.6%
2,100 . Pacific Enterprises 50,400
3,700 Panhandle Eastern 92,500
______
142,900
______
TOTAL COMMON STOCKS
(cost $20,522,037) $22,728,256
===========
PRINCIPAL
AMOUNT SHORT-TERM INVESTMENTS-1.3%
____
U.S. TREASURY BILLS:
$104,000 5.84%, 11/2/1995. $103,052
100,000 . 6.15%, 11/16/1995 98,880
101,000 . 5.72%, 11/24/1995 99,749
______
TOTAL SHORT-TERM INVESTMENTS
(cost $301,641) $301,681
=========
TOTAL INVESTMENTS
(cost $20,823,678). 100.5% $23,029,937
====== ===========
LIABILITIES, LESS CASH
AND RECEIVABLES.. (.5%) $(103,682)
===== ===========
NET ASSETS 100.0%. $22,926,255
===== ===========
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF INVESTMENTS (CONTINUED) AUGUST 31, 1995
SMALL COMPANY GROWTH PORTFOLIO
SHARES COMMON STOCKS-99.4% VALUE
____ _______
AIR TRANSPORTATION-.4%
2,500 Air Express International $56,875
1,400 . Skywest 31,675
______
88,550
______
AUTO PARTS-.8%
2,550 (a) Jason 25,341
5,100 Superior Industries International 151,088
______
176,429
______
BANKING-.7%
2,600 Astoria Financial 111,800
1,200 (a).. CSF Holdings 46,650
______
158,450
______
BIOTECHNOLOGY-1.3%
1,200 Collagen 21,600
4,900 (a). Nellcor 254,800
______
276,400
______
BROKERAGE-.2%
1,000 . Pioneer Group 28,500
600.. SEI 13,275
______
41,775
______
BUILDING MATERIALS-.2%
1,500 (a). Fibreboard 35,625
______
CHEMICALS-1.5%
3,900 (a).. Airgas 107,250
1,200 (a).. IDEXX Laboratories 40,650
7,600 (a) Scotts Company (The), Cl. A 171,000
______
318,900
______
COMMERCIAL SERVICES-2.4%
2,200 (a) DeVRY 48,675
4,100 (a) Franklin Quest 94,812
1,400 (a) Insurance Auto Auctions 17,850
2,200 (a). Interim Services 57,200
10,800(a) Robert Half International 306,450
______
524,987
______
COMPUTER SOFTWARE & SERVICES-15.7%
2,700 (a).. Acxiom 72,562
5,600 (a) American Management Systems 142,800
1,200 (a). BancTec 20,700
3,100 (a). Broderbund Software 228,238
3,400 (a).. Cerner 116,450
1,900 (a) Computer Network Technology 16,150
SHARES COMMON STOCKS (CONTINUED) VALUE
COMPUTER SOFTWARE & SERVICES (CONTINUED)
2,540 (a). Comverse Technology $50,800
2,000 (a) Electronics For Imaging 113,000
2,900 (a). Exabyte 43,862
6,600 (a).. FIserv 188,100
1,400 . Fair Issac & Co. 36,400
1,900 (a) Franklin Electronic Publishers 57,237
100 (a) Hutchinson Technology 7,825
900 (a) Hyperion Software 41,850
3,600 (a) Information Resources 46,350
3,450 (a) Keane 90,563
3,900 (a) Komag 242,775
2,900 (a) MICROS Systems 98,963
1,000 (a).. Network General 35,187
1,300 (a) Progress Software 75,725
5,500 (a) Pyxis 124,438
7,600 (a). Quantum 182,400
6,300 Reynolds & Reynolds, Cl. A 202,387
3,900 (a) Safeguard Scientifics 195,488
9,600 (a). Stratus Computer 268,800
3,600 (a) Structural Dynamics Research 65,250
8,700 (a) SunGard Data Systems 241,425
1,000 .. System Software 31,564
4,600 (a) Systems & Computer Technology 122,475
4,800 (a).. Tech Data 57,000
4,973 (a) Zilog 221,298
______
3,438,062
______
COSMETICS & TOILETRIES-.2%
1,572 Nature's Sunshine Products 36,942
______
DISTRIBUTION-.1%
3,500 (a). Merisel 22,313
______
ELECTRONICS-12.0%
8,700 Allen Group 283,837
3,000 Dallas Semiconductor 71,250
2,100 (a).. Gentex 51,450
2,500 (a). ITEL 94,375
19 (a).. Input/Output 708
5,600 (a) Lattice Semiconductor 184,100
7,800 (a). Marshall Industries 247,650
3,000 (a). Novellus Systems 221,062
6,400 (a) Oak Industries 189,600
200 .. Pacific Scientific 5,025
1,850 Pioneer Standard Electronics 47,638
2,200 (a) Presstek 113,850
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF INVESTMENTS (CONTINUED) AUGUST 31, 1995
SMALL COMPANY GROWTH PORTFOLIO (CONTINUED)
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
ELECTRONICS (CONTINUED)
400 (a).. Rogers $11,400
2,200 (a) SCI Systems 68,200
3,800 (a) Silicone Valley Group 163,400
1,200 (a).. Special Devices 21,300
6,600 (a). Symbol Technologies 229,350
3,500 (a) Tech-Sym 101,937
2,400 (a).. Three-Five Systems 71,700
3,300 (a) Unitrode 99,000
6,100 (a).. VLSI Technology 201,300
5,250 . Wireless Telecom Group 92,531
2,700 .. X-Rite 53,325
______
2,623,988
______
ENTERTAINMENT-.7%
700 (a). Grand Casinos 25,638
4,000 (a).. Primadonna Resorts 81,000
3,400 (a).. Rio Hotel & Casino 44,200
______
150,838
______
ENVIRONMENTAL-1.8%
4,400 (a) Allwaste 23,650
500 IMCO Recycling 10,125
4,600 (a) Sanifill 146,625
3,500 (a).. USA Waste Services 68,250
6,700 (a) U.S. Filter 147,400
______
396,050
______
FINANCE-1.8%
2,100 (a) Autofinance Group 34,650
3,500 (a) Concord EFS 99,750
3,600 Money Store 236,250
1,100 (a). Primark 27,775
______
398,425
______
FOODS-1.3%
2,700 (a) Canandaigua Wine, Cl. A 127,575
5,000 Richfood Holdings 121,250
2,000 (a). Smithfield Foods 44,500
______
293,325
______
HOMEBUILDING-1.2%
6,600 .. Centex 193,050
4,200 (a). Toll Brothers 75,075
______
268,125
______
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
HOSPITAL MANAGEMENT-10.8%
5,300 (a) Genesis Health Ventures $ 167,612
5,800 (a).. HealthCare COMPARE 218,225
11,700(a) Health Care & Retirement 368,550
4,300 (a).. Healthsource 172,000
9,300 (a).. Horizon Healthcare 203,438
7,700 Integrated Health Services 230,037
2,400 (a) Living Centers of America 73,200
1,400 (a) Pacific Physician Services 24,500
1,900 (a) Quantum Health Resources 24,225
7,300 (a) Sierra Health Services 195,275
2,500 (a) Universal Health Services, Cl. B 85,938
10,400 (a) Vencor 308,100
8,900 (a) Vivra 294,812
______
2,365,912
______
INSURANCE-2.8%
5,800 (a). Capsure Holdings 79,750
7,632 (a) FHP International 188,892
1,300 (a) Fund American Enterprise 94,250
600 (a). Markel 40,800
4,800 (a). United Insurance 70,800
3,700 Vesta Insurance Group 138,750
______
613,242
______
LEISURE TIME-3.1%
6,900 (a) Acclaim Entertainment 174,225
3,650 Arctco 49,731
10,300 Callaway Golf.. 159,650
