May 19, 1995
DREYFUS INTERNATIONAL EQUITY FUND, INC.
SUPPLEMENT TO PROSPECTUS DATED AUGUST 22, 1994
THE FOLLOWING ANTICIPATED CHANGES HAVE OCCURRED:
I. CONSUMMATION OF THE MERGER
THE FOLLOWING INFORMATION SUPPLEMENTS AND SUPERSEDES ANY CONTRARY
INFORMATION IN THE FUND'S PROSPECTUS.
On August 24, 1994, the previously announced merger between The Dreyfus
Corporation ("Dreyfus") and a subsidiary of Mellon Bank Corporation ("Mellon")
was completed, and as a result, Dreyfus now is a wholly-owned subsidiary of
Mellon Bank, N.A. instead of a publicly-owned corporation.
Mellon is a publicly owned multibank holding company incorporated under
Pennsylvania law in 1971 and registered under the Federal Bank Holding Company
Act of 1956, as amended. Mellon provides a comprehensive range of financial
products and services in domestic and selected international markets. Mellon
is among the twenty-five largest bank holding companies in
the United States based on total assets. Mellon's principal wholly-owned
subsidiaries are Mellon Bank, N.A., Mellon Bank (DE) National Association,
Mellon Bank (MD), The Boston Company, Inc., AFCO Credit Corporation and a
number of companies known as Mellon Financial Services Corporations. Through
its subsidiaries, including Dreyfus, Mellon managed more than $200 billion in
assets as of March 31, 1995, including approximately $72 billion in mutual
fund assets. As of March 31, 1995, various subsidiaries of Mellon provided
non-investment services, such as custodial or administration services, for
approximately $680 billion in assets, including approximately $67 billion in
mutual fund assets.
II. NEW DISTRIBUTOR
THE FOLLOWING INFORMATION SUPERSEDES AND REPLACES ANY CONTRARY
INFORMATION CONTAINED IN THE FUND'S PROSPECTUS AND SPECIFICALLY IN THE
SECTION ENTITLED "HOW TO BUY FUND SHARES."
The Fund's distributor is Premier Mutual Fund Services, Inc. (the
"Distributor"), located at One Exchange Place, Boston, Massachusetts 02109.
The Distributor is a wholly-owned subsidiary of FDIDistribution Services,
Inc., a provider of mutual fund administration services, which in turn is a
wholly-owned subsidiary of FDIHoldings, Inc., the parent company of which is
Boston Institutional Group, Inc.
Accordingly, references in the Prospectus to Dreyfus Service
Corporation as the Fund's distributor should be substituted with Premier
Mutual Fund Services, Inc.
THE FOLLOWING INFORMATION SUPERSEDES AND REPLACES THE INFORMATION IN
THE FIRST PARAGRAPH CONTAINED IN THE SECTION IN THE FUND'S PROSPECTUS
ENTITLED "DISTRIBUTION PLAN AND SHAREHOLDER PLAN - DISTRIBUTION PLAN."
Under the Distribution Plan, adopted pursuant to Rule 12b-1 under the
Investment Company Act of 1940, the Fund (a) reimburses the Distributor for
payments to certain Service Agents for distributing the Fund's shares and (b)
pays The Dreyfus Corporation, Dreyfus Service Corporation and any affiliate
of either of them for advertising and marketing relating to the Fund, at an
aggregate annual rate of .50 of 1% of the value of the Fund's average daily
net assets. The Distributor may pay one or more Service Agents in respect of
distribution services. The Distributor
(CONTINUED ON REVERSE SIDE)
determines the amounts, if any, to be paid to Service Agents under the
Distribution Plan and the basis on which such payments are made. The fees
payable under the Distribution Plan are payable without regard to actual
expenses incurred.
III.RESULTS OF FUND SHAREHOLDER VOTE
THE FOLLOWING INFORMATION SUPPLEMENTS AND SUPERSEDES ANY CONTRARY
INFORMATION CONTAINED IN THE FUND'S PROSPECTUS.
On August 2, 1994, the Fund's shareholders voted to approve (i) a new
investment advisory agreement with Dreyfus, (ii) a new Distribution Plan, and
(iii) a new sub-investment advisory agreement between Dreyfus and M&G
Investment Management Limited, each of which became effective upon
consummation of the merger between Dreyfus and a subsidiary of Mellon.
VI. OTHER MATTERS
THE FOLLOWING INFORMATION SUPPLEMENTS INFORMATION CONTAINED IN THE
SECTION OF THE FUND'S PROSPECTUS ENTITLED "HOW TO BUY FUND SHARES."
DREYFUS STEP PROGRAM - Dreyfus Step Program enables you to purchase Fund
shares without regard to the Fund's minimum initial investment requirements
through Dreyfus-AUTOMATIC Asset Builder, Dreyfus Government Direct Deposit
Privilege or Dreyfus Payroll Savings Plan. To establish a Dreyfus Step
Program account, you must supply the necessary information on the Fund's
Account Application and file the required authorization form(s) with the
Transfer Agent. For more information concerning this Program, or to request
the necessary authorization form(s), please call toll free 1-800-782-6620.
You may terminate your participation in this Program at any time by
discontinuing your participation in Dreyfus-AUTOMATIC Asset Builder, Dreyfus
Government Direct Deposit Privilege or Dreyfus Payroll Savings Plan, as the
case may be, as provided under the terms of such Privilege(s). The Fund
reserves the right to redeem your account if you have terminated your
participation in the Program and your account's net asset value is $500 or
less. See "How to Redeem Fund Shares." The Fund may modify or terminate this
Program at any time. Investors who wish to purchase Fund shares through the
Dreyfus Step Program in conjunction with a Dreyfus-sponsored retirement plan
may do so only for IRAs, SEP-IRAs and IRA "Rollover Accounts." You should
consider your financial condition and the possibility of having to redeem
your Fund shares in times of rising prices or declining Fund share prices.
095/stkr051995
