Dreyfus Asset Allocation Fund
Supplement dated May 10, 1999
to the Prospectus dated September 1, 1998
(as previously supplemented on January 28, 1999)
At a meeting of the Board of Directors of the Dreyfus Asset Allocation Fund
(the "Acquired Fund"), and Dreyfus LifeTime Portfolios, Inc., held on May 6,
1999, the Board approved, subject to shareholder approval, an Agreement and
Plan of Reorganization (the "Agreement") between the Acquired Fund and
Dreyfus LifeTime Portfolios, Inc., on behalf of the Growth and Income
Portfolio (the "Acquiring Fund"), a fund with an identical investment
objective to that of the Acquired Fund. The Agreement provides for the
transfer of assets of the Acquired Fund to the Acquiring Fund, in a tax-free
exchange for shares of common stock of the Acquiring Fund and the assumption
by the Acquiring Fund of liabilities of the Acquired Fund, the distribution
of Investor Class shares of the Acquiring Fund to Acquired Fund shareholders
and the subsequent dissolution of the Acquired Fund (the "Reorganization").
It is currently contemplated that shareholders of the Acquired Fund will be
asked to approve the Agreement at a special meeting of shareholders to be
held on or about August 6, 1999. If the Agreement is approved, the
Reorganization will become effective on or about September 17, 1999. A
Prospectus/Proxy Statement with respect to the proposed Reorganization will
be mailed to Acquired Fund shareholders prior to the meeting. The
Prospectus/Proxy Statement will describe the Acquiring Fund and other
matters.
550s0599