4,500 (a) Chris-Craft Industries 202,500
1,200 (a). Coleman 45,300
1,100 (a). GC Companies 36,850
______
668,256
______
MACHINERY-3.3%
3,700 AGCO 179,912
2,200 (a). Cognex 109,725
800 (a). Electroglas 60,400
100 (a). Ionics 3,938
2,600 (a) Kulicke & Soffa Industries 101,075
1,900 Roper Industries 64,600
5,600 (a) Thermo Power 89,600
1,900 (a) Zebra Technologies, Cl. A 110,675
______
719,925
______
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF INVESTMENTS (CONTINUED) AUGUST 31, 1995
SMALL COMPANY GROWTH PORTFOLIO (CONTINUED)
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
MANUFACTURING-6.2%
9,200 Breed Technologies $175,950
7,900 (a) Champion Enterprises 134,300
700.. IDEX 28,175
1,700 (a). InterVoice 37,612
1,300 (a). Lydall 31,038
2,100 Medusa 57,750
3,000 NACCO Industries, Cl. A 172,500
7,400 Oakwood Homes 236,800
3,400 (a). Paxar 62,475
5,400 (a). Shorewood Packaging 97,200
2,200 (a) Thermo Process Systems 25,850
6,800 (a). VeriFone 192,950
3,000 Wabash National 109,500
600 Winnebago Industries 5,025
______
1,367,125
______
MEDICAL SUPPLIES & SERVICES-4.7%
2,800 . Arrow International 114,800
2,800 (a) Coastal Physician Group 42,350
2,100 (a) Cordis 162,225
4,500 . DENTSPLY International 167,625
2,000 (a). Datascope 42,000
1,800 Invacare 77,850
2,400 (a). Respironics 42,600
1,400 (a). Rotech Medical 36,050
3,600 (a) STERIS 105,750
7,700 (a). Sunrise Medical 199,237
2,300 (a) Tecnol Medical Products 41,688
______
1,032,175
______
METALS-1.7%
3,800 (a).. Magma Copper Cl. B 69,350
950 (a) Material Sciences 18,287
2,000 (a).. Mueller Industries 110,500
2,300 (a). WHX 29,038
5,300 (a) Whittaker 103,350
1,200 (a). Wolverine Tube 46,800
______
377,325
______
OIL & GAS-3.2%
1,100 (a) BJ Services 27,500
4,900 (a). Ensco International 88,200
12,800(a) Nabors Industries. 118,400
2,517 (a). Nuevo Energy 62,296
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
OIL & GAS (CONTINUED)
3,000 (a) Oceaneering International $35,250
4,300 (a).. Offshore Logistics 59,125
3,000 .. Phoenix Resource Cos. 109,875
200 Pogo Producing 4,750
3,100 (a). Seitel 80,988
600 (a). Southern Union 10,500
1,100 (a). Tejas Gas 54,725
2,700 . Vintage Petroleum 54,000
______
705,609
______
PRINTING & PUBLISHING-2.3%
6,600 . Belo (A.H.), Cl. A 231,825
3,300 (a).. Catalina Marketing 178,200
1,100 (a). Devon Group 44,137
1,875 Thomas Nelson 47,812
______
501,974
______
RADIO & TV BROADCASTING-2.3%
10,400 (a) BET Holdings, Cl. A.. 191,100
2,955 (a) Clear Channel Communication 220,517
3,300 (a) Heritage Media, Cl. A 93,225
300 (a) Westcott Communications 4,463
______
509,305
______
RESTAURANTS-1.9%
3,150 Apple South 77,175
900 Applebee's International 27,000
3,900 (a). Buffets 51,188
1,300 (a). IHOP 33,313
5,500 (a) Lone Star Steakhouse & Saloon 220,687
______
409,363
______
RETAIL-6.3%
6,700 (a) Best Buy 182,575
4,150 (a).. Bombay 34,756
5,150 (a) Burlington Coat Factory 61,800
2,400 .. Claire's Stores 51,900
8,000 (a). Consolidated Stores 176,000
1,200 (a). Dress Barn 11,400
1,000 (a) Fabri-Centers America, Cl. A 13,625
1,000 (a) Fabri-Centers America, Cl. B 11,375
5,000 Fastenal 165,000
4,400 (a). Lands' End 76,450
6,200 .. Lennar 120,125
3,300 (a) MacFrugals Bargains Closeouts 55,275
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF INVESTMENTS (CONTINUED) AUGUST 31, 1995
SMALL COMPANY GROWTH PORTFOLIO (CONTINUED)
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
RETAIL (CONTINUED)
8,600 (a).. Michaels Stores $139,750
1,500 (a) MicroAge 17,625
1,400 (a). Proffitt's 36,925
5,300 (a).. Starbucks 212,000
600 (a) Timberland, Cl. A 17,475
______
1,384,056
______
TELECOMMUNICATIONS-2.0%
3,300 (a) Aspect Telecommunications 157,575
2,900 (a) Boston Technology 40,600
1,500 (a) California Microwave 39,375
700 (a). CommNet Cellular 19,775
400 (a).. Dial Page 7,500
1,800 (a).. Digi International 50,850
1,200 (a) Nationwide Cellular Service 33,000
1,900 (a) Octel Communications 64,837
1,600 (a) United States Long Distance 23,600
______
437,112
______
TEXTILES-1.9%
3,900 (a) Fieldcrest Cannon 93,112
3,600 (a). Jones Apparel Group 125,100
4,600 St. John Knits 203,550
______
421,762
______
TRANSPORTATION-2.0%
1,500 Expeditors International,
Washington.. 34,875
2,600 (a).. Fritz Companies 185,250
3,600 (a) National Auto Credit 52,200
2,800 (a). Wisconsin Central
Transportation. 166,600
______
438,925
______
TRUCKING-1.6%
7,000 (a) American Freightways 135,625
1,591 (a) Heartland Express 46,935
1,700 (a). M.S. Carriers 31,875
3,100 (a) Swift Transportation 61,225
3,200 .. Werner Enterprises 64,800
______
340,460
______
UTILITIES-1.0%
10,400(a) California Energy. 217,100
______
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
TOTAL COMMON STOCKS
(cost $19,717,062) $21,758,810
===========
CONVERTIBLE PREFERRED STOCKS-.2%
1,440 FHP International, Series A
(cost $33,817). $35,100
========
PRINCIPAL
AMOUNT SHORT-TERM INVESTMENTS-1.6%
____
U.S. TREASURY BILLS:
$131,000 5.84%, 11/2/1995.. $129,805
49,000 .. 6.15%, 11/16/1995 48,451
182,000 .. 5.72%, 11/24/1995 179,747
______
TOTAL SHORT-TERM INVESTMENTS
(cost $357,990) $358,003
=========
TOTAL INVESTMENTS
(cost $20,108,869). 101.2% $22,151,913
======= ============
LIABILITIES, LESS CASH
AND RECEIVABLES. (1.2%) $(269,735)
____ ____________
NET ASSETS 100.0%. $21,882,178
======= =============
SMALL COMPANY VALUE PORTFOLIO
SHARES COMMON STOCKS-99.0%
____
ADVERTISING-.2%
3,000 True North Communications $64,500
______
AEROSPACE & DEFENSE-1.0%
1,300 . Curtiss-Wright 57,200
5,500 .. Thiokol 191,812
______
249,012
______
AUTO PARTS-2.5%
4,600 .. Excel Industries 60,950
8,283 .. Federal-Mogul 184,296
14,100 . Safety - Kleen 190,350
9,000 Smith (A.O.) 223,875
______
659,471
-------
BANKING-19.6%
3,575 . Associated Banc-Corp 127,136
2,925 .. Bancorp South 117,000
14,300 .. Bank South 326,218
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF INVESTMENTS (CONTINUED) AUGUST 31, 1995
SMALL COMPANY VALUE PORTFOLIO (CONTINUED)
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
BANKING (CONTINUED)
2,400 . Bankers $42,600
3,342 CNB Bancshares 96,082
9,700 . Central Fidelity Banks 317,675
1,675 . Chittenden 45,643
3,400 Citizens Bancorp Maryland 104,125
4,900 . Citizens Banking 149,450
2,394 . Commerce Bancorp 53,566
700 . Commerce Bancshares 25,112
9,300 .. Compass Bancshares 279,000
2,500 Cullen Frost Bankers 115,000
6,900 .. Dauphin Deposit 189,750
4,400 . Deposit Guaranty 173,800
3,702 .. F&M National 64,785
6,300 First American (Tennessee) 269,325
2,200 .. Firstbank of Illinois 62,150
8,200 . FirstMerit 219,350
3,920 . First Michigan Bank 98,490
2,600 . Fort Wayne National 82,550
3,400 Jefferson Bankshares 76,500
5,300 .. Keystone Financial 169,600
5,400 .. Liberty Bancorp 198,450
3,600 .. Mark Twain Bancshares 126,000
11,700 Mercantile Bankshares 311,513
3,889 .. Mid Am 60,523
1,100 .. North Fork Bancorp 21,313
2,900 Old National Bancorp (Ind) 99,325
3,960 One Valley Bancorp of
West Virginia.. 121,770
3,700 . Republic Bancorp 49,488
7,460 .. Summit Bancorporation 186,500
2,400 . Susquehanna Bancshares 67,800
4,600 United Carolina Bancshares 161,000
600 United Counties Bancorp 116,400
1,500 . U.S. Trust 119,625
5,900 Westcorp 122,425
3,600 .. Whitney Holding 119,700
______
5,086,739
______
BEVERAGES-.5%
8,200 .. Coors (Adolph), Cl. B 139,400
______
CAPITAL MAINTENANCE SERVICES-.2%
2,100 ABM Industries 54,075
______
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
CHEMICALS-1.1%
2,200 .. Chemed $77,550
4,600 .. Dexter 113,850
2,000 LeaRonal 45,500
3,400 .. Stepan 57,375
______
294,275
______
COMMERCIAL & PERSONAL SERVICES-2.0%
12,000 Ogden. 279,000
2,700 Omega Healthcare Investors 69,525
3,800 .. PHH 165,775
______
514,300
______
FINANCE-10.7%
4,100 . Albank Financial 125,050
3,700 . Alex Brown 222,000
1,750 . Amcore Financial 35,875
3,400 . CCB Financial 164,050
5,100 . Centura Banks 158,738
6,600 First Commerce 212,850
5,000 First Commonwealth Financial 75,625
6,700 First Financial-Wisconsin 132,325
7,200 First Hawaiian 200,700
6,100 . Fourth Financial 216,550
6,250 . Fulton Financial 120,313
3,400 . JSB Financial 105,400
6,200 Magna Group 142,600
3,200 .. ONBANCorp 91,600
6,000 Piper Jaffray Cos 87,000
3,700 Provident Bancorp 154,937
1,400 . TCF Financial 77,875
4,300 . UMB Financial 165,550
4,900 .. USLIFE 211,312
2,700 United Bancshares 80,325
______
2,780,675
______
FOOD DISTRIBUTORS-2.1%
200 American Maize - Products, Cl. A 7,775
9,200 .. Flowers Industries 189,750
4,000 .. Ingles Markets, Cl. A 41,500
1,500 Lance 27,000
3,300 . Michael Foods 42,900
3,700 . Midwest Grain Products 64,750
2,500 . Nash Finch 50,625
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF INVESTMENTS (CONTINUED) AUGUST 31, 1995
SMALL COMPANY VALUE PORTFOLIO (CONTINUED)
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
FOOD DISTRIBUTORS (CONTINUED)
1,300 . Smith's Food &
Drug Centers, Cl. B.. $24,537
2,900 .. Smucker (J.M.), Cl. A 60,900
730 .. Universal Foods 23,177
______
532,914
______
FOREST PRODUCTS-1.1%
1,100 . Chesapeake 40,013
12,200 Longview Fibre. 196,725
3,000 . Pope & Talbot 46,875
______
283,613
______
HOME FURNISHINGS-1.2%
4,800 Kimball International, Cl. B 123,600
1,500 La-Z Boy Chair 42,563
4,400 Stanhome 136,400
______
302,563
______
HOUSEHOLD APPLIANCES-.3%
1,700 National Presto Industries 72,250
______
HOUSING-.3%
6,100 Kaufman & Broad Home 81,587
______
INSURANCE-5.6%
2,400 Foremost Corp., America 96,600
3,815 Fremont General 103,958
1,600 .. Hartford Steam Boiler 74,200
3,600 . Home Beneficial, Cl. B 83,700
8,900 .. Ohio Casualty 295,925
1,400 Protective Life 39,900
27,900 Reliance Group Holdings. 223,200
4,600 Security-Connecticut 122,475
3,200 Selective Insurance Group 109,600
1,200 . Trenwick Group 56,700
5,300 United Wisconsin Services 113,950
6,000 Zenith National Insurance 137,250
______
1,457,458
______
LEISURE TIME-2.3%
3,518 .. Anthony Industries 70,800
14,500 Fleetwood Enterprises 284,562
7,500 Handleman 71,250
500 National Golf Properties 10,937
200 Outboard Marine 4,275
2,500 Skyline 44,062
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
LEISURE TIME (CONTINUED)
3,000 . Sturm Ruger $101,250
______
587,136
______
MACHINERY-.2%
3,400 Thomas Industries 58,225
______
MANUFACTURING-2.8%
5,200 . Arvin Industries 113,750
3,200 Bassett Furniture 79,200
4,000 . Brown Group 73,000
2,500 . Cross (A.T.), Cl. A 39,687
200 Jostens 4,800
1,800 Manitowoc 49,275
3,700 O'Sullivan 40,700
2,500 Sealright 32,500
3,300 Standard Products 64,350
6,300 Winnebago Industries 52,763
11,100 Zero. 174,825
______
724,850
______
MEDICAL SUPPLIES-.9%
3,600 ADAC Laboratories 41,400
700 . Beckman Instruments 20,037
4,400 . Block Drug Cl. A 172,700
______
234,137
______
METALS-2.1%
4,600 Amcast Industrial 87,400
3,200 Ball 108,800
900 Barnes Group 37,125
3,800 .. Cleveland - Cliffs 171,950
4,100 .. Simpson Industries 48,175
11,600 UNR Industries.. 91,350
______
544,800
______
OFFICE & BUSINESS EQUIPMENT-3.3%
3,650 American Business Products 68,893
3,500 General Binding 71,750
9,600 .. Hunt Manufacturing 130,800
6,100 Miller (Herman) 160,125
6,400 Standard Register 136,000
5,100 Wallace Computer Services 294,525
______
862,093
______
OIL & GAS-1.2%
3,500 National Fuel Gas 98,438
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF INVESTMENTS (CONTINUED) AUGUST 31, 1995
SMALL COMPANY VALUE PORTFOLIO (CONTINUED)
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
OIL & GAS (CONTINUED)
6,100 .. ONEOK $ 133,437
3,000 Questar 91,500
______
323,375
______
RAILROADS-.9%
4,400 GATX 227,150
______
RESTAURANTS-1.0%
7,500 Luby's Cafeterias 149,063
4,800 . Sbarro 109,800
______
258,863
______
RETAIL-4.8%
5,800 .. Blair 193,575
12,700 Family Dollar Stores. 231,775
4,600 .. Fay's 36,800
2,400 Hancock Fabrics 25,200
4,600 Longs Drug Stores 170,200
1,300 . Ross Stores 20,800
5,600 Ruddick 149,800
7,200 .. Shopko Stores 90,900
2,424 Strawbridge-Clothier, Cl. A 44,237
21,500 TJX Companies 268,750
3,900 . Venture Stores 22,913
______
1,254,950
______
STEEL-1.0%
500 . Birmingham Steel 10,125
2,000 Carpenter Technology 152,500
6,700 Chaparral Steel 77,050
100 Oregon Steel Mills 1,675
______
241,350
______
TELECOMMUNICATIONS-1.0%
11,600 Comsat.. 269,700
______
TEXTILES-2.2%
8,400 Guilford Mills 210,000
4,800 Kellwood 100,800
3,000 Oxford Industries 54,000
5,000 Springs Industries, Cl. A 215,625
______
580,425
______
TOBACCO-.7%
8,200 Universal 184,500
______
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
TRANSPORTATION-1.0%
10,500 Alexander & Baldwin $238,875
______
UTILITIES-ELECTRIC POWER-17.4%
13,320 Atlantic Energy. 253,080
3,300 Black Hills 80,025
3,000 CILCORP 107,250
8,400 CIPSCO 276,150
3,900 Central Hudson Gas & Electric 108,225
7,300 Central Maine Power 83,950
2,600 Central Vermont Public Service 35,750
4,500 Eastern Utilities Association 105,188
4,800 Empire District Electric 85,200
5,300 Hawaiian Electric Industries 191,463
7,200 IES Industries 181,800
6,300 Interstate Power 154,350
4,300 MDU Resources Group 130,075
2,400 . Madison Gas & Electric 79,200
30,870 MidAmerican Energy. 439,898
7,700 Minnesota Power & Light 206,938
11,300 Nevada Power. 230,238
1,800 Northwestern Public Service 45,225
3,100 Orange/Rockland Utilities 101,913
12,416 Portland General 297,984
9,400 Rochester Gas & Electric 209,150
6,600 Sierra Pacific Resources 141,900
3,600 Southern Indiana Gas & Electric 113,850
3,900 Southwestern Public Service 117,000
5,800 United Illuminating 194,300
6,900 WPL Holdings 196,650
5,400 WPS Resources 155,925
13,300 Washington Water Power.. 206,150
______
4,528,827
______
UTILITIES-NATURAL GAS DISTRIBUTORS-6.1%
3,000 Bay State Gas 70,500
2,000 Colonial Gas 39,000
2,000 Connecticut Energy 38,750
2,300 Connecticut Natural Gas 50,600
4,700 Eastern Enterprises 143,938
8,000 El Paso Natural Gas 225,000
2,500 Energen 54,688
3,900 Laclede Gas 77,513
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF INVESTMENTS (CONTINUED) AUGUST 31, 1995
SMALL COMPANY VALUE PORTFOLIO (CONTINUED)
SHARES COMMON STOCKS (CONTINUED) VALUE
____ _______
UTILITIES-NATURAL GAS DISTRIBUTORS (CONTINUED)
3,000 NUI $45,375
4,000 New Jersey Resources 96,000
3,300 .. Northwest Natural Gas 102,300
2,400 Pennsylvania Enterprises 76,200
7,800 Peoples Energy 212,550
6,400 Piedmont Natural Gas 130,400
4,500 Public Service Company of
North Carolina. 68,625
2,414 South Jersey Industries 47,978
2,800 United Cities Gas 43,400
2,900 Washington Energy 48,213
______
1,571,030
______
UTILITIES-WATER-1.7%
6,100 American Water Works 182,238
2,600 California Water Service 80,600
1,700 E'town 45,688
2,700 .. Philadelphia Suburban 48,600
7,136 United Water Resources 92,768
______
449,894
______
TOTAL COMMON STOCKS
(cost $24,192,376) $25,713,012
===========
TOTAL INVESTMENTS
(cost $24,192,376). 99.0% $25,713,012
===== ===========
CASH AND RECEIVABLES (NET). 1.0% $265,200
===== ===========
NET ASSETS 100.0%. $25,978,212
======= ===========
NOTE TO STATEMENT OF INVESTMENTS;
(a) Non-income producing.
See notes to financial statements.
<TABLE>
<CAPTION>
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF ASSETS AND LIABILITIES AUGUST 31, 1995
LARGE LARGE SMALL SMALL
COMPANY COMPANY COMPANY COMPANY
GROWTH VALUE GROWTH VALUE
PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO
________ ___________ __________ __________
<S> <C> <C> <C> <C>
ASSETS:
Investments in securities, at value
[cost-Note 4(b)]-see statement. $21,364,406 $23,029,937 $22,151,913 $25,713,012
Cash.. 22,166 12,991 42,237 49,544
Receivable for investment securities sold _ _ _ 179,966
Dividends receivable. 21,983 110,924 4,173 99,935
Prepaid expenses and other assets 10,317 11,164 10,386 9,177
Due from The Dreyfus Corporation. _ 20,304 _ 7,427
_______ ______ _______ _______
21,418,872 23,185,320 22,208,709 26,059,061
____________ ____________ ____________ ____________
LIABILITIES:
Due to Wilshire $ 1,784 $ 1,833 $ 1,831 $ 2,083
Payable for investment securities purchased _ 198,163 256,560 __
Payable for Common Stock redeemed 40 7,228 40 18,463
Accrued expenses and other liabilities. 68,601 51,841 68,100 60,303
______ _______ _______ _______
70,425 259,065 326,531 80,849
_____ ________ _______ _______
NET ASSETS $21,348,447 $22,926,255 $21,882,178 $25,978,212
============ ============ ========== ===========
REPRESENTED BY:
Paid-in capital $17,284,473 $19,679,928 $16,955,970 $23,045,250
Accumulated undistributed investment
income-net 89,061 470,916 _ 733,991
Accumulated investment (loss). _ _ (87,165) _
Accumulated undistributed net realized gain
on investments.. 230,334 569,152 2,970,329 678,335
Accumulated net unrealized appreciation on
investments-Note 4(b). 3,744,579 2,206,259 2,043,044 1,520,636
__________ __________ __________ _________
NET ASSETS at value $21,348,447 $22,926,255 $21,882,178 $25,978,212
=========== ============ =========== ============
SHARES OF COMMON STOCK OUTSTANDING
[400 million shares (with 100 million allocated
to each series) of $.001 par value
Common Stock authorized] 1,306,134 1,430,928 1,179,532 1,685,300
=========== ============ =========== ============
NET ASSET VALUE per share
(Net Assets Shares Outstanding) $16.34 $16.02 $18.55 $15.41
======= ======= ======= =======
See notes to financial statements.
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF OPERATIONS YEAR ENDED AUGUST 31, 1995
LARGE LARGE SMALL SMALL
COMPANY COMPANY COMPANY COMPANY
GROWTH VALUE GROWTH VALUE
PORTFOLIO PORTFOLIO PORTFOLIO PORTFOLIO
______ ______ ______ ______
INVESTMENT INCOME:
INCOME:
Cash dividends (net of $34 and $72
foreign taxes withheld at source for the
Small Company Growth Portfolio and
Small Company Value Portfolio) $ 244,485 $710,822 $40,037 $1,176,442
Interest.. 20,211 15,590 22,934 36,416
______ ______ ______ ______
TOTAL INCOME. 264,696 726,412 62,971 1,212,858
______ ______ ______ ______
EXPENSES-Note 2(c):
Investment advisory fee-Note 3(a). $ 14,834 $15,835 $15,630 $ 25,210
Administration fee-Note 3(a) 29,667 31,669 31,260 50,421
Shareholder servicing costs-Note 3(b) 45,596 50,022 61,059 83,095
Auditing fees 22,531 22,533 25,534 25,549
Registration fees.. 18,057 15,907 18,172 13,752
Prospectus and shareholders' reports. 9,807 8,527 10,369 11,207
Custodian fees.. 4,976 5,084 5,343 5,442
Directors' fees and expenses-Note 3(c) 4,375 4,584 5,199 7,491
Legal fees 1,476 1,932 2,207 2,922
Miscellaneous 4,801 6,474 6,668 3,833
______ ______ ______ ______
156,120 162,567 181,441 228,922
Less-fees waived by Wilshire and Dreyfus
due to undertakings-Note 3(a). 31,339 33,740 33,455 54,566
______ ______ ______ ______
TOTAL EXPENSES.. 124,781 128,827 147,986 174,356
________ ________ ________ _______
INVESTMENT INCOME
(LOSS)-NET.. 139,915 597,585 (85,015) 1,038,502
________ ________ ________ _______
REALIZED AND UNREALIZED GAIN
ON INVESTMENTS:
Net realized gain on investments-Note 4(a) $ 381,982 $ 680,162 $3,009,406 $ 793,177
Net unrealized appreciation on investments 3,125,221 2,162,794 775,482 1,360,207
________ ________ ________ _______
NET REALIZED AND UNREALIZED
GAIN ON INVESTMENTS.. 3,507,203 2,842,956 3,784,888 2,153,384
________ ________ ________ _______
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS $3,647,118 $3,440,541 $3,699,873 $3,191,886
========== =========== =========== ==========
See notes to financial statements.
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF CHANGES IN NET ASSETS
LARGE COMPANY LARGE COMPANY
GROWTH PORTFOLIO VALUE PORTFOLIO
_______________________ _______________________
YEAR ENDED AUGUST 31, YEAR ENDED AUGUST 31,
___________________________ ___________________________
1994 1995 1994 1995
________ ________ ________ ________
OPERATIONS:
Investment income-net $ 96,341 $139,915 $ 447,331 $597,585
Net realized gain (loss) on investments (119,770) 381,982 135,129 680,162
Net unrealized appreciation (depreciation) on
investments for the year. 526,588 3,125,221 (920,730) 2,162,794
________ ________ ________ ________
NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS 503,159 3,647,118 (338,270) 3,440,541
________ ________ ________ ________
DIVIDENDS TO SHAREHOLDERS FROM:
Investment income-net (146,578) (91,631) (314,400) (461,355)
Net realized gain on investments. _ _ (259,490) (117,646)
________ ________ ________ ________
TOTAL DIVIDENDS (146,578) (91,631) (573,890) (579,001)
________ ________ ________ ________
CAPITAL STOCK TRANSACTIONS:
Net proceeds from shares sold. 6,136,117 15,277,226 11,201,295 11,530,692
Dividends reinvested. 145,901 86,969 551,033 568,732
Cost of shares redeemed. (6,274,916) (5,995,631) (6,799,014) (4,192,263)
________ ________ ________ ________
INCREASE IN NET ASSETS FROM CAPITAL
STOCK TRANSACTIONS. 7,102 9,368,564 4,953,314 7,907,161
________ ________ ________ ________
TOTAL INCREASE IN NET ASSETS 363,683 12,924,051 4,041,154 10,768,701
NET ASSETS:
Beginning of year. 8,060,713 8,424,396 8,116,400 12,157,554
________ ________ ________ ________
End of year. $ 8,424,396(1) $21,348,447(1) $12,157,554(2) $22,926,255(2)
================ =============== ============== =============
SHARES SHARES SHARES SHARES
________ ________ ________ ________
CAPITAL SHARE TRANSACTIONS:
Shares sold. 478,006 1,070,812 780,559 815,733
Shares issued for dividends reinvested. 11,258 6,609 39,052 44,156
Shares redeemed (488,901) (404,353) (485,042) (298,264)
________ ________ ________ ________
NET INCREASE IN SHARES OUTSTANDING 363 673,068 334,569 561,625
======== ========= ========= ==========
(1) Includes undistributed investment income-net: $40,777 in 1994 and $89,061 in 1995.
(2) Includes undistributed investment income-net: $334,686 in 1994 and $470,916 in 1995.
See notes to financial statements.
DREYFUS-WILSHIRE TARGET FUNDS, INC.
STATEMENT OF CHANGES IN NET ASSETS (CONTINUED)
SMALL COMPANY SMALL COMPANY
GROWTH PORTFOLIO VALUE PORTFOLIO
_______________________ ___________________________
YEAR ENDED AUGUST 31, YEAR ENDED AUGUST 31,
___________________________ ___________________________
1994 1995 1994 1995
________ ________ ________ ________
OPERATIONS:
OPERATIONS:
Investment income (loss)-net.. $ (33,247) $ (85,015) $ 761,845 $ 1,038,502
Net realized gain on investments. 284,483 3,009,406 64,244 793,177
Net unrealized appreciation (depreciation)
on investments for the year. 253,279 775,482 (755,152) 1,360,207
________ ________ ________ ________
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS. 504,515 3,699,873 70,937 3,191,886
________ ________ ________ ________
DIVIDENDS TO SHAREHOLDERS:
From investment income-net. _ _ (441,748) (842,828)
In excess of investment income-net.. (32,220) _ _ _
From net realized gain on investments.. (677,557) (274,014) (212,842) (131,692)
________ ________ ________ ________
TOTAL DIVIDENDS (709,777) (274,014) (654,590) (974,520)
________ ________ ________ ________
CAPITAL STOCK TRANSACTIONS:
Net proceeds from shares sold. 12,327,171 12,371,344 26,817,975 18,676,103
Dividends reinvested. 674,755 259,640 630,047 852,961
Cost of shares redeemed. (9,135,407) (5,363,057) (18,580,966) (19,206,167)
________ ________ ________ ________
INCREASE IN NET ASSETS FROM CAPITAL
STOCK TRANSACTIONS. 3,866,519 7,267,927 8,867,056 322,897
________ ________ ________ ________
TOTAL INCREASE IN NET ASSETS 3,661,257 10,693,786 8,283,403 2,540,263
NET ASSETS:
Beginning of year. 7,527,135 11,188,392 15,154,546 23,437,949
________ ________ ________ ________
End of year. $11,188,392(1) $21,882,178(1) $23,437,949(2) $25,978,212(2)
============== ============== ============== ==============
SHARES SHARES SHARES SHARES
________ ________ ________ ________
CAPITAL SHARE TRANSACTIONS:
Shares sold. 799,229 761,531 1,879,823 1,332,739
Shares issued for dividends reinvested. 43,146 17,183 43,906 64,716
Shares redeemed (584,999) (326,229) (1,310,912) (1,348,397)
________ ________ ________ ________
NET INCREASE IN SHARES OUTSTANDING 257,376 452,485 612,817 49,058
========== ========== ========= ________
(1) Includes distributions in excess of investment income-net: ($2,150) in 1994 and accumulated investment (loss)-net;
($87,165) in 1995.
(2) Includes undistributed investment income-net: $538,317 in 1994 and
$733,991 in 1995.
See notes to financial statements.
</TABLE>
DREYFUS-WILSHIRE TARGET FUNDS, INC.
FINANCIAL HIGHLIGHTS
Reference is made to page 4 of the Fund's Prospectus dated
November 15, 1995.
DREYFUS-WILSHIRE TARGET FUNDS, INC.
FINANCIAL HIGHLIGHTS (CONTINUED)
Reference is made to page 5 of the Fund's Prospectus dated
November 15, 1995.
DREYFUS-WILSHIRE TARGET FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS
NOTE 1-GENERAL:
The Fund is registered under the Investment Company Act of 1940 ("Act")
as a diversified open-end management investment company and operates as a
series company issuing four classes of shares of Common Stock: the Large
Company Growth Portfolio, the Large Company Value Portfolio, the Small
Company Growth Portfolio and the Small Company Value Portfolio. The Fund
accounts separately for the assets, liabilities and operations of each
series. Wilshire Associates Incorporated ("Wilshire") serves as the Fund's
investment adviser. The Dreyfus Corporation ("Dreyfus") serves as the Fund's
administrator. Dreyfus is a direct subsidiary of Mellon Bank, N.A. Premier
Mutual Fund Services, Inc. (the "Distributor") acts as the distributor of the
Fund's shares. The Distributor, located at One Exchange Place, Boston,
Massachusetts 02109, is a wholly-owned subsidiary of FDI Distribution
Services, Inc., a provider of mutual fund administration services, which in
turn is a wholly-owned subsidiary of FDI Holdings, Inc., the parent company
of which is Boston Institutional Group, Inc.
NOTE 2-SIGNIFICANT ACCOUNTING POLICIES:
(a) PORTFOLIO VALUATION: Each series' investments in securities
(including financial futures) are valued at the last sales price on the
securities exchange on which such securities are primarily traded or at the
last sales price on the national securities market. Securities not listed on
an exchange or the national securities market, or securities for which there
were no transactions, are valued at the average of the most recent bid and
asked prices. Bid price is used when no asked price is available.
(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) EXPENSES: Expenses directly attributable to each series are charged
to that series' operations; expenses which are applicable to all series are
allocated among them.
(D) DIVIDENDS TO SHAREHOLDERS: Dividends payable to shareholders are
recorded by each series on the ex-dividend date. Dividends from investment
income-net and dividends from net realized capital gain, with respect to each
series, are normally declared and paid annually, but each series may make
distributions on a more frequent basis to comply with the distribution
requirements of the Internal Revenue Code. To the extent that a net realized
capital gain of a series can be offset by a capital loss carryover of that
series, if any, such gain will not be distributed.
(E) FEDERAL INCOME TAXES: It is the policy of the Fund to continue to
qualify as a regulated investment company, if such qualification is in the
best interests of its shareholders, by complying with the applicable
provisions of the Internal Revenue Code, and to make distributions of taxable
income sufficient to relieve it from substantially all Federal income and
excise taxes. For Federal income tax purposes, each series is treated as a
single entity for the purpose of determining such qualifications.
DREYFUS-WILSHIRE TARGET FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
NOTE 3-INVESTMENT ADVISORY FEE, ADMINISTRATION FEE AND OTHER TRANSACTIONS WITH
AFFILIATES:
(a) Fees paid by the Fund pursuant to the provisions of an Investment
Advisory Agreement with Wilshire and an Administration Agreement with Dreyfus
are payable monthly based on annual rates of .10 of 1% and .20 of 1%,
respectively, of the average daily value of each series' net assets. The
agreements further provide that if in any full fiscal year the aggregate
expenses of any series, exclusive of interest on borrowings, taxes, brokerage
and extraordinary expenses, exceed the expense limitation of any state having
jurisdiction over the Fund, that series may deduct from payments to be made
to Wilshire and Dreyfus, or Wilshire and Dreyfus will bear, the amount of
such excess to the extent required by state law in proportion to their
respective fees. The most stringent state expense limitation applicable to
the Fund presently requires reimbursement of expenses in any full fiscal year
that such expenses of a series exceed 2-1\2% of the first $30 million, 2% of
the next $70 million and 1-1\2% of the excess over $100 million of the average
value of that series' net assets in accordance with California "blue sky"
regulations. However, Wilshire and Dreyfus had undertaken from September 1,
1994 through November 7, 1994, to waive receipt of the advisory fee and
administration fee payable to it by each series, and thereafter, Dreyfus had
undertaken through August 31, 1995, to waive the administration fee paid by
each Series.
The expenses waived, pursuant to the undertakings amounted to the
following for the year ended August 31, 1995:
<TABLE>
<CAPTION>
ADVISORY FEE ADMINISTRATION FEE
WAIVED BY WAIVED BY
WILSHIRE DREYFUS TOTAL
____________ __________________ _______
<S> <C> <C> <C>
Large Company Growth Portfolio $1,672 $29,667 $31,339
Large Company Value Portfolio. 2,071 31,669 33,740
Small Company Growth Portfolio 2,195 31,260 33,455
Small Company Value Portfolio. 4,145 50,421 54,566
</TABLE>
(B) Pursuant to the Fund's Shareholder Services Plan, each series
reimburses Dreyfus Service Corporation, a wholly-owned
subsidiary of Dreyfus, an amount not to exceed an annual rate of .25 of 1% of
the value of a series' 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. The following summarizes the aggregate
amount charged by Dreyfus Service Corporation pursuant to the Shareholder
Services Plan during the year ended August 31, 1995:
<TABLE>
<CAPTION>
<S> <C> <S> <C>
Large Company Growth Portfolio $34,200 Small Company Growth Portfolio $38,741
Large Company Value Portfolio 39,503 Small Company Value Portfolio 62,831
</TABLE>
(C) Each director who is not an "affiliated person" as defined in the Act
receives from the Fund an annual fee of $2,500 and
an attendance fee of $500 per meeting. The Chairman of the Board receives an
additional 25% of such compensation.
DREYFUS-WILSHIRE TARGET FUNDS, INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
(D) A 1% redemption fee is charged on certain redemptions of Series'
shares (including redemptions through use of the
Exchange Privilege) where the redemption or exchange occurs within a
six-month period following the date of issuance. During the year ended
August 31, 1995, redemption fees for each series were as follows:
<TABLE>
<CAPTION>
<S> <C> <S> <C>
Large Company Growth Portfolio $ 568 Small Company Growth Portfolio $1,783
Small Company Value Portfolio 2,214
</TABLE>
NOTE 4-SECURITIES TRANSACTIONS:
(a) The following summarizes the aggregate amount of purchases and sales of
investment securities, other than short-term
securities, for the year ended August 31, 1995:
<TABLE>
<CAPTION>
PURCHASES SALES
_____________ _________
<S> <C> <C> <C>
Large Company Growth Portfolio.. $13,681,190 $ 4,368,078
Large Company Value Portfolio 16,565,048 9,119,354
Small Company Growth Portfolio.. 24,340,972 16,876,853
Small Company Value Portfolio 21,374,619 22,164,749
(B) The following summarizes the accumulated net unrealized appreciation
(depreciation) on investments for each series at
August 31, 1995:
GROSS GROSS
APPRECIATION (DEPRECIATION) NET
_______ ________ _______
Large Company Growth Portfolio.. $3,942,237 $ (197,658) $3,744,579
Large Company Value Portfolio 2,449,022 (242,763) 2,206,259
Small Company Growth Portfolio.. 2,906,473 (863,429) 2,043,044
Small Company Value Portfolio 2,256,076 (735,440) 1,520,636
At August 31, 1995, the cost of investments of each series for Federal
income tax purposes was substantially the same as the
cost for financial reporting purposes. The cost of investments for each
series for financial reporting purposes as of August 31, 1995 was as follows:
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <S> <C>
Large Company Growth Portfolio $17,619,827 Small Company Growth Portfolio $20,108,869
Large Company Value Portfolio 20,823,678 Small Company Value Portfolio 24,192,376
</TABLE>
DREYFUS-WILSHIRE TARGET FUNDS, INC.
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE SHAREHOLDERS AND BOARD OF DIRECTORS OF THE
DREYFUS-WILSHIRE TARGET FUNDS, INC.
We have audited the accompanying statements of assets and liabilities,
including the statements of investments, of
Dreyfus-Wilshire Target Funds, Inc. (comprised of the Large Company Growth
Portfolio, the Large Company Value Portfolio, the Small Company Growth
Portfolio and the Small Company Value Portfolio) as of August 31, 1995, the
related statements of operations for the year then ended, the statements of
changes in net assets for each of the two years in the period then ended, and
the financial highlights for each of the two years in the period then ended
and for the period from September 30,1992 (when operations commenced for all
Series except Small Company Growth Portfolio, which commenced operations on
October 1, 1992) to August 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 audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements and
financial highlights are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. Our procedures included confirmation of
securities owned as of August 31, 1995 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 audits provide
a reasonable basis for our opinion.
In our opinion, the financial statements and financial highlights
referred to above present fairly, in all material respects, the financial
position of each of the respective portfolios constituting the
Dreyfus-Wilshire Target Funds, Inc. as of August 31, 1995, the results of
their operations for the year then ended, the changes in their net assets for
each of the two years in the period then ended, and the financial highlights
for the periods referred to above, in conformity with generally accepted accou
nting principles.
[Coopers & Lybrand signature logo]
COOPERS & LYBRAND L.L.P.
New York, New York
October 6, 1995
DREYFUS-WILSHIRE TARGET FUNDS, INC.
IMPORTANT TAX INFORMATION (UNAUDITED)
In accordance with Federal tax law, the Dreyfus-Wilshire Target Funds,
Inc. (Large Company Value Portfolio, Small Company Value Portfolio and Small
Company Growth Portfolio) hereby make the following designations of long-term
capital gain distributions regarding the fiscal year ended August 31, 1995.
<TABLE>
<CAPTION>
LONG-TERM
CAPITAL GAIN
DISTRIBUTION TOTAL PAID PAYABLE
PER SHARE PER SHARE DATE
_________ __________ _________
<S> <C> <C> <C>
Large Company Value Portfolio. $ .0900 $ .502 12/30/94
Small Company Value Portfolio. $ .065 $ .518 12/30/94
Small Company Growth Portfolio $ .314 $ .314 12/30/94
</TABLE>
DREYFUS-WILSHIRE TARGET FUNDS, 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 September
30, 1992 (commencement of operations for all Portfolios
except Small Company Growth Portfolio which commenced
operations October 1, 1992) to August 31, 1993, and for the
fiscal years ended August 31, 1994 and 1995.
Included in Part B of the Registration Statement:
Statement of Investments-- August 31, 1995
Statement of Assets and Liabilities-- August 31, 1995
Statement of Operations-- For the fiscal year ended
August 31, 1995.
Statement of Changes in Net Assets-- For
the fiscal year ended August 31, 1994 and 1995.
Notes to Financial Statements
Report of Independent Accountants dated October 6, 1995
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 which
are included in Part B of the Registration Statement.
Item 24. Financial Statements and Exhibits. - List (continued)
_______ _____________________________________________________
Other Exhibits
______________
(a) Powers of Attorney of the Directors and officers are
incorporated by reference to Other Exhibits (a) of Post-
Effective Amendment No. 4 to the Registration Statement
on From N-1A, filed on October 31, 1994.
(b) Certificate of Secretary is incorporated by reference to
Other Exhibits (b) of Post-Effective Amendment No. 4 to
the Registration Statement on From N-1A, filed on
October 31, 1994.
Item 24. Financial Statements and Exhibits. - List (continued)
_______ _____________________________________________________
(b) Exhibits:
(1)(a) Articles of Incorporation is incorporated by reference to Exhibit
(1)(a) of Post-Effective Amendment No. 3 to the Registration
Statement on Form N-1A, filed on November 12, 1993.
(1)(b) Articles of Amendment to the Articles of Incorporation is
incorporated by reference to Exhibit (1)(b) of Post-Effective
Amendment No. 3 to the Registration Statement on Form N-1A, filed
on November 12, 1993.
(2) By-Laws are incorporated by reference to Exhibit (2) of Post-
Effective Amendment No. 3 to the Registration Statement on Form N-
1A, filed on November 12, 1993.
(5)(a) Investment Advisory Agreement is incorporated by reference to
Exhibit (5)(a) of Post-Effective Amendment No. 3 to the
Registration Statement on Form N-1A, filed on November 12, 1993.
(5)(b) Administration Agreement is incorporated by reference to Exhibit
5(b) of Post-Effective Amendment No. 4 to the Registration
Statement on Form N-1A, filed on October 31, 1994.
(6) Distribution Agreement is incorporated by reference to Exhibit (6)
of Post-Effective Amendment No. 4 to the Registration Statement on
Form N-1A, filed on October 31, 1994.
(8) Custody Agreement is incorporated by reference to Exhibit (8) of
Post-Effective Amendment No. 4 to the Registration Statement on
Form N-1A, filed on October 31, 1994.
(9) Shareholder Services Plan is incorporated by reference to Exhibit
(9) of Post-Effective Amendment No. 3 to the Registration
Statement on Form N-1A, filed on November 12, 1993.
(10) Opinion (including consent) of Stroock & Stroock & Lavan dated
September 22, 1992 is incorporated by reference to Exhibit (10) of
Post-Effective Amendment No. 3 to the Registration Statement on
Form N-1A, filed on November 12, 1993.
(11) Consent of Coopers & Lybrand, Independent Accountants.
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 October 18, 1995
______________ ______________________________
Common Stock
Par value $.001 per share
Large Company Growth Portfolio 247
Large Company Value Portfolio 222
Small Company Growth Portfolio 664
Small Company Value Portfolio 407
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 Part C of
Pre-Effective Amendment No. 1 to the Registration Statement on
Form N-1A, filed on September 23, 1992.
Reference is also made to the Distribution Agreement attached as
Exhibit (6) of Post-Effective Amendment No. 4 to the Registration
Statement on Form N-1A, filed on October 31, 1994.
Item 28. Business and Other Connections of Investment Adviser.
_______ ________________________________________________________
Please refer to Form ADV of Wilshire Associates Incorporated
(SEC File No. 801-36233).
Item 29. Principal Underwriters
________ ______________________
(a) Other investment companies for which Registrant's principal
underwriter (exclusive distributor) acts as principal underwriter or
exclusive distributor:
1) Comstock Partners Strategy Fund, Inc.
2) Dreyfus A Bonds Plus, Inc.
3) Dreyfus Appreciation Fund, Inc.
4) Dreyfus Asset Allocation Fund, Inc.
5) Dreyfus Balanced Fund, Inc.
6) Dreyfus BASIC Money Market Fund, Inc.
7) Dreyfus BASIC Municipal Fund, Inc.
8) Dreyfus BASIC U.S. Government Money Market Fund
9) Dreyfus California Intermediate Municipal Bond Fund
10) Dreyfus California Tax Exempt Bond Fund, Inc.
11) Dreyfus California Tax Exempt Money Market Fund
12) Dreyfus Capital Value Fund, Inc.
13) Dreyfus Cash Management
14) Dreyfus Cash Management Plus, Inc.
15) Dreyfus Connecticut Intermediate Municipal Bond Fund
16) Dreyfus Connecticut Municipal Money Market Fund, Inc.
17) Dreyfus Edison Electric Index Fund, Inc.
18) Dreyfus Florida Intermediate Municipal Bond Fund
19) Dreyfus Florida Municipal Money Market Fund
20) Dreyfus Growth and Value Funds, Inc.
21) The Dreyfus Fund Incorporated
22) Dreyfus Global Bond Fund, Inc.
23) Dreyfus Global Growth, L.P. (A Strategic Fund)
24) Dreyfus GNMA Fund, Inc.
25) Dreyfus Government Cash Management
26) Dreyfus Growth and Income Fund, Inc.
27) Dreyfus Growth Opportunity Fund, Inc.
28) Dreyfus Institutional Money Market Fund
29) Dreyfus Institutional Short Term Treasury Fund
30) Dreyfus Insured Municipal Bond Fund, Inc.
31) Dreyfus Intermediate Municipal Bond Fund, Inc.
32) Dreyfus International Equity Fund, Inc.
33) Dreyfus Investors GNMA Fund
34) The Dreyfus/Laurel Funds, Inc.
35) The Dreyfus/Laurel Funds Trust
36) The Dreyfus/Laurel Tax-Free Municipal Funds
37) The Dreyfus/Laurel Investment Series
38) Dreyfus Life and Annuity Index Fund, Inc.
39) Dreyfus LifeTime Portfolios, Inc.
40) Dreyfus Liquid Assets, Inc.
41) Dreyfus Massachusetts Intermediate Municipal Bond Fund
42) Dreyfus Massachusetts Municipal Money Market Fund
43) Dreyfus Massachusetts Tax Exempt Bond Fund
44) Dreyfus Michigan Municipal Money Market Fund, Inc.
45) Dreyfus Money Market Instruments, Inc.
46) Dreyfus Municipal Bond Fund, Inc.
47) Dreyfus Municipal Cash Management Plus
48) Dreyfus Municipal Money Market Fund, Inc.
49) Dreyfus New Jersey Intermediate Municipal Bond Fund
50) Dreyfus New Jersey Municipal Bond Fund, Inc.
51) Dreyfus New Jersey Municipal Money Market Fund, Inc.
52) Dreyfus New Leaders Fund, Inc.
53) Dreyfus New York Insured Tax Exempt Bond Fund
54) Dreyfus New York Municipal Cash Management
55) Dreyfus New York Tax Exempt Bond Fund, Inc.
56) Dreyfus New York Tax Exempt Intermediate Bond Fund
57) Dreyfus New York Tax Exempt Money Market Fund
58) Dreyfus Ohio Municipal Money Market Fund, Inc.
59) Dreyfus 100% U.S. Treasury Intermediate Term Fund
60) Dreyfus 100% U.S. Treasury Long Term Fund
61) Dreyfus 100% U.S. Treasury Money Market Fund
62) Dreyfus 100% U.S. Treasury Short Term Fund
63) Dreyfus Pennsylvania Intermediate Municipal Bond Fund
64) Dreyfus Pennsylvania Municipal Money Market Fund
65) Dreyfus Short-Intermediate Government Fund
66) Dreyfus Short-Intermediate Municipal Bond Fund
67) Dreyfus Short-Term Income Fund, Inc.
68) The Dreyfus Socially Responsible Growth Fund, Inc.
69) Dreyfus Strategic Growth, L.P.
70) Dreyfus Strategic Income
71) Dreyfus Strategic Investing
72) Dreyfus Tax Exempt Cash Management
73) The Dreyfus Third Century Fund, Inc.
74) Dreyfus Treasury Cash Management
75) Dreyfus Treasury Prime Cash Management
76) Dreyfus Variable Investment Fund
77) Dreyfus Worldwide Dollar Money Market Fund, Inc.
78) General California Municipal Bond Fund, Inc.
79) General California Municipal Money Market Fund
80) General Government Securities Money Market Fund, Inc.
81) General Money Market Fund, Inc.
82) General Municipal Bond Fund, Inc.
83) General Municipal Money Market Fund, Inc.
84) General New York Municipal Bond Fund, Inc.
85) General New York Municipal Money Market Fund
86) Pacifica Funds Trust -
Pacifica Prime Money Market Fund
Pacifica Treasury Money Market Fund
87) Peoples Index Fund, Inc.
88) Peoples S&P MidCap Index Fund, Inc.
89) Premier Insured Municipal Bond Fund
90) Premier California Municipal Bond Fund
91) Premier Capital Growth Fund, Inc.
92) Premier Global Investing, Inc.
93) Premier GNMA Fund
94) Premier Growth Fund, Inc.
95) Premier Municipal Bond Fund
96) Premier New York Municipal Bond Fund
97) Premier State Municipal Bond Fund
(b)
Positions and
Name and principal Positions and offices with offices with
business address the Distributor Registrant
__________________ ___________________________ _____________
Marie E. Connolly+ Director, President, Chief President and
Operating Officer and Compliance Treasurer
Officer
Joseph F. Tower, III+ Senior Vice President, Treasurer Assistant
and Chief Financial Officer Treasurer
John E. Pelletier+ Senior Vice President, General Vice President
Counsel, Secretary and Clerk and Secretary
Frederick C. Dey++ Senior Vice President Vice President
and Assistant
Treasurer
Eric B. Fischman++ Vice President and Associate Vice President
General Counsel and Assistant
Secretary
Elizabeth Bachman++ Vice President and Counsel Vice President
and Assistant
Secretary
Lynn H. Johnson+ Vice President None
Margaret Pardo Legal Assistant Assistant
Secretary
Paul Prescott+ Assistant Vice President None
Leslie M. Gaynor+ Assistant Treasurer None
Mary Nelson+ Assistant Treasurer None
John J. Pyburn++ Assistant Treasurer Assistant
Treasurer
Jean M. O'Leary+ Assistant Secretary and None
Assistant Clerk
John W. Gomez+ Director None
William J. Nutt+ Director None
________________________________
+ Principal business address is One Exchange Place, Boston, Massachusetts
02109.
++ Principal business address is 200 Park Avenue, New York, New York 10166.
Item 30. Location of Accounts and Records
________________________________
1. The First Data Investment Services Group, Inc.
a subsidiary of First Data Corporation
P.O. Box 9671
Providence, Rhode Island 02940-9671
2. The Bank of New York
90 Washington Street
New York, New York 10286
3. The Dreyfus Corporation
200 Park Avenue
New York, New York 10166
Item 31. Management Services
_______ ___________________
Not Applicable
Item 32. Undertakings
________ ____________
(1) To call a meeting of shareholders for the purpose of voting upon
the question of removal of a director or directors when
requested in writing to do so by the holders of at least 10% of
the Registrant's outstanding shares of common stock and in
connection with such meeting to comply with the provisions of
Section 16(c) of the Investment Company Act of 1940 relating to
shareholder communications.
(2) To furnish each person to whom a prospectus is delivered with a
copy of the Fund's latest Annual Report to Shareholders, upon
request and without charge.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all of
the requirements for effectiveness of this Amendment to the Registration
Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has
duly caused this Amendment to the Registration Statement to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City of New
York, and State of New York on the 28th day of October, 1995.
DREYFUS WILSHIRE TARGET FUNDS, INC.
BY: /s/Marie E. Connolly*
MARIE E. CONNOLLY, 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/Marie E. Connolly* President (Principal Executive 10/28/95
Marie E. Connolly Officer) and Director
/s/Joseph F. Tower, III* Treasurer (Principal Financial 10/28/95
Joseph F. Tower, III Officer)
/s/Joseph DiMartino* Director, Chairman of Board 10/28/95
Joseph DiMartino
/s/David P. Feldman* Director 10/28/95
David P. Feldman
/s/Jack R. Meyer* Director 10/28/95
Jack R. Meyer
/s/John Szarkowski* Director 10/28/95
John Szarkowski
/s/Anne Wexler* Director 10/28/95
Anne Wexler
*BY:
Eric B. Fischman
Attorney-in-Fact
CONSENT OF INDEPENDENT ACCOUNTANTS
_______________________
We consent to the inclusion of our report dated October 6, 1995
appearing in Post-Effective Amendment No. 6 to the Registration
Statement (Form N-1A) of Dreyfus-Wilshire Target Funds, Inc. to
be filed with the Securities and Exchange Commission under the
provisions of the Securities Act of 1933 and the Investment
Company Act of 1940, as amended.
We also consent to the reference to our firm under the captions
"Financial Highlights" in the prospectus and "Custodian,
Transfer and Dividend Disbursing Agent, Counsel and Independent
Accountants" in the Statement of Additional Information.
COOPERS & LYBRAND L.L.P.
New York, New York
November 13, 1995
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